Exhibit 10.9

                      CLAL PHARMACEUTICAL INDUSTRIES LTD.



                                   Guarantee
                                   ---------



          The undersigned, being directly or indirectly, the beneficial owner of
all but one share of the capital stock of C.T.P. Research and Development (1995)
Ltd., an Israeli private company limited by shares ("C.T.P."), in order to
induce (a) PRI-Research, Inc., a Delaware corporation ("PRI-Research"), to enter
into that certain Limited Partnership Agreement (the "LP Agreement") of Clal
Pharmaceutical Resources L.P. (the "Partnership"), dated May 1, 1995, among Clal
Pharmaceutical Resources (1995) Ltd. (the "General Partner"), C.T.P. and PRI-
Research, and (b) Pharmaceutical Resources, Inc., a New Jersey corporation
("PRI"), to enter into that certain Stockholders Agreement dated May 1, 1995,
among C.T.P., PRI and the General Partner (the "Stockholders Agreement"), does
hereby unconditionally guarantee the full and timely performance of (i) C.T.P.'s
obligations to the Partnership, the General Partner and PRI-Research under the
LP Agreement, and (ii) C.T.P.'s obligations to PRI and the General Partner under
the Stockholders Agreement, if, and only to the extent to which, C.T.P. shall be
required to perform such obligations.  In connection herewith, the undersigned
shall be entitled to avail itself of and to assert any rights, claims or
defenses otherwise available to C.T.P. with respect to such obligations.  This
Guarantee is being delivered by the undersigned to the Partnership, the General
Partner, PRI-Research and PRI in connection with the execution and delivery of
the LP Agreement and the Stockholders Agreement.

          The undersigned hereby represents and warrants that it is a private
company limited by shares duly organized, validly existing and in good standing
under the laws of the State of Israel.  The undersigned hereby further
represents and warrants that it has all necessary corporate power and authority
to execute, deliver and perform this Guarantee, that the execution, delivery and
performance by the undersigned of this Guarantee has been duly authorized by all
necessary corporate or other action by or on behalf of the undersigned and that
this Guarantee constitutes a valid and binding obligation of the undersigned,
enforceable against the undersigned in accordance with its terms.
 

 
          This Guarantee shall be governed by and construed in accordance with
the laws of the State of Israel without regard to the choice-of-law provisions
thereof.

Dated:  May 1, 1995



                         CLAL PHARMACEUTICAL INDUSTRIES LTD.



                         By   /s/ Mony Ben-Dor
                            --------------------------------



                         By   /s/ Zeev Zehavi
                            --------------------------------