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Exhibit 10.20    
    


BEYOND GENOMICS, INC.

40 Bear Hill Road

Waltham, MA 02451


March 2,
2003 


Dr. Robert
McBurney

20 Leslie Road

Newton, MA 02466 


Dear
Robert: 


        On
behalf of Beyond Genomics, I am delighted to offer you the position of Senior Vice President Research and Development and Chief Scientific
Officer reporting to me. In consideration for all your services to be rendered to the Company, you will be paid at a semi monthly rate of $9,166.67 (which is equivalent to an
annual rate of $220,000). You will also be eligible to receive an annual bonus opportunity of 30% of your base salary payable upon the achievement of company (50% of the bonus) milestones and
individual (50% of the bonus) milestones. 


        Should
you be terminated without cause during the first twelve months of your employment you will be entitled to continue your base salary for an additional six month from your
termination date. In addition, if terminated without cause during the first twelve months of your employment you will be entitled to have 25% of any stock options granted upon employment vest
immediately. 


        Upon
hire you will also be granted an option to purchase 400,000 shares of common stock of Beyond Genomics at an exercise price to be determined by the Board of Directors. This option
will vest 25% on the first anniversary of your start date and the remaining 75% quarterly over three years thereafter. 


        This
offer is valid through March 15, 2003 and we would like you to start work as soon as possible. 


        You
will be eligible to participate in the Company's benefit plans to the same extent as, and subject to the same terms, conditions and limitations applicable to, other Company employees
of similar rank and tenure. Summaries of each of the Company's benefit plans are available to you. In addition, you will be reimbursed for all reasonable out-of-pocket expenses
incurred during the performance of your duties. in accordance with the Company's reimbursement policies as established or modified from time to time by the Company. You will 








Dr.
Robert McBurney

February 14, 2003

Page #2 


also
be eligible for three (3) weeks vacation and twelve (12) holidays (9 scheduled and 3 floating) as set forth by the Company. 


        Nothing
herein shall create any obligation on the part of the Company. or any other person, to continue your employment. Your employment with the Company is at will which means either
the Company or you may terminate your employment relationship with the Company at any time and for any or no reason. with or without cause. and with or without notice. Beyond Genomics reserves the
right to alter. supplement or rescind its employment procedures, benefits or policies (other than the employment at-will policy) at any time in its sole and absolute discretion and without
notice. 


        As
part of your employment with the company, you have and will be exposed to, and provided with, valuable confidential and/or trade secret information concerning the Company and its
present and prospective clients. As a result, in order to protect the Company's legitimate business interests, you agree, as a condition of your employment. to enter into an Employee
Non-Disclosure Agreement and a Non-Competition and Non-Solicitation Agreement. These documents are enclosed for your review and execution by the first day of your
employment. 


        Please
acknowledge acceptance of this employment offer by signing, dating, and indicating your start date below. Keep one copy for your files and return one executed copy to Nicole
Schaeffer, Director, Human Resources, prior to the expiration date of this offer. 


        Robert,
we look forward to having you on the Beyond Genomics team and creating significant value with you. 



	 	 	Very truly yours,
	 	 	 	 
	 	 	Beyond Genomics, Inc.
	 	 	 	 
	 	 	By:	/s/  N. STEPHEN OBER      
 N. Stephen Ober, MD, MBA
 President





	Accepted and Agreed to:	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	/s/  R. N. MCBURNEY      
Dr. Robert McBurney	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	3/10/03
 Start Date	 	 	 	 













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Exhibit 10.20