Item 1.01 Entry into a Material Definitive Agreement

On June 16, 2009, Transcept Pharmaceuticals, Inc., a Delaware corporation (the "Sublessor"), entered into a sublease agreement dated for reference purposes as of June 11, 2009 (the "Sublease") with Bay Area Bioscience Association, a California corporation (the "Sublessee"), for office space consisting of 6,920 square feet (the "Subleased Premises") of Sublessor's 25,288 total leased square footage at 400 Oyster Point Boulevard, Suite 200, South San Francisco, California.

The term of the Sublease commences on July 1, 2009 and ends on October 31, 2012. Sublessee does not have the option of extending the term of the Sublease. Notwithstanding the foregoing, both Sublessor's and Sublessee's obligations under the Sublease are conditioned upon receipt by Sublessor from Kashiwa Fudosan America, Inc., a California corporation (the "Master Lessor"), of Master Lessor's written consent to the Sublease.

The total base rent payable by Sublessee to Sublessor through the end of the term of the Sublease is approximately $367,000. Sublessee is also obligated under the Sublease to deposit with Sublessor a security deposit in the amount of $12,500, in cash or in the form of an irrevocable standby letter of credit.

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