_____________, 2000




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         Re:      Award of Common Stock

Dear ___________:

         In consideration for your past and future advice,  services and work as
the  __________  of  Volu-Sol,  Inc.,  the Board of Directors of the Company has
agreed to grant to you, as of the date of this  letter,  an award of  __________
shares of Common Stock of the Company.  We will promptly instruct our counsel to
make the necessary filings to have the shares issued as soon as possible.

         Thank you again for your valuable services to the Company.

                                            Respectfully,

                                            Volu-Sol, Inc.



                             By:____________________

                             Title: ________________

Accepted and Agreed to:


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