ANNUAL REPORT 2002
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The information required by Item 10 — Directors and Executive Officers of the Registrant; Item 11 —
Executive Compensation; Item 12 — Security Ownership of Certain Beneficial Owners and Management; and
Item 13 — Certain Relationships and Related Transactions is incorporated into Part III of this Annual Report
on Form 10-K by reference to the Company's Proxy Statement for the Annual Meeting of Stockholders
scheduled to be held on April 2, 2003.
Item 14. Controls and Procedures
We currently have in place systems relating to disclosure controls and procedures (as defined in
Rules 13a-14(c) and 15d-14(c) of the Securities Exchange Act of 1934). The Company's principal executive
officer and its principal financial officer evaluated the effectiveness of these disclosure controls and procedures
in connection with the preparation of this annual report. They concluded that the controls and procedures are
effective and adequate at this time. There were no significant changes in the Company's internal controls or in
other factors that could significantly affect the controls subsequent to the date of their evaluation.
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a)(1) and (2). The response to this portion of Item 15 is submitted as a separate section of this report
commencing on page F-1.
(a)(3) The exhibits are set forth in the exhibit index. Following are the management contracts,
compensatory plans and arrangements filed as exhibits:
| Ex. 10.5 |
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Promissory Note dated July 31, 1995, from Maria Gawryl. |
| Ex. 10.6 |
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Amended and Restated Stock Purchase Agreement between Biopure and Maria Gawryl. |
| Ex. 10.7 |
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Employment Agreement dated as of June 25, 2002 between Biopure and Thomas A. Moore. |
| Ex. 10.14 |
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Option dated as of June 25, 2002, in favor of Thomas A. Moore. |
| Ex. 10.15 |
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Employment Agreement dated as of July 29, 2002, between Biopure and Carl W. Rausch. |
| Ex. 10.16 |
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Promissory Note dated July 29, 2002, from Carl Rausch. |
| Ex. 10.17 |
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1998 Stock Option Plan. |
| Ex. 10.18 |
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Agreement re: Loan dated July 29, 2002, between Biopure and Carl Rausch. |
| Ex. 10.20 |
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Deferred Compensation Agreement dated July 29, 2002 between Biopure and Carl Rausch. |
(b) The Company filed no reports during the fourth quarter of fiscal 2002.
(c) Exhibits are set forth on the following exhibit index.
(d) Not applicable.
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