Exhibit 10(zzz)

FORM OF PATENT AND TRADEMARK SECURITY AGREEMENT

This PATENT AND TRADEMARK SECURITY AGREEMENT dated as of the 23rd day of July 2002, made by Alliance Pharmaceutical Corp., a New York corporation, (the
"Grantor") in favor of [                        ], a
[                        ] and
[                        ], a
[                        ]
(collectively, the "Secured Parties").

WITNESSETH

The Grantor and the Secured Parties are entering into a Secured Note Purchase Agreement, dated as of the date hereof (the "Secured Note Purchase Agreement").

WHEREAS,
pursuant to the Secured Note Purchase Agreement, dated as of the date hereof, the Secured Parties purchased [$            ] in aggregate face amount
of the Grantor's Promissory Notes (the "Initial Notes");

WHEREAS,
under the Secured Note Purchase Agreement the Grantor has the right in certain circumstances to require the Secured Parties to purchase additional notes in the aggregate face
amount of [$            ] (the "Subsequent Notes");

WHEREAS,
the Grantor has agreed to grant to the Secured Parties a security interest in certain of its property and assets relating to the Product (as defined below) to secure the
performance of the obligations of the Grantor under the Secured Note Purchase Agreement, the Initial Notes and the Subsequent Notes (collectively, the "Notes"); and

WHEREAS,
the Grantor is contemporaneously entering into a Patent and Trademark Security Agreement with the Secured Parties.

NOW,
THEREFORE, in consideration of the premises set forth above the Grantor hereby agrees with the Secured Parties as follows:

TERMS

1.Defined Terms.The terms set forth below have the following meanings:

"Code" means the Uniform Commercial Code as from time to time in effect in the State of New York.

"Collateral" shall have the meaning assigned to it in Section 2 of this Patent and Trademark Security Agreement.

"Event of Default" means:



A-1

---



"General Intangibles" shall have the meaning ascribed such term under the Code.

"License Rights" shall mean any Grantor rights that were obtained through the grant, by the Grantor, of rights to a third party under the
Product Patents or Product Trademarks.

"Lien" shall mean any lien, mortgage, security interest, chattel mortgage, pledge or other encumbrance (statutory or otherwise) of any
kind securing satisfaction or performance of an obligation, including any agreement to give any of the foregoing, any conditional sales or other title retention agreement, any lease in the nature
thereof, and the filing of or the agreement to give any financing statement under the Code of any jurisdiction or similar evidence of any encumbrance, whether within or outside the United States.

"Obligations" shall mean:



"Patent and Trademark Security Agreement" means this Patent and Trademark Security Agreement, including all amendments, supplements or
modifications that are agreed to in writing by the parties.

A-2

---

"Proceeds" shall have the meaning assigned to such term under the Code.

"Product" meansImagent®, a sterile, non-pyrogenic white powder
with a diluted perflexane headspace that, after reconstitution into a suspension of microspheres, is used for contrast enhancement during the indicated ultrasound imaging procedures and is indicated
for use in patients with suboptimal
echocardiograms to opacify the left ventricular chamber and to improve the delineation of the left ventricular endocardial border.

"Product Patent(s)" means all letters patent of the United States, including any and all extensions, reissues, and renewals thereof, that
are now owned by the Grantor or are acquired by the Grantor during the term of this Patent and Trademark Security Agreement, and are necessary for the use, development, manufacture, marketing, sale or
distribution of the Product in the United States, its territories or possessions (the "Territory"), and all letters patent of the United States that issue from Product Patent Applications, including,
but not limited to:



"Product Patent Application(s)" means all applications for letters patent of the United States, including any and all provisionals,
continuations, continuations-in-part and divisionals that claim inventions, discoveries or technology that is now owned by the Grantor or is acquired by the Grantor during the
term of this Patent and Trademark Service Agreement, and are necessary for the use, development, manufacture, marketing, sale or distribution of the Product in the Territory, including, but not
limited to:



"Product Trademarks" means all United States trademarks, trade names, corporate names, company names, business names, fictitious business
names, trade styles, service marks, logos and other source or business identifiers of the Grantor that are now owned by the Grantor or are acquired by the Grantor during the term of this Patent and
Trademark Security Agreement, whether currently in use or not, and are adopted solely for use in conjunction with the sale of the Product in the Territory, including, without limitation, those listed
onExhibit Cand the goodwill associated therewith, all registrations and recordings thereof.

"Product Trademark Applications" means all applications for registration of all United States trademarks, trade names, corporate names,
company names, business names, fictitious business names, trade styles, service marks, logos and other source or business identifiers of the Grantor that are now owned by the Grantor or are acquired
by the Grantor during the term of this Patent and Trademark Security Agreement, whether currently in use or not and which will, upon registration thereof, be adopted solely for use in conjunction with
the sale of the Product in the Territory, including, without limitation, those listed onExhibit D.

A-3

---

"Security Agreement" means that certain Security Agreement, dated as of the date hereof, between the Grantor and the Secured Parties.

2.Grant of Security Interest.As collateral security for the prompt and complete payment and performance when
due of the Obligations, the Grantor hereby grants to the Secured Parties a continuing first priority security interest in all of the following property now or hereafter owned by the Grantor, and/or in
which the Grantor has or acquires, at any time during the term of this Patent and Trademark Security Agreement, an unrestricted right, title or interest:

All
Product Patents and Product Patent Applications; all Product Trademarks together with any good will of the business associated with the use of such Product Trademarks; all License
Rights and all Accounts (as defined in the Code), contract rights and General Intangibles arising under or relating to said License Rights and to the extent not otherwise included, all products and
proceeds of any and all of the foregoing (collectively, the "Collateral").

3.Representations and Warranties.The Grantor hereby represents and warrants that:



A-4

---



4.Covenants.The Grantor covenants and agrees with the Secured Parties that from and after the date of this
Patent and Trademark Security Agreement until the payment or performance in full by the Grantor of all of its Obligations:



A-5

---



A-6

---



A-7

---



5.Performance by Secured Parties of Grantor's Obligations.If the Grantor fails to perform or comply with any
of its agreements contained herein and the Secured Parties, as provided for by the terms of this Patent and Trademark Security Agreement and following reasonable written notice to the Grantor, shall
itself perform or comply, or otherwise cause performance or compliance, with such agreements, the expenses of the Secured Parties incurred in connection with such performance or compliance shall be
payable by the Grantor to the Secured Parties on demand and shall constitute Obligations secured hereby.

A-8

---

6.Secured Parties' Appointment as Attorney-in-Fact.



A-9

---



7.Remedies.If an Event of Default (i) has occurred and has continued for a period of 30 consecutive
days without cure by the Grantor with respect to items 1, 2, and 3 set forth in the definition of Event of Default, or (ii) has occurred and is continuing with respect all other items set forth
in the definition of Event of Default, the Secured Parties may exercise, in addition to all other rights and remedies granted to it in this Security Agreement and in any other instrument or agreement
securing, evidencing or relating to the Obligations, all rights and remedies of a secured party under the Code. Without limiting the generality of the foregoing, the Secured Parties, without demand of
performance or other demand, presentment, protest, advertisement or notice of any kind (except any notice required by law referred to below or expressly provided for) to or upon the Grantor or any
other Person (all and each of which demands, defenses, advertisements and notices are, to the extent permitted by applicable law, hereby waived), may in such circumstances forthwith collect, receive,
appropriate and realize upon the Collateral, or any part thereof, and/or may forthwith sell, license, assign, give option or options to purchase, or otherwise dispose of and deliver the Collateral or
any part thereof (or contract to do any of the foregoing), at public or private sale or sales, at any exchange, broker's board or office of the Secured Parties or elsewhere upon such terms and
conditions as it may deem advisable and at such prices as it may deem best, for cash or on credit or for future delivery without assumption of any credit risk. The Secured Parties shall have the right
upon any such public sale or sales, and, to the extent permitted by law, upon any such private sale or sales, to purchase the whole or any part of the Collateral so sold, free of any right or equity
of redemption in the Grantor, which right or equity is hereby waived, to the extent permitted by applicable law, or released.

8.Severability.Any provision of this Patent and Trademark Security Agreement which is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any
such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

9.Paragraph Headings.The paragraph headings used in this Patent and Trademark Security Agreement are for
convenience of reference only and are not to affect the construction hereof or be taken into consideration in the interpretation hereof.

10.Cumulative Remedies.The rights and remedies provided herein, in the Secured Note Purchase Agreement and in
the Notes are cumulative, may be exercised singly or concurrently and are not exclusive of any rights or remedies provided by law or in equity or by statute.

11.Waivers and Amendments; Successors and Assigns.None of the terms or provisions of this Patent and Trademark
Security Agreement may be waived, amended, supplemented or otherwise modified except by a written instrument executed by the party to be charged with enforcement. No course of dealing between the
Grantor and the Secured Parties nor any delay in exercising or failure to exercise any rights, power or privilege under this Patent and Trademark Security Agreement shall

A-10

---

operate as a waiver. This Patent and Trademark Security Agreement shall be binding upon the successors and assigns of the Grantor and shall inure to the benefit of the Secured Parties and their
successors and assigns. The Grantor may not assign its rights or obligations under this Patent and Trademark Security Agreement without the prior written consent of the Secured Parties.

12.Termination of Security Interest; Release of Collateral.Upon the payment and performance in full by the
Grantor of its Obligation, the Security Interest shall terminate and all rights to the Collateral shall revert to the Grantor.

13.Notices.Any notices required or permitted to be given under the terms of this Agreement shall be in writing
and shall be sent by mail, personal delivery, telephone line facsimile transmission or courier and shall be effective five days after being placed in the mail, if mailed, or upon receipt, if delivered
personally, by telephone line facsimile transmission or by courier, in each case addressed to a party at such party's address (or telephone line facsimile transmission number) shown below or such
other address (or telephone line facsimile transmission number) as a party shall have provided by notice to the other party in accordance with this provision. In the case of any notice to the Grantor,
such notice shall be addressed to the Grantor at 3040 Science Park Road, San Diego, California 92121, Attention: President (telephone line facsimile number (858) 410-5306), and a
copy shall also be given to: Stroock & Stroock & Lavan LLP, 180 Maiden Lane, New York, New York 10038, Attention: Melvin Epstein, Esq. (telephone line facsimile transmission number
(212) 806-6006), and in the case of any notice to the Secured Parties, such notice shall be addressed to the Secured Parties at Brown Simpson Asset Management, LLC, 152 West 57th
Street, 21st Floor, New York, New York 10019, Attention: Mitchell D. Kaye (telephone line facsimile transmission number (212) 247-1329), and a copy shall be given to: Lowenstein
Sandler PC, 65 Livingston Avenue, Roseland, New Jersey 07068 Attention: John D. Hogoboom, Esq. (telephone line facsimile transmission number (973) 597-2383).

14.Integration.This Patent and Trademark Security Agreement represents the agreement of the Grantor and the
Secured Parties with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by the Secured Parties relative to subject matter hereof not expressly
set forth or referred to herein.

15.Governing Law.This Patent and Trademark Security Agreement and the rights and obligations of the Grantor
and the Secured Parties under this Patent and Trademark Security Agreement shall be governed by, and construed and interpreted in accordance with, the law of the State of New York, except to the
extent that under the New York Uniform Commercial Code the laws of another jurisdiction govern matters of perfection and the effect of perfection or non-perfection of any Security Interest
granted hereunder, and except to the further extent that the United States patent and trademark laws are applicable.

16.Counterparts.This Patent and Trademark Security Agreement may be executed in counterparts and by the
parties hereto on separate counterparts, each of which shall be deemed to be an original and all of which together shall constitute one and the same instrument. A telephone line facsimile transmission
of this Patent and Trademark Security Agreement bearing a signature on behalf of a party hereto shall be legal and binding on such party.

17.Waiver of Jury Trial.To the extent permitted by applicable law, each of the Grantor and the Secured Parties
waives any right to have a jury participate in resolving any dispute, whether sounding in contract, tort, or otherwise between the parties hereto arising out of, connected with, related to, or
incidental to the relationship between any of them in connection with this Security Agreement or the transactions contemplated hereby. Instead, any such dispute resolved in court will be resolved in a
bench trial without a jury, submitted to jurisdiction in the Southern District of New York and New York State Courts located in the County of New York.

A-11

---

IN
WITNESS WHEREOF, the Grantor has caused this Patent and Trademark Security Agreement to be duly executed and delivered as of the date first above written.

|                            |  |        |  |  |  | ALLIANCE PHARMACEUTICAL CORP.
|--------------------------- |  | ------ |  |  |  | -----------------------------
|                            |  |        |  |  |  | By:                          
|                            |  |        |  |  |  |                              
|                            |  |        |  |  |  |                              
|                            |  |        |  |  |  |                              
|ACKNOWLEDGED AND AGREED:
[] |  |        |  |  |  |                              
|By:                         |  |        |  |  |  |                              
|                            |  | Name:  |  |  |  |                              
|                            |  | Title: |  |  |  |                              
|ACKNOWLEDGED AND AGREED:
[] |  |        |  |  |  |                              
|By:                         |  |        |  |  |  |                              
|                            |  | Name:  |  |  |  |                              
|                            |  | Title: |  |  |  |                              

A-12

---

|STATE OF  |  |  |  | ) |  |     
|--------- |  |  |  | - |  | ----
|          |  |  |  |   |  |     
|          |  |  |  | ) |  | ss.:
|COUNTY OF |  |  |  | ) |  |     
|          |  |  |  |   |  |     

On
this    day of July 2002, before me personally appeared Theodore D. Roth proved to me on the basis of satisfactory evidence to be the person who executed the above
Patent and Trademark Security Agreement as President and Chief Operating Officer on behalf of Alliance Pharmaceutical Corp., and acknowledged to me that the corporation executed it.

WITNESS
my hand and official seal.

|NOTARY PUBLIC |  |  |  |  
|------------- |  |  |  | -
|STATE OF      |  |  |  | )
|              |  |  |  |  
|              |  |  |  | )
|COUNTY OF     |  |  |  | )
|              |  |  |  |  

On
this            day of July 2002, before me personally
appeared                        proved to me on the basis of satisfactory evidence to be the person who executed the above
Patent and Trademark Security Agreement as an authorized representative on behalf of [                        ], and acknowledged
to me that the corporation executed it.

WITNESS
my hand and official seal.

|NOTARY PUBLIC |  |  |  |  
|------------- |  |  |  | -
|STATE OF      |  |  |  | )
|              |  |  |  |  
|              |  |  |  | )
|COUNTY OF     |  |  |  | )
|              |  |  |  |  

On
this            day of July 2002, before me personally
appeared                        proved to me on the basis of satisfactory evidence to be the person who executed the above
Patent and Trademark Security Agreement as an authorized representative on behalf of [                        ], and acknowledged
to me that the corporation executed it.

WITNESS
my hand and official seal.

|NOTARY PUBLIC |  |  |  | 
|------------- |  |  |  | 

A-13

---

EXHIBIT A

PATENTS

|Alliance Docket No. |  | Application No. |  | Patent No. |  | Date Filed        |  | Date Issued       
|------------------- |  | --------------- |  | ---------- |  | ----------------- |  | ------------------
|ALLIA.062FW1        |  | 08/405,447      |  | 5,639,443  |  | March 16, 1995    |  | June 17, 1997     
|ALLIA.62F1C2        |  | 08/786,402      |  | 6,372,195  |  | January 17, 1997  |  | April 16, 2002    
|ALLIA.62F1C3        |  | 08/841,847      |  | 6,258,339  |  | May 5, 1997       |  | July 10, 2001     
|ALLIA.062CP1        |  | 08/284,083      |  | 5,605,673  |  | August 1, 1994    |  | February 25, 1997 
|ALLIA.062DV1        |  | 08/476,079      |  | 5,720,938  |  | June 7, 1995      |  | February 24, 1998 
|ALLIA.062DV2        |  | 08/480,853      |  | 5,626,833  |  | June 7, 1995      |  | May 6, 1997       
|ALLIA.62D2C1        |  | 08/841,846      |  | 6,287,539  |  | May 5, 1997       |  | September 11, 2001
|ALLIA.062DV3        |  | 08/486,531      |  | 5,695,741  |  | June 7, 1995      |  | December 9, 1997  
|ALLIA.62D3C1        |  | 08/986,879      |  | 6,280,704  |  | December 8, 1997  |  | August 28, 2001   
|ALLIA.062CP2        |  | 08/395,680      |  | 5,798,091  |  | February 28, 1995 |  | August 25, 1998   
|ALLIA.62CP2C        |  | 09/013,357      |  | 6,280,705  |  | January 26, 1998  |  | August 28, 2001   

A-14

---

EXHIBIT B

PATENT APPLICATIONS

|Alliance Docket No. |  | Application No. |  | Date Filed
|------------------- |  | --------------- |  | ----------
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                   
|                    |  |                 |  |           

A-15

---

EXHIBIT G

FORM OF TRADEMARK SECURITY AGREEMENT

This TRADEMARK SECURITY AGREEMENT dated this            day of July 2002, made by Alliance Pharmaceutical Corp., a New
York corporation, (the
"Grantor") in favor of [                        ], a
[                        ] and [            ], a
[            ]
(the "Secured Parties").

W
I T N E S S E T H:

The
Grantor and the Secured Parties are entering into a Secured Note Purchase Agreement, dated as of the date hereof (the "Secured Note Purchase Agreement").

WHEREAS,
pursuant to the Secured Note Purchase Agreement, dated as of the date hereof, the Secured Parties purchased [$            ] in aggregate face amount
of the Grantor's Promissory Notes (the "Initial Notes"), in favor of the Secured Parties pursuant to which, among other things, the Grantor promised to pay an aggregate of
[$            ] to the Secured Parties;

WHEREAS,
under the Secured Note Purchase Agreement the Grantor has the right in certain circumstances to require the Secured Parties to purchase additional notes in the aggregate face
amount of [$            ] (the "Subsequent Notes");

WHEREAS,
the Grantor has agreed to grant to the Secured Parties a security interest in certain of its property and assets relating to the Product to secure the performance of the
obligations of the Grantor under the Secured Note Purchase Agreement, the Initial Notes and the Subsequent Notes;

WHEREAS,
the Grantor is contemporaneously entering into a Patent and Trademark Security Agreement with the Secured Parties;

WHEREAS,
the Grantor is contemporaneously entering into a Security Agreement with the Secured Parties; and

WHEREAS,
Grantor and Secured Party by this instrument seek to confirm and make a record of the grant of a security interest in the trademarks relating to the Product.

NOW,
THEREFORE, in consideration of the premises set forth above the Grantor hereby agrees with the Secured Parties as follows:

Section 1.Defined Terms.Unless otherwise defined
herein, terms used herein shall have the meaning given to them in the Patent and Trademark Security Agreement.

Section 2.Grant of Security Interest in Trademark
Collateral.As collateral security for the prompt and complete payment and performance when due of the Obligations, the Grantor hereby grants to the Secured
Parties a continuing first priority security interest in all of the following property now owned by the Grantor, and/or in which the Grantor has, or hereafter at any time during the term of the Patent
and Trademark Security Agreement acquires, an unrestricted right, title or interest:



G-1

---



Section 3.Security Agreement.The security interest
granted pursuant to this Trademark Security Agreement is granted in conjunction with the security interest granted to the Secured Parties pursuant to the Patent and Trademark Security Agreement, and
Grantor hereby acknowledges and confirms that the rights and remedies of Secured Parties with respect to the security interests in the Product Trademarks, Product Trademark Applications and Licenses
relating to the Product Trademarks granted hereby are more fully set forth in the Patent and Trademark Security Agreement, the terms and provisions of which are incorporated herein by reference.

G-2

---

IN
WITNESS WHEREOF, the parties signatory hereto have caused this Trademark Security Agreement to be duly executed and delivered as of the date first above written.

|ALLIANCE PHARMACEUTICAL CORP. |  | [SECURED ENTITY]                                                  
|----------------------------- |  | ------------------------------------------------------------------
|By:                           |  | Name: Theodore D. Roth
Title:President and Chief Operating Officer

|STATE OF  |  |  |  | ) |  |     
|--------- |  |  |  | - |  | ----
|          |  |  |  |   |  |     
|          |  |  |  | ) |  | ss.:
|COUNTY OF |  |  |  | ) |  |     
|          |  |  |  |   |  |     

On
this    day of July 2002, before me personally appeared Theodore D. Roth proved to me on the basis of satisfactory evidence to be the person who executed the above
Trademark Security Agreement as President and Chief Operating Officer on behalf of Alliance Pharmaceutical Corp., and acknowledged to me that the corporation executed it.

WITNESS
my hand and official seal.

|NOTARY PUBLIC |  |  |  |  
|------------- |  |  |  | -
|STATE OF      |  |  |  | )
|              |  |  |  |  
|              |  |  |  | )
|COUNTY OF     |  |  |  | )
|              |  |  |  |  

On
this            day of July 2002, before me personally
appeared                        proved to me on the basis of satisfactory evidence to be the person who executed the above
Trademark Security Agreement as an authorized representative on behalf of [SECURED ENTITY], and acknowledged to me that the corporation executed it.

WITNESS
my hand and official seal.

|NOTARY PUBLIC |  |  |  | 
|------------- |  |  |  | 

G-3

---

SCHEDULE A

REGISTERED U.S. TRADEMARKS

|Alliance Docket
No. |  | Application No. |  | Registration No. |  | Mark    |  | Filing Date      |  | Registration Date
|------------------- |  | --------------- |  | ---------------- |  | ------- |  | ---------------- |  | -----------------
|ALLIA.117T          |  | 75/027,205      |  | 2,010,189        |  | IMAGENT |  | December 5, 1995 |  | 22 October 1996  

PENDING U. S. TRADEMARK APPLICATIONS

|Alliance Docket No. |  | Application No. |  | Registration No. |  | Mark                                             |  | Filing Date   |  | Registration Date
|------------------- |  | --------------- |  | ---------------- |  | ------------------------------------------------ |  | ------------- |  | -----------------
|ALLIA.237T          |  | N/A             |  | N/A              |  | IMAGENT PERFLEXANE LIPID MICROSPHERES and Design |  | June 26, 2002 |  | N/A              

G-4

---

QuickLinks