EXHIBIT 10.12 AMENDMENT TO SUBSCRIPTION AGREEMENT THIS AMENDMENT dated as of February 2nd, 2005 of the subscription agreement made between, EUGENE SCIENCE (the "Company") and TELOS LLC (the "Investor") WHEREAS as of the effective date, both parties...

                                                                   EXHIBIT 10.12

                       AMENDMENT TO SUBSCRIPTION AGREEMENT


THIS AMENDMENT dated as of February 2nd, 2005 of the subscription agreement made
between, ▇▇▇▇▇▇ SCIENCE (the "Company") and TELOS LLC (the "Investor")

WHEREAS as of the  effective  date,  both  parties  mutually  agree to amend the
closing date of January 19th,  2005 to February 7th, 2005 for the  purchasing of
2,500,000 shares of common stocks in ▇▇▇▇▇▇ Science.  All other points and terms
will remain as stated in the original subscription agreement.

IN WITNESS  WHEREOF the  Assignor has executed  this  Assignment  as of the date
first written above.


/s/ ▇▇▇▇ ▇▇▇                                  /s/ ▇.▇. ▇▇▇
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▇▇▇▇ ▇▇▇                                      ▇.▇. ▇▇▇
Telos LLC                                     ▇▇▇▇▇▇ Science, Inc.