Related Party Transactions and Outside Related Director Information


9/9/2005 Proxy Information

Peter Barton Hutt, a member of our Board of Directors since November 2002, is a senior counsel in the Washington, D.C. law firm of Covington & Burling. From time to time, Covington & Burling provides legal services to us.

We entered into a Consulting Agreement, effective June 2004, with Robert G. McNeil, Ph. D., a former director who resigned from our Board in June 2004. Dr. McNeil is a general partner with Sanderling Venture Partners, an investment firm specializing in the development of biomedical companies and a holder of more than 5% of our common stock. Dr. McNeil’s services included advising us with respect to new product development and other relevant areas of Dr. McNeil’s expertise. Dr. McNeil received no direct or indirect compensation from us other than the acceleration of the vesting of any outstanding stock options held by Dr. McNeil on the effective date of the Consulting Agreement. Dr. McNeil’s Consulting Agreement expired on December 31, 2004.