AGREEMENT  dated as of January 30, 1995 between  Harry McCoy  ("McCoy")
and EDITEK, Inc.

         WHEREAS, EDITEK is acquiring all the assets of MedTox
Laboratories, Inc., including the name "MedTox"; and

         WHEREAS,  EDITEK desires to induce McCoy to become and remain  employed
by EDITEK following the acquisition.

         NOW,  THEREFORE,  in consideration of the premises,  the parties hereby
agree  that  EDITEK  shall  assign to McCoy  whatever  rights it has to the name
"MedTox,"  (i) if EDITEK  shall  sell all or  substantially  all its  laboratory
diagnostics business and within three (3) months after such sale McCoy ceases to
be employed  by the new owner of such  business or (ii) if more than Fifty (50%)
Percent of the  outstanding  voting  securities  of EDITEK are  acquired  by any
person or entity that is in the laboratory diagnostics business and within three
(3) months thereafter McCoy ceases to be employed by EDITEK.

         IN WITNESS  WHEREOF,  the parties  have  executed  and  delivered  this
Agreement.


                                                 EDITEK, INC.


  /s/ Harry G. McCoy                             By:  /s/ James D. Skinner
         Harry McCoy                                      President