Intention Letter for Granting Credit - Bio-Technology General (Israel) Ltd. and Bank Hapoalim BM


                                                                22nd March, 2000

Bank Hapoalim B.M.
Head Office
45 Rothschild Boulevard
Tel-Aviv

To:
BIO - TECHNOLOGY GENERAL ( ISRAEL ) LTD..

                    RE: INTENTION LETTER FOR GRANTING CREDIT

As per your request we ,Bank Hapoalim B.M. hereby confirm that we will provide
you with a credit line up to the sum of $ 20,000,000 ( Twenty Million United
States Dollars ) ( hereinafter :" the Credit") subject to the terms and
conditions as stated hereinbelow:

1.       THE CREDIT

         a) DRAWDOWN PERIOD - from March 1 2000 until December 31, 2000.

         b) DURATION -  for long term credit - 5 ( five) years from each 
                        drawdown date.

                        for short term credit - 12 (twelve ) months from each 
                        drawdown date.

         c) INTEREST -  for long term credit - LIBOR plus 1% p.a.

                        for short term credit - LIBOR plus 0.5% p.a.

         d) PREPAYMENT - You may on every interest payment date of long term 
                         loan prepay such loan without any premium or penalty 
                         upon giving at least 14 days prior written notice.

         e) COMMITMENT FEE - 0.125% p.a. of the Credit, to be paid on the 
                           beginning of the Drawdown Period.

2. CONDITIONS

       a)     You will create in our favour a first ranking floating charge over
              all your assets in form and substance satisfactory to us. Said
              charge will rank 



              pari passu with the floating charge you have or will create in
              favour of Bank Leumi Le-Israel B.M..

       b)     You will furnish us with a guarantee signed by Bio - Technology
              General Corporation in form and substance satisfactory to us to
              secure the repayment of the Credit.

       c)     You will sign and execute all credit documents and other documents
              concerning the Credit which we customarily require and which will
              be in form and substance satisfactory to us in all aspects.

       d)     The Credit will be granted if there is no legal ( or any other )
              impediment thereto.

       e)     We would appreciate your acceptance of the above no later than
              April 15, 2000. If we do not receive your acceptance by the said
              date , this letter will be null and void.

                                                        Very truly Yours,

                                                        BANK HAPOALIM B.M.

                                                        /s/ R. Simha   G.Moshe


We hereby agree to the conditions set out in this letter.

  /S/
---------------------------------------------------
Bio - Technology General ( Israel) Ltd.