Transfer Agent Instructions

BIOSHIELD TECHNOLOGIES, INC.
4405 INTERNATIONAL BLVD.
NORCROSS, GEORGIA 30093


June 14, 2000


American Stock Transfer & Trust Co. 40 Wall Street New York, New York 10005


ATTENTION: COMPLIANCE DEPARTMENT


Dear Sir or Madam:


Reference is made to the Private Equity Credit Agreement (the "Agreement"), dated as of June 14, 2000, between Jackson LLC (the "Investor") and BioShield Technologies, Inc. (the "Company"). Pursuant to the Agreement, subject to the terms and conditions set forth in the Agreement the Investor has agreed to purchase from the Company and the Company has agreed to sell to the Investor from time to time during the term of the Agreement shares of common stock of the Company, no par value per share (the "Common Stock"). As a condition to the effectiveness of the Agreement, the Company has agreed to issue to you, as the transfer agent for the Common Stock (the "Transfer Agent"), these instructions relating to the Common Stock to be issued to the Investor (or a permitted assignee) pursuant to the Agreement. All terms used herein and not otherwise defined shall have the meaning set forth in the Agreement.


1. ISSUANCE OF COMMON STOCK WITHOUT THE LEGEND.


Pursuant to the Agreement, the Company is required to prepare and file with the Commission, and maintain the effectiveness of, a registration statement or registration statements registering the resale of the Common Stock to be acquired by the Investor under the Agreement. The Company will advise the Transfer Agent in writing of the effectiveness of any such registration statement promptly upon its being declared effective. The Transfer Agent shall be entitled to rely on such advice and shall assume that the effectiveness of such registration statement remains in effect unless the ...