EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT by and between NUTRI PHARMACEUTICALS RESEARCH, INC., A Nevada corporation, and its successors  (Employer) and KIMBERLY BAKER, an individual (Employee), this July 1, 2004.

1.0

RECITALS

1.1

Employer, and Employee desire to enter into this Employment Agreement upon the terms and conditions set forth herein.

1.2

Employer and Employee also desire to maintain Employers confidential and proprietary Trade secrets by entering into the Confidentiality Agreement contemporaneously herewith.

NOW THEREFORE, IN CONSIDERATION of the mutual covenants and agreements contained herein and for other good and valuable consideration, the receipt and adequacy of which is hereby admitted and acknowledged, the parties hereto agree as follows:

2.0

DEFINITIONS

2.1

Agreement: Agreement shall mean this Employment Agreement.

2.2

Business of Employer: Business of Employer shall mean the business of oil to powder processing.

2.3

Confidential Information: Confidential Information shall mean Employers trade secrets as defined in the Confidentiality Agreement.

2.4

Confidentiality Agreement: Confidentiality Agreement shall mean that certain Confidentiality and Non-Disclosure Agreement by and between the Employer and Employee entered into concurrently herewith.

2.5

Disability: Disability shall mean a determination by the Board of Directors of Employer that, due to physical or mental illness, Employee is unable to perform her customary duties hereunder for a period in excess of (i) ninety (90) consecutive days, or (ii) one hundred twenty (120) days in any consecutive twelve (12) month period.

2.6

Discharge for Cause : Discharge for Cause shall mean:

(a) Any violation or termination of employment for proven embezzlement, intoxication or illegal drug use which materially interferes with job performance, wrongful disclosure of the Employers Confidential Information (including but not limited to violation of the Confidentiality Agreement), conviction of a felony adversely affecting the ability of the Employee to carry on her normal duties, breach of Sections 4.4 hereof, receipt of any rebate, kickback or other remuneration or consideration from any party that conducts business with Employer, or other material breach of this Agreement, or

(b)  Failure to perform competently, in the Boards sole discretion, the customary duties of those positions specified in Section 4.1 for businesses similar to the Business of Employer.

2.7

Effective Date: Effective Date shall mean the date July 1, 2004.

2.8

Employee: Employee shall mean KIMBERLY BAKER, an individual.

2.9

Employer: Employer shall mean NUTRI PHARMACEUTICALS RESEARCH, INC., A Nevada corporation, and its successors.

2.10

Employment Agreement: Employment Agreement shall mean this document, July 1, 2004, including all amendments thereto, by and between the Employer and Employee.

2.11

Termination Without Cause: Termination Without Cause shall mean Termination of Employees services for reasons other than Discharge for Cause;

3.0

EMPLOYMENT

The Employer hereby employs the Employee as of the Effective Date, and the Employee hereby accepts employment with Employer, upon the terms and conditions contained in this Agreement.

4.0

CAPACITIES AND DUTIES

4.1

Employee is hereby employed in the capacity of general manager rendering such services and having such administrative duties and responsibilities usual to general managers as may be assigned to Employee from time to time by the Board of Directors of the Employer.

4.2

Employee agrees to devote her best efforts and exclusive time to rendering services to Employer and Corporation. The Employee is restricted from being employed by any other employer while under the employ of the Employer pursuant to the terms and conditions of this Agreement.

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