Exhibit
10.1




Summary
of Compensation Arrangements with Executive Officers and Directors


as
of March 8, 2010





On March
8, 2010, the Board of Directors of Generex Biotechnology Corporation (the
“Company”) unanimously approved the recommendations of the Compensation
Committee as to the following compensatory arrangements with respect to the
Company’s named executive officers and directors.





Base Salary
Increase





The base
salary of one named executive office was increased as follows:





Named Executive Officer
                        
                        2010 Increase
                        
                        
                        2010 Base Salary
                          (retroactive to January 1, 2010)Mark
      Fletcher
                          Executive
      Vice President
                          and
      General Counsel
                        
                        
                        3.1746
                        %
                        
                        $
                        325,000





Special Performance
Bonus





Mr.
Fletcher was also awarded a one-time cash bonus based on his individual
performance and contributions during the 2009 calendar year in the amount of
$225,000, which amount is payable on or before April 30, 2010.





Long-term Equity
Incentives





The named
executive officers and non-employee directors received long-term equity
incentives in the form of options to purchase shares of the Company’s common
stock as follows.





Named Executive Officer
                                            
                                            Aggregate Number of Underlying SharesAnna
      E. Gluskin
                                              President
      and Chief Executive Officer
                                            
                                            
                                            500,000Rose
      C. Perri
                                              Chief
      Operating Officer,
                                              Chief
      Financial Officer,
                                              Treasurer
      Secretary and Director
                                            
                                            
                                            400,000Mark
      Fletcher
                                              Executive
      Vice President
                                              and
      General Counsel
                                            
                                            
                                            300,000Brian
      McGee
                                              Director
                                            
                                            
                                            100,000John
      P. Barratt
                                              Director
                                            
                                            
                                            100,000Nola
      Masterson
                                              Director
                                            
                                            
                                            100,000








The
options have a ten-year term, subject to truncation upon cessation of employment
as specified in the Amended and Restated Generex Biotechnology Corporation 2006
Stock Plan.  The exercise price is $0.64 per share, which reflects the
NASDAQ Official Close Price of the Company’s common stock on the NASDAQ Capital
Market on the date of grant, March 8, 2010.  Approximately 33 1/3% of
the shares underlying each option grant was vested as of the date of grant with
the remaining shares vesting ratably on each of August 1, 2010 and August 1,
2011.  The Company and each optionee have entered into a written stock
option agreement.