X0303 4 2009-07-08 0 0000822418 BIO IMAGING TECHNOLOGIES INC BITI 0001242615 OLUKOTUN ADEOYE Y C/O BIO-IMAGING TECHNOLOGIES, INC. 826 NEWTOWN-YARDLEY ROAD NEWTOWN PA 18940 1 0 0 0 Restricted Stock Units 2009-07-08 4 A 0 10000 0.00 A Common Stock 10000 20000 D Each restricted stock unit represents a contingent right to receive one share of BITI common stock, par value $.00025. Represents the automatic grant of 10,000 restricted stock units, granted pursuant to the Company's 2002 Stock Incentive Plan, as amended and restated, upon election to the Board of Directors at the Annual Meeting of Stockholders on July 8, 2009, determined by using the closing price on July 8, 2009. The restricted stock units shall vest as follows: 2,000 units shall vest immediately on the date of grant and the remaining 8,000 units shall vest in one-tenth (1/10) increments monthly until May 8, 2010; provided, however, that the shares underlying the restricted stock units shall not be issued to the directors until the director's cessation of service on the Board of Directors. Represents only those shares underlying the restricted stock units. The director may beneficially own BITI securities not required to be recorded herein. /s/ Maria T. Kraus as attorney-in-fact 2009-07-09