EXHIBIT 10.1



                               LETTER OF AGREEMENT



This is a Letter of Agreement between Biomune Systems, Inc. (the "Company") and
Dr. Allan H. Barker ("Consultant") effective as of December 2, 1996.

CONSULTING DUTIES

Consultant has performed services for the Company which includes but are not
limited to the following:

A.  Designed and reviewed protocols for clinical trials.
B.  Reviewed  research data the Company receives from various Universities.
C.  Designed and reviewed information regarding IND's.
D.  Various communication with the FDA.

COMPENSATION

Consultant will be compensated as follows:

     a.   50,000 free-trading shares of the Company's Common Stock.

The above description of duties and compensation are agreed to by the
undersigned.


Biomune Systems, Inc.

By:   /s/  Michael G. Acton                       /s/  Allan H. Barker
      Michael G. Acton                            Allan H. Barker
Its:  Chief Financial Officer and
      Controller

 
December 3, 1996              December 3, 1996
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Date                          Date