EMPLOYMENT AGREEMENT





         EMPLOYMENT AGREEMENT dated as of April 21, 2003 between QMED, INC., a

Delaware corporation (the "Company"), and JANE MURRAY ("Executive").



         WHEREAS, the Executive is Executive Vice President of the Company; and



         WHEREAS, the Company's Board of Directors wishes to assure that the

Company will continue to have the services of the Executive available to it; and



         WHEREAS, the Company's Board of Directors has determined, in light of

the importance of the Executive's continued services to the stability and

interests of the Company and its stockholders to reinforce and encourage the

Executive's continued attention and dedication to her duties.



         NOW THEREFORE, in consideration of the premises and the mutual

covenants contained in this Agreement, it is agreed between the Company and the

Executive as follows:



1.       EMPLOYMENT.



         Subject to the terms and conditions hereof, Company hereby employs

Executive as its Executive Vice President and Chief Operating Officer during the

term hereof, as hereinafter described, and Executive hereby accepts such

employment.



2.       EFFECTIVE DATE.



         This Agreement shall become effective as of December 1, 2002 (the

"Effective Date").



3.       TERM OF EMPLOYMENT.



         Unless earlier terminated pursuant to Section 8 hereof, the term of

employment under this Agreement shall be for a three-year period commencing on

the Effective Date and ending November 30, 2005. This Agreement shall be

automatically renewed for successive one (1) year periods, unless either party

shall notify the other in writing of its intention not to renew this Agreement

(a "Non-renewal Notice"), which notice shall be given at least 90 days prior to

the end of the then current term (the "Expiration Date"). The period from the

Commencement Date to the Expiration Date, including the Renewal Term, if any, is

referred to herein as the "Term."



4.       DUTIES.



         4.1 During the Term of her employment by Company, Executive shall serve

as Executive Vice President and Chief Operating Officer of Company. In

Executive's capacity as Executive Vice President and Chief Operating Officer of

the Company, the Executive shall have the customary powers responsibilities and



<PAGE>



authorities of chief operating officers of corporations of the size, type and

nature of the Company, as it exists from time to time, including primary

responsibility for the day-to-day management of the Company's affairs and its

operations, any duties prescribed for such positions in the By-laws of Company

as in effect from time to time, and those responsibilities and duties as the

Board of Directors may from time to time direct Executive to undertake and to

perform which are consistent and appropriate to the capacities of senior

corporate management held by Executive. During the term of this Agreement,

Executive may not be demoted whereby she is no longer performing the duties

commonly incident to the offices of Executive Vice President and Chief Operating

Officer.



         4.2 The Executive, if elected, shall serve as a member of the Board of

Directors of the Company. The Executive shall serve as the second highest

ranking officer of each of the Company's wholly-owned subsidiaries.



         4.3 Executive shall serve Company faithfully and to the best of her

ability and shall devote a substantial amount of her time, skill, efforts and

attention during business hours (unless prevented by illness or incapacitation)

to the business affairs of Company.



         4.4 As long as the Board of Directors has not reasonably determined

that such activities interfere with her duties and responsibilities hereunder,

nothing in this Agreement shall preclude the Executive from engaging in

charitable and community affairs, from managing any passive investment made by

her in publicly-traded securities or other property. The Executive may serve as

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