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   Biotech / Medical3-DIMENSIONAL PHARMACEUTICALS (DDDP)


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To: scaram(o)uche who wrote (116)12/6/2002 12:19:41 PM
From: scaram(o)uche
   of 146
 
Dr. James H. Cavanaugh, 65............................................................... 1996 2003
Dr. James H. Cavanaugh joined us as a director in May 1996 and has served as our
Chairman since August 1998. Since 1988, Dr. Cavanaugh has been the President of
HealthCare Ventures LLC
. Prior to HealthCare Ventures, he was President of
SmithKline & French Laboratories--U.S., the pharmaceutical division of
SmithKline Beecham Corporation. Previously, he served as President of
SmithKline's clinical laboratory business and as President of Allergan International.
Prior to his industry experience, Dr. Cavanaugh served as Staff Assistant to
President Nixon for Health Affairs and as Deputy Director of the Domestic Council.
Under President Ford, he was appointed Deputy Assistant to the President for
Domestic Affairs and Deputy Chief of the White House Staff. Before that, he served
as Deputy Assistant Secretary for Health and Scientific Affairs in the U.S.
Department of Health, Education and Welfare, and as Special Assistant to the
Surgeon General of the U.S. Public Health Service. He was a Special Consultant to
President Reagan and served as a member of the President's Export Council.
Preceding his government service, Dr. Cavanaugh was a member of the faculty of
the Graduate College and the College of Medicine at the University of Iowa, where
he received his Master's and Doctorate degrees. He has served on the Boards of
Directors of the Pharmaceutical Research and Manufacturers Association, Unihealth
America, and the Proprietary Association. He was a Founding Director of the
Marine National Bank in Santa Ana, California. Dr. Cavanaugh serves on the
Boards of Directors of the following public companies: Diversa Corporation,
Versicor, Inc., MedImmune, Inc., and Shire Pharmaceuticals Group Plc.
Mr. David R. King, 52................................................................... 2000 2003
Mr. David R. King joined us as a director in April 2000. Mr. King has served as a
consultant to biotechnology ventures since September 2001. From January 2001
until September 2001, Mr. King served as President of Delsys Pharmaceutical
Corporation, a biotechnology company that is developing and commercializing a
proprietary electrostatic dry powder handling process and that was acquired by a
pharmaceutical company in September 2001. Prior to Delsys, Mr. King was Chief
Executive Officer of Principia Pharmaceutical Corporation, a biotechnology
company that is developing technology to improve the performance of protein and
peptide drugs, where he served in that capacity from July 2000 until the company
was sold in September 2000. Prior to this, Mr. King was a partner in the law firm of
Morgan, Lewis & Bockius LLP, Philadelphia, Pennsylvania. Mr. King's practice
focused on biotechnology and emerging growth companies, and he has extensive
experience in corporate and securities law matters. He is a graduate of the
University of Pennsylvania and Harvard Law School. Mr. King serves on the Board
of Directors of Morphotek, Inc., a private company.

Dr. David C. U'Prichard, 53............................................................. 1999 2003
Dr. David C. U'Prichard joined us in September 1999 as our Chief Executive
Officer and a member of our Board of Directors. From August 1997 to February
1999, Dr. U'Prichard served as President of Research and Development at
SmithKline Beecham. While at SmithKline Beecham, Dr. U'Prichard oversaw the
entry of approximately ten compounds into global development, the international
registration of the diabetes drug Avandia(R)* and the entry of four compounds into
Phase III trials and six compounds into early clinical trials; additionally, he
instituted several major restructuring efforts at the company. Prior to SmithKline
Beecham, he worked for ICI/Zeneca (now AstraZeneca) from 1986 to 1997, last
serving as Executive Vice President and International Research Director from 1994
to 1997. Previously, Dr. U'Prichard was instrumental in the launch of Nova
Pharmaceuticals in 1983, following an academic career as the Associate Professor of
Pharmacology and Neurobiology at Northwestern University Medical School (1978-
83), and his postdoctoral fellowship at Johns Hopkins University (1975-78). Dr.
U'Prichard received his Ph.D. in Pharmacology from the University of Kansas, and
his B.S. in Pharmacology with first-class honors from the University of Glasgow,
Scotland. He has held academic appointments at Northwestern University, Johns
Hopkins University and the University of Pennsylvania and is an Honorary
Professor at the University of Glasgow. He is also an author of more than 100
primary and review publications, was a founding co-editor of Molecular
Neurobiology and co-editor of Epinephrine in the Central Nervous System and has
served as a member of various editorial boards. Dr. U'Prichard serves on the Boards
of Directors of Lynx Therapeutics, Inc., a public company, and Predict, Inc,
RiboTargets plc, and GeneMatrix, Inc., all private companies, and he is on the
Board of the Pennsylvania Biotechnology Association.

*Avandia is a registered trademark of GlaxoSmithKline plc.

John M. Gill, 50........................................................................ 2002 2004
Mr. Gill has served as our Chief Operating Officer and as a member of our Board of
Directors since February 2002. Mr. Gill joined us in May 2001 as Executive Vice
President and Chief Financial Officer. Prior to joining us, Mr. Gill was Vice
President and Director, Operations and Finance, SmithKline Beecham Research and Development, now GlaxoSmithKline plc, from July 1995 to May 2001. Mr. Gill
served in Division and Corporate Finance positions at SmithKline Beecham from
1979 to 1984. During 1985, Mr. Gill was a founding member of SmithKline
Beecham's life sciences venture capital fund, S.R. One, Ltd. In 1989, he was named
Executive Vice President and Chief Operating Officer of SK&F/NOVA
Pharmaceuticals, a neuroscience drug discovery joint venture of SmithKline
Beecham and NOVA Pharmaceutical Corporation. He returned to S.R. One, Ltd.
during 1991 and moved to SmithKline Beecham Research and Development during
1995. Prior to joining SmithKline Beecham, Mr. Gill worked for Peat, Marwick,
Mitchell & Company. Mr. Gill is a Certified Public Accountant and received his
B.A. in Accounting and Economics from Rutgers University in 1975. He served in
the United States Marine Corps from 1971 to 1973.

Dr. Zola P. Horovitz, 67................................................................. 1996 2004
Dr. Zola P. Horovitz joined us as a director in September 1996. Dr. Horovitz
currently consults with biotechnology companies and law firms with regard to
contract and patent disputes. Dr. Horovitz retired from Bristol-Myers Squibb in May
1994, last serving as Vice President of Business Development and Planning.
Previously, he spent 31 years with The Squibb Institute for Medical Research in
Princeton, New Jersey, last serving as Vice President of Research Planning &
Scientific Liaison. Dr. Horovitz recently served as Commissioner of the New Jersey
Cancer Research Commission. He has been an active member of many industry
organizations, including the American Society for Pharmacology & Experimental
Therapies, the British Pharmacological Society, the American Pharmaceutical
Association, the International Society of Biochemical Pharmacology, and the New
York Academy of Sciences, among others. Additionally, he is a Fellow of the New
Jersey Academy of Sciences, the American Foundation for Pharmaceutical
Education, the Academy of Pharmaceutical Sciences, and the American Association
for the Advancement of Science. Dr. Horovitz earned a B.S. in Pharmacy and an
M.S. and Ph.D. in Pharmacology from the University of Pittsburgh. He is a
registered pharmacist in the state of Pennsylvania and has published more than 60
books, articles and abstracts in the areas of pharmacology and drug research and
development. Dr. Horovitz serves on the Boards of Directors of the following public
companies: BioCryst Pharmaceuticals, Inc., Diacrin, Inc., Genaera Corporation,
Avigen, Inc., Palatin Technologies, Inc., Synaptic Pharmaceuticals Corporation, and
Paligent Inc.

Harold R. Werner, 53..................................................................... 1993 2004
Mr. Harold R. Werner joined us as a director at our inception in 1993. Mr. Werner
has over twenty-five years of experience in planning, development, and financing of
health care technology. He is a General Partner of HealthCare Ventures, having
been a co-founder in 1985. Since that time he has served on the boards of over thirty
public and private companies in the health care field and has specialized in the
formation of new high-science companies. Prior to the formation of HealthCare
Ventures, Mr. Werner was director of New Ventures for Johnson & Johnson
Development Corporation, making outside investments and licenses for Johnson &
Johnson in biotechnology, pharmaceuticals, vision care, diagnostics, and other high
technology areas of health care. Before joining Johnson & Johnson in 1980, Mr.
Werner was Senior Vice President of Robert S. First, Inc., and was responsible for
managing its European and, later, U.S. health care management consulting business. Mr. Werner received his B.S. (high honors) and M.S. degrees from Princeton
University and an M.B.A. from the Harvard Graduate School of Business
Administration. In addition to 3-Dimensional Pharmaceuticals, Inc., Mr. Werner
serves on the Boards of Directors of the following companies: CellGate, Inc.,
TolerRx, Inc., and Advancis Pharmaceutical Corp., all private companies, and
GenVec, Inc., a public company.

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To: scaram(o)uche who wrote (117)12/6/2002 12:35:55 PM
From: scaram(o)uche
   of 146
 
Dr. David C. U'Prichard, 53............................................................. 1999 2003
Dr. David C. U'Prichard joined us in September 1999 as our Chief Executive
Officer and a member of our Board of Directors. From August 1997 to February
1999, Dr. U'Prichard served as President of Research and Development at
SmithKline Beecham.........


One of biotech's worst CEOs, IMO. And in the opinion of others.

So, Dr. U'Prichard, I have always been a fan of "doubling down" in good companies. Do you have one OUNCE of reason in you, one ounce of RATIONALE, to convince shareholders that you are acting in their best interest? You are, IMO, doing one heck of a shitty job despite that huge salary. Defend yourself.

Why don't you give this last year's salary back to the company? Show some class.

Any number of SI biofreaks could do a better job, mailing in instructions.

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To: scaram(o)uche who wrote (115)12/6/2002 8:24:56 PM
From: Miljenko Zuanic
   of 146
 
Are you making *most wanted* list?

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To: Miljenko Zuanic who wrote (119)12/6/2002 8:35:40 PM
From: scaram(o)uche
   of 146
 
*most guilty*

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To: scaram(o)uche who wrote (120)12/6/2002 10:32:27 PM
From: Madharry
   of 146
 
Sheesh, maybe a company with a market cap of under $80MM doesnt need 9 directors?

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To: scaram(o)uche who wrote (120)1/6/2003 9:11:15 PM
From: scaram(o)uche
   of 146
 
Message 18409358

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To: scaram(o)uche who wrote (122)1/16/2003 8:26:03 AM
From: mopgcw
   of 146
 
Johnson&Johnson to Acquire 3-Dimensional Pharmaceuticals, Inc. Acquisition to Expand Johnson&Johnson's Pharmaceutical Research and Development Capability

PR Newswire, Thursday, January 16, 2003 at 08:01


NEW BRUNSWICK, N.J. and YARDLEY, Pa., Jan 16, 2003 /PRNewswire-FirstCall via COMTEX/ -- Johnson&Johnson and 3-Dimensional Pharmaceuticals, Inc. (Nasdaq: DDDP), 3DP, today announced that they signed a definitive agreement under which Johnson&Johnson will acquire 3DP, a company with a technology platform focused on the discovery and development of therapeutic small molecules.

Under the terms of the agreement, 3DP shareholders will receive $5.74 for each outstanding 3DP share. The value of the transaction as of the anticipated closing date is estimated to be approximately $88 million, net of cash. The transaction is expected to close during the first half of the second quarter of 2003, subject to regulatory approvals and other closing conditions. The acquisition is not expected to have a material impact on revenues or earnings of Johnson&Johnson."3DP will provide a good strategic fit with our pharmaceutical discovery and development capabilities,"said Dr. Per Peterson, Chairman, Research&Development for the pharmaceuticals group of Johnson&Johnson."The addition of 3DP's expertise and proprietary drug discovery technology will expand and enhance our own new pharmaceutical development efforts."Headquartered in Yardley, Pennsylvania, 3DP applies the latest techniques in high throughput screening, combinatorial chemistry, X-ray crystallography, structure-based drug design and cheminformatics to discover and develop new drugs in the areas of oncology, inflammation, metabolic and cardiovascular diseases. 3DP's proprietary drug discovery technology, known as DiscoverWorks(R), is intended to increase the productivity of the drug discovery process and enables scientists to design improved characteristics into lead drug candidates.

3DP has drug discovery and development programs focusing on potential new drugs in early stage development for the treatment of cardiovascular disorders, oncology and inflammation. 3DP has research operations in Exton, Pennsylvania and Cranbury, New Jersey."The merger with Johnson&Johnson is a wonderful opportunity for 3DP to fully realize its drug discovery mission and to exploit its technologies on a broad scale,"said Dr. David U'Prichard, Chief Executive Officer, 3DP."Johnson&Johnson will provide an outstanding environment for our employees, and we look forward to working closely with and contributing to the success of their worldwide research and development."Johnson&Johnson, with approximately 108,300 employees, is the world's most comprehensive and broadly based manufacturer of health care products, as well as a provider of related services, for the consumer, pharmaceutical, and medical devices and diagnostics markets. Johnson&Johnson has 198 operating companies in 54 countries around the world, selling products in more than 175 countries.

3DP (http://www.3dp.com), which has about 200 employees, is dedicated to small molecule drug discovery and development. 3DP's proprietary platform, DiscoverWorks(R), has the potential to produce drug candidates suitable for faster development, with fewer resources and a higher probability of success than using conventional drug discovery methods.

(In connection with the above-described transactions, 3DP intends to file a proxy statement and other materials with the Securities and Exchange Commission. Security holders are urged to read the proxy statement and these other materials when they become available because they will contain important information. Security holders may obtain a free copy of the proxy statement and these other materials when they become available, as well as other materials filed with the Securities and Exchange Commission concerning 3DP at the Securities and Exchange Commission web site at sec.gov. Security holders of 3DP may also obtain for free the proxy statement and other documents filed by 3DP with the Securities and Exchange Commission in connection with the above-described transactions by directing a request to 3DP at 1020 Stony Hill Road, Yardley, PA 19067; Attention: Investor Relations.

3DP and its directors and executive officers may be deemed to be participants in the solicitation of proxies from 3DP stockholders with respect to the merger. Information regarding these directors and executive officers and their ownership of 3DP common stock is contained in the proxy statement for 3DP's 2002 annual meeting of stockholders. Additional information regarding these directors and executive officers and their interests will be included in the proxy statement.

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To: mopgcw who wrote (123)1/16/2003 11:14:12 AM
From: keokalani'nui
   of 146
 
Reality and perception were quite separated, for me. JnJ doesn't once mention the benefit of receiving 3dp's drug candidates. I guess I count myself lucky to get the investment back; but this is not why I take on risk.

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To: keokalani'nui who wrote (124)1/16/2003 11:35:08 AM
From: mopgcw
   of 146
 
indeed. think i will break even on this one. alas.

any chance of another suitor coming to rescue us?

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To: mopgcw who wrote (125)1/16/2003 11:44:42 AM
From: scaram(o)uche
   of 146
 
Pretty sucky, overall.

Perhaps JNJ doesn't mention the potential of their molecules for a reason? In the history of biotech, there's never been a lousier partner than JNJ. For all we know, they've sand bagged Centocor.

The upside? Scratch one more management team that didn't have a concept of the breadth of the job that needed doing. They did the job, as they conceived of it, pretty well. But that's not enough.

Silly decision to fill the pipe with a molecule that needed so much preclinical, and a molecule that didn't fit the infrastructure, at that.

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