SECOND AMENDMENT

Exhibit 10.79

SECOND AMENDMENT

TO THAT LEASE

BY AND BETWEEN

THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY, as Landlord

and

CORTEX PHARMACEUTICALS, INC., as Tenant

DATED JANUARY 31, 1994

THIS SECOND AMENDMENT is made and entered into as of March 9, 2004, and hereby deletes, alters, changes supplements or amends the following Articles and/or Sections of the above-referenced Lease.

ARTICLE 1. BASIC LEASE PROVISIONS

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1. Battery Chargers. Battery charging units not equipped with an automatic shut-off feature can cause substantial and expensive damage to warehouse floors resulting from battery acid spills from over-charged batteries. Tenant acknowledges and agrees that Tenant shall be solely and fully liable for the expense of repair or replacement of floors within the Premises, including concrete slab floors, required as a result of damage caused by battery charging units. In order to reduce the risk that any such damage shall occur, all battery charging units operated or maintained by Tenant at the Premises shall be equipped with an original equipment automatic shut-off feature, or shall have an after-market automatic shut-off device added thereto.

2. Department of Treasury Restrictions. Tenant warrants and represents to Landlord that Tenant is not, and shall not become, a person or entity with whom Landlord is restricted from doing business with under regulations of the Office of Foreign Asset Control (“OFAC”) of the Department of Treasury (including, but not limited to, those named on OFAC’s Specifically Designated and Blocked Persons list) or under any statute, executive order (including, but not limited to, the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism), or other governmental action and is not and shall not engage in any dealings or transaction or be otherwise associated with such persons or entities.

3. Mold and Mildew Control. Tenant shall not use the Premises in any manner that will cause toxic mold, mildew or similar conditions to arise at the Premises. Tenant shall provide appropriate climate control in the Premises, and shall not block or cover any of the heating, ventilation or air-conditioning vents. Tenant shall immediately report to Landlord (i) any evidence of a water leak or excessive moisture in the Premises, (ii) any evidence of mold or mildew in the Premises, and (iii) any failure or malfunction in the heating, ventilation and air-conditioning system serving the Premises. Tenant shall indemnify and hold Landlord harmless from any cost or expense incurred by Landlord in order to remove or eradicate any toxic mold, mildew or similar condition the presence of which at the Premises was caused by Tenant’s specific use of the Premises or breach of its obligations under this Paragraph 3.

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4. Tenant ADA Obligations. Landlord represents and warrants that upon commencement of the Lease Term the Premises comply with the requirements of Title III of the Americans with Disabilities Act of 1990 (42 U.S.C. 12181, et seq., the Provisions Governing Public Accommodations and Services Operated by Private Entities), and all regulations promulgated thereunder (the “ADA”). At all times during the term of this Lease, to the extent triggered by Tenant’s specific use of the Premises, Tenant, at Tenant’s sole cost and expense, shall cause the Premises, and all alterations and improvements in the Premises, and Tenant’s use and occupancy of the Premises, and Tenant’s performance of its obligations under this Lease, to comply with the ADA, and all amendments, revisions or modifications thereto now or hereafter adopted or in effect in connection therewith and to take such actions and make such alternations and improvements as are necessary for such compliance; provided, however, that Tenant shall not make any such alterations or improvements except upon Landlord’s prior written consent pursuant to the terms and conditions of this Lease. If Tenant fails to diligently take such actions or make such alterations or improvements as are necessary for such compliance, Landlord may, but shall not be obligated to, take such actions and make such alterations and improvements and may recover all of the costs and expenses of such actions, alterations and improvements from Tenant as additional rent. Notwithstanding anything in this Lease to the contrary, no act or omission of Landlord, including any approval, consent or acceptance by Landlord or Landlord’s agents, employees or other representatives, shall be deemed an agreement, acknowledgment, warranty or other representation by Landlord that Tenant has complied with the ADA or that any action, alteration or improvement by Tenant complies or will comply with the ADA or constitutes a waiver by Landlord of Tenant’s obligations to comply with the ADA under this Lease or otherwise.

5. Real Property Tax Apportionment. If the Premises and the Parcel are not assessed as a separate tax parcel, then Tenant’s share of the Real Property Taxes assessed to the tax parcel of which the Premises are a part shall be that certain “Tenant’s Property Tax Apportionment Percentage” as defined and determined in the manner described below. Said Tenant’s Property Tax Apportionment Percentage shall be determined by in the following manner: (i) first, the portion of the assessed Land Value set forth in Real Property Tax statement attributable to the Common Area land shall be determined by multiplying said Land

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Value by the quotient arrived at by dividing the square footage of the Common Area land by the square footage of all of the land which is the subject of the Real Property Tax statement (the “Common Area Assessed Value”), (ii) second, the Common Area Assessed Value shall be deducted from the total assessed Land Value shown on the Real Property Tax Statement (the resulting assessed Land Value is referred to herein as the “Allocable Land Value”); (iii) third, the Allocable Land Value is added to assessed Improvements Value as reflected to the Real Property Tax statement, the resulting assessed value being referred to herein as the “Allocable Assessed Value”; (iv) fourth, the total Real Property Tax for the tax parcel of which the Premises are a part as reflected on the Real Property Tax statement shall be reduced by a percentage amount equal to the quotient of the Common Area Assessed Value divided by the sum of the assessed Land Value and assessed Improvements Value as shown on the Real Property Tax statement (the resulting Real Property Tax amount is referred to herein as the “Allocable Property Tax”); (v) fifth, the Allocable Property Tax is divided by the Allocable Assessed Value, the quotient of which is referred to herein as the “Effective Tax Rate”); (vi) sixth, the square footage of the land on which the Premises are located is divided by the square footage of the entire parcel on which the Premises are located less the square footage of the Common Area included therein, and the quotient is then multiplied by the Allocable Land Value, the result of which is the “Premises Land Value”); (vii) seventh, the Premises Land Value is added to the Improvements Value of the Premises (as said term is defined hereinbelow), and the resulting value is referred to herein as the “Assessed Value Allocable to the Premises”), and (viii) eighth, the Assessed Value Allocable to the Premises is multiplied by the Effective Tax Rate to determine Tenant’s allocable share of Real Property Taxes in respect of the tax parcel of which the Premises are a part. Tenant’s Property Tax Apportionment Percentage is then determined by dividing Tenant’s Property Tax by the total Real Property Tax payable with respect to the tax parcel of which the Premises are a part. An example of this apportionment is attached hereto as Exhibit “B.” The “Improvements Value of the Premises” means that portion of the Real Property Taxes assessed in respect of the assessed value of all improvements on the land within the tax parcel based upon the relative value of the improvements comprising the Premises to the value of the improvements comprising all other premises within the tax parcel (such value is referred to herein for each of such premises as the “Improvements Value”). Landlord shall determine said Improvements Value for the Premises (and all other premises within the tax parcel) by allocating to each Premises its pro rata share (based upon relative square footage) of the original shell costs of the improvements, and the costs of all tenant improvements, installations, and other additions and

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alterations which relate solely to or solely benefit each such premises. Tenant’s Property Tax Apportionment Percentage is subject to change each year based upon changes in the assessed valuation of the improvements located in the tax parcel of which the Premises are a part by either (i) increasing such Percentage if the assessed value of improvements increases as a result of improvements to the Premises, or additional assessments or impositions which constitute Real Property Taxes are levied on the subject tax parcel, or (ii) decreasing such percentage if the assessed value of improvements increases as a result of improvements to premises of other tenants within the tax parcel, or assessments or impositions which constitute Real Property Taxes on the subject tax parcel are removed or have been paid in full. Landlord shall furnish Tenant with the actual Real Property Taxes bill.

6. Audit Rights. Notwithstanding any sections of the Lease to the contrary, in the event of any dispute regarding the amount due as Common Area Expense, Tenant shall have the right, after reasonable notice and at reasonable times, to inspect and photocopy Landlord’s accounting records at such location as Landlord may designate in Orange County, California. If, after such inspection and photocopying, Tenant continues to dispute the amount of Common Area Expense, Tenant shall be entitled to retain an independent company to audit and/or review Landlord’s records to determine the proper amount of Common Area Operating Expense due from Tenant. Such inspection and audit rights shall lapse with respect to the period covered by Landlord’s statement given under Paragraph 18.07 (“Statement”) unless exercised by Tenant within eighteen (18) months after receipt of the Statement. Such audit company shall be compensated only on a flat fee or hourly basis. No such audit company shall be compensated in whole or in part on a contingency fee basis. If such audit or review reveals that Landlord has overcharged Tenant, then within thirty (30) days after the results of such audit are made available to Landlord, Landlord shall reimburse Tenant the amount of such overcharge. If the audit reveals that Tenant was undercharged, then within thirty (30) days after the results of the audit are made available to Tenant, Tenant shall reimburse Landlord the amount of such undercharge. If Landlord desires to contest such audit results, Landlord may do so by submitting the results of the audit to arbitration to the American Arbitration Association in Orange, California, under its Commercial Rules within ten (10) business days of receipt of the result of the audit, and the arbitration shall be final and binding upon Landlord and Tenant. Judgment on the award can be entered in a court of competent jurisdiction. Landlord’s obligation, if any, to pay such overage shall be abated during such arbitration proceeding. Tenant agrees to pay

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the cost of such audit, provided that, if the audit reveals that Landlord’s determination of Common Area Operating Expense due from Tenant as set forth in any Statement sent to Tenant was in error in Landlord’s favor by three percent (3%) or more, Landlord shall pay the cost of such audit.

7. Permitted Assignment. Notwithstanding any contrary provisions contained in the Lease, Tenant may, upon written notice to Landlord, but without obtaining Landlord’s prior consent, without constituting a default under the Lease, and without triggering any recapture or termination rights in favor of Landlord, assign the Lease or sublet all or any portion of the Premises to (a) any entity formed by Tenant, provided Tenant owns or beneficially controls a majority of the outstanding ownership interest in such entity, (b) any parent or subsidiary entity of Tenant, (c) any person or entity that acquires all or substantially all of Tenant’s assets, or (d) any entity with which Tenant merges, regardless of whether Tenant is the surviving entity. In addition, an assignment or sublet shall not include, and Landlord’s consent shall not be required for, any sale or other transfer of any shares of Tenant’s capital stock, including, but not limited to, (i) any initial or subsequent public offering by Tenant, or (ii) if Tenant is a public company, the sale or transfer of Tenant’s stock to take Tenant private. In addition to the foregoing, Tenant may, upon written notice to Landlord, but without obtaining Landlord’s consent, without constituting a default under the Lease, and without triggering any termination or recapture right, sublease up to fifty percent (50%) of the rentable square feet in the Premises, provided that such sublease is in accordance with all requirements of the Lease, including without limitation the permitted use, and with Tenant retaining 100% of the net subleasing proceeds.

8. Roof Access. Tenant shall have the right, without rental or other charge, to use a portion of the roof to install, operate and maintain telecommunications antennas, microwave dishes and other communications equipment. Such use shall be subject to receipt of all required governmental approvals, compliance with the CC&Rs, the Irvine CC&Rs, and all other applicable restrictions affecting the Premises, and shall not interfere with the Building Systems. Tenant will pay for any damage to or abnormal wear and tear to the roof area to which said equipment is installed or utilized as access to the area of installation. The location of such equipment shall be mutually acceptable to both Landlord and Tenant.

9. Back-Up Power Generation. Tenant shall have the right, at its sole cost and expense, to install, maintain and operate a back-up power generation system (the “Power Generator”) to

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service the Premises in the event of a power failure. Such installation and use shall be subject to compliance with the CC&Rs, the Irvine CC&Rs, and all other applicable restrictions affecting the Premises, and to receipt of all required governmental approvals and shall not interfere with the Building Systems. The Power Generator shall remain the personal property of Tenant and may be removed by Tenant at any time, provided Tenant repairs any damage to the Premises caused by such removal. Landlord’s approval rights as to the Power Generator shall be limited to reasonable and material reasons (which specifically affect the following): (a) adverse affect on the Building Systems; (b) non-compliance with applicable codes, the CC&Rs, the Irvine CC&Rs, and all other applicable restrictions affecting the Premises, and (iii) unreasonable interference with the business operations of other tenants.

10. Additional Build-Out; Parking Allocation. Notwithstanding any contrary provisions of the Lease, the parties hereby acknowledge and agree that Tenant may, without obtaining Landlord’s prior consent, but subject to obtaining all governmental permits and approvals, convert any existing warehouse space into additional single-story laboratory and/or office space. Landlord hereby represents and warrants to Tenant that Landlord has sufficient parking within the Project allocated for such contemplated conversion by Tenant, and that Landlord shall not grant any other party rights to such parking if such grant would prohibit Tenant’s planned conversion of warehouse space to laboratory and/or office space.

Landlord and Tenant acknowledge and accept the specific terms of this Fifth Amendment to the Lease.

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