(e) As previously disclosed, Suzanne Cadden, the former Senior Vice President, Development of QLT Inc. (the "Company"), left the Company on October 23, 2012. In connection with the termination of her employment, Ms. Cadden entered into a letter agreement with the Company confirming the Company's obligation to pay Ms. Cadden a lump-sum severance payment of CAD $530,799.89 pursuant to the terms of the Change of Control Agreement, dated September 15, 2011, between the Company and Ms. Cadden. The lump-sum severance payment amount is the equivalent of 18 months base salary and the expected contributions to Ms. Cadden's registered retirement savings plan ("RRSP") for the 18-month period following her termination date.

In addition, Ms. Cadden is entitled to receive her pro-rated bonus under the cash incentive compensation plan for the 2012 calendar year in the amount of CAD $138,913.78, a pro-rated contribution to her RRSP for the 2012 calendar year, health benefits for one month and an amount equal to 10% of Ms. Cadden's base salary for 17 months (or CAD $48,308.33) as compensation for health related benefits coverage, relocation expenses and up to CAD $5,000 in outplacement services. Ms. Cadden's receipt of the benefits under the letter agreement is subject to her execution of a release of all claims against the Company, which she executed on October 24, 2012.

(d) Exhibits

Number                                   Description

10.66      Letter Agreement between the Company and Suzanne Cadden dated October
           24, 2012