8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


CURRENT REPORT


PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934



Date of Report (date of earliest event reported): March 17, 2008

Innovex, Inc.

(Exact name of Registrant as Specified in its Charter)

Minnesota

(State Or Other Jurisdiction Of Incorporation)

000-13143	41-1223933
(Commission File Number)	(I.R.S. Employer Identification No.)

3033 Campus Drive, Suite E180 Plymouth, MN	55441
(Address Of Principal Executive Offices)	(Zip Code)

(763) 383-4000

Registrant’s Telephone Number, Including Area Code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Items under Sections 1, 2, 4, and 6-7 are not applicable and therefore omitted.

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Randy Acres as Chief Financial Officer:

Effective March 17, 2008, Randy Acres accepted the position of Innovex Inc.’s Chief Financial Officer ("CFO"). The following is a description of Mr. Acre’s Dual Employment Agreement with the Company provided pursuant to the compensatory plan disclosure requirements of Item 601 of Regulation S-K. The Agreement is attached hereto as Exhibit 10.2 and is incorporated by reference herein.

Pursuant to his Agreement, Mr. Acres will receive an annual base salary of $132,000 and an additional Thai Baht salary of 3,120,000 (approximately $99,000) for a total base salary of approximately $231,000. Salary reviews are to occur at least once per year. Under the Agreement, Mr. Acres will also be eligible for a bonus award pursuant to a bonus plan determined by the Board. A bonus awarded may take the form of cash or stock options. If Mr. Acres is terminated by the Company for any reason other than Good Cause; or by Mr. Acres with Good Reason, the Company will continue to pay his base salary and the employer share of group health and dental premiums for 12 months from the termination date. The Agreement also provides Mr. Acres’ compensation following a Company change in control. This compensation includes a continuation of his base salary for 12 months and payment of the employer share of his group health and dental premiums for up to 12 months. In addition, if Mr. Acres’ employment is terminated without Good Cause by the Company or by Mr. Acres with Good Reason, the Company will provide reasonable relocation expenses back to the United States.

ITEM 9.01 Financial Statements And Exhibits.

Exhibit No.	Description
10.1	Release dated March 17, 2008
10.2	Dual Employment Agreement by and between Innovex, Inc. and Randy Acres dated March 17, 2008

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		INNOVEX, INC.
		By:	/s/ Douglas W. Keller
		Douglas W. Keller
		Vice President, Finance
Date:	March 17, 2008

EX-10.1

Exhibit 10.1

Innovex Announces New Chief Financial Officer

PLYMOUTH, Minn.--(BUSINESS WIRE)--Innovex (Nasdaq: INVX) today announced that Mr. Randy Acres will be joining the company as its Chief Financial Officer.

Mr. Acres most recently served as Chief Financial Officer – Asia Pacific for Symbol Technologies Inc and Brocade Communications Systems Inc. Additionally Mr. Acres has more than 11 years experience with various divisions of IBM, including assignments in Thailand and China as the CFO of IBM Storage Products. Mr. Acres spent 8 of the last 10 years in various organizations with responsibility throughout the Asia region and has extensive experience in both business and financial activities.

“With the relocation of the corporate finance functions to Thailand, as well as the current high level of strategic activity necessary to position the company for the future, it is important we have a strong CFO in place to drive these activities and guide our restructuring efforts.” stated Terry Dauenhauer, Innovex’s President & CEO. “Randy brings to Innovex a diverse background that will serve the company well as we proceed through the final stages of a difficult transition period. We are very pleased to have Randy join our team.”

About Innovex, Inc.

Innovex, Inc. is a leading manufacturer of high-density flexible circuit-based electronic interconnect solutions. Innovex’s products enable the miniaturization and increasing functionality of high technology electronic devices. Applications for Innovex’s products include data storage devices such as hard disk drives and tape drives, liquid crystal displays for mobile telecommunication devices, flat panel displays and printers. Innovex is known worldwide for its advanced technology and world class manufacturing.

Safe Harbor for Forward Looking Statements

Except for historical information contained herein, the matters discussed in this press release are forward looking statements that involve risks and uncertainties, including the timely availability and acceptance of new products, impact of restructuring charges, changes in product mix, the impact of competitive products and pricing, effect of world-wide economic conditions on flexible circuit demand, changes in manufacturing efficiencies, fluctuations in financial results, continued cash availability under Company credit facilities and other risks detailed from time to time in the Company’s reports filed with the Securities and Exchange Commission.

CONTACT:
Innovex, Inc.
Douglas W. Keller, VP - Finance, 763-383-4025
Facsimile: 763-383-4090
http://www.innovexinc.com

EX-10.2

                                                                    Exhibit 10.2


                          Innovex ( Thailand ) Limited
                          ----------------------------
                              Employment Agreement
                              --------------------


        This Employment and Confidentiality Agreement (hereinafter "Agreement")
is entered into between Innovex (Thailand) Limited and Mr. Randy Acres
("Employee") effective as of March 17, 2008.

        WHEREAS, Innovex is a technology company engaged in continuing research
and development and Innovex (Thailand) Ltd is a solely owned subsidiary; and

        WHEREAS, the Employee has been hired by Innovex (Thailand) Ltd in the
position of Chief Financial Officer to perform such duties as may from time to
time be directed by Innovex (Thailand) Ltd; and

        WHEREAS, Innovex (Thailand) Ltd and the Employee deem it essential to
formalize the conditions of Employee's employment by written agreement; and

        WHEREAS, the Employee has entered into this Agreement in consideration
of Innovex (Thailand) Ltd's continuing employment and the benefits associated
with that employment, including the severance benefits provided for under this
Agreement;

        NOW THEREFORE, in consideration of the mutual covenants, terms and
conditions herein contained, it is hereby agreed by and between the parties here
to as follows:

1.      Employment Duties and Obligations. Innovex hereby employs the Employee
        and the Employee accepts such employment on the following terms and
        conditions:

        1.1.   Duties. The Employee shall devote their full business time and
               best efforts to the operations of Innovex, including normal
               duties as Chief Financial Officer. Employee agrees to faithfully
               and diligently exert their best efforts to perform the duties and
               responsibilities of employment, promote the interest and welfare
               of Innovex and its business, be familiar with Innovex (Thailand)
               Ltd policies that relate to those duties and to abide by these
               policies, and do nothing which may cause loss or damage to
               Innovex, its business or its business reputation and goodwill.
               During the period of employment, Employee agrees not to solely,
               or jointly with others, undertake or join any planning for or
               organization of any business activity competitive with the
               business activities of Innovex. Employee further agrees to comply
               with all reasonable rules, regulations, orders and directives of
               Innovex, its management and/or its Board of Directors ("Innovex
               Management").

        1.2.   Supervision. Employee shall at all times discharge their duties
               in consultation with, and under the supervision of, Innovex
               Management.




2.      Compensation and Benefits. In return for the Employee's services to
        Innovex (Thailand) Ltd., the Employee shall receive compensation and
        benefits which shall include the following:

        2.1 Salary. Employee will receive a base salary of 260,000.00 ( two
        hundred sixty thousand ) Baht/month. This salary will be paid at the end
        of each month and is subject to Thai income tax.

        2.2 Company Incentive Bonus. Employee will be eligible for an incentive
        bonus based upon the corporate incentive program, dependant on the
        company performance.

        2.3 Healthcare. Benefit will be provided as per Innovex (Thailand) Ltd
        policy.

        2.4 Housing & Transportation Allowance. In addition to base salary,
        Employee shall also receive a combined housing/transportation allowance
        of 40,000 ( forty thousand ) Baht/month. This allowance is subject to
        Thai income tax. Employee will also be provided with company car and
        driver.

        2.5 Relocation to Chiang Mai. Innovex will pay all reasonable costs
        associated with moving personal goods from Bangkok to Chiang Mai at any
        time during the first year of employment. Management at its sole
        discretion will determine what is reasonable.

        2.6 Reimbursable Business Expenses. In addition to salary and other
        benefits, subject to compliance with Innovex policy, Innovex (Thailand)
        Ltd will advance or reimburse Employee for any ordinary, necessary, and
        reasonable expenses incurred by Employee in the interest of Innovex
        (Thailand) Ltd. Innovex (Thailand) Ltd shall reimburse the Employee upon
        submission to Innovex (Thailand) Ltd of any records and documentation
        required by Innovex (Thailand) Ltd to substantiate said expenses.

        2.7 Holidays. Employee shall be entitled to holidays, which are normally
        granted to other Thailand (Thailand) Ltd employees.

        2.8 Vacation. Employee will be provided with up to 4 ( four ) weeks of
        vacation annually subject to the approval of the Chief Executive
        Officer. This benefit is not for accrual but to be used as appropriate
        so there will be no pay out for unused vacation days at the end of
        employment.

        2.9 Home Leave Employee will also be provided with 1 round trip
        Thailand-USA business class airfare in each of the first 3 calendar
        years of employment. This airfare may be provided to a designated
        individual in lieu of employee at the discretion of the Chief Executive
        Officer.

        2.10 Relocation Expenses. In case of termination by Innovex (Thailand)
        Ltd the Company will pay or reimburse all reasonable actual costs
        including but not limited to business class air fare, sea shipment of
        personal goods and up to two weeks temporary living accommodations if
        necessary to relocate the Employee and immediate family to their home
        country. These costs must be incurred within 60 ( sixty ) days of
        termination..




3.      Termination. Employee understands and agrees that they are an employee
        at will, and as such, their employment can be terminated by Innovex
        (Thailand) Ltd at any time, without reason or cause. In the event of
        termination the Employee will resign from Innovex (Thailand) Ltd and the
        conditions controlling termination will be as defined in the Employee's
        corporate employment agreement.

4.      Confidentiality. During the term of employment with Innovex, Employee
        will have access to and become acquainted with various trade secrets and
        other proprietary and confidential information, which are owned by
        Innovex and which are used in the operation of Innovex business. "Trade
        secrets and other proprietary and confidential information" shall be
        understood to mean any information or knowledge possessed by Innovex
        which is not generally known to or readily ascertainable by outside
        parties who can obtain economic value from its use or disclosure. This
        shall include without limitation, inventions, discoveries, ideas,
        know-how, research and development information, designs, specifications,
        formulas, patterns, compilations, computer programs, devices, methods,
        techniques, processes, data, improvements, ideas, algorithms, computer
        processing systems, drawings, proposals, job notes, reports, records,
        specifications, information concerning any matters relating to the
        business of Innovex and any of its customers, customer contacts,
        licenses, the prices it obtains or has obtained for the licensing of its
        software products and services, or any other information concerning the
        business of Innovex and Innovex good will.

        3.1    Nondisclosure. Employee shall not disclose or use in any manner,
               directly or indirectly, any such trade secrets or other
               proprietary and confidential information either during the term
               of their employment or at any time thereafter, except as required
               in the course of employment with Innovex.

        3.2    Information Disclosed Remains Property of Innovex. All ideas,
               concepts, information, and written material disclosed to Employee
               by Innovex, or acquired from a customer or prospective customer
               of Innovex, are and shall remain the sole and exclusive property
               and proprietary information of Innovex or such customers, and are
               disclosed in confidence by Innovex or permitted to be acquired
               from such customers in reliance on Employee's agreement to
               maintain them in confidence and not to use or disclose them to
               any other person except in furtherance of Innovex business.

        3.3    Return of Material. Employee agrees that, upon request of Innovex
               or upon termination of employment, Employee shall turn over to
               Innovex originals and any copies of all documents, files, disks
               or other computer media, or other material in their possession or
               under their control that (a) may contain or be derived from
               ideas, concepts, creations, or trade secrets and other
               proprietary and confidential information as set forth in
               paragraphs 4, 4.1, and 4.2 above, or (b) are connected with or
               derived from Employee's services to Innovex.




4       Inventions and Creations. Any and all inventions, discoveries,
        improvements, or creations (collectively, "Inventions") made or
        conceived by Employee during the period of their employment by Innovex
        shall be the property of Innovex. Employee hereby assigns to Innovex all
        of their rights to any such Inventions and agrees to promptly disclose
        any such Inventions in writing to Innovex. Employee further agrees to
        execute and assign any and all proper applications, assignments and
        other documents and to render all assistance reasonably necessary to
        apply for patent, copyright or trademark protection in all countries.

        4.1    Exceptions. Paragraph 5 of this Agreement does not apply to an
               Invention for which no equipment, supplies, facility or trade
               secret information of Innovex was used and which was developed
               entirely on Employee's own time and (a) which does not relate (i)
               directly to the business of Innovex or (ii) to Innovex actual or
               demonstrably anticipated research or development; or (b) which
               does not result from any work performed by Employee for Innovex;
               or (c) made by Employee prior to employment by Innovex as to
               which employee has at least partial ownership. Innovex shall have
               no claim of right or title to the inventions listed on Attachment
               1. Attachment 1 hereto constitutes a complete list of the
               inventions made by Mr. Randy Acres .

        4.2    Definition of Inventions. For purposes of this Agreement, the
               term "Inventions" shall mean discoveries, improvements, and ideas
               (whether or not shown or described in writing or reduced to
               practice) and works of authorship, whether or not patentable or
               copyrightable, which (a) relate directly to the business of
               Innovex; (b) relate to Innovex actual or demonstrably anticipated
               research or development; or (c) result from any work performed by
               Employee for Innovex, or for which equipment, supplies,
               facilities or trade secret information of Innovex is used, or
               which is developed on Innovex time.

        4.3    Non-Covered Inventions. Should the Employee make a discovery,
               improvement or Invention that is not covered by the provisions of
               this Agreement (a "Non-Covered Invention"), the Employee may, at
               their sole option, disclose the Non-Covered Invention to Innovex
               and Innovex shall then have a right of first refusal to enter
               into a license agreement with Employee to acquire rights
               there-under. If negotiations extend for more than six (6) months
               from the date of disclosure to Innovex, Employee shall be free to
               submit the Non-Covered Invention to others without obligation to
               Innovex and with respect to such Non-Covered Invention.

5       Covenant Not to Compete. Employee agrees that they will not, during the
        course of employment, or for a period of twelve (12) months commencing
        upon expiration of employment, voluntarily or involuntarily, directly or
        indirectly, anywhere in the world, develop, or assist others to be
        developed, any product functionally similar to the product(s) developed
        or under development by Innovex. Employee further agrees that they will
        not, during the course of employment or for a period of six (6) months
        commencing upon the expiration of employment, voluntarily or
        involuntarily, directly or indirectly, anywhere in the world, perform
        services for any competing business in the same field of commercial
        activities or engage or assist (a) in the organization of any competing
        business or (b) in any preparations for the manufacture, assembly,
        production, or design of any product which competes with products of
        Innovex.




        5.1    Employee's Acknowledgments and Agreements. Employee acknowledges
               and agrees that the products developed by Innovex are or are
               intended to be marketed and licensed to customers throughout the
               world. Employee further acknowledges and agrees to the
               reasonableness of this covenant not to compete and the
               reasonableness of the geographic area and duration of time which
               are part of said covenant.

        5.2    Inducing Employees to Leave Innovex; Employment of Employees. Any
               attempt on the part of Employee to induce others to leave Innovex
               employment, or any effort by employee to interfere with the
               Innovex relationship with its other employees would be harmful
               and damaging to Innovex. Employee agrees that during the term of
               employment and for a period of two years thereafter, Employee
               will not in any way, directly or indirectly (a) induce or attempt
               to induce any employee of Innovex to quit employment with
               Innovex; (b) otherwise interfere with or disrupt the Innovex
               relationship with its employees; (c) solicit, entice, or hire
               away any Employee of Innovex; or (d) hire or engage any employee
               of Innovex or any former employee of Innovex whose employment
               with Innovex ceased less than one year before the date of such
               hiring or engagement.

        5.3    Non-solicitation of Business. For a period of two years from the
               date of termination of employment, Employee will not divert or
               attempt to divert from Innovex any business Innovex had enjoyed
               or solicited from its customers during the year prior to
               termination of their employment.




6       Miscellaneous Provisions.

        6.1    Remedies - Injunction. In the event of a breach or threatened
               breach by Employee of any of the provisions of this Agreement,
               Employee agrees that Innovex, in addition to and not in
               limitation of any other rights, remedies or damages available to
               Innovex at law or in equity, shall be entitled to a permanent
               injunction in order to prevent or restrain any such breach by
               Employee or by Employee's partners, agents, representatives,
               servants, employees, and/or any and all persons directly or
               indirectly acting for or with Employee.

        6.2    Severability. In the event that any of the provisions of this
               Agreement shall be held to be invalid or unenforceable in whole
               or in part, those provisions to the extent enforceable and all
               other provisions shall nevertheless continue to be valid and
               enforceable as though the invalid or unenforceable parts had not
               been included in this Agreement. In the event that any provision
               relating to the time period or scope of a restriction shall be
               declared by a court of competent jurisdiction to exceed the
               maximum time period or scope such court deems reasonable and
               enforceable, then the time period or scope of the restriction
               deemed reasonable and enforceable by the court shall become and
               shall thereafter be the maximum time period or the applicable
               scope of the restriction.




        6.3    "Innovex" Defined. "Innovex" shall mean Innovex, Inc., Innovex
               Precision Components, Inc., Innovex Southwest, Inc., Innovex
               (Thailand) Limited, and any of their existing or future
               affiliates, including parent companies, subsidiaries, divisions,
               joint ventures, and partnerships.

        6.4    Amendment or Termination. This Agreement replaces and supersedes
               all prior agreements between Innovex and Employee relating to the
               same subject matter. This Agreement may not be terminated,
               amended, or modified in any way, except in writing signed by both
               Innovex and Employee.

        6.5    Survival. The obligations of the parties under this Agreement do
               not depend on conditions outside this Agreement and shall survive
               Employee's termination of employment with Innovex, regardless of
               the reason for termination.

        6.6    Agreement Read, Understood, and Fair. Employee has carefully read
               and considered all provisions of this Agreement and agrees that
               all of the restrictions set forth are fair and reasonable and are
               reasonably required for the protection of the interests of
               Innovex.


                                                   AGREED:


Dated:  March 17, 2008                             /s/ Randy L. Acres
                                                   -----------------------------
                                                   Randy L. Acres


                                                   INNOVEX (THAILAND) LTD

Dated:  March 17, 2008                             /s/ Terry M. Dauenhauer
                                                   -----------------------------
                                                   By:  Terry M. Dauenhauer
                                                   Its:  Chief Executive Officer




                                  Attachment 1
                                  ------------

           INVENTIONS MADE BY EMPLOYEE PRIOR TO EMPLOYMENT BY INNOVEX


                                      None.




                            Dual Employment Agreement
                                  Innovex, Inc.


         This Employment and Confidentiality Agreement (hereinafter "Agreement")
is entered into between Innovex, Inc. and Mr. Randy Acres ("Employee") as of
March 17, 2008.

         WHEREAS, Innovex is a technology company engaged in continuing research
and development; and

         WHEREAS, the Employee has been hired by Innovex as Chief Financial
Officer to perform such duties as may from time to time be directed by Innovex;
and

         WHEREAS, Innovex and the Employee deem it essential to formalize the
conditions of Employee's employment by written agreement; and

         WHEREAS, the Employee has entered into this Agreement in consideration
of his/her employment with Innovex, the benefits associated with that employment
and the additional consideration provided for in this Agreement.

         NOW THEREFORE, in consideration of the mutual covenants, terms and
conditions herein contained, it is hereby agreed by and between the parties
hereto as follows:

5.      Employment Duties and Obligations. Innovex hereby employs the Employee
        and the Employee accepts such employment on the following terms and
        conditions:

        5.1.   Duties. Except as otherwise herein provided at Section 1.3, the
               Employee shall devote his full business time and best efforts to
               the operations of Innovex, including normal duties as Chief
               Financial Officer. Employee agrees to faithfully and diligently
               exert his best efforts to perform the duties and responsibilities
               of employment, promote the interest and welfare of Innovex and
               its business, be familiar with Innovex's policies that relate to
               his duties and to abide by these policies, and do nothing which
               may cause loss or damage to Innovex, its business or its business
               reputation and goodwill. During the period of employment,
               Employee agrees not to solely, or jointly with others, undertake
               or join any planning for or organization of any business activity
               competitive with the business activities of Innovex. Employee
               further agrees to comply with all reasonable rules, regulations,
               orders and directives of Innovex and/or its Board of Directors
               ("Board"). Employee acknowledges that some of the duties for this
               position are related to supporting the continuity of Innovex Inc.
               corporate technology, customers and suppliers. Another part of
               the duties is the day to day activities in support of the
               Thailand operation.




        5.2.   Supervision. Employee shall at all times discharge his duties in
               consultation with, and under the supervision of the Chief
               Executive Officer and the Board of Directors.

        5.3.   Outside Activities. This Agreement shall not preclude the
               Employee from participating in the affairs of any other business
               organization, or any governmental, educational or other
               charitable institution, provided that the Board is notified in
               advance of such participation and has determined that such
               activities do not unreasonably interfere with Innovex's business
               or diminish the Employee's obligations under this Agreement. Such
               determination by the Board shall not be unreasonably withheld.

        5.4.   Representation. The Employee warrants and represents to Innovex
               that Employee has no contractual commitments inconsistent with
               obligations set forth in this Agreement, and that during the
               period of employment, Employee will not render or perform
               services for any other corporation, firm, entity or person which
               are inconsistent with the provisions of this Agreement, and which
               are not authorized by Innovex.

6.      Compensation and Benefits. In return for the Employee's services to
        Innovex, the Employee shall receive compensation and benefits which
        shall include the following:

            2.1.1  US Dollar Salary. In recognition of the employees
                   contribution to corporate requirements regarding
                   incorporation in the United States, investor relations and
                   other contributions related to knowledge acquired or applied
                   to activities outside of Thailand the Employee shall receive
                   an initial monthly base salary of no less than US$ 11,000.00
                   ( eleven thousand dollars ) - less applicable withholdings,
                   payable no less frequent than monthly and pursuant to
                   Innovex's USA payroll policy. Salary reviews shall occur at
                   least once per year and the Board shall grant Employee such
                   salary increases based upon the Employee's performance as the
                   Board in its sole discretion deems appropriate.

            2.1.2  Thai Baht Salary. In recognition of the employees
                   contribution to ongoing Thailand operations employee shall
                   receive an initial monthly base salary of no less than Baht
                   260,000.00 ( two hundred sixty thousand Baht ) - less
                   applicable withholdings, payable no less frequent than
                   monthly and pursuant to Innovex (Thailand) Ltd payroll
                   policy. This is a rate consistent with local Thailand
                   compensation scales and practices.




        2.2    Incentive Stock Options. Upon acceptance of this agreement, on
               the effective date specified in paragraph one, Innovex grants
               Employee stock options in the amount of 125,000 ( one hundred
               twenty five thousand ) shares to vest in equal amounts at 20% per
               year over five years. Innovex may also grant Employee stock
               options based upon performance and in addition to any cash bonus.
               These stock option bonuses shall be at the sole discretion of the
               Board of Directors. Stock option bonuses are generally granted at
               the end of Innovex's fiscal year (September), and the exercise
               price for stock option bonuses is the fair market value of the
               stock on the date these options are granted, as determined by the
               mean of the high and low NASDAQ bid price for Innovex stock on
               the applicable date.

        2.3    Stock Option Plans. All options granted shall be granted pursuant
               to and subject to the conditions of the applicable Stock Option
               Plan(s) adopted by the Board of Directors and approved by the
               shareholders, subject further to any amendments thereto.

        2.4    Other Options and Bonuses. Designated cash incentive bonus target
               for this position is 40% (forty percent) of total US and Thai
               base salary however all bonuses, whether in cash or stock, shall
               be granted at the sole discretion of Innovex Board of Directors,
               and the Employee shall not earn or accrue any right or additional
               compensation by reason of his/her employment.

        2.5    Other Employee Benefits. The Employee shall receive such employee
               benefits as are offered by Innovex to other Thailand based
               employees and as detailed in their Innovex (Thailand) Ltd.
               Employment Agreement. Employee will also be eligible for the
               Innovex Inc. standard health, dental and life insurance plans.

        2.6    Reimbursable Business Expenses. In addition to salary and other
               benefits, Innovex will advance or reimburse Employee for any
               ordinary, necessary, and reasonable expenses incurred by Employee
               in the interest of Innovex. Innovex shall reimburse the Employee
               upon submission to Innovex of any records and documentation
               required by Innovex to substantiate said expenses.

        2.7    Holidays. Employee shall be entitled to holidays which are
               normally granted to other employees in accordance with Innovex's
               policy in the location in which the employees daily activities
               occur.

3       Term and Termination. Employee understands and agrees that he is an
        employee at will, and as such, his employment can be terminated by him
        or Innovex at any time, with or without reason or cause. However, should
        Employee's employment be terminated by Innovex involuntarily and for any
        of the following reasons, Employee will be provided with United States
        and Thai base salary and benefit continuation for twelve (12) months,
        provided that Employee signs and does not rescind an agreement releasing
        any and all claims against Innovex, its affiliates and related entities
        and does not breach the terms under Sections 4, 5, and 6 of this
        Agreement and their subparts either during or after termination of
        employment. The circumstances that shall require twelve (12) months'
        severance, subject to the exceptions provided herein, to Employee are as
        follows:




         (a)      involuntary termination (not including death or disability)
                  other than "Termination for Cause" (as defined below);

         (b)      a "Change in Control" (as defined below) of Innovex

        3.1    Termination for Cause. Employee is not entitled to receive the
               severance identified in Section 3 of this Agreement if his/her
               termination is a "Termination for Cause." For purposes of this
               Agreement, a "Termination for Cause" shall occur if:

            3.1.1  The Employee is indicted or a claim is brought against him
                   alleging the commission of a felony or any misdemeanor
                   arising out of a theft, embezzlement, other act of
                   dishonesty, moral turpitude, or any willful violation of the
                   Securities Exchange Act of 1934, as amended; or

            3.1.2  The Employee engages in acts of personal dishonesty that are
                   intended to result in substantial personal enrichment of the
                   Employee at the expense of Innovex; or

            3.1.3  The Employee breaches any of his obligations under this
                   Agreement; or

            3.1.4  Gross mismanagement.

                   In the case of termination pursuant to Sections 3.1.3.or
                   3.1.4. herein, Employee shall be given written notice of the
                   reason for termination and a 30 day period in which to cure
                   the breach or violation to the satisfaction of the Board of
                   Directors, in its sole discretion, or Innovex may terminate
                   the Employee immediately and pay the Employee for 30 days, if
                   the Board of Directors determines no cure to the breach or
                   violation would be acceptable. Employee will be terminated
                   immediately in the case of termination pursuant to Sections
                   3.1.1 and 3.1.2 and paid through the last day of employment.

        3.2 Change in Control. As used in this Agreement, a "Change in Control"
            shall mean a Change in Control which would be required to be
            reported in response to Item 6(e) of Schedule 14A of Regulation 14A
            promulgated under the Securities Exchange Act of 1934, as amended
            ("Exchange Act"), whether or not Innovex is then subject to such
            reporting requirements and which does not arise from a transaction
            or a series of transactions authorized, recommended or approved by
            formal action taken by the Board, including, without limitation, if:

            3.2.1  Any "person" (as such term is used in Sections 13(d) and
                   14(d) of the Exchange Act) becomes a "beneficial owner" (as
                   defined in Rule 13d-3 under the Exchange Act), other than
                   Innovex's officers and directors as a group, directly or
                   indirectly, of securities of Innovex representing 20% or more
                   of the combined voting power of Innovex's then outstanding
                   securities; or




            3.2.2  There ceases to be a majority of the Board comprised of
                   individuals described below.

For purposes of this Section 3.2 only, the "Board" shall mean: (a) individuals
who on the date hereof constituted the Board of Innovex; and (b) any new
director who subsequently was elected or nominated for election by a majority of
the directors who held such office immediately prior to a Change in Control.

        3.3 Continued Employment After Change in Control. Employee agrees that,
            subject to the terms and conditions of this Agreement, in the event
            of a Change in Control of Innovex occurring after the date hereof,
            Employee will remain in the employ of Innovex for a period of 90
            days from the occurrence of such Change in Control. This continued
            employment shall not affect the Employee's right to severance as
            provided for in Section 3 of this Agreement. The effective starting
            date of salary continuation severance provided for in paragraph 3 is
            the end of this 90 day period. If Employee elects to continue to be
            employed after 90 days from the occurrence of the Change in Control
            by the Company or its successor, the Employee will not be entitled
            to the severance provided for in Section 3.

        3.4 Termination by Employee. Employee may terminate his employment
            pursuant to this Agreement at any time by giving Innovex ninety (90)
            days written notice and further agrees that during the notice period
            he will provide all reasonable aid and assistance in hiring,
            training, and introducing his replacement as may be requested by
            Innovex and will undertake such other responsibilities as Innovex
            may direct. Innovex may shorten or waive entirely the notice period
            at Innovex's sole discretion. Employee acknowledges and understands
            that if he/she voluntarily terminates his employment he is not
            entitled to receive the severance described in Section 3 of this
            Agreement.

4       Confidentiality. During the period of employment with Innovex, Employee
        will have access to and become acquainted with various trade secrets and
        other proprietary and confidential information which are owned by
        Innovex and which are used in the operation of Innovex's business.
        "Trade secrets and other proprietary and confidential information" shall
        be understood to mean any information or knowledge possessed by Innovex
        which is not generally known to or readily ascertainable by outside
        parties who can obtain economic value from its use or disclosure. This
        shall include, without limitation, inventions, discoveries, ideas,
        know-how, research and development information, designs, specifications,
        formulas, patterns, compilations, computer programs, devices, methods,
        techniques, processes, data, improvements, ideas, algorithms, computer
        processing systems, drawings, proposals, job notes, reports, records,
        specifications, information concerning any matters relating to the
        business of Innovex and any of its customers, customer contacts,
        licenses, the prices it obtains or has obtained for the licensing of its
        software products and services, or any other information concerning the
        business of Innovex and Innovex's good will.

        4.1    Nondisclosure. Employee shall not disclose or use in any manner,
               directly or indirectly, any such trade secrets or other
               proprietary and confidential information either during the term
               of his employment or at any time thereafter, except as required
               during the period of employment with Innovex.




        4.2    Information Disclosed Remains Property of Innovex. All ideas,
               concepts, information, and written material disclosed to Employee
               by Innovex, or acquired from a customer or prospective customer
               of Innovex, are and shall remain the sole and exclusive property
               and proprietary information of Innovex or such customers, and are
               disclosed in confidence by Innovex or permitted to be acquired
               from such customers in reliance on Employee's agreement to
               maintain them in confidence and not to use or disclose them to
               any other person except in furtherance of Innovex's business.

        4.3    Return of Material. Employee agrees that, upon request of Innovex
               or upon termination of employment for any reason, Employee shall
               deliver to Innovex originals and any copies of all documents,
               files, disks or other computer media, or other material in his
               possession or under his control that (a) may contain or be
               derived from ideas, concepts, creations, or trade secrets and
               other proprietary and confidential information as set forth in
               Sections 4, 4.1, and 4.2 above, or (b) are connected with or
               derived from Employee's services to Innovex.

5       Inventions and Creations. Any and all inventions, discoveries,
        improvements, or creations (collectively, "Inventions") made or
        conceived by Employee during the period of his employment by Innovex
        shall be the property of Innovex. Employee hereby assigns to Innovex all
        of his rights to any such Inventions and agrees to promptly disclose any
        such Inventions in writing to Innovex. Employee further agrees to
        execute and assign any and all proper applications, assignments and
        other documents and to render all assistance reasonably necessary to
        apply for patent, copyright or trademark protection in all countries.

        5.1    Exceptions. Section 5 of this Agreement does not apply to an
               Invention for which no equipment, supplies, facility or trade
               secret information of Innovex was used and which was developed
               entirely on Employee's own time and (a) which does not relate (i)
               directly to the business of Innovex or (ii) to Innovex's actual
               or demonstrably anticipated research or development; or (b) which
               does not result from any work performed by Employee for Innovex.
               Attachment 1 hereto constitutes a complete list of the inventions
               made by Employee prior to employment by Innovex as to which he
               has at least partial ownership. Innovex shall have no claim of
               right or title to the inventions listed on Attachment 1.

        5.2    Definition of Inventions. For purposes of this Agreement, the
               term "Inventions" shall mean discoveries, improvements, and ideas
               (whether or not shown or described in writing or reduced to
               practice) and works of authorship, whether or not patentable or
               copyrightable, which (a) relate directly to the business of
               Innovex; (b) relate to Innovex's actual or demonstrably
               anticipated research or development; or (c) result from any work
               performed by Employee for Innovex, or for which equipment,
               supplies, facilities or trade secret information of Innovex is
               used, or which is developed on Innovex time.




        5.3    Non-Covered Inventions. Should the Employee make a discovery,
               improvement or Invention that is not covered by the provisions of
               this Agreement (a "Non-Covered Invention"), the Employee may, at
               his sole option, disclose the Non-Covered Invention to Innovex
               and Innovex shall then have a right of first refusal to enter
               into a license agreement with Employee to acquire rights
               thereunder. If negotiations extend for more than six months from
               the date of disclosure to Innovex, Employee shall be free to
               submit the Non-Covered Invention to others without obligation to
               Innovex and with respect to such Non-Covered Invention.

6       Covenant Not to Compete. Employee agrees that he will not, during the
        course of employment, or for a period of twelve (12) months commencing
        upon termination of employment, voluntarily or involuntarily, directly
        or indirectly, anywhere in the world, develop, or assist others to be
        developed, any product functionally similar to the product(s) developed
        or under development by Innovex. The term "develop" shall mean to
        design, create general or detailed functional or technical
        specifications for, enhance, or with respect to software, create or
        write code for, debug, or otherwise modify code for, or otherwise
        participate in the creation or modification of software product(s).
        Employee further agrees that he will not, during the period of
        employment or for a period of six months commencing upon the termination
        of employment, voluntarily or involuntarily, directly or indirectly,
        anywhere in the world, perform services for any directly competing
        business or assist (a) in the organization of any such competing
        business or (b) in any preparations for the manufacture, assembly,
        production, or design of any product which directly competes with
        products of Innovex.

        6.1    Employee's Acknowledgments and Agreements. Employee acknowledges
               and agrees that the products developed by Innovex, are or are
               intended to be marketed and licensed to customers throughout the
               world. Employee further acknowledges and agrees to the
               reasonableness of this covenant not to compete and the
               reasonableness of the geographic area and duration of time which
               are part of said covenant. Employee also acknowledges and agrees
               that this covenant will not preclude Employee from becoming
               gainfully employed following termination of employment with
               Innovex.

        6.2    Inducing Employees to Leave Innovex; Employment of Employees. Any
               attempt on the part of Employee to induce others to leave
               Innovex's employ or terminate any other business relationship, or
               any effort by employee to interfere with Innovex's relationship
               with its other employees, independent contractors, or consultants
               would be harmful and damaging to Innovex. Employee agrees that
               during the period of employment and for a period of two years
               after termination, Employee will not in any way, directly or
               indirectly (a) induce or attempt to induce any employee,
               independent contractors, or consultant of Innovex to quit
               employment or terminate their business relationship with Innovex;
               (b) otherwise interfere with or disrupt Innovex's relationship
               with its employees, independent contractors, or consultants; (c)
               solicit, entice, or hire away any employee, independent
               contractors, or consultant of Innovex; or (d) hire or engage any
               employee, independent contractor or consultant of Innovex or any
               former employee, independent contractor or consultant of Innovex
               whose employment or business relationship with Innovex ceased
               less than one year before the date of such hiring or engagement.




        6.3    Nonsolicitation of Business. For a period of two years from the
               date of termination of employment, Employee will not divert or
               attempt to divert from Innovex any business Innovex had enjoyed
               or solicited from its customers during the year prior to
               termination of his employment.

7       Miscellaneous Provisions.

        7.1    Remedies - Injunction. In the event of a breach or threatened
               breach by Employee of any of the provisions of this Agreement,
               Employee agrees that Innovex, in addition to and not in
               limitation of any other rights, remedies or damages available to
               Innovex at law or in equity, shall be entitled to a permanent
               injunction in order to prevent or restrain any such breach by
               Employee or by Employee's partners, agents, representatives,
               servants, employees, and/or any and all persons directly or
               indirectly acting for or with Employee.

        7.2    Severability. In the event that any of the provisions of this
               Agreement shall be held to be invalid or unenforceable in whole
               or in part, those provisions to the extent enforceable and all
               other provisions shall nevertheless continue to be valid and
               enforceable as though the invalid or unenforceable parts had not
               been included in this Agreement. In the event that any provision
               relating to the time period or scope of a restriction shall be
               declared by a court of competent jurisdiction to exceed the
               maximum time period or scope such court deems reasonable and
               enforceable, then the time period or scope of the restriction
               deemed reasonable and enforceable by the court shall become and
               shall thereafter be the maximum time period or the applicable
               scope of the restriction.

        7.3    Governing Law. This Agreement shall be construed and enforced
               according to the laws of the State of Minnesota. All legal
               actions arising under this Agreement shall be instituted in, and
               both Innovex and Employee consent to the jurisdiction of the U.S.
               District court for the District of Minnesota.

        7.4    "Innovex" Defined. "Innovex" shall mean Innovex, Inc., Iconovex,
               and any of their existing or future affiliates, including parent
               companies, divisions, joint ventures, and partnerships.

        7.5    Amendment or Termination. This Agreement replaces and supersedes
               all prior agreements between Innovex and Employee relating to the
               same subject matter. In case of conflict with any subsidiary
               agreement, this agreement will take precedence. This Agreement
               may not be terminated, amended, or modified in any way, except in
               writing signed by both Innovex and Employee.

        7.6    Survival. Notwithstanding any termination of this Agreement,
               regardless of the reason, Employee, in consideration of his
               employment thereunder to the date of such termination shall
               remain bound by the provisions of this Agreement which
               specifically relate to periods, activities or obligations upon or
               subsequent to the termination of Executive's employment.




        7.7    Agreement Read, Understood, and Fair. Employee has carefully read
               and considered all provisions of this Agreement and agrees that
               all of the restrictions set forth are fair and reasonable, are
               reasonably required for the protection of the interests of
               Innovex and that he has been provided adequate consideration in
               return for agreeing to be bound by those provisions.


                                                   AGREED:


Dated:  March 17, 2008                             /s/ Randy L. Acres
                                                   -----------------------------
                                                   Randy L. Acres


                                                   INNOVEX (THAILAND) LTD

Dated:  March 17, 2008                             /s/ Terry M. Dauenhauer
                                                   -----------------------------
                                                   By:  Terry M. Dauenhauer
                                                   Its:  Chief Executive Officer




                                  Attachment 1
                                  ------------

           INVENTIONS MADE BY EMPLOYEE PRIOR TO EMPLOYMENT BY INNOVEX


                                      None.