[Consulting Agreement This agreement (the “Agreement”) dated and effective this 4th day of June, 2012 by and between Tianyin Pharmaceutical Co., Inc, a Delaware corporation (“TPI” or the “Company”), and James T. McCubbin (“Consultant”). Recitals I. TPI desires to obtain consulting and advisory services from Consultant. II. Consultant, on a part time basis, is in the business of providing such] [INDEPENDENT DIRECTOR AGREEMENT OF TIANYIN PHARMACEUTICAL CO., INC. , This INDEPENDENT DIRECTOR AGREEMENT (the “Agreement”) is made and entered into as of this 4th day of June, 2012 (the “Effective Date”), by and between Tianyin Pharmaceutical Co., Inc. WHEREAS, the Company desires to engage the Independent Director, and the Independent Director desires to serve, as a non-employee director of the] [CURRENT REPORT FOR ISSUERS SUBJECT TO THE FORM 8-K CURRENT REPORT June 4, 2012 Date of Report (Date of Earliest Event Reported) Tianyin Pharmaceutical Co, Inc. Delaware 000-52236 20-4857782 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 23rd Floor, Unionsun Yangkuo Plaza, No. 2, Block 3 South Renmin Road Chengdu, P. R. China, 610041 +011-86-28-8615-4737 o o o]

[TPI Reports Third Quarter Fiscal Year 2012 Financial Results CHENGDU, China, May 15, 2012 -- Tianyin Pharmaceutical Inc. (NYSE Amex: TPI), a pharmaceutical company that specializes in the patented biopharmaceutical, modernized traditional Chinese medicine (mTCM), branded generics and active pharmaceutical ingredients (API) announced financial results for the third quarter of fiscal year 2012. Third Quarter Fiscal Year 2012 Ended March] [Tianyin Pharmaceutical Co., Inc. (TPI) F3Q12 Earnings Call May 15, 2012 9:00 AM ET Operator Good day ladies and gentlemen thank you for standing by. Welcome to the Tianyin Pharmaceutical Incorporated Third quarter fiscal 2012 annual financial results conference call. During today’s presentation, all parties will be in a listen-only mode. Following the presentation, the conference will be opened for] [CURRENT REPORT FOR ISSUERS SUBJECT TO THE FORM 8-K CURRENT REPORT May 17, 2012 Date of Report (Date of Earliest Event Reported) Tianyin Pharmaceutical Co, Inc. Delaware 000-52236 20-4857782 (State or other jurisdiction (IRS Employer of incorporation) Identification No.) 23rd Floor, Unionsun Yangkuo Plaza, No. 2, Block 3 South Renmin Road Chengdu, P. R. China, 610041 +011-86-28-8615-4737 o o o]