CREDIT FACILITY AGREEMENT (TERM/DEMAND LOAN)



THIS AGREEMENT made this 20th day of May, 2000 between Caraco Pharmaceutical

Laboratories Limited a Company incorporated in Michigan and having its

Registered Office situated at 1150 Elijah McCoy Drive, Detroit, Michigan 48202

(hereinafter referred to as the "Borrower", which expression shall, unless it

be repugnant to the subject or context thereof, include its successors and

assigns);



                                      AND



ICICI BANK LIMITED, a company incorporated under the Companies Act, 1956, and a

Scheduled Bank within the meaning of The Reserve Bank of India Act, 1934 (2 of

1934) and having its Registered Office at Landmark, Race Course Circle,

Baroda-390 007 and among others a Branch Office at Free Press House, 215,

Nariman Point Mumbai 400 021 (hereinafter referred to as "the Bank", which

expression shall, unless it be repugnant to the subject or context thereof,

include its successors and assigns);







                                       1



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DEFINITIONS: GENERAL CONDITIONS



I.  DEFINITIONS:



     1.1  The following terms shall have the following meanings:-



(a)  "General Conditions" means the GENERAL CONDITIONS No. GC-II APPLICABLE TO

CREDIT FACILITIES PROVIDED BY THE BANK.



(b)  'Project' means the project to be financed described in Schedule-I hereto;



(c)  'Financing Plan' means the plan as described in Schedule II hereto.



     1.2  GENERAL CONDITIONS:



     The Loan hereby agreed to be granted by the Bank shall be subject to the

     Borrower complying with the terms and conditions set out herein and also

     in the General Conditions, a copy of which has been furnished to the

     Borrower. The General Conditions shall be deemed to form part of this

     Agreement and shall be read as if they are specifically incorporated

     herein.



All monies payable by the Borrower to the Bank shall be paid to the Bank at

such Branch as may be specified by them by telegraphic, telex or mail transfer

to the account of such Branch by cheque or bank draft drawn in favour of the

Bank, and shall be so paid as to enable the Bank to realise, at par, the amount

on or before the relative due date.



Credit for all payments will be given on realisation of the instruments.



AGREEMENT AND TERMS OF LOAN



2.1  AMOUNT AND TERMS OF LOAN:



The Borrower agrees to avail from the Bank and the Bank agrees to provide to

the Borrower, on the terms and conditions contained herein as also in the

General conditions, sum up to an aggregate USD 5 million (equivalent to INR Rs

21,80,00,000/ - i.e. Rupees Twenty One Crores Eighty Lacs Only) under the

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