EXHIBIT
        10.24


        
        EXECUTIVE TERMINATION AGREEMENT AND GENERAL RELEASE


        
        This EXECUTIVE TERMINATION AGREEMENT AND GENERAL RELEASE (“Executive
        Termination Agreement” or “Agreement”) is entered into between Alan
        Fuhrman (“Executive”) and Sonus Pharmaceuticals, Inc. (to be renamed
        “OncoGenex Pharmaceuticals, Inc.”) (referred to herein as “Sonus”
        or “Employer”).


        
        WHEREAS, both parties to this Agreement wish to clearly set forth the terms
        of Executive’s termination for “Good Reason” from employment with
        Employer.


        
        Now, THEREFORE, in exchange for the severance pay and other benefits
        described in this Agreement, Executive and Employer agree as follows:


        
        1.         As a result of the
        restructuring of Employer’s operations, Executive’s employment with Employer
        shall terminate effective as of the date set out in the written notice from Sonus to
        Executive (“Termination Date”), which notice is attached hereto as Exhibit A,
        and be deemed a termination for “Good Reason.”


        
        2.         Executive represents
        and agrees that, with the exception of the compensation and benefits to be provided to
        Executive pursuant to the terms of the January 11, 2008 Letter Agreement signed by
        Executive and Sonus, a copy of which is attached hereto as Exhibit B (“January 2008
        Severance Agreement”), he has received all compensation owed to him by Employer
        through his Termination Date, including any and all wages, bonuses, commissions, earned but
        unused vacation, reimbursable business expenses, incentives, stock options, and any other
        payments, benefits, or other compensation of any kind to which he was entitled from
        Employer.


        
        3.         In reliance on
        Executive’s promises, representations, and releases in this Agreement, after
        Employer’s receipt of this executed Executive Termination Agreement and provided that
        Executive does not revoke this Agreement pursuant to Paragraph 7, Employer will provide to
        Executive all compensation and benefits set out in the January 2008 Severance Agreement. A
        severance payout of $255,900.00, plus accrued vacation and executive life and disability
        premium reimbursement, will be made on August 29, 2008.


        
        4.         In exchange for the
        consideration provided to Executive as set forth above, Executive agrees to waive and
        release all claims, known and unknown, which he has or might otherwise have had against
        Employer, on behalf of itself and all of its past or present parent, subsidiaries, and
        related entities, employer-sponsored employee benefit and/or welfare plans, and all of
        their past and present officers, directors, shareholders, executives, managers,
        supervisors, agents, employees, trustees, representatives, affiliates and successors
        (hereinafter collectively referred to as “the Released Parties”), arising prior
        to the date he/she signs this Agreement, including without limitation, any and all claims
        regarding any aspect of his/her employment, compensation, or the termination of his/her
        employment with Employer, the Age Discrimination in Employment Act of 1967, the Americans
        with Disabilities Act of 1990, Title VII of the Civil Rights Act of 1964, 42 U.S.C. section
        1981, the Fair Labor Standards Acts, the WARN Act, all Washington anti-discrimination
        statutes and labor laws, the Employee Retirement Income Security Act, 29 U.S.C. section
        1001, et
        seq., all as amended, any other federal, state
        or local law, regulation or ordinance or public policy, contract, tort or property law
        theory, or any other cause of action whatsoever that arose on or before the date Executive
        signs this Agreement.


         


        
            


            
            DOCSOC/1298183v2/019324-0071

        


         


        
            

        


        
         


        
        5.         It is further
        understood and agreed that as a condition of this Agreement, all claims against the
        Released Parties, known and unknown, are expressly waived by Executive. Thus, for the
        purpose of implementing a full and complete release and discharge of the Released Parties,
        Executive expressly acknowledges that this Agreement is intended to include and does
        include in its effect, without limitation, all claims which Executive does not know or
        suspect to exist in his favor against the Released Parties at the time of execution hereof,
        and that this Agreement expressly contemplates the extinguishment of all such
        claims.


        
        6.         Executive agrees to
        withdraw with prejudice all complaints or charges, if any, he has filed against any of the
        Released Parties with any agency or court. Executive agrees that hereafter he will never
        file any lawsuit, complaint, or charge against any Released Party based on the claims
        released in this Executive Termination Agreement.


        
        7.         The release in this
        Agreement includes, but is not limited to, claims arising under federal, state or local law
        for age, race, sex or other forms of employment discrimination and retaliation. In
        accordance with the Older Workers Benefit Protection Act, Executive acknowledges and agrees
        that:


        
        (a)        Executive has
        read and understands this Agreement in its entirety;


        
        (b)       Executive has been advised by
        this writing to consult with an attorney concerning this Agreement before signing
        it;


        
        (c)       Executive has forty-five (45)
        calendar days after receipt of this Agreement to consider its terms before signing
        it;


        
        (d)       Executive has the right to
        revoke this Agreement in full within seven (7) calendar days of signing it by notifying
        Employer in writing of such revocation, and none of the terms and provisions of this
        Agreement shall become effective or be enforceable until such revocation period has
        expired;


        
        (e)       Employer has provided Executive
        with information in writing (see Exhibit “D” attached hereto) describing
        (1) the eligibility factors for receipt of benefits, (2) the group of executives,
        including the job title and age of each, eligible to receive benefits, (3) the ages of all
        individuals in the same job classification or organizational unit who are not eligible to
        receive benefits, and (4) any time limit applicable to the availability of such
        benefits;


        
        (f)        Nothing contained in this
        Agreement waives any claim that may arise after the date of its execution; and


        
        (g)       Executive executes this
        Agreement knowingly and voluntarily, without duress or reservation of any kind, and after
        having given the matter full and careful consideration.


        
        8.         Executive, Employer
        and the Releasing Parties agree that they will not disparage or talk negatively about each
        other to anyone.


        
        9.         Executive
        understands and acknowledges the significance and consequences of this Agreement. Executive
        acknowledges that it is voluntary and he has not signed it as a result of any coercion.
        Executive acknowledges that he/she was given sufficient time to consider this Agreement,
        and that he has signed it only after giving careful consideration to its terms.


         


        
            


            
            DOCSOC/1298183v2/019324-0071

        


         


        
            

        


        
         


        
        10.       Executive further acknowledges
        that during his employment, he has executed Insider Trading and Confidentiality Agreements
        attached hereto as Exhibit C. Executive understands and agrees that these agreements shall
        remain in full force and effect after Executive’s termination. Executive further
        acknowledges, understands and agrees that Executive has continuing obligations to the
        Company under these Insider Trading and Confidentiality Agreements, and that the severance
        consideration outlined in this Executive Termination Agreement would not have been provided
        to Executive without his/her express agreement to continue to comply with the terms and
        conditions of all such Insider Trading and Confidentiality Agreements.


        
        11.       Executive has returned or will
        return to Employer prior to the payment of severance pursuant to this Agreement, all of the
        Company’s property and documents in his possession or under his control, including,
        without limitation, all keys and card key badges to company buildings or property, all
        company owned equipment, and all reports, documents, software, manuals, controls,
        equipment, files, materials, data, trade secrets, confidential or proprietary information,
        passwords, employee information, any other Company information in his/her possession and
        any and all copies thereof in whatever form, whether hard copies, electronic or
        otherwise.


        
        12.       This Executive Termination
        Agreement shall not be construed against any party merely because that party drafted or
        revised the provision in question, and it shall not be construed as an admission by any of
        the Released Parties of any improper, wrongful, or unlawful actions, or any other
        wrongdoing against Executive, and the Released Parties specifically disclaim any liability
        to or wrongful acts against Executive.


        
        13.       Executive acknowledges that the
        Released Parties have made no promises to him/her other than those set forth in the January
        2008 Severance Agreement, and this Executive Termination Agreement. Executive further
        acknowledges and agrees that he/she is not entitled to receive, and will not claim, any
        right, benefit, compensation, or relief other than what is expressly set forth herein in
        this Executive Termination Agreement. This Agreement may be modified only by written
        agreement signed by both parties.


        
        14.       This Agreement is entered into
        without reliance on any promise or representation, written or oral, other than those
        expressly contained herein. It supersedes any other such promises or representations, other
        than the January 2008 Severance Agreement and the Insider Trading Agreements and
        Confidentiality Agreements executed by Executive during his/her employment which agreements
        remain in full force and effect. This Agreement shall bind the heirs, personal
        representatives, successors and assigns of both Executive and Employer. If any provision of
        this Agreement is determined to be invalid or unenforceable, in whole or in part, this
        determination will not affect any other provision of this Agreement and the provision in
        question shall be modified by the court so as to be rendered enforceable. This Agreement
        shall be deemed to have been entered into and shall be construed and enforced in accordance
        with the laws of the State of Washington as any action for breach of this Agreement may
        only be filed in federal or state courts applicable to King County, Washington.


        
        15.       This Executive Termination
        Agreement, the January 2008 Severance Agreement and all previously executed Insider Trading
        Agreements and Confidentiality Agreements, which are incorporated herein by this reference
        and remain in full force and effect, contain the entire agreement between the parties
        regarding the subject matter hereof, and supersede any and all prior and


         


        
            


            
            DOCSOC/1298183v2/019324-0071

        


         


        
            

        


         


        
        contemporaneous oral and written agreements.


        
        EXECUTIVE


        
        Dated:     21-Aug-08                                                                             
        /s/ Alan
        Fuhrman               
               
         


        
        Executive Signature


        
         


        
            
                                                                                                                            
            Alan
            Fuhrman                    
             

        


        
        Executive


        
        SONUS PHARMACEUTICALS


        
            Dated:     18 Aug
            08                                                                             
            /s/ Michael A. Martino      
                   
             
        


        
        Michael A. Martino


        
        President/CEO


         


        
            


            
            DOCSOC/1249949v4/019324-0007


            
            1249949.4

        


         


        
            

        


         


        
        EXHIBIT A


         


        Notice
        of Termination


         


         


         


        
            


            
            DOCSOC/1249949v4/019324-0007


            
            1249949.4

        


         


        
            

        


         


        
        SONUS PHARMACEUTICALS,
        INC.


        22026
        20TH Avenue, Suite 201


        Bothell,
        Washington, 98021


         


        August
        19,2008


         


         


        Mr. Alan
        Fuhrman


        c/o
        SONUS Pharmaceuticals, Inc.


        220226 20th
        Avenue, Suite 201


        Bothell,
        Washington 98021


         


        
        Please be advised that pursuant to
        Section 1 of your
        Severance/Change in Control Agreement dated January 11, 2008 (the
        “Agreement”), the Board of Directors has determined that your employment with
        Sonus Pharmaceuticals, Inc. will terminate effective immediately prior to the Effective
        Time of the Arrangement, as such terms are defined in the Arrangement Agreement, dated May
        27,2008, between Sonus Pharmaceuticals, Inc. and OncoGenex Technologies, Inc.


         


        
        We thank you for your sustained
        and dedicated service to the Company over the
        past several years and wish you the best in your future
        endeavors.


        
         


        
            
                
                    
                        
                            
                                
                                    
                                        
                                            
                                                
                                                Sincerely,


                                                
                                                 


                                                
                                                SONUS PHARMACEUTICALS,
                                                INC.


                                                
                                                 


                                                
                                                /s/ Robert E. Ivy


                                                
                                                Robert E. Ivy


                                                
                                                Chairman of the Board

                                            

                                        

                                    

                                

                            

                        

                    

                

            

        


         


        
            


             


             


             


             


             


            
            DOCSOC/1298226v2/019324-0007

        


         


        
            

        


         


        
        EXHIBIT B


         


        
        Severance Agreement


         


         


         


        
            


            
            DOCSOC/1249949v4/019324-0007


            
            1249949.4

        


         


        
            

        


         


        
        EXHIBIT C


         


        
        Insider Trading and Confidentiality Agreements


         


         


         


        
            


            
            DOCSOC/1249949v4/019324-0007


            
            1249949.4

        


         


        
            

        


        
        
        


        
        Employee Agreement Regarding
        Confidential Information and Intellectual Property


        In
        consideration of my employment, compensation and benefits with Sonus Pharmaceuticals, Inc.
        (Sonus) and for other valuable consideration, I agree as follows:


        
            	
                        
                        1.

                    	
                        
                        I will not, without the prior written permission of Sonus,
                        disclose to anyone outside of Sonus, or use in any manner, other than in
                        connection with the business of Sonus, either during or after my
                        employment, any Confidential Information or Material of Sonus (as defined
                        by provision 4 below), or any information or material received in
                        confidence from third parties by Sonus. If I reveal or threaten to reveal
                        Confidential Information, Sonus shall be entitled to an injunction
                        restraining me from disclosing such Confidential Information, or from
                        rendering any services to any entity to whom such Confidential Information
                        has been or is threatened to be disclosed. The right to secure an
                        injunction is not exclusive and Sonus may pursue any other remedies it has
                        against me for threatened breach of this condition, including recovery of
                        damages from me.

                    


        


        
            	
                        
                        2.

                    	
                        
                        If I leave the employ of Sonus, I will return all property
                        of Sonus in my possession, including but not limited to, all office
                        equipment, and the original and copies of all files, records, or other
                        documents (whether stored on paper or electronically) as well as all
                        Confidential information or Material in any form.

                    


        


        
            	
                        
                        3.

                    	
                        
                        While employed at Sonus and for the period of 2 years after
                        the date of termination of my employment at Sonus (the "Restricted
                        Period"), I will not, directly or indirectly, without the written
                        permission of Sonus, whether for my account or for the account of any other
                        Person (excluding Sonus), intentionally (i) solicit, endeavor to entice or
                        induce any employee or consultant of Sonus to terminate his employment or
                        relationship with Sonus or accept employment or a consultant relationship
                        with anyone else, (ii) solicit, endeavor to entice or induce any customers,
                        clients or potential customers or clients of Sonus to terminate their
                        relationship with Sonus or (iii) interfere in a similar manner with the
                        business of Sonus. In the event that this provision relating to the
                        Restricted Period shall be declared by a court of competent jurisdiction to
                        exceed the maximum time period such court deems reasonable and enforceable,
                        the Restricted Period deemed reasonable and enforceable by the court shall
                        become and thereafter be the maximum time period. While employed at Sonus,
                        I will not engage in any other employment, consulting or other activity
                        relating to the business in which Sonus is now or may hereafter become
                        engaged or which would otherwise conflict with my obligations to
                        Sonus.

                    


        


        
            	
                        
                        4.

                    	
                        
                        Confidential Information or Material of Sonus is any
                        information or material, whether written, oral, visual or
                        electronic:

                    


        


        
            	
                        
                         

                    	
                        
                        (a)

                    	
                        
                        generated or collected by, or utilized in the operations of
                        Sonus that relate to the actual or anticipated business or research and
                        development of Sonus; or

                    


        


        
         


        
            


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                        (b)

                    	
                        
                        suggested by or resulting from any task assigned to me, or
                        work performed by me for or on behalf of Sonus.

                    


        


        
            	
                        
                         

                    	
                        
                        (c)

                    	
                        
                        Confidential Information or Material of Sonus shall include,
                        but not be limited to, Sonus information encompassed in all drawings,
                        designs, drugs, medical devices, formulations, test data or results,
                        original writings, software in various stages of development (source code,
                        object code, documentation, diagrams and flow charts), plans, proposals,
                        marketing and sales plans, financial information, cost or pricing
                        information, customer lists, trade secrets, ideas, suppliers and other
                        information that has value to Sonus, its customers or business
                        partners.

                    


        


        
            	
                        
                        5.

                    	
                        
                        I will not disclose to Sonus, use in its business, bring on
                        to Sonus premises or cause Sonus to use, any information or material which
                        is confidential to others.

                    


        


        
            	
                        
                        6.

                    	
                        
                        I will comply, and do all things necessary for Sonus to
                        comply with, the laws and regulations of all governments under which Sonus
                        does business, and with provisions of contracts between any such government
                        or its contractors and Sonus that relate to the intellectual property or to
                        the safeguarding of information.

                    


        


        
            	
                        
                        7.

                    	
                        
                        I agree that the fruits of my labor as an employee shall
                        belong solely to Sonus. To the full extent provided by law, any and all
                        inventions, products, designs, discoveries, and work product of any nature
                        (collectively, the "Work Product"), whether or not patentable,
                        copyrightable or trademarked, which I have conceived and/or made, in whole
                        or in part, during my employment by Sonus, and which have any applicability
                        to any aspect of the business or anticipated research or development of
                        Sonus, or the business or anticipated research or development of any of the
                        subsidiaries of Sonus, as determined by Sonus, shall be the sole and
                        exclusive property of Sonus, and by the execution hereof, I hereby
                        irrevocably assign, transfer and convey to Sonus all of my right, title and
                        interest in and to all Work Product which may be developed during my
                        employment by Sonus. To the full extent provided by law, any inventions or
                        original works of authorship I conceive or create in the course of my
                        employment shall be considered "works for hire" and shall belong solely and
                        exclusively to Sonus.

                    


        


        
        This provision does not apply to any Work Product for which no equipment,
        supplies, facilities, or trade secret information of Sonus was used and which was developed
        entirely on my own time, unless (a) the invention related directly to the business or
        anticipated research or development of Sonus, or (b) the invention results from any work
        performed by me for Sonus. However, I agree to disclose inventions being developed for the
        purposes of determining employer or employee rights in accordance with provision 10 below
        and Washington Statute §14.05 and RCW 49.44.140 and 150.


        
         


        
            


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                        8.

                    	
                        
                        In connection with any Work Product assigned by provision
                        7:

                    


        


        
            	
                        
                         

                    	
                        
                        (a)

                    	
                        
                        I will promptly communicate and disclose them to Sonus after
                        such Work Product has been conceived and/or made in the detail necessary to
                        permit Sonus to understand same and practice them without the exercise of
                        further inventive skill; and

                    


        


        
            	
                        
                         

                    	
                        
                        (b)

                    	
                        
                        I will, on the request of Sonus, promptly execute any
                        documents necessary to effectuate the assignment of all rights to Sonus,
                        and do anything else reasonably necessary to enable Sonus to secure a
                        patent, mask work right, copyright or other form of protection therefor in
                        the United States and in any other foreign country. However, my failure to
                        so execute any such documents shall in no way be deemed to affect the
                        assignment, transfer and conveyance of such Work Product to Sonus.
                        Notwithstanding anything to the contrary in this provision, if I believe
                        that a specific idea or basis of a Work Product would not have any
                        applicability to any aspect of the business or anticipated research or
                        development of Sonus, or the business or anticipated
                        research or development of any subsidiary of Sonus, I may propose such idea
                        or basis for Work Product in writing to Sonus and request consent from
                        Sonus that such Work Product will not be subject to the provisions
                        hereof.

                    


        


        
            	
                        
                        9.

                    	
                        
                        Sonus and its licensees (direct or indirect) are not
                        required to designate me as the author or inventor of any development
                        assigned in provision 7 when distributed publicly or otherwise, nor to make
                        any distribution. I waive and release to the extent permitted by law all of
                        my rights to the foregoing.

                    


        


        
            	
                        
                        10.

                    	
                        
                        Solely for the purpose of determining my rights or the
                        rights of Sonus, I have identified on Schedule 1 hereof all inventions,
                        original works of authorship, developments, improvements and trade secrets
                        that were made by me prior to my engagement by Sonus or that I am currently
                        developing. Such inventions include those which are not assigned by
                        paragraph 7 in which I have any right, title or interest, and which were
                        previously made or conceived solely or jointly by me, or written wholly or
                        in part by me, and which relate to the actual or anticipated business or
                        research or development of Sonus, but neither published nor filed in any
                        patent office. If I do not have any to identify, I have written "none on
                        this line:
                             NONE.

                    


        


        
            	
                        
                        11.

                    	
                        
                        For purposes of enforcing this Agreement, I hereby consent
                        to jurisdiction in the Superior Court of Washington for the County of
                        King.

                    


        


        
            	
                        
                        12.

                    	
                        
                        If any legal action is necessary to enforce this Agreement,
                        the prevailing party shall be entitled to recover attorneys'
                        fees.

                    


        


        
            	
                        
                        13.

                    	
                        
                        This Agreement does not guarantee me any term of employment,
                        or limit the right of Sonus to terminate my employment at any time with or
                        without cause.

                    


        


        
            	
                        
                        14.

                    	
                        
                        lf, for any reason, any provision of this Agreement is held
                        invalid, such provision and all other provisions of this Agreement shall
                        remain in effect to the fullest extent permitted by law. If this Agreement
                        is held invalid or cannot be enforced, then to the full extent permitted by
                        law any prior

                    


        


        
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                        agreement between Sonus (or any predecessor thereof) and you
                        shall be deemed reinstated as if this Agreement had not been
                        executed.

                    


        


        
            	
                        
                        15.

                    	
                        
                        This Agreement represents the full and complete
                        understanding between me and Sonus with respect to the matters set forth
                        herein and supersedes all prior representations and understandings, whether
                        oral or written, My obligations under this Agreement shall be binding upon
                        my heirs, executors, administrators or other legal representatives or
                        assigns, and this Agreement shall inure to the benefit of Sonus, its
                        successors and assigns. This Agreement may not be modified, released or
                        terminated, in whole or in part, except by an instrument signed in writing
                        by an officer of Sonus.

                    


        







	
Signed:  /s/ Alan Fuhrman
                        	
Dated:  9/22/04  








	

SONUS PHARMACEUTICALS




Signed:  /s/ Heather Stanley
                    

Title:  HR Rep 	
Dated:  9/22/04  








         


         


        
            


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        SCHEDULE
          I


        
        Excluded Prior Developments Which Relate


        To
        the Actual or Anticipated Business or


        
        Research or Development of SONUS


         


        
            


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            Page 1 of 1


            

        


         


         


        
        RCW 49.44.140


        
        Requiring assignment of employee's
        rights to inventions -Conditions.


        
        (1) A provision in an employment
        agreement which provides that an employee shall assign or offer to assign any of the
        employee's rights in an invention to the employer does not apply to an invention for which
        no equipment, supplies, facilities, or trade secret information of the employer was used
        and which was developed entirely on the employee's own time, unless (a) the invention
        relates (i) directly to the business of the employer, or (ii) to the employer's actual or
        demonstrably anticipated research or development, or (b) the invention results from any
        work performed by the employee for the employer. Any provision which purports to apply to
        such an invention is to that extent against the public policy of this state and is to that
        extent void and unenforceable.


        
        (2)     An
        employer shall not require a provision made void and unenforceable by subsection (1) of
        this section as a condition of employment or continuing employment.


        
        (3)     If an
        employment agreement entered into after September 1, 1979, contains a provision requiring
        the employee to assign any of the employee's rights in any invention to the employer, the
        employer must also, at the time the agreement is made, provide a written notification to
        the employee that the agreement does not apply to an invention for which no equipment,
        supplies, facility, or trade secret information of the employer was used and which was
        developed entirely on the employee's own time, unless (a) the invention relates (i)
        directly to the business of the employer, or (ii) to the employer's actual or demonstrably
        anticipated research or development, or (b) the invention results from any work preformed
        [performed] by the employee for the employer.


        
        [1979 ex.s. c 177 § 2.]


         


        
            


            
                	
                            
                            http://search.leg.wa.gov/wslrcw/RCW%20%2049%20%20TITLE/RCW%20%2049%20.%20

                        	
                            
                            1/10/02

                        


            


             


             


            
                

            


            
                


                
                Page 1 of 1


                

            


             


            
            RCW 49.44.150


            
            Requiring assignment of
            employee's rights to inventions -- Disclosure of inventions by employee.


            
            Even though the employee meets the
            burden of proving the conditions specified in RCW 49.44.140, the employee shall, at the
            time of employment or thereafter, disclose all inventions being developed by the
            employee, for the purpose of determining employer or employee rights. The employer or
            the employee may disclose such inventions to the department of employment security, and
            the department shall maintain a record of such disclosures for a minimum period of five
            years.


            
            [1979 ex.s. c 177 §
            3.)


            
                


                
                    	
                                
                                http://search.leg.wa.gov/wslrcw/RCW%20%2049%20%20TITLE/RCW%20%2049%20.%20

                            	
                                
                                1/10/02

                            


                


                 


                 


                
                    

                


                
                 


                
                RECEIPT AND ACKNOWLEDGMENT


                
                

                I, E. Alan Fuhrman, hereby acknowledge that I have received and read
                a copy of the "Procedures and Guidelines Governing Insider
                Trading and Tipping" and agree to comply with its terms.
                I understand that violation of insider trading or tipping laws or regulations may
                subject me to severe civil and/or criminal penalties, and that violation of the
                terms of the above-titled policy may subject me to discipline by the Company up to
                and including termination for cause.





	
/s/ E. Alan Fuhrman            
                     
     

Signature 



Print Name   Alan Fuhrman
                            	
         09-17-04         

Date 








                
                 


                 


                
                    


                     


                    
                        	
                                	
                                    
                                    Procedures and Guidelines Governing Insider
                                    Trading and Tipping

                                
	
                                    
                                    Updated 08/26/04

                                	
                                    
                                    Page 11

                                


                    


                     


                    
                    DOCSOC\918468v2\19324.0000

                


                 


                
                    

                


                
                    


                    

                


                 


                
                EXHIBIT D


                 


                
                Supplemental Older Workers Benefit Protection Act
                Notice


                 


                
                The following supplemental information is provided to employees age
                40 or older pursuant to the federal Older Workers Benefit Protection
                Act:


                
                A.        The employees
                affected/covered by this termination consists of the following: current CEO and
                current CFO.


                
                B.        The eligibility
                factors for this termination are: The Company has considered all appropriate facts
                and circumstances in making the decision to reorganize, reduce its workforce, and
                eliminate job positions, including the Company’s current and anticipated
                financial condition, business plans, operational needs, and personnel levels needed
                to perform necessary current and reasonably anticipated future work, and the
                skills, versatility and work record of its employees.


                
                C.        The time limits
                for this reduction in force are: The termination is expected to be carried out on
                August 20, 2008.


                
                


                	
                            
                             

                        	
                            
                            D.

                        	
                            
                            The job titles and ages for all employees selected for
                            layoff are as follows:


                            
                             


                            
                            Title                                                                             
                            Age


                            
                             


                            
                            Chief Executive
                            Officer                                             
                            52


                            
                            Chief Financial
                            Officer                                              
                            52

                        


                

                


                
                E.        The ages of the
                employees in your same job classification or organizational unit who were not
                selected for layoff are as follows: None.


                
                 


                 


                
                    


                    
                    DOCSOC/1249949v4/019324-0007


                    
                    1249949.4