OSI Pharmaceuticals Announces Third Quarter Financial Results

Revenues for the three months ended September 30, 2005 were $34.0million compared to $13.0 million for the respective prior yearperiod. The increase was primarily due to the net revenues from theunconsolidated joint business for Tarceva(R) (erlotinib) arising fromthe Company's co-promotion arrangement with Genentech, Inc., theCompany's U.S. marketing collaborator for the product. For the currentquarter and nine-month period the Company reported net revenues of$21.5 million and $54.9 million, respectively, from its unconsolidatedjoint business for Tarceva. U.S. sales for Tarceva recorded byGenentech were $73.2 million and $191.0 million for the correspondingthree and nine month periods. For the current three-month period, theCompany also reported royalty revenues from Roche, its internationalpartner for Tarceva, of $1.5 million based upon Tarceva sales incountries outside the United States, totaling $6.9 million followingthe approval of Tarceva in Switzerland in March 2005, Canada in July2005, and the European Union on September 21, 2005. Also included inthe current period were revenues of $3.0 million related to upfrontlicense fees resulting from the execution of a worldwide non-exclusivelicense agreement for the Company's Dipeptidyl Peptidase IV (DPIV)patent estate.

Total operating expenses for the three months ended September 30,2005 were $55.4 million compared to $136.6 million for the comparableprior year period or an $81.2 million decrease. However, theoperating expenses for the three months ended September 30, 2004included several charges which are not reflective of the Company'score operating expenses. These 2004 charges were: (i) an in-processresearch and development charge of $32.8 million related to theacquisition of the diabetes clinical candidate PSN9301 and associatedintellectual property from Probiodrug AG by the Company's diabetes andobesity subsidiary, Prosidion Ltd.; (ii) a charge of $7.7 millionprimarily related to the Company's decision to consolidate its U.K.oncology research operations into New York, of which $4.7 million wasrecorded against R&D expense and $3.0 million against SG&A expense;(iii) a charge of $24.6 million related to the Company's decision torecognize an impairment of the Gelclair(R) intangible asset; and (iv)a charge of $6.6 million related to excess Gelclair inventory. On anon-GAAP basis, excluding these transaction charges and otheradjustments, total operating expenses for the three months endedSeptember 30, 2005 were $55.4 million compared to $64.9 million forthe three months ended September 30, 2004.

Investment income for the current three-month period increased$1.3 million, compared to the comparable prior year period. This isprimarily due to an increase in funds available for investment as aresult of the offering of the Company's common stock completed inNovember 2004 offset by $2.0 million of previously unrealized lossesrelating to available-for-sale marketable securities for which theimpairment was deemed other than temporary.

On a non-GAAP basis, excluding certain charges as shown in theaccompanying table, the Company's net loss was $20.0 million (or $0.39per share) for the current three-month period compared to $51.5million (or $1.20 per share) for the comparable prior year period. Thedecrease in the non-GAAP loss for the current three-month period wasprimarily due to the increase in Company's revenues of $21.5 millionfrom its unconsolidated joint business for Tarceva, a reduction inongoing operating expenses associated with an increase in diabetesresearch expenses offset by a decrease in oncology research expenses,and a change in the Company's accounting for Genentech's commercialexpenses relating to Tarceva. The Tarceva expenses are no longer beingincluded in selling, general and administrative expense and are nowbeing included as part of the co-promotion profit and included in thecalculation of net revenues from unconsolidated joint business in theaccompanying consolidated statement of operations for the three andnine months ended September 30, 2005.

The Company has disclosed non-GAAP financial results that excludecharges related to acquired in-process research and development,purchase of stock options in advance of the acquisition of the (OSI)Prosidion minority interest, additional guaranteed interest payments,inventory reserves, and facility related charges. Management believesthat these charges are not reflective of the Company's normal on-goingoperations. These non-GAAP financial results can assist in makingmeaningful period-over-period comparisons and in identifying operatingtrends that could otherwise be masked or distorted by the itemssubject to the adjustments. Management uses these non-GAAP resultsinternally to evaluate the performance of the business, including theallocation of resources as well as the planning and forecasting offuture periods and believes these results are useful to others inanalyzing operating performance and trends of the Company. Thedifferences in non-GAAP and GAAP numbers are reconciled on theaccompanying table. Non-GAAP financial results should be considered inaddition to, and not as a substitute for, or superior to, financialstatements prepared in accordance with GAAP.

Corporate Development

In August 2005, OSI announced its intention to acquire EyetechPharmaceuticals, Inc. for approximately $685 million in cash andapproximately 5.7 million OSIP shares. Net of Eyetech's cash and netoperating loss carryforwards, OSI values the acquisition atapproximately $650 million. On September 20, 2005 OSI, with theassistance of Eyetech, filed a registration statement on form S-4 withthe Securities and Exchange Commission. On October 6, 2005, theregistration statement was declared effective and the mailing of theprospectus/proxy statements to Eyetech stockholders commenced onOctober 7, 2005. On November 10, 2005 at a Special Meeting of EyetechStockholders, Eyetech stockholders will vote on the proposedacquisition by OSI and, assuming a positive vote and satisfaction ofcertain closing conditions, OSI anticipates that the transaction willclose shortly thereafter.

Since the announcement of the merger, Eyetech has announced thatits partner for Macugen(R) (pegaptanib sodium injection), Pfizer,Inc., received a positive opinion from the European Committee forMedicinal Products for Human Use (CHMP) for the approval of Macugenwithin the European Union (EU) for neovascular age-related maculardegeneration (wet AMD). Formal approval of Macugen within the EU isanticipated by year end. Eyetech also announced the publication of asubset analysis of the Phase III VISION study that suggests thatMacugen may improve vision in patients with early stage wet AMD. Theanalysis demonstrated in one subset of patients that 20 percentexperienced three-line vision gain vs. zero percent in the control arm(Retina, 2005;25:815-827). Eyetech further announced the publicationof data from a 172 patient Phase II trial of Macugen in diabeticmacular edema (DME) in the October issue of the journal Ophthalmology.The positive results of this study have led to the initiation of aPhase III trial for Macugen in DME by the Eyetech/Pfizer partnership.Finally, Eyetech announced today that third quarter net sales ofMacugen in the U.S. totaled $55.5 million and it reiterated year-endguidance for net product revenues from the sale of Macugen at a rangeof $175-$190 million.

(OSI) Oncology: Highlights from the Tarceva Program

Approvals in the treatment of Non-small Cell Lung Cancer

On September 21, 2005, Roche received approval from the EuropeanCommission for the sale of Tarceva in the EU for the treatment ofpatients with locally advanced or metastatic non-small cell lungcancer (NSCLC). Tarceva was approved by the U.S. Food and DrugAdministration (FDA) in November 2004 and is an oral tablet indicatedfor daily administration for the treatment of patients with locallyadvanced or metastatic NSCLC after failure of at least one priorchemotherapy regimen. Tarceva has also been approved for sale inSwitzerland and Canada, and is available in over thirty countriesworld-wide.

Approval in the Treatment of Pancreatic Cancer

In September 2005, the Oncologic Drug Advisory Committee (ODAC)appointed by the U.S. FDA voted 10 to 3 in favor of recommendingapproval of Tarceva in combination with gemcitabine for the treatmentof advanced pancreatic cancer in patients who have not receivedprevious chemotherapy. The ODAC panel is a committee of externalexperts, formed by the U.S. FDA, to advise the FDA in the evaluationof marketed and investigational drugs for use in the treatment ofcancer. The FDA is now reviewing the ODAC recommendation and adecision on Tarceva approval is anticipated by November 2, 2005.Tarceva is the first drug in a Phase III trial to have shown astatistically significant improvement in overall survival when addedto gemcitabine chemotherapy as initial treatment for pancreaticcancer. Tarceva is also the first new therapy in nine years todemonstrate an improvement in overall survival in pancreatic cancer.

Pivotal BR.21 Trial Published in New England Journal of Medicine

In July 2005, the New England Journal of Medicine publishedresults from the pivotal BR.21 Phase III study showing that Tarcevaimproved survival in patients with advanced NSCLC. The global studywas conducted by the National Cancer Institute of Canada ClinicalTrials Group based at Queen's University in collaboration with theCompany, and involved 86 sites from 17 countries around the world. TheFDA based its approval decision for Tarceva on results from the BR.21trials. In addition, a companion paper published in the same issuereported on an analysis of molecular and clinical markers from tumorsamples from the pivotal BR.21 trial as correlated with response rateand survival. The authors concluded that for the subset of patientsanalyzed, patients whose tumors had mutations in their EGFR genesexperienced no greater survival benefit than patients whose tumorsexpressed the non-mutated or "wild-type" form of the gene.

(OSI) Prosidion: Highlights from Diabetes & Obesity Program

(OSI) Prosidion secured an additional non-exclusive license to itsDPIV inhibitor patent estate. (OSI) Prosidion has now granted fivenon-exclusive licenses under this patent estate to majorpharmaceutical companies including Merck and Novartis, and expects togrant additional non-exclusive licenses in the future. These licensesprovide OSI with upfront fees, as well as milestone and royaltypayments. (OSI) Prosidion is also developing its own DPIV inhibitor,PSN9301, which is currently being evaluated in a Phase IIa clinicaltrial. Data from the study are anticipated by the end of 2005.

At this year's European Association for the Study of Diabetes inSeptember, (OSI) Prosidion presented pre-clinical data on PSN9301.Results presented indicated that the combined administration ofPSN9301 plus Metformin may be a highly promising therapeutic approachespecially in obese type 2 diabetics.

In July 2005, the Company announced that (OSI) Prosidion initiateda Phase I clinical study of PSN357. Discovered by (OSI) Prosidion,PSN357 is a glycogen phosphorylase inhibitor, which is designed tolower blood glucose levels by preventing glycogen breakdown to glucosein the liver. PSN357 is the first clinical candidate to emerge fromthe Company's discovery research efforts in diabetes.

Conference Call

OSI will host a conference call reviewing the Company's financialresults, product portfolio and business developments on November 1,2005 at 8:00AM (Eastern Time). To access the live call or theseven-day archive via the Internet, log on to www.osip.com. Pleaseconnect to the Company's website at least 15 minutes prior to theconference call to ensure adequate time for any software download thatmay be needed to access the webcast. Alternatively, please call1-877-502-9274 (U.S.) or 1-913-981-5584 (international) to listen tothe call. Telephone replay is available approximately two hours afterthe call through November 15, 2005. To access the replay, please call1-888-203-1112 (U.S.) or 1-719-457-0820 (international). Theconference ID number is 2983400.

About OSI Pharmaceuticals

OSI Pharmaceuticals is committed to "shaping medicines andchanging lives" by discovering, developing and commercializinghigh-quality and novel pharmaceutical products that extend life orimprove the quality of life for cancer and diabetes patientsworldwide. The company operates through two business teams, (OSI)Oncology and (OSI) Prosidion. (OSI) Oncology is focused on developingmolecular targeted therapies designed to change the paradigm of cancercare. (OSI) Prosidion is committed to the generation of novel,targeted therapies for the treatment of type 2 diabetes and obesity.OSI's flagship product, Tarceva(R) (erlotinib), is the first drugdiscovered and developed by OSI to obtain FDA approval and the onlyEGFR inhibitor to have demonstrated the ability to improve survival inboth non-small cell lung cancer and pancreatic cancer patients. OSImarkets Tarceva through partnerships with Genentech, Inc. in the U.S.and with Roche throughout the rest of the world. For additionalinformation about OSI, please visit http://www.osip.com.

In addition to Tarceva, (OSI) Oncology exclusively marketsNovantrone(R) (mitoxantrone concentrate for injection) for itsapproved oncology indications and markets Gelclair(R) Bioadherent OralGel for the relief of pain associated with oral mucositis. Theresearch and development pipeline consists of novel molecularlytargeted anti-cancer agents focused on signal transduction pathwaysinvolved in cell proliferation, apoptosis and angiogenesis. The mostadvanced of these programs, targeting the co-inhibition of c-kit/KDR,has two candidates in development.

(OSI) Prosidion is the diabetes and obesity business team withinOSI Pharmaceuticals, dedicated to the discovery and development ofnovel drugs for the treatment of type 2 diabetes and obesity. (OSI)Prosidion's lead compound, PSN9301, is a Dipeptidyl Peptidase IV(DPIV) inhibitor currently in Phase II clinical trials. Other productcandidates include a glycogen phosphorylase inhibitor currently in aPhase I clinical trial and a glucokinase activator scheduled to enterclinical trials in 2005. (OSI) Prosidion owns or has licensing rightsto a portfolio of DPIV medical use patents with claims covering DPIVas a target for anti-diabetes therapy and the use of combinations ofDPIV inhibitors with other anti-diabetes drugs such as metformin. Anumber of non-exclusive licenses to the patent estate have beengranted to major pharmaceutical companies. (OSI) Prosidion operatesthrough OSI's wholly-owned subsidiary, Prosidion Limited, in Oxford,U.K. For additional information about Prosidion, please visithttp://www.prosidion.com.

This news release contains forward-looking statements. Thesestatements are subject to known and unknown risks and uncertaintiesthat may cause actual future experience and results to differmaterially from the statements made. Factors that might cause such adifference include, among others, the completion of clinical trials;the FDA review process and other governmental regulation; OSI's andits collaborators' abilities to successfully develop and commercializedrug candidates; competition from other pharmaceutical companies; theability to effectively market products; the ability of Eyetech toobtain stockholder approval of the merger; the possibility that themerger will not close or that the closing will be delayed; thechallenges and costs of integrating the operations and personnel ofEyetech; reaction of customers of Eyetech and OSI and related risks ofmaintaining pre-existing relationships of Eyetech and OSI; the impactof acquisitions and divestitures on the synergies of OSI's programs;and other factors described in OSI Pharmaceuticals' filings with theSecurities and Exchange Commission.

Additional Information About the Merger and Where To Find It

OSI and Eyetech have entered into a definitive merger agreementwhereby OSI has agreed to acquire Eyetech. OSI filed a registrationstatement on Form S-4 with the Securities and Exchange Commission(SEC) containing a proxy statement/prospectus in connection with theproposed merger. The registration statement has been declaredeffective and the proxy statement/prospectus has been mailed to thestockholders of Eyetech to consider and vote upon the proposed mergerat a special meeting scheduled for November 10, 2005. Investors andstockholders are urged to carefully read the proxystatement/prospectus and other relevant materials filed with the SECbecause they contain important information about OSI, Eyetech, themerger, and other related matters. Investors and stockholders mayobtain free copies of these documents and other documents filed withthe SEC at the SEC's web site at www.sec.gov. These documents can alsobe obtained for free from OSI by directing a request to OSI InvestorRelations at 631-962-2000 and for free from Eyetech by directing arequest to Eyetech Investor Relations at 212-824-3100.

Participants in the Merger

OSI, Eyetech and their respective executive officers, directorsand other members of management or employees may be deemed to beparticipants in the solicitation of proxies from Eyetech stockholderswith respect to the transactions contemplated by the merger agreement.Information regarding OSI's executive officers and directors isavailable in OSI's Annual Report on Form 10-K for the year endedSeptember 30, 2004 and its proxy statement dated February 2, 2005 forits 2005 Annual Meeting of Stockholders, which are filed with the SEC.Information regarding Eyetech's executive officers and directors isavailable in Eyetech's Annual Report on Form 10-K for the year endedDecember 31, 2004, its proxy statement dated April 11, 2005 for its2005 Annual Meeting of Stockholders and its Current Report on Form 8-Kdated June 15, 2005, which are filed with the SEC. You can obtain freecopies of these documents from OSI and Eyetech using the contactinformation above. Additional information regarding interests of suchparticipants are included in the registration statement containing theproxy statement/prospectus that has been filed with the SEC and isavailable free of charge as indicated above.

In addition, in connection with the execution of the mergeragreement, Dr. David Guyer, Eyetech's Chief Executive Officer, Paul G.Chaney, Eyetech's Chief Operating Officer, and Dr. Anthony P. Adamis,Eyetech's Chief Scientific Officer, have entered into letteragreements with OSI setting forth the terms under which theseindividuals will continue their employment with OSI following themerger. Furthermore, in connection with the execution of the mergeragreement, Eyetech's Board of Directors authorized the payment oftransaction completion bonuses in the aggregate amount of $350,000.The recipients of these bonuses, and the amounts they may receive, aredetermined by Eyetech's Board of Directors based on the recommendationof its Compensation Committee. Such recipients may include executiveofficers of Eyetech. Additional information regarding thesearrangements and the interests of such participants is included in theregistration statement containing the proxy statement/prospectus thathas been filed with the SEC and is available free of charge asindicated above.

This press release is not an offer to sell shares of OSIsecurities which may be issued in the proposed merger. Such OSI commonstock is offered only by means of the proxy statement / prospectusreferred to herein.
OSI Pharmaceuticals, Inc. and Subsidiaries
Selected Financial Information

Consolidated Statements of Operations Three Months Ended September
(In thousands, except per share data) 30,
(Unaudited) -----------------------------
2005
-----------------------------
GAAP (1) Differences Non-GAAP
(2)
Revenues:
Net revenue from unconsolidated joint
business $21,464 $- $21,464
Royalties on product sales 1,453 1,453
Sales commissions and product sales 7,559 7,559
License and milestone revenues 3,512 3,512
-------- ----------- --------
Total revenues 33,988 - 33,988
-------- ----------- --------

Expenses:
Cost of goods sold 1,464 1,464
Research and development 28,698 28,698
Acquired in-process research and
development - -
Selling, general and administrative 21,363 21,363
Impairment of intangible asset - -
Amortization of intangibles 3,831 3,831
-------- ----------- --------
Total expenses 55,356 - 55,356
-------- ----------- --------

Loss from operations (21,368) (21,368)

Other income (expense):
Investment income - net 2,393 2,393
Interest expense (1,219) (1,219)
Other income - net 157 157

-------- ----------- --------
Net loss $(20,037) $- $(20,037)
======== =========== ========


Basic and diluted net loss per common
share $(0.39) $- $(0.39)
======== =========== ========
Weighted average shares of common stock
outstanding 51,439 51,439
======== =========== ========

Condensed Consolidated Balance Sheet September 30,
(In thousands) 2005
---------
(unaudited)

Cash and investments securities
(including restricted investments) $560,650
========

Total assets $727,632
========

Total stockholders' equity $477,044
========



Three Months Ended September
30,
---------------------------------
2004
---------------------------------

GAAP (1) Differences Non-GAAP
(2)
Revenues:
Net revenue from unconsolidated
joint business $- $- $-
Royalties on product sales - -
Sales commissions and product sales 9,577 9,577
License and milestone revenues 3,450 3,450
--------- ------------- ---------
Total revenues 13,027 - 13,027
--------- ------------- ---------

Expenses:
Cost of goods sold 6,723 (6,611)(3) 112
Research and development 34,220 (4,658)(4) 29,562
Acquired in-process research and
development 32,785 (32,785)(5) -
Selling, general and administrative 33,630 (3,026)(6) 30,604
Impairment of intangible asset 24,599 (24,599)(7) -
Amortization of intangibles 4,620 4,620
--------- ------------- ---------
Total expenses 136,577 (71,679) 64,898
--------- ------------- ---------

Loss from operations (123,550) 71,679 (51,871)

Other income (expense):
Investment income - net 1,074 1,074
Interest expense (1,220) (1,220)
Other income - net 507 507

--------- ------------- ---------
Net loss $(123,189) $71,679 $(51,510)
========= ============= =========

Basic and diluted net loss per common
share $(2.88) $(1.68) $(1.20)
========= ============= =========

Weighted average shares of common
stock outstanding 42,794 42,794
========= ============= =========

Condensed Consolidated Balance Sheet September 30,
(In thousands) 2004
----------


Cash and investments securities
(including restricted
investments) $257,229
==========

Total assets $388,029
==========

Total stockholders' equity $154,233
==========



(1)Reflects operating results in accordance with U.S. generally
accepted accounting principles (or GAAP).

(2)Non-GAAP amounts exclude adjustments for acquired in-process
research and development, impairment of intangible asset, inventory
reserve and facility related charges.

(3)Represents an inventory reserve provision for excess Gelclair
inventory.

(4)Represents the R&D component of the exit costs relating to the
consolidation of certain facilities as well as the consolidation of
the U.K. related oncology operations.

(5)Represents the in-process research and development expense relating
to the acquisition of certain Probiodrug assets by our subsidiary,
Prosidion, July 2004.

(6)Represents the SG&A component of the exit costs relating to the
consolidation of certain facilities, as well as the consolidation
of U.K. related oncology operations.

(7)Represents the charge for unamortized balance of the intangible
asset relating to the Gelclair(R) rights that was deemed impaired
as of September 2004.
OSI Pharmaceuticals, Inc. and Subsidiaries
Selected Financial Information

Consolidated Statements of Operations Nine Months Ended September 30,
(In thousands, except per share data) --------------------------------
(Unaudited) 2005
--------------------------------

GAAP (1) Differences Non-GAAP
(2)
Revenues:
Net revenue from unconsolidated joint
business $54,892 $- $54,892
Royalties on product sales 1,952 1,952
Sales commissions and product sales 22,103 22,103
License and milestone revenues 8,737 8,737
-------- ------------- ---------
Total revenues 87,684 - 87,684
-------- ------------- ---------

Expenses:
Cost of goods sold 3,636 3,636
Net expense from unconsolidated
joint business - -
Research and development 86,007 (577)(7) 85,430
Acquired in-process research and
development 3,542 (3,542)(6) -
Selling, general and administrative 65,765 (2,583)(3) 63,182
Impairment of intangible asset - - -
Amortization of intangibles 11,435 11,435
-------- ------------- ---------
Total expenses 170,385 (6,702) 163,683
-------- ------------- ---------

Loss from operations (82,701) 6,702 (75,999)

Other income (expense):
Investment income - net 10,563 10,563
Interest expense (3,657) (3,657)
Other expense - net (1,283) (1,283)

-------- ------------- ---------
Net loss $(77,078) $6,702 $(70,376)
======== ============= =========


Basic and diluted net loss per common
share $(1.50) $0.13 $(1.37)
======== ============= =========


Weighted average shares of common
stock outstanding 51,284 51,284
======== ============= =========

Condensed Consolidated Balance Sheet September 30,
(In thousands) 2005
----------
(unaudited)

Cash and investments securities
(including restricted investments) $560,650
==========
Total assets $727,632
==========
Total stockholders' equity $477,044
==========

Nine Months Ended September 30,
-----------------------------------
2004
-----------------------------------
GAAP (1) Differences Non-GAAP
(2)
Revenues:
Net revenue from unconsolidated
joint business $- $- $-
Royalties on product sales - -
Sales commissions and product
sales 25,384 25,384
License and milestone revenues 6,025 6,025
--------- -------------- ----------
Total revenues 31,409 - 31,409
--------- -------------- ----------

Expenses:
Cost of goods sold 8,875 (8,565) (4) 310
Net expense from unconsolidated
joint business - -
Research and development 86,293 (4,658) (9) 81,635
Acquired in-process research and
development 32,785 (32,785)(10) -
Selling, general and
administrative 78,089 (4,790) (5) 73,299
Impairment of intangible asset 24,599 (24,599)(11) -
Amortization of intangibles 13,768 13,768
--------- -------------- ----------
Total expenses 244,409 (75,397) 169,012
--------- -------------- ----------

Loss from operations (213,000) 75,397 (137,603)

Other income (expense):
Investment income - net 3,772 3,772
Interest expense (10,616) 3,467 (8) (7,149)
Other expense - net (394) (394)

--------- -------------- ----------
Net loss $(220,238) $78,864 $(141,374)
========= ============== ==========


Basic and diluted net loss per
common share $(5.44) $(1.95) $(3.49)
========= ============== ==========


Weighted average shares of common
stock outstanding 40,491 40,491
========= ============== ==========

Condensed Consolidated Balance Sheet September 30,
(In thousands) 2004
----------


Cash and investments securities
(including restricted
investments) $257,229
==========
Total assets $388,029
==========
Total stockholders' equity $154,233
==========

(1)Reflects operating results in accordance with U.S. generally
accepted accounting principles (or GAAP).

(2)Non-GAAP amounts exclude adjustments for acquired in-process
research and development, the purchase of Prosidion stock options,
guaranteed interest upon the redemption of convertible notes,
impairment of intangible asset, inventory reserve and facility
related charges.

(3)Represents a charge for facility return costs and remaining net
lease obligations related to our Oxford, U.K. facility and a charge
of $803,000 for buyout of Prosidion stock options.

(4)Represents an inventory reserve provision for excess Gelclair
inventory.

(5)Represents the SG&A component of the exit costs relating to the
consolidation of certain facilities, as well as the consolidation
of U.K. related oncology operations.

(6)Represents an in process research and development charge for the
acquisition of the minority interest of Prosidion Limited in April
2005.

(7)Represents a charge for the buyout of Prosidion options.

(8)Represents a charge relating to the guaranteed interest upon the
redemption of 4% convertible notes.

(9)Represents the R&D component of the exit costs relating to the
consolidation of certain facilities as well as the consolidation of
the U.K. related oncology operations.

(10)Represents the in-process research and development expense
relating to the acquisition of certain Probiodrug assets by our
subsidiary, Prosidion, July 2004.

(11)Represents the charge for unamortized balance of the intangible
asset relating to the Gelclair(R) rights that was deemed impaired
as of September 2004.