<PAGE>
                                                                  Exhibit 10.11

                         FEDERAL TECHNOLOGY TRANSFER ACT
              FDA/CBER COOPERATIVE RESEARCH & DEVELOPMENT AGREEMENT

1.       SUMMARY OF PROPOSED AGREEMENT WITH NEOPHARM, INC.

         Laboratory:        Center for Biologics Evaluation and Research Project
         Title:             Development and  Commercialization  of
                            Interleukin-13  Pseudomonas Exotoxin as anticancer
                            agent Project Description: SEE TAB 1 - RESEARCH PLAN
                            FDA Project Officer: RAJ K. PURI, M.D., PH.D.

         Proposed Effective Dates      From: August1997          To: August 2001

<TABLE>
<CAPTION>
         RESOURCE SUMMARY:                   $             ESTIMATED #        ESTIMATED        ESTIMATED
                                        DESIGNATED            FTES            EQUIPMENT        MATERIALS
         <S>                            <C>                <C>                <C>              <C>
         FDA                                    0            0.05                   ($45,000/yr)
         Collaborator                    $100,000/yr         0.10
         Total                           $400,000            0.15                     ($180,000)
</TABLE>

2.       REVIEWS BY FDA ORGANIZATIONS - TAB 2

         A. Possible Organizational Conflict -- Revisions Requested: None

         B. Comments on Individual Conflict of Interest: DEPI AND CBER - 
            SEE TAB 3

3.       CENTER ACTION IN RESPONSE TO REVIEWS

         [ ] Summary of Comments
         [X] No Revisions Made To Agreement

4.       FDA REVIEW BOARD RECOMMENDATION TO THE COMMISSIONER

         [X] Accept       [ ] Disapprove       [ ] Modify (Explanation Attached)

         /s/ ELIZABETH D. JACOBSON                     8/6/97
         Review Board Chairperson                       Date

5.       LEAD DEPUTY COMMISSIONER'S DECISION

         [ ] Accepted     [ ] Disapproved      [ ] Modification(s) (Explanation
                                                   Attached)

         /s/ Masira                                    8/12/97
Lead Deputy Commissioner of Food and Drugs              Date


<PAGE>





[LOGO] DEPARTMENT OF HEALTH & HUMAN SERVICES        PUBLIC HEALTH SERVICE

                                                    FOOD AND DRUG ADMINISTRATION
                                                    ROCKVILLE MD 20857

                              [STAMPED AUG 6 1997]

         NOTE TO:          Lead Deputy Commissioner

         THROUGH:          Executive Secretariat on 8/7/97

         SUBJECT:          Proposed Cooperative  Research and Development
                           Agreements under the Federal Technology Transfer
                           Act of 1986 -- ACTION

         During its August 4, 1997 meeting, the FDA CRADA Review Board
         considered one proposed Cooperative Research and Development Agreement
         (CRADA). The proposed collaboration is between

                           CBER and Neopharm, Inc. to "Develop and Commercialize
                           Interleukin-13 Pseudomonas Exotoxin as Anticancer
                           Agent."

         The CRADA proposal has been reviewed by other FDA Centers for
         organizational conflict of interest; by the Division of Ethics and
         Program Integrity for any individual and organizational conflict of
         interest, and by other offices for any issues which might need
         resolution. The reviews were favorable and all issues that were raised
         have been addressed.

         The Board then conducted its review and recommends your acceptance of
         this CRADA. An Executive Summary is attached. Please indicate your
         decision and sign the Summary. Under the Federal Technology Transfer
         Act, Agencies are required to make their decision within 30 calendar
         days or, in this case, by September 4, 1997.

         Please let me know if I can provide anything further on this.


                                                   /s/ ELIZABETH D. JACOBSON

                                                   Elizabeth D. Jacobson, Ph.D.
                                                   Chairperson,
                                                   FDA CRADA Review Board

         Attachment
         Executive Summary and FDA CRADA 26-97


<PAGE>



                                   APPENDIX B

                                  RESEARCH PLAN

TITLE OF CRADA: Interleukin-13>Pseudomonas exotoxin as a anticancer agent.

FDA PRINCIPAL INVESTIGATOR: Raj K. Puri, M.D., Ph. D.

COLLABORATOR PRINCIPAL INVESTIGATOR: Aquilur Rahman, Ph.D., Chief Scientific
Officer, NeoPharm, Inc. Lakeforest, IL

TERM OF CRADA: Four (4) years.

CONFLICTS OF INTEREST INFORMATION: Attach completed "Conflict of Interest and
Fair Access Statement." Describe any relevant past, present, or contemplated
relationships between the FDA Principal Investigator and his/her Laboratory and
the Collaborator in sufficient detail to permit reviewers of this CRADA to
determine whether or not any conflicts of interest exist:

         See Attached




The Research Plan which follows this page should be concise but of sufficient
detail to permit reviewers of this CRADA to evaluate the scientific merit of the
proposed collaboration. The RP should explain the scientific importance of the
collaboration and the research goals of FDA and the Collaborator. The respective
contributions in terms of expertise and/or research materials of FDA and, the
Collaborator should be summarized Initial and subsequent projects contemplated
under the RP, and the time periods estimated for their completion, should be
described, and pertinent methodological considerations summarized. Pertinent
literature references may be cited and additional relevant information included.
Include additional pages to identify the Principal Investigators of all other
Parties to this CRADA.


<PAGE>


APPENDIX B (CRADA APPLICATION):

TITLE: Interleukin-13-Pseudomonas exotoxin as an anticancer agent.

FDA PRINCIPAL INVESTIGATOR (PI): Raj K. Puri, M.D., Ph.D., LMTB, DCGT, OTRR,
HFM-530, Tel.: 82 7-0471

COLLABORATOR PRINCIPAL INVESTIGATOR: Aquilur Rahman, Ph.D., Chief Scientific
Officer and Member, Board of Directors, NeoPharm, Inc. 225 east Deerpath, Suite
250, Lake Forest, IL 60045; Tel: 708-295-8678

THE TERM OF CRADA: 4 Years

RESEARCH PLAN:

1. GOALS OF THIS CRADA: a) To investigate structure, function, significance, and
biology of interleukin-13 (IL-13) receptor on human malignancy.

b) To investigate the mechanism of cytotoxicity of IL-13-Pseudomonas exotoxin
and targeting of IL-13 receptors in vitro and in vivo to human cancer.

c) To evaluate the clinical effectiveness of IL13-PE in cancer patients.

SCIENTIFIC IMPORTANCE:

         IL-13 receptors are expressed on solid human cancer cells at uniquely
high concentration and these cancer cells are killed by IL13-toxin at uniquely
low concentration of an il-13 fusion toxin. This project is important
scientifically to investigate the structure, function and significance of IL-13
receptor expression on cancer cells and compare how these receptors are
different from those expressed on normal immune cells. These studies will
provide insight for effective targeting of IL-13-toxin in vivo for the treatment
of human cancer.

2. DETAILED DESCRIPTION OF THE RESEARCH PLAN: In pursuing FDA mission related
regulator research activities to understand the mechanism of the disease and
safety of biologics, we have discovered that human renal cell carcinoma,
glioblastoma, AIDS-related Kaposi's sarcoma and adenocarcinoma express large
numbers of interleukin-13 receptors. IL-13 is a pleiotropic immune regulatory
cytokine and functions through its specific cell surface receptors. Consistent
with its biological effect, we have demonstrated that IL-13 receptors are also
expressed in normal immune cells such as B cells and monocytes but in very low
numbers. The significance of the expression of large numbers of these receptors
on cancer cell lines is not known.

         We have exploited the knowledge of the expression of large numbers of
IL-13 receptors to target these with a cytotoxic agent. In this effort, we have
producted a novel chimeric protein composed of IL-13 and a mutated form of a
bacterial toxin, Pseudomonas exotoxin (PE38). This chimeric toxin was produced
by fusing a gene for IL-13 to PE38. This plasmid was expressed in E. coli and
large amounts of this protein was purified to >95% purity by column
chromatography. By utilizing IL-13-PE38 we found that IL-13 receptor positive
cancer cells were killed effectively in a concentration dependent manner as
determined by the inhibition of protein synthesis. The inhibitio of protein
synthesis collaborated with the cell death as assessed by cell viability or
clonogenic


<PAGE>

asays. Normal resting or activated human T lymphocytes, EBV-immortalized B
cells, promonocytic cell lines, human umbilical vein derived endothelial cells,
bone marrow cells, resting and activated bone marrow precursor CD34+ cells were
not killed by this toxin. These data were consistent with no or low level
expression of IL-13 receptors on these cells. The cell killing activity of IL
13-toxin was specific and receptor number dependent. These observations were
made primarily using cultured cell lines and some primary cell cultures. These
observations are exciting and have important clinical implications indicating
potential for the use of IL 13-toxin for the treatment of human solid
malignancies.

         Above preliminary results have raised numerous questions regarding the
biology of human cancer cell and potential of targeting human cancers in vivo.
Further studies are needed to address important issues at this time of the
technology development. Some of the studies are listed below:

1. Whether IL-13 receptors are expressed on other solid and hematologic
mailgnancies?

2. Whether IL-13 receptors are expressed in situ and how prevalent the
expression of IL-13 receptors on human cancer is?

3. Whether the expression of IL-13 receptors is homogenous i all cells in a
tumor and whether metastatic nodules express KL-13 receptors more abundantly
than primary tumors?

4. The structure of IL-13 receptors in cancer cells has been briefly examined in
our laboratory. Additional studies are needed to examine the structure of IL-13
receptors on cancer cells and compare it with those expressed on immune cells.

5. The significance of IL-13 receptors expression on tumor cells needs to be
assessed. Are these receptors functional? The preliminary data on human renal
cell carcinomas indicates that these receptors are functional because IL-13
inhibited the in vitro growth of these cells and up regulated adhesion molecule,
ICAM-1.

6. Whether IL-13 utilizes a unique signal transduction pathway in cancer cells?

7. Whether IL-13 receptors are involved in oncogenesis process or IL-13
receptors act like an oncogene or related to an oncogene. Whether gene for IL-13
receptors has rearranged and mutated in cancer cells?

8. Whether all IL-13 receptors bearing cancer cells can be targeted and killed
with IL-13-toxin?

9. We have demonstrated in vitro activity of IL-13-toxin against various cancer
cell lines. It needs to be determined whether human tumor xenograft in
immunodeficient animals can be cured? Preliminary data indicate that IL 13-toxin
has substantial antitumor activity against brain tumors.

10. Whether IL 13-toxin is toxic to immunodeficient or immunocompetent rodents
or nonhuman primates.

11. Can one encapsulate this toxin in liposomes to target only cancers and thus
avoid nonspecific toxicity of the host if any?

12. Whether IL 13-toxin is cytotoxic to cancer cells which express multidrug
resistance


<PAGE>

(MDR) gene or gene products and these cancers are refractory to conventional
chemotherapeutics?

13. What is the clinical efficacy of IL 13-PE38QQR in cancer patients? Whether
IL 13-toxin is effective against many types of solid human malignancy?

         While research is ongoing in our laboratory to examine many aspects of
above listed studies' predominantly items one through 4,6 and eight, extensive
studies are needed to address items five through 12. Due to the limitation for
research funds and personnel all these studies cannot be performed expeditiously
as desired. In addition, all these studies require a large quantity of IL-13, IL
13-toxin and other reagents that could not be produced in our laboratory. These
reagents ae not commercially available or some of them are available such as
IL-13 but at prohibitively high cost. The collaborator is a biotechnology
Company and they appear to bear extensive expertise and have contractors
available who can manufacture these for preclinical studies. The collaborator
has extensive experience in targeting chemotherapeutics to cancer cells using
liposomes as well as overcoming multidrug resistance through liposomal modality
of treatment. The specific experience of the collaborator will provide unique
expertise to specifically target our biologic to cancer cells.


         The detailed research plan is described by the collaborator.

3. RESPECTIVE CONTRIBUTIONS OF THE PARTIES:

a. PI will provide plasmid for IL 13-toxin paste and collaborator will purify
this material under cGMP conditions and provide purified protein in large
quantities.

b. The collaborator will perform preclinical toxicity experiments utilizing
IL-13-toxin in small animals.

c. PI will perform preclinical efficacy experiments in immunodeficient animals
utilizing various solid tumor models including brain tumors, AIDS-Kaposi's
sarcoma and Renal cell carcinoma.

d. The basic receptor biology, signal transduction and other experiments will be
performed in the laboratory of the PI.

e. The PI will perform experiments to examine the in situ expression of IL-13
receptors on many cancer samples using a monoclonal antibody by
immunohistochemistry or flow cytometric analysis.

f. The collaborator will perform all the clinical trial with the IL 13-PE38QQR
for the indication of human renal cell carcinoma, AIDS-Kaposi's sarcoma and
central nervous system malignancies.

TIME COMMITMENT:

FIRST YEAR: Investigation of the expression of IL-13 receptors on fresh cancer
tissues, production of various forms of IL 13-toxins, begin preclinical efficacy
experiments.

SECOND YEAR: Production of IL 13-toxin in large quantities, perform preclinical
safety experiments in small and large animals, efficacy experiments continued in
various models.

<PAGE>

Begin clinical trial. Perform IL-13 receptor expression experiments in patient
samples.

THIRD YEAR: Continue clinical trial, preparation of liposome encapsulated IL
13-toxin, preclinical in vitro data generation, in vitro efficacy evaluation,
and characterization of encapsulated liposomes.

FOURTH YEAR: Continue clinical trial and if Phase 1 is completed proceed to
Phase 2/three study, supportive studies continue, investigate targeting of MDR
cancer cells by IL 13-toxin in vitro and in vivo. Preclinical efficacy models to
be developed.

4. ABSTRACT OF RESEARCH PLAN: For the collaborator

5. RELATED CRADAS: PI has no CRADAS

6. RELATED MTAS: PI has none MTAs regarding this technology.

7. RELATED PATENT APPLICATIONS AND PATENTS: 1. US Patent application for IL-13
receptor specific chimeric proteins and uses thereof DHHS Ref. No E-266-94/0;
Date Filed: March 15, 1995. Patent number 5,614,191 Issued March 25, 1997.

2. INTERNATIONAL PATENT APPLICATION FOR IL-13 RECEPTOR SPECIFIC CHIMERIC
PROTEINS AND USES THEREOF; DATE FILED: March 5, 1996.

8. AVOIDANCE OF CONFLICT OF INTERESTS AND ASSURANCE OF FAIR ACCESS: Signed form
is enclosed for Ethics Branch for review and approval.



<PAGE>



APPENDIX C:

FINANCIAL AND STAFFING CONTRIBUTIONS OF THE PARTIES:

The PI will hire a post-doctoral fellow from the funds provided by the
collaborator Company as indicated in the collaborator commitment letter
submitted to Dr. Goldman. This amount would be $100,000 per year. The
approximate direct and indirect cost for the fellow would be approximately
$55,000.00 dollars per year. The remaining amount ($45,000.00) will be used for
purchasing equipments, supplies, chemicals, animals, and radioactive materials
etc for these projects.

         FDA CONTRIBUTION:

         FTE PI TIME:                                                  5%

         FDA SUPPLIES:                       For this collaboration, it is
                                    expected that most of the supplies will be
                                    purchased from the funds provided by the
                                    collaborator.

         FDA EQUIPMENT:                      Most of the equipment and a
                                    computer and printer for computational needs
                                    for this project are currently available in
                                    our laboratory. However, some equipment such
                                    as cell harvester, Joan centrifuge, Inverted
                                    phase microscope, Bausch and Lomb
                                    microscope, dual chamber water bath, shaking
                                    water bath and circulating water baths are
                                    rented from the NIH rental services. We
                                    expect to purchase the equipment from the
                                    CRADA funds because the equipment will be
                                    heavily used during the project.