Form Of 4th Amendment To Convertible Bridge Loan

FOURTH AMENDMENT TO CONVERTIBLE BRIDGE LOAN
AND WARRANT AGREEMENT


THIS FOURTH AMENDMENT TO CONVERTIBLE BRIDGE LOAN AND WARRANT AGREEMENT (this "Amendment") is made as of October 7, 2003, by and between Akorn, Inc. a Louisiana corporation (the "Company"), and The John N. Kapoor Trust dated 9/20/89 (the "Lender").


WHEREAS, the Company and the Lender are parties to that certain Convertible Bridge Loan and Warrant Agreement dated as of July 12, 2001 (as amended from time to time, the "Agreement"); and


WHEREAS, the Company and the Lender wish to further amend the Agreement pursuant to the terms set forth herein.


NOW, THEREFORE, for and in consideration of the premises and mutual agreements herein contained and for the purposes of setting forth the terms and conditions of this Amendment, the parties, intending to be bound, hereby agree as follows:


1. Incorporation of the Agreement. All capitalized terms which are not defined hereunder shall have the same meanings as set forth in the Agreement. To the extent any terms and provisions of the Agreement are inconsistent with the amendments set forth in Paragraph 2 below, such terms and provisions shall be deemed superseded hereby. Except as specifically set forth herein, the Agreement shall remain in full force and effect and its provisions shall be binding on the parties hereto.


2. Amendments to the Agreement.


2.1 Definitions. The definition of "Senior Loan Agreement" is hereby amended and restated in its entirety to read as follows:


"Senior Loan Agreement" shall mean that certain Credit
Agreement dated as of October 7, 2003, among Akorn, Inc., Akorn (New
Jersey), Inc., LaSalle Bank National Association and certain other
parties thereto.


2.2 Section 9.


(a) Section 9(c) of the Agreement i ...