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                                                                   EXHIBIT 10.18

                                March 31, 1999


Roger Newton, Ph.D.
President and Chief Executive Officer
Esperion Therapeutics, Inc.
695 KMS Place
Ann Arbor, MI  48108

Dear Roger:

I would like to follow-up on our recent discussions with a proposal for updating
the terms of the advisory relationship between Scheer & Company, Inc. ("SCHEER")
and Esperion Therapeutics, Inc. ("ESPERION").

I.  Overall Objectives

The goal of the relationship is for Scheer to provide general advisory inputs on
corporate strategy and its execution via the active involvement of David I.
Scheer on the Esperion Board of Directors, as well as to assist Esperion in its
efforts to develop corporate relationships which can include, but not be limited
to licensing, research & development funding, strategic alliances, mergers,
acquisitions, commercial agreements, and any other relationship for which
management of Esperion requests assistance from Scheer & Company.

II.  Workplan

Representatives of Scheer and Esperion will meet on a regular basis to discuss
and refine both the overall objectives of the relationship as well as specific
follow-up on these objectives.  Scheer will assist management of Esperion in the
following areas:

     A. General Strategic Advisory and Board Services

     Scheer will provide Esperion with general strategic advisory services
including but not limited to issues of corporate strategy, general business
development, corporate governance, recruiting, financings, and other matters as
requested by the Company.  David Scheer will continue to provide active service
as part of the Esperion Board of Directors.

     B. Supplemental Business Development

        1.   Preparation of documentation for circulation to prospective
             corporate partners.

        2.   Development of a marketing strategy, including analysis of
             potential projects and target companies.

        3.   Development and maintenance of a regular written list of target
             companies which would be subject to the terms of this Agreement.
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        4.   Initiation and follow-up on contracts with target companies on the
             approved list.

        5.   Negotiations and closure of relationships with companies on the
             approved list.

        It is also understood that the Company plans on recruiting a Vice-
      President of Business Development and upon hiring of such an individual,
      the workplan and responsibilities of Scheer in its efforts to assist
      Esperion in an outsourced business development function may change.

III.  Professional Resources

Scheer will make available its professional resources to service this
relationship.  The principal contact for the relationship will be David I.
Scheer.  The Firm will make available for this relationship additional
professional resources from within the firm on a mutually agreed upon basis.

IV.   Terms of Engagement

      1)  Cash Retainer. Esperion will provide Scheer a cash retainer of $30,000
per quarter, payable in advance, plus reasonable expenses. Expenses would
include telephone, courier services, other office expenses, and travel. Expenses
will be invoiced on a monthly basis.

      2)  Transaction-Related Consideration.

      In the event that Scheer either initiates or materially contributes to a
financial transaction with a company on the approved list, which is completed
either during the term of this Agreement or within one year following its
termination, then an incentive fee would be payable by Esperion to Scheer.  The
fee would be 1% of the consideration paid to Esperion, with such fee being
calculated on the basis of the value of all cash payments received by Esperion
inclusive of upfront cash, equity investment, research and development funding,
licensing fees, milestone payments (i.e., whether or not such payments are
creditable towards future royalties), and exclusive of royalties received by
Esperion.  Payments to Scheer would be timed to the receipt of payments from
third parties by Esperion.

      3)  Confidentiality

      Scheer and Esperion will have executed a two-way confidentiality agreement
which corresponds to the information exchange which is contemplated as part of
the relationship described herein. Any disclosure of information by Scheer will
be subject to this Agreement, and the establishment of additional
confidentiality agreements with third parties, where needed.

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      4)  Term

      The Agreement will be for one (1) year, and can be extended by mutual
agreement of both parties.  The Agreement can be terminated with 30 days notice
by either party, for any reason.

I hope that this proposal captures the terms of the revised relationship, which
we have discussed.

With best regards.

                              Sincerely,



                               /s/ David I. Scheer
                              -----------------------
                              David I. Scheer


Accepted and Agreed to:



/s/ Roger S. Newton 4/1/99
------------------------------------
Roger Newton, Ph.D.      Date
President, Chief Executive Officer
Esperion, Inc.


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