Re: Asset Purchase Agreement (the "Agreement") dated as of January 12, 2009, by and among Premier Research International, LLC, a Delaware limited liability company ("Premier"), Premier Research Arizona, LLC, a Delaware limited liability company and the wholly-owned subsidiary of Premier

Re:           Asset Purchase Agreement (the “ Agreement ”) dated as of January 12, 2009, by and among Premier Research International, LLC, a Delaware limited liability company (“ Premier ”), Premier Research Arizona, LLC, a Delaware limited liability company and the wholly-owned subsidiary of Premier (the “ Purchaser ”), Pivotal Research Centers, Inc., a Delaware corporation (“ PRC Inc. ”), Pivotal Research Centers, LLC, an Arizona limited liability company (“ PRC LLC ,” and together with PRC Inc., the “ Sellers ”), and PHC, Inc., a Massachusetts corporation d/b/a Pioneer Behavioral Health and the parent entity of the Sellers (the “ Parent ”); First Amendment of the Agreement

This letter agreement documents the amendment of the Agreement with respect to the matters set forth herein.  Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Agreement.

1.            Outside Closing Date; Effective Date .

(a)           The parties hereto agree that the February 28, 2009 Outside Closing Date set forth in Section 7.5(c) hereby is replaced with “March 13, 2009.”

(b)           Notwithstanding the extension of the Outside Closing Date as set forth in Section 1(a) above, the effective time f