CIO Employment Agreement - Thomas R. Giordano

November 1, 2002


Mr. Thomas R. Giordano 621 Solar Isle Drive Ft. Lauderdale, FL 33301


Dear Mr. Giordano:


I am very pleased to offer you a position at Andrx ("Andrx"), upon the following terms:


(1) Position: Senior Vice President and Chief Information Officer


(2) Reporting to: Richard J. Lane, Chief Executive Officer


(3) Salary: $225,000 annually


(4) Stock Options: Non-qualified stock options to purchase 25,000
shares of Andrx's common stock. Although the actual
stock option grant, vesting schedule, and exercise
price of these options will be determined by the
Andrx board at their next meeting, we anticipate
that these options will vest annually over a five
year period of time.


(5) Target Bonus: The Target Bonus will be 40%. The level of bonus
awarded will be based upon your attainment of
established metrics for the goals and objectives we
mutually agree upon.


(6) Car Allowance: Andrx will pay you a car allowance of $700 per
month.


(7) Termination: During the one year period after a "change of
control," in the event that your employment is
terminated by Andrx or any successor entity without
"cause" or you voluntarily terminate your employment
for "good reason," you shall be entitled to (i) at
least one year's compensation at your then current
annual salary together with one times the prior
year's Target Bonus (or the mid-point of the Target
Bonus if termination occurred during your first year
...