EXHIBIT 10.16
                                                                   -------------


THIS DEBENTURE, AND THE SECURITIES INTO WHICH IT IS CONVERTIBLE (COLLECTIVELY,
THE "SECURITIES"), HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES
AND EXCHANGE COMMISSION (THE "COMMISSION") OR THE SECURITIES COMMISSION OF ANY
STATE. THE SECURITIES ARE BEING OFFERED PURSUANT TO A SAFE HARBOR FROM
REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"). THE
SECURITIES ARE "RESTRICTED" AND MAY NOT BE OFFERED OR SOLD UNLESS THE SECURITIES
ARE REGISTERED UNDER THE ACT PURSUANT TO AVAILABLE EXEMPTIONS FROM THE
REGISTRATION REQUIREMENTS OF THE ACT AND THE COMPANY WILL BE PROVIDED WITH
OPINION OF COUNSEL OR OTHER SUCH INFORMATION AS IT MAY REASONABLY REQUIRE TO
CONFIRM THAT SUCH EXEMPTIONS ARE AVAILABLE. FURTHER HEDGING TRANSACTIONS
INVOLVING THE SECURITIES MAY NOT BE MADE EXCEPT IN COMPLIANCE WITH THE ACT.


                                    DEBENTURE

                     THOMAS PHARMACEUTICAL ACQUISITION CORP.

                            10% CONVERTIBLE DEBENTURE

                              DUE JANUARY 25, 2014


NO. 2                                                                    $96,800

         This Debenture is issued by Thomas Pharmaceutical Acquisition Corp.
("Thomas Acquisition"), a _________ corporation with its principal office
located at ________________________________, to the undersigned where indicated
as Holder (together with its permitted successors and assigns, the "Holder")
pursuant to exemptions from registration under the Act.

                                   ARTICLE I.

         SECTION 1.01 PRINCIPAL AND INTEREST. For value received, on January 26,
2007, Thomas Acquisition hereby promises to pay to the order of the Holder in
lawful money of the United States of America and in immediately available funds
the principal sum of Ninety-six Thousand Eight Hundred Dollars (US $96,800) on
January 25, 2014 (the "Maturity Date"), together with interest, compounded
quarterly, on the unpaid principal of this Debenture at the rate of ten percent
(10%) per year (computed on the basis of a 365-day year and the actual days
elapsed) from the date of this Debenture until paid.

         SECTION 1.02 OPTIONAL CONVERSION. In exchange and the consideration for
the Holder purchasing this Debenture and thereby permitting Thomas Acquisition
to loan to Thomas Pharmaceuticals Ltd, (the "Company") in the aggregate One
Hundred and Sixty Thousand Dollars ($160,000) on the date hereof in the form of
a Note, the Company hereby grants to the Holder a right, at its option, to
convert, and sell on the same day, at any time and from time to

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time, subject to the registration requirements of the Act, until payment in full
of this Debenture, all or any part of the principal amount of the Debenture,
plus accrued interest, into shares (the "Conversion Shares") of Series B
Convertible Preferred Stock of the Company, no par value per share ("Preferred
Stock"). Each $1,000 of the Debenture may be converted into one (1) share of
Preferred Stock using the Series B Initial Value as set forth in the Company's
Certificate of Incorporation. The full rights of the Preferred Stock are set
forth in the Certificate of Incorporation of the Company.

         No fraction of shares or scrip representing fractions of shares will be
issued on conversion, but the number of shares issuable shall be rounded to the
nearest whole share. To convert this Debenture, the Holder hereof shall deliver
written notice thereof, substantially in the form of Exhibit "A" to this
Debenture, with appropriate insertions (the "Conversion Notice"), to the Company
at its address as set forth herein. The date upon which the conversion shall be
effective (the "Conversion Date") shall be deemed to be the date set forth in
the Conversion Notice.

         SECTION 1.03 RESERVATION OF PREFERRED STOCK. The Company shall reserve
and keep available out of its authorized but unissued shares of Preferred Stock,
solely for the purpose of effecting the conversion of this Debenture, such
number of shares of Preferred Stock as shall from time to time be sufficient to
effect such conversion, based upon the Conversion Price; provided, however,
until such time as the Conversion Price has been fixed, but solely for the
purposes of this Section 1.03 only, the Conversion Price shall be deemed to be
$1,000 or, if there is a trading market for the Preferred Stock, the lowest bid
price for the preceding thirty (30) days. If at any time the Company does not
have a sufficient number of Conversion Shares authorized and available, then the
Company shall call and hold a special meeting of its stockholders within sixty
(60) days of that time for the sole purpose of increasing the number of
authorized shares of Preferred Stock.

         Section 1.04 RIGHT OF REDEMPTION. Thomas Acquisition at its option
shall have the right to redeem, with thirty (30) business days advance written
notice (the "Redemption Notice"), a portion of or the entire outstanding
principal sum under this Debenture. The redemption price shall be equal to one
hundred twenty-five percent (125%) multiplied by the portion of the principal
sum being redeemed, plus any accrued and unpaid interest. Once Thomas
Acquisition has issued to the Holder a Redemption Notice, the Holder may
continue to convert this Debenture, in accordance with Section 1.02 hereof, for
the thirty (30) day business period after the Holder receives the Redemption
Notice.

         Section 1.05 REGISTRATION RIGHTS. The Company shall be under no
obligation to register the resale of the Conversion Shares under the Securities
Act of 1933, as amended.

         Section 1.06 GUARANTY. Upon the occurrence of an Event of Default (as
defined in Article III hereto), this Convertible Debenture shall be immediately
due and payable. Notwithstanding anything to the contrary, the Company's
signature to this instrument shall not serve as a guaranty for the obligations
of Thomas Acquisitions, but rather shall only be enforceable against the Company
for those obligations set forth within this Debenture and expressly listed as an
obligation or covenant of the Company.

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         Section 1.07 INTEREST PAYMENTS. The interest so payable will be paid at
the time of maturity or conversion to the person or company in whose name this
Debenture is registered. At the time such interest is payable, Thomas
Acquisition, in its sole discretion, may elect to pay interest in cash (via wire
transfer or certified funds) or in the form of common stock. In the event of
default, as described in Article III hereunder, the Holder may elect that the
interest be paid in cash (via wire transfer or certified funds) or in the form
of common stock. If paid in the form of common stock, the amount of stock to be
issued will be calculated as follows: the value of the stock shall be the
closing bid price on: (i) the date the interest payment is due; or (ii) if the
interest payment is not made when due, the date the interest payment is made. A
number of shares of common stock with a value equal to the amount of interest
due shall be issued. No fractional shares will be issued; therefore, in the
event that the value of the common stock per share does not equal the total
interest due, Thomas Acquisition will pay the balance in cash.

         Section 1.08 PAYING AGENT AND REGISTRAR. Initially, Thomas Acquisition
will act as paying agent and registrar. Thomas Acquisition may change any paying
agent, registrar, or Company-registrar by giving the Holder not less than ten
(10) business days' written notice of its election to do so, specifying the
name, address, telephone number and facsimile number of the paying agent or
registrar.

                                   ARTICLE II.

         SECTION 2.01 AMENDMENTS AND WAIVER OF DEFAULT. The Debenture may not be
amended without the consent of the Holder. Notwithstanding the above, without
the consent of the Holder, the Debenture may be amended to cure any ambiguity,
defect or inconsistency, to provide for assumption of Thomas Acquisition
obligations to the Holder or to make any change that does not adversely affect
the rights of the Holder.

                                  ARTICLE III.

         SECTION 3.01 EVENTS OF DEFAULT. An "Event of Default", wherever used
herein, means any one of the following events (whatever the reason and whether
it shall be voluntary or involuntary or effected by operation of law or pursuant
to any judgment, decree or order of any court, or any order, rule or regulation
of any administrative or governmental body):

         (i) Any default in the payment of the principal of, interest on or
         other charges in respect of this Debenture, free of any claim of
         subordination, as and when the same shall become due and payable and
         that is not cured within ten (10) days of Thomas Acquisition's receipt
         of written notice from the Holder explaining such default in reasonable
         detail (whether on an installment, a Principal Payment Date, an
         Interest Payment Date, a Conversion Date or the Maturity Date or by
         acceleration or otherwise);

         (ii) The Company and/or Thomas Acquisition shall fail to observe or
         perform any other covenant, agreement or warranty contained in, or
         otherwise commit any breach or default of any provision of this
         Debenture hereof which is not cured with in the time prescribed;

         (iii) Thomas Acquisition or any subsidiary of Thomas Acquisition shall
         commence, or there shall be commenced against Thomas Acquisition or any
         subsidiary of Thomas

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<PAGE>

         Acquisition under any applicable bankruptcy or insolvency laws as now
         or hereafter in effect or any successor thereto, or Thomas Acquisition
         or any subsidiary of Thomas Acquisition commences any other proceeding
         under any reorganization, arrangement, adjustment of debt, relief of
         debtors, dissolution, insolvency or liquidation or similar law of any
         jurisdiction whether now or hereafter in effect relating to Thomas
         Acquisition or any subsidiary of Thomas Acquisition or there is
         commenced against Thomas Acquisition or any subsidiary of Thomas
         Acquisition any such bankruptcy, insolvency or other proceeding which
         remains undismissed for a period of sixty one (61) days; or Thomas
         Acquisition or any subsidiary of Thomas Acquisition is adjudicated
         insolvent or bankrupt; or any order of relief or other order approving
         any such case or proceeding is entered; or Thomas Acquisition or any
         subsidiary of Thomas Acquisition suffers any appointment of any
         custodian, private or court appointed receiver or the like for it or
         any substantial part of its property which continues undischarged or
         unstayed for a period of sixty one (61) days; or Thomas Acquisition or
         any subsidiary of Thomas Acquisition makes a general assignment for the
         benefit of creditors; or Thomas Acquisition or any subsidiary of Thomas
         Acquisition shall fail to pay, or shall state that it is unable to pay,
         or shall be unable to pay, its debts generally as they become due; or
         Thomas Acquisition or any subsidiary of Thomas Acquisition shall call a
         meeting of its creditors with a view to arranging a composition,
         adjustment or restructuring of its debts; or Thomas Acquisition or any
         subsidiary of Thomas Acquisition shall by any act or failure to act
         expressly indicate its consent to, approval of or acquiescence in any
         of the foregoing; or any corporate or other action is taken by Thomas
         Acquisition or any subsidiary of Thomas Acquisition for the purpose of
         effecting any of the foregoing;

         (iv) Thomas Acquisition or any subsidiary of Thomas Acquisition shall
         default in any of its obligations under any other debenture or any
         mortgage, credit agreement or other facility, indenture agreement,
         factoring agreement or other instrument under which there may be
         issued, or by which there may be secured or evidenced any indebtedness
         for borrowed money or money due under any long term leasing or
         factoring arrangement of Thomas Acquisition or any subsidiary of Thomas
         Acquisition in an amount exceeding $20,000, whether such indebtedness
         now exists or shall hereafter be created and such default shall result
         in such indebtedness becoming or being declared due and payable prior
         to the date on which it would otherwise become due and payable;

         (v) The Company shall fail for any reason to deliver Preferred Stock
         certificates to a Holder prior to the fifth (5th) trading day after a
         Conversion Date or the Company shall provide notice to the Holder,
         including by way of public announcement, at any time, of its intention
         not to comply with requests for conversions of this Debenture in
         accordance with the terms hereof;

         Section 3.02 PAYMENT ON EVENT OF DEFAULT. During the time that any
portion of this Debenture is outstanding, if any Event of Default has occurred,
the full principal amount of this Debenture, together with interest and other
amounts owing in respect thereof, to the date of acceleration shall become at
the Holder's election, immediately due and payable in cash, provided however,
the Holder may request (but shall have no obligation to request) payment of such
amounts in common stock of Thomas Acquisition. Upon the occurrence of an Event
of Default, the Holder may, in its sole discretion, accelerate full repayment of
all debentures

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<PAGE>

outstanding and accrued interest thereon. The Holder need not provide and Thomas
Acquisition hereby waives any presentment, demand, protest or other notice of
any kind, and the Holder may immediately and without expiration of any grace
period enforce any and all of its rights and remedies hereunder and all other
remedies available to it under applicable law. Such declaration may be rescinded
and annulled by Holder at any time prior to payment hereunder. No such
rescission or annulment shall affect any subsequent Event of Default or impair
any right consequent thereon. Upon an Event of Default, notwithstanding any
other provision of this Debenture, the Holder shall have no obligation to Thomas
Acquisition to comply with or adhere to any limitations, if any, on the
conversion of this Debenture or the sale of the Conversion Shares.

         Section 3.03 FAILURE TO ISSUE PREFERRED STOCK. The Company acknowledges
that failure to honor a Notice of Conversion shall cause irreparable harm to the
Holder.

                                   ARTICLE IV.

         SECTION 4.01 RIGHTS AND TERMS OF CONVERSION. This Debenture, in whole
or in part, may be converted at any time following the date hereof into shares
of Preferred Stock at a price equal to the Series B Initial Value as defined in
the Certificate of Incorporation of the Company.

         SECTION 4.02 RE-ISSUANCE OF DEBENTURE. When the Holder elects to
convert a part of the Debenture, then Thomas Acquisition shall reissue a new
Debenture in the same form as this Debenture to reflect the new principal
amount.

                                   ARTICLE V.

         SECTION 5.01 ANTI-DILUTION. In the event that the Company shall at any
time subdivide the outstanding shares of Preferred Stock, or shall issue a stock
dividend on the outstanding Preferred Stock, the conversion price in effect
immediately prior to such subdivision or the issuance of such dividend shall be
proportionately decreased, and in the event that the Company shall at any time
combine the outstanding shares of Preferred Stock, the Conversion Price in
effect immediately prior to such combination shall be proportionately increased,
effective at the close of business on the date of such subdivision, dividend or
combination as the case may be.

                                  ARTICLE VI.

         SECTION 6.01 NOTICE. All notices or other communications required or
permitted to be given pursuant to this Debenture shall be in writing and shall
be considered as duly given on: (a) the date of delivery, if delivered in person
against written receipt therefor, or by nationally recognized overnight delivery
service or (b) five (5) days after mailing if mailed from within the continental
United States by postage pre-paid certified mail, return receipt requested to
the party entitled to receive the same:

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<PAGE>


If to Thomas Acquisition, to:            Thomas Pharmaceutical Acquisition Corp.
                                             c/o  Snow Becker Krauss P.C.
                                             605 Third Avenue
                                             New York, NY  10158
                                         Attn: Jack Becker and Charles Snow
                                         Facsimile No.: 212-949-7052

If to the Holder:



If to the Company                        Thomas Pharmaceuticals, Inc.
                                         750 Route 34
                                         Matawan, NJ  07747
                                         Attn: Jerome Mahoney
                                         Facsimile No.: 732-441-9895

with a copy to:                          Meritz & Muenz LLP
                                         2021 O Street, NW
                                         Washington, DC 20036
                                         Attention: Lawrence A. Muenz, Esq.
                                         Facsimile No.: (202) 728-2910

         SECTION 6.02 GOVERNING LAW. This Debenture shall be deemed to be made
under and shall be construed in accordance with the laws of the State of New
Jersey without giving effect to the principals of conflict of laws thereof. Each
of the parties consents to the jurisdiction of the U.S. District Court sitting
in the District of the State of New Jersey or the state courts of the State of
New Jersey sitting in Hudson County, New Jersey in connection with any dispute
arising under this Debenture and hereby waives, to the maximum extent permitted
by law, any objection, including any objection based on forum non conveniens to
the bringing of any such proceeding in such jurisdictions.

         SECTION 6.03 SEVERABILITY. The invalidity of any of the provisions of
this Debenture shall not invalidate or otherwise affect any of the other
provisions of this Debenture, which shall remain in full force and effect.

         SECTION 6.04 ENTIRE AGREEMENT AND AMENDMENTS. This Debenture represents
the entire agreement between the parties hereto with respect to the subject
matter hereof and there are no representations, warranties or commitments,
except as set forth herein. This Debenture may be amended only by an instrument
in writing executed by the parties hereto.

         Section 6.05 RELEASE. In consideration for entering into this
Debenture, the Company, Thomas Acquisition, iVoice, Inc. and the Holder, on the
date hereof, knowingly, voluntarily and unconditionally release, forever
discharge, and covenant not to sue the other parties hereto from or for any and
all claims, causes of action, demands, suits, debts, obligations, liabilities,
damages, losses, costs and expenses (including attorneys' fees) of every kind or
nature whatsoever, known or unknown, actual or potential, suspected or
unsuspected, fixed or

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<PAGE>

contingent, that such party has or may have, now or in the future to the end of
the world, arising out of, relating to, or resulting from any act or omission,
error, negligence, breach of contract, tort, violation of law, discrimination,
matter or cause whatsoever from the beginning of time or in the future to the
end of the world; provided, however, that the foregoing release shall not apply
to any claims arising out of this Debenture. Each party hereto agrees that
notwithstanding anything else in this Debenture, the provisions of this Section
6.05 shall survive termination of this Debenture.


IN WITNESS WHEREOF, with the intent to be legally bound hereby, Thomas
Acquisition as executed this Debenture as of the date first written above.

                                THOMAS PHARMACEUTICAL ACQUISITION CORP.

                                By:
                                    ------------------------------------------
                                     Name:
                                           -----------------------------------
                                     Title:
                                            ----------------------------------


                                THOMAS PHARMACEUTICALS, LTD.
                                By:
                                    ------------------------------------------
                                     Name:
                                           -----------------------------------
                                     Title:
                                            ----------------------------------


                                IVOICE, INC.
                                [Limited to Section 6.05 only]

                                By:
                                    ------------------------------------------
                                     Name:
                                           -----------------------------------
                                     Title:
                                            ----------------------------------


                                HOLDER



                                By:
                                    ------------------------------------------
                                     Name:
                                           -----------------------------------
                                     Title:
                                            ----------------------------------



                                        7
<PAGE>

                                   EXHIBIT "A"

                              NOTICE OF CONVERSION
           (TO BE EXECUTED BY THE HOLDER IN ORDER TO CONVERT THE NOTE)


TO:

         The undersigned hereby irrevocably elects to convert $ of the principal
amount of this Debenture into Shares of Preferred Stock of Thomas
Pharmaceuticals Inc., according to the conditions stated therein, as of the
Conversion Date written below.

CONVERSION DATE:                          _____________________________________

APPLICABLE CONVERSION PRICE:              _____________________________________

SIGNATURE:                                _____________________________________

NAME:                                     _____________________________________

ADDRESS:                                  _____________________________________

AMOUNT TO BE CONVERTED:  $                _____________________________________

AMOUNT OF DEBENTURE UNCONVERTED: $        _____________________________________

CONVERSION PRICE PER SHARE: $             _____________________________________

NUMBER OF SHARES OF PREFERRED STOCK
TO BE ISSUED:                             _____________________________________

PLEASE ISSUE THE SHARES OF PREFERRED
STOCK IN THE FOLLOWING NAME AND TO THE
FOLLOWING ADDRESS:                        _____________________________________

ISSUE TO:                                 _____________________________________

AUTHORIZED SIGNATURE:                     _____________________________________

NAME:                                     _____________________________________

TITLE:                                    _____________________________________

PHONE NUMBER:                             _____________________________________

BROKER DTC PARTICIPANT CODE:              _____________________________________

ACCOUNT NUMBER:                           _____________________________________

ADDRESS OF RECEIVING PARTY:               _____________________________________

SOCIAL SECURITY NUMBER OR TAX
IDENTIFICATION NUMBER OF
RECEIVING PARTY:                          _____________________________________

                                       A-1