This Second Amendment (this “ Amendment ”) to that certain Asset Purchase Agreement, dated as of October 1, 2008, as amended by that certain First Amendment to Asset Purchase Agreement, dated as of March 2, 2009 (the “ Agreement ”), by and among NDS Nutritional Products, Inc., a Nebraska corporation (“ Seller ”), Bond Laboratories, Inc., a Nevada corporation (“ Buyer ”), and Cory Wiedel and Ryan Zink (each, a “ Shareholder ” and together, the “ Shareholders ”), is entered into effective as of September 30, 2009, by and among Buyer, Seller, Shareholders, and, with respect to certain sections of the Agreement, NDS Nutrition Products, Inc., a Florida corporation (“ Buyer Sub ”).  Capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the Agreement.

WHEREAS, pursuant to the Agreement, Seller sold and transferred, and Buyer purchased and assumed, the Acquired Assets and the Assumed Liabilities, respectively;

WHEREAS, Buyer assigned the Acquired Assets and certain of the Assumed Liabilities to Buyer Sub as permitted by Section 10.5 of the Agreement;

WHEREAS, the parties, in accordance with Section 10.4 of the Agreement, desire to amend the Agreement pursuant to the terms and provisions of this Amendment.

NOW, THEREFORE, in consideration of the foregoing recitals and of the mutual promises herein contained, the parties hereby agree as follows:

1.            Table of Definitions .

(a)           The definition of “ Acquisition Agreements ” shall be amended to include the “New Note” and the “Zink Agreement”, and to include amendments to the Acquisition Agreements.

(b)           The definition of “Component Inventory” is hereby amended and restated in its entirety to read as follows:

“’ Component Inventory ’ shall mean the Product Inventory which consists of component parts (e.g., lids, labels, bottles, boxes, packaging).”

(c)           The definition of “Earn-Out Amount” is hereby amended and restated to read in its entirety to read as follows:

“’ Earn-Out Amount ’ shall mean $330,420.21.”

(d)           The definition of “Fixed Assets” shall be amended and restated in it entirety to read as follows:

“ Fixed Assets ” means those fixed assets of Seller listed on Schedule 2.1(iii) hereto.”

(e)           The definition of “Notes” shall be amended and restated in its entirety to read as follows:

“ Notes ” means (i) that certain Secured Promissory Note (Installment Note), originally issued by Buyer in favor of Seller as of October 1, 2008; (2) that certain Secured Promissory Note (Component Inventory), originally issued by Buyer in favor of Seller as of October 1, 2008; and (3) that certain Secured Promissory Note (Fixed Assets), originally issued by Buyer in favor of Seller as of October 1, 2008.”

(f)           “ Remaining Earn-Out Amount ” means $275,000; provided, however, that this amount shall be reduced by: (A) $25,