(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

the Laurus/Valens Term Notes mature on the second (2^nd) anniversary of the Effective Date and may be prepaid at any time without penalty;

interest accrues on the Laurus/Valens Term Notes at the rate of eight and one-half percent (8.5%) per annum (with a twelve and one-half percent (12.5%) per annum default rate), and is payable at the time of any principal payment or prepayment of principal;

the Company is required to make mandatory prepayments under the Laurus/Valens Term Notes as follows:

on that date which is eighteen (18) months following the Effective Date, a payment of principal, in cash, in the amount of $4.4 million, less the amount of any prior optional prepayments of principal by the Company and the amount of any other mandatory prepayments of principal under the Laurus/Valens Term Notes; and

a prepayment equal to thirty percent (30%) of the net proceeds (i.e., the gross proceeds received less any investment banking or similar fees and commissions and legal costs and expenses incurred by the Company) of certain capital raising transactions (with certain exclusions);

the Laurus/Valens Term Notes are secured by:

a first lien in all of the assets of the Company, junior only to the liens granted under the Plan to holders of the 8% Original Issue Discount Secured Convertible Debentures Due June 19, 2011, issued by the Company in June 2008, in the original aggregate principal amount of $8,906,098.00 and certain permitted liens;

a pledge by the Company to Laurus/Valens of (a) all of its equity interests in Analytica International, Inc. (“Analytica”), and (b) 20,115,818 shares of common stock of Biovest International, Inc. (“Biovest”) owned by the Company; and

all of the assets of Analytica, which secure a guaranty of Analytica as to the entire indebtedness under the Laurus/Valens Term Notes; and

with the prior written consent of Laurus/Valens, the Company may convert all or any portion of the outstanding principal and accrued interest under the Laurus/Valens Term Notes into a number of shares of the Company’s common stock (the “Laurus/Valens Conversion Shares”) equal to (a) the aggregate portion of the principal and accrued but unpaid interest outstanding under the Laurus/Valens Term Note being converted, divided by (b) ninety percent (90%) of the average closing price publicly reported for the Company’s common stock for the ten (10) trading days immediately preceding the date of the notice of conversion.

On the Effective Date, 2,236,848 shares of the Company’s common stock were issued to Laurus/Valens for payment of Laurus/Valens Class 5 and Class 13 claims aggregating approximately $6.0 million at a conversion rate equal to $2.67 per share.

the Class 3 Plan Note matures on the date that is twenty-four (24) months following the Effective Date;

interest accrues and is payable on the outstanding principal balance of the Class 3 Plan Note from time to time (the “Class 3 Interest”) at a fixed rate of six percent (6%) per annum;

on the Effective Date and on each of the following seven (7) quarterly anniversaries of the Effective Date (each, a “Class 3 Automatic Conversion Date”), and provided that the average of the trading price of the Company’s common stock (as determined in accordance with the Class 3 Plan Note and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding the then applicable Class 3 Automatic Conversion Date (the “Class 3 Automatic Conversion Price”) is at least $1.00 per share, one-eighth (1/8th) of the original principal balance of the Class 3 Plan Note plus the Class 3 Interest as of the Class 3 Automatic Conversion Date (the “Class 3 Automatic Conversion Amount”) will be automatically converted into shares of the Company’s common stock (the “Class 3 Plan Shares”) at a conversion rate equal to the Class 3 Automatic Conversion Price per share of the Company’s common stock. On the Effective Date, the first quarterly installment in the amount of approximately $560,000 was converted into the Company’s common stock at a conversion rate equal to $1.34 per share, resulting in the issuance of 418,218 Class 3 Plan Shares;

the Class 3 Plan Note is secured by a lien on 15,000,000 shares of Biovest’s common stock owned by the Company (the “Class 3 Pledged Shares”), subject to incremental release of a designated portion of such security upon each quarterly payment under the Class 3 Plan Note; and

if, on any Class 3 Automatic Conversion Date, the Class 3 Automatic Conversion Price is less than $1.00 per share, Dennis Ryll may, at his election, either:

convert the Class 3 Automatic Conversion Amount into shares of the Company’s common stock (also, the “Class 3 Plan Shares”) at a conversion rate equal to $1.00 per share of the Company’s common stock; or

liquidate that number of the Class 3 Pledged Shares which equals the Class 3 Automatic Conversion Amount using a conversion rate for the Class 3 Pledged Shares equal to the average of the trading price of the Biovest’s common stock (as determined in accordance with the Class 3 Plan Note and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding the then applicable Class 3 Automatic Conversion Date.

the Class 4 Plan Note matures on the date that is forty (40) months following the Effective Date (unless earlier accelerated) and the outstanding principal together with all accrued but unpaid interest is due on such date;

interest accrues and is payable on the outstanding principal amount under the Class 4 Plan Note at a fixed rate of five percent (5%) per annum (with a ten percent (10%) per annum default rate);

the Company may prepay all or any portion of the Class 4 Plan Note, without penalty, at any time; and

the Class 4 Plan Note is secured by a lien on 6,102,408 shares of Biovest’s common stock owned by the Company.

the Class 5 Plan Debentures mature on the date that is eighteen (18) months following the Effective Date (provided, however, in the event that the average of the trading price of Biovest’s common stock (as determined in accordance with the Class 5 Plan Debentures and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding such maturity date is below $0.75, then the maturity date will automatically be extended for an additional twelve (12) months), and the outstanding principal together with all accrued but unpaid interest is due on such maturity date;

interest accrues and is payable on the outstanding principal amount under the Class 5 Plan Debentures at a fixed rate of eight and one-half percent (8.50%) per annum; and

each of the Class 5 Plan Debentures is secured by a lien on certain shares of Biovest’s common stock owned by the Company;

at the option of a holder of Class 5 Plan Debentures, all or any portion of the then outstanding balance of such holder’s Class 5 Plan Debentures may be converted into shares of the Company’s common stock (the “Class 5 Plan Shares”) or exchanged for shares of Biovest’s common stock (also, the “Class 5 Plan Shares”) at the applicable conversion or exchange rate set forth in such holder’s Class 5 Plan Debenture;

commencing on the first day that is six (6) months following the Class 5 Lock-Up Period (as defined below), if the trading price of the Company’s common stock (determined in accordance with the Class 5 Plan Debentures and the Plan) is at least 150% of the fixed conversion price for a holder of Class 5 Plan Debentures for any ten (10) consecutive trading days (in the case of a conversion into the Company’s common stock), or the trading price of Biovest’s common stock (determined in accordance with the Class 5 Plan Debentures and the Plan) is at least $1.25 for any ten (10) consecutive trading days (in the case of a exchange into Biovest’s common stock), the Company, at its option, may (a) convert the then outstanding balance of all of the Class 5 Plan Debentures into shares of the Company’s common stock (also, the “Class 5 Plan Shares”) at a conversion rate equal to the fixed conversion price for each holder of Class 5 Plan Debentures, or (b) exchange the then outstanding balance of all of the Class 5 Plan Debentures into shares of Biovest’s common stock owned by the Company (also, the “Class 5 Plan Shares”) at a rate equal to $0.75 per share of Biovest’s common stock (with certain exceptions set forth in the Class 5 Plan Debentures and the Plan); and

in the event a holder of Class 5 Plan Debentures elects to receive shares of Biovest’s common stock, then such holder will be subject to certain restrictions set forth in the Class 5 Plan Debentures and the Plan regarding Biovest’s common stock during the ninety (90) day period following the Effective Date (the “Class 5 Lock-Up Period”).

the Class 6 Plan Debentures mature on the date that is thirty-six (36) months following the Effective Date, and the outstanding principal together with all accrued but unpaid interest is due on such date;

interest accrues and is payable on the outstanding principal under the Class 6 Plan Debentures at a fixed rate of eight and one-half percent (8.50%) per annum and each of the Class 6 Plan Debentures is secured by a lien on property of the Company;

at the option of a holder of Class 6 Plan Debentures, such holder may elect to convert all of the then outstanding balance of its Class 6 Plan Debentures into shares of the Company’s common stock (the “Class 6 Plan Shares”) at a conversion rate equal to $1.10 per share of the Company’s common stock; and

commencing on the date six (6) months after the Effective Date, if the trading price of the Company’s common stock (as determined in accordance wit the Class 6 Plan Debentures and the Plan) is at least 150% of $1.10 per share for any ten (10) consecutive trading days, the Company, at its option, may convert the then outstanding balance of all of the Class 6 Plan Debentures into shares of the Company’s common stock (also, the “Class 6 Plan Shares”) at a conversion rate equal to $1.10 per share of the Company’s common stock.

the Class 9 Plan Debentures mature on the date that is twenty-four (24) months following the Effective Date (the “Class 9 Plan Debenture Maturity Date”) and no interest will accrue on the outstanding principal balance of the Class 9 Plan Debentures;

on the Effective Date and on each of the following seven (7) quarterly anniversaries of the Effective Date (each, a “Class 9 Automatic Conversion Date”), and provided that the average of the trading price of the Company’s common stock (as determined in accordance with the Class 9 Plan Debentures and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding the then applicable Class 9 Automatic Conversion Date (the “Class 9 Automatic Conversion Price”) is at least $1.00 per share, one-eighth (1/8th) of the original principal balance of the Class 9 Plan Debentures (the “Class 9 Automatic Conversion Amount”) will be automatically converted into shares of the Company’s common stock (the “Class 9 Plan Shares”) at a conversion rate equal to the lesser of $1.25 per share or the Class 9 Automatic Conversion Price per share. On the Effective Date, a total of approximately $2.4 million were converted into the Company’s common stock at a conversion price equal to $1.25 per share, resulting in the issuance of 1,910,963 Class 9 Plan Shares;

if, on any Class 9 Automatic Conversion Date, the Class 9 Automatic Conversion Price is less than $1.00 per share and therefore the automatic conversion described above does not occur, a holder of Class 9 Plan Debentures may elect to convert the Class 9 Automatic Conversion Amount into shares of the Company’s common stock (also, the “Class 9 Plan Shares”) at a conversion rate equal to $1.00 per share;

any principal amount outstanding under the Class 9 Plan Debentures at the Class 9 Plan Debenture Maturity Date will be due and payable in full, at the election of the Company, in either cash or in shares of the Company’s common stock at a conversion rate equal to the average trading price of the Company’s common stock (as determined in accordance with the Class 9 Plan Debentures and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding the Class 9 Plan Debenture Maturity Date (provided that the average trading price for such period is at least $.50 per share);

if, at any time during the term of the Class 9 Plan Debentures, the trading price of the Company’s common stock (as determined in accordance with the Class 9 Plan Debentures and the Plan) is at least $1.50 per share for ten (10) consecutive trading days, a holder of the Class 9 Debentures, at its option, may convert any or all of the then outstanding principal balance of its Class 9 Plan Debenture into shares of the Company’s common stock at a conversion rate equal to the Class 9 Automatic Conversion Price used for the initial conversion on the Effective Date but not to exceed $1.25 per share; and

if, at any time during the term of the Class 9 Plan Debentures, the trading price of the Company’s common stock (as determined in accordance with the Class 9 Plan Debentures and the Plan) is at least $1.88 per share for thirty (30) consecutive trading days, the Company, at its option, may require the conversion of up to $5,000,000.00 of the then aggregate outstanding principal balance of the Class 9 Plan Debentures at a conversion rate equal to the Class 9 Automatic Conversion Price used for the initial conversion on the Effective Date but not to exceed $1.25 per share.

notes issued.

the Class 13 Plan Notes mature on the date that is twenty-four (24) months following the Effective Date (the “Class 13 Plan Note Maturity Date”) and no interest will accrue on the outstanding principal balance of the Class 13 Plan Notes;

on the Effective Date and on each of the following seven (7) quarterly anniversaries of the Effective Date (each, a “Class 13 Automatic Conversion Date”), and provided that the average of the trading price of the Company’s common stock (as determined in accordance with the Class 13 Plan Notes and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding the then applicable Class 13 Automatic Conversion Date (the “Class 13 Automatic Conversion Price”) is at least $1.00 per share, one-eighth (1/8th) of the original balance of the Class 13 Plan Notes (the “Class 13 Automatic Conversion Amount”) will be automatically converted into shares of the Company’s common stock (the “Class 13 Plan Shares”) at a conversion rate equal to the Class 13 Automatic Conversion Price per share. On the Effective Date, a total of approximately $600,000 of the outstanding principal amount of the Class 13 Plan Notes were converted into the Company’s common stock at a conversion price equal to $1.25 per share, resulting in the issuance of 457,434 Class 13 Plan Shares;

if, on any Class 13 Automatic Conversion Date, the Class 13 Automatic Conversion Price is less than $1.00 per share and therefore the automatic conversion described above does not occur, a holder of Class 13 Plan Notes may elect to convert the Class 13 Automatic Conversion Amount into shares of the Company’s common stock (also, the “Class 13 Plan Shares”) at a conversion rate equal to $1.00 per share;

any principal amount outstanding under the Class 13 Plan Notes at the Class 13 Plan Note Maturity Date will be due and payable in full, at the election of the Company, in either cash or in shares of the Company’s common stock at a conversion rate equal to the greater of the average of the trading price of the Company’s common stock (as determined in accordance with the Class 13 Plan Notes and the Plan) for the ten (10) consecutive trading days ending on the trading day that is immediately preceding the Class 13 Plan Note Maturity Date or $1.00;

if, at any time during the term of the Class 13 Plan Note, the trading price of the Company’s common stock (as determined in accordance with the Class 13 Plan Notes and the Plan) is at least 125% of $1.25 per share for ten (10) consecutive trading days, a holder of Class 13 Plan Notes, at its option, may convert any or all of the then outstanding principal balance of its Class 13 Plan Note into shares of the Company’s common stock at a conversion rate equal to the Class 13 Automatic Conversion Price used for the initial conversion on the Effective Date; and

if, at any time during the term of the Class 13 Plan Notes, the trading price of the Company’s common stock (as determined in accordance with the Class 13 Plan Notes and the Plan) is at least 150% of $1.25 per share for thirty (30) consecutive trading days, the Company, at its option, may require the conversion of all or any portion of the then aggregate outstanding principal balance of the Class 13 Plan Notes at a conversion rate equal to the Class 13 Automatic Conversion Price used for the initial conversion on the Effective Date.

the common stock purchase warrant dated August 16, 2005, issued by the Company to Laurus Master Fund, Ltd. (in liquidation), for the purchase of up to 1,000,000 shares of the Company’s common stock at an exercise price of $2.67 per share;

the common stock purchase warrant dated September 29, 2006, issued by the Company to Laurus Master Fund, Ltd. (in liquidation), for the purchase of up to 627,240 shares of the Company’s common stock at an exercise price of $2.75 per share;

the common stock purchase warrant dated October 31, 2007, issued by the Company to Laurus Master Fund, Ltd. (in liquidation), for the purchase of up to 4,024,398 shares of the Company’s common stock at an exercise price of $2.67 per share;

the common stock purchase warrant dated January 18, 2008, issued by the Company to Valens Offshore SPV I, Ltd., for the purchase of up to 365,169 shares of the Company’s common stock at an exercise price of $2.67 per share; and

the common stock purchase warrant dated January 18, 2008, issued by the Company to Valens U.S. SPV I, LLC, for the purchase of up to 196,629 shares of the Company’s common stock at an exercise price of $2.67 per share.

all documents evidencing or relating to loans made by Laurus/Valens to the Company prior to the Effective Date;

that certain revolving credit agreement between Southwest Bank and the Company dated as of December 30, 2005, that certain stock pledge agreement by and between the Company and Southwest Bank dated as of June 16, 2008, and all other documents executed in connection therewith;

all documents evidencing or relating to loans made by McKesson to the Company prior to the Effective Date (with certain exceptions set forth in the Plan);

all documents evidencing or relating to the 8% secured convertible debentures due September 29, 2010, issued by the Company in September 2006, in the original aggregate principal amount of $25,000,000.00;

all documents evidencing or relating to the 8% original issue discount secured convertible debentures due June 19, 2011, issued by the Company in June 2008, in the original aggregate principal amount of $8,906,098.00;

all documents evidencing or relating to the 8% convertible debentures due February 28, 2011, issued by the Company in February 2007, in the original aggregate principal amount of $24,940,000.00; and

all documents evidencing or relating to the Company’s Series A-1 convertible preferred stock, par value $1.00 per share.

Exhibit
Number

Description