EXHIBIT 99.10
                               -------------

      THE   SECURITIES   REPRESENTED   HEREBY  HAVE  BEEN  ISSUED   WITHOUT
      REGISTRATION  UNDER THE SECURITIES ACT OF 1933, AS AMENDED,  OR UNDER
      ANY  STATE  SECURITIES  LAWS,  AND MAY NOT BE  SOLD,  TRANSFERRED  OR
      PLEDGED IN THE ABSENCE OF AN EFFECTIVE  REGISTRATION  STATEMENT UNDER
      APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN OPINION OF COUNSEL
      REASONABLY  SATISFACTORY  TO THE COMPANY  THAT THE TRANSFER IS EXEMPT
      FROM REGISTRATION UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS.

                         THE IMMUNE RESPONSE CORPORATION
                     8% CONVERTIBLE SECURED PROMISSORY NOTE

$637,189                                                     New York, New York
                                                                  July 30, 2002

            FOR the receipt of $637,189  the  undersigned,  The Immune  Response
Corporation,  a Delaware  corporation  (the  "Issuer"),  hereby  unconditionally
promises  to pay on the Note  Maturity  Date (as  defined in that  certain  Note
Purchase Agreement,  dated November 9, 2001, by and between the Purchaser, Kevin
Kimberlin Partners, L.P., a Delaware limited partnership, and the Issuer, and as
amended as of February  14, 2002 and May 3, 2002,  and as further  amended as of
July 11, 2002 (the "Note  Purchase  Agreement"))  to the order of The  Kimberlin
Family 1998 Irrevocable Trust (the "Purchaser"),  at the office of the Purchaser
located at 535 Madison  Avenue,  18th Floor,  New York, New York 10022,  or such
other address designated by the Purchaser,  in lawful money of the United States
of America and in immediately  available  funds, the principal amount of (a) Six
Hundred Thirty-Seven  Thousand One Hundred Eighty-Nine Dollars ($637,189) or (b)
if less as a  result  of any  voluntary  conversion(s)  of this  Note in part in
accordance with Section 3.4 of the Note Purchase Agreement or in part into Units
as  contemplated  below,  the aggregate  unpaid  principal  amount of this Note.
Subject to Section 3.4 of the Note Purchase Agreement, the Issuer further agrees
to pay interest on the unpaid principal amount  outstanding  hereunder from time
to time, from the date hereof,  in like money, at the rate of eight (8%) percent
per annum,  as and at the dates  specified  in Section 3.3 of the Note  Purchase
Agreement.

            This Note is one of the  promissory  notes  referred  to in the Note
Purchase  Agreement,  and is entitled  to the  benefits  thereof,  is secured as
provided therein (and as provided in that certain Intellectual Property Security
Agreement,  dated  November 9, 2001,  executed  by the Issuer,  as amended as of
February 14, 2002, and as further amended as of July 11, 2002) and is subject to
conversion as set forth therein.  Notwithstanding the foregoing,  up to $433,362
of this Note is convertible, at the sole option of the Purchaser, in whole or in
part,  into Units (as defined in the Issuer's  Definitive  Proxy Statement dated
May 15,  2002,  the "Proxy")  rather than common stock at the Closing  Price (as
defined in the Proxy), solely in the event that the Issuer is (i) able to obtain
a written  confirmation from The Nasdaq Stock Market that there is an applicable
exemption to do so from all applicable  subsections of the National  Association
of  Security  Dealers,  Inc.  ("NASD")  Rule  4350(i)  or (ii)  able  to  obtain
stockholder approval as required by NASD Rule 4350(i).



            In the event of any conflict between the Note Purchase Agreement and
this Note, the terms and provisions of the Note Purchase Agreement shall govern.

            Upon the  occurrence  of any one or more of the  Events  of  Default
specified  in the Note  Purchase  Agreement or if the Issuer is unable to obtain
any stockholder  approval required under NASD Rule 4350(i) by November 30, 2002,
all  amounts  then  remaining  unpaid on this Note  and/or  any other Note shall
become, or may be declared to be,  immediately due and payable,  all as provided
in the Note Purchase Agreement. The Issuer shall use its reasonable best efforts
to obtain by November 30, 2002,  any  stockholder  approval  required under NASD
Rule 4350(i).

            Subject to the  provisions of the legend above,  this Note is freely
transferable  and  assignable,  in whole or in part, by the Purchaser,  and such
transferee or assignee  shall have the same rights  hereunder as the  Purchaser.
The Issuer may not assign or  delegate  any of its  obligations  under this Note
without the prior written consent of the Purchaser (or its successor, transferee
or assignee).

            All parties  now and  hereafter  liable  with  respect to this Note,
whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive
presentment, demand, protest and all other notices of any kind.

            Subject to Section 3.3 of the Note  Purchase  Agreement,  the Issuer
agrees to pay all of the Purchaser's  expenses,  including reasonable attorneys'
costs and fees, incurred in collecting sums due under this Note.

            This Note shall be subject to prepayment only in accordance with the
terms of the Note Purchase Agreement.

            This Note shall be governed by, and  construed  and  interpreted  in
accordance with, the laws of the State of New York.



                                    THE IMMUNE RESPONSE CORPORATION




                                    By: ________________________________

                                    Name:_______________________________

                                    Title:______________________________