EX-10.36 LETTER AGREEMENT BETWEEN ROSEMAY MAZANET, M.D., PH.D, DATED AS OF MAY 10, 2005

EXHIBIT 10.36

May 10, 2005

Rosemary Mazanet, MDPhD

Dear Dr. Mazanet:

We are pleased to extend you an offer of employment with Access
Pharmaceuticals, Inc. (the "Company") under the terms specified below:

1. The title of your position will be Acting Chief Executive Officer and you
will report directly to, and be subject to the direction of, the Company's
Board of Directors. Your duties will be commensurate with the position of
Chief Executive Officer.

2. Your employment with the Company will be on an at-will basis, which means
that it will not be for a definite period of time but it will be for no
less than 3 months, and no more than 6 months without renegotiation of
this contract. This agreement may be terminated with 30 days written
notice at any time by either you or the Company for any reason. .

3. Your employment with the Company will be on a full-time basis, although
you may pursue other previously existing business activities during your
employment that are not competitive with the Company. You will be expected
to periodically work at the Company's offices in Dallas, Texas at the
mutual agreement of you and the Board of Directors. You will begin your
employment on May 11, 2005 (your "Start Date").

4. Your compensation will consist of the following:

a. Your salary will be payable at a weekly rate of $$7,500 for the
duration of this agreement.

b. You will be granted a non-qualified option (the "Option") of 30,000
shares of the Company's common stock with an exercise price equal to
the last sale price on AMEX for the Company's shares on your Start
Date. The Option will vest monthly over a six (6) month period
regardless of your remaining employed by the Company. Such options
shall remain exercisable for one year after the termination of your
employment and would be subject to the standard terms of the
Company's stock option plan and stock option agreement except that
such options shall vest immediately prior to a change of control
event.


c. As an employee of the Company, to the extent that you are not
otherwise covered by a similar benefit, you will be eligible for the
benefits similar to that of the Company's executive officers.

d. sign on bonus of $30,000 to compensate for lost consulting wages
during this time.

e. D and O insurance + tail coverage will be provided.

f. The Company will pay or reimburse you for all reasonable expenses
incurred or paid by you in the performance of your duties hereunder,
upon presentation of expense statements or vouchers and such other
information as the Company may require and according to the
generally applicable policies and procedures of the Company.

g. Upon mutual agreement, you and the Board will set milestones which
would result in the issuance of additional stock options to you.

5. You will maintain the confidentiality of and not use or disclose except
for Company purposes any information relating to the business or affairs
of the Company, including any activities being or proposed to be
undertaken by or on behalf of the Company and including any trade secrets,
drawing, designs, information regarding product development or testing,
business plans, financial plans, financial records and other financial,
commercial, business or technical information of the Company or of those
belonging to others who do business with the Company that is confidential
or proprietary, except that you may disclose such information (i) to the
extent required by any applicable law, - regulation or court order or
subpoena in which case you will notify the Company as promptly as
practicable and shall fully cooperate with the Company in its efforts, if
any, to obtain confidential treatment of such information or limit the
scope of information to be disclosed, (ii) to your legal counsel, (iii)
with the prior written consent of the Company, or (iv) that has become
generally known to the public, other than by reason of your breach of this
paragraph.

6. This letter contains all of the terms of the Company's offer to you. You
acknowledge that you are not relying on any other statements, documents or
representations you believe were made to you on behalf of the Company.


We are excited about the prospect of you joining Access Pharmaceuticals,
Inc. If this offer is acceptable to you, please sign and return one duplicate
original of this letter to me by fax. I and the other members of the Board of
Directors look forward to working with you.

Sincerely,

/s/ Michael Flinn
- ---------------------------------------
Michael Flinn
Chairman of the Board of Directors

ACCEPTED:

/s/ Rosemary Mazanet
- ---------------------------------------
Rosemary Mazanet