0001193125-05-163387 Sample Contracts

4,000,000 Shares of Common Stock CURAGEN CORPORATION UNDERWRITING AGREEMENT August 9, 2005
Underwriting Agreement • August 10th, 2005 • Curagen Corp • Services-commercial physical & biological research • New York

CuraGen Corporation, a corporation organized and existing under the laws of Delaware (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Bear, Stearns & Co. Inc. (the “Underwriter”) an aggregate of 4,000,000 shares (the “Shares”) of its common stock, par value $0.01 per share (the “Common Stock”). The Shares are more fully described in the Registration Statement and Prospectus referred to below.

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