Exhibit 10.12.2

                             [LETTERHEAD] PAREXEL

PRIVATE & CONFIDENTIAL

Barry Philpott
Golden Glades
Great Bois Wood
Chesam Bois
Amersham
BUCKS HP6 5NJ

15th November 2000

Dear Barry:

This letter serves to confirm our discussions earlier this year regarding the
change in your role and additional amendments to your terms and conditions.

Your appointment as President, Contract Research Services became effective on
1st April 2000. As you are aware the salary and MIP increases associated with
your role change have already been implemented.

We also discussed changes in your notice period and I have set these out below.

I can confirm that the Company will give 12 months' prior written notice of its
intention to terminate your employment for any reason whatsoever, except in the
circumstance of gross misconduct. In the event that you wish to terminate your
employment you are required to give 12 months' written notice of your intention
so to do.

In the event that the Company serves notice to terminate your employment, then
the Company may at its absolute discretion require you not to attend work or not
to undertake all your duties during all or part of your notice period, provided
always that the Company shall continue to pay your salary and contractual
benefits and/or make a payment in lieu of notice. For the avoidance of doubt
this payment would include the value of any benefits including your target
payment under the MIP scheme, or holiday entitlement which would have accrued
had you been employed to the end of the notice period.

Again, for the avoidance of doubt, the provisions of the Change Control
Agreement remain unaltered.

It has come to my attention that you have not signed a Key Employee Agreement.
As you know this is a requirement of all senior employees of the Company and it
is attached for


your review and signature. Please return a signed copy to Julia Ronde in the UK
HR department.

I wish to thank you for your valued contribution and look forward to continuing
our long and rewarding association.

Yours sincerely,

/s/ Josef H. von Rickenbach

Josef H. von Rickenbach
President, Chief Executive Officer and Chairman
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Encl: Key Employee Agreement