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VaxGen Issues Rebuttal to MedCap Letter
Date:3/25/2008

Analyst at Punk Ziegel and Co.; and Dr. George Schreiner, the Raven CEO. These references, which are abbreviated and taken out of context, also potentially mislead our stockholders in an attempt to encourage them to vote against the proposed merger.

In the case of Dr. Seiler, MedCap neglected to point out that in her recent report (dated March 18, 2008 and subtitled "We endorse the merger and remain cautiously optimistic regarding the vote"), she encourages stockholders to support the proposed merger and further states: "We think a shareholder vote to reject the merger with Raven would represent a fairly disastrous outcome for VaxGen and would view it as a clear signal to sell VaxGen shares". Instead, MedCap chose to reference only a fraction of a quotation from Dr. Seiler's recent report, thus changing the meaning entirely. Dr. Seiler's full quote is provided in the addendum to this letter.

In the case of Dr. Schreiner, MedCap misquotes him in an attempt to imply that Raven's goal to eventually find a development partner for its lead clinical candidate (RAV12, now entering a Phase 2 trial) indicates a lack of confidence in this compound. This argument is disingenuous at best. Any sophisticated investor in biotechnology companies is aware that they routinely partner their programs with pharmaceutical companies to reduce the risk and expense associated with extensive and costly late stage clinical trials. Indeed, many investors believe that attracting a strong development partner constitutes validation of the underlying scientific program.

MedCap continues this pattern of selective quotation in a further release dated March 20, 2008 entitled: "ISS recommends vote against VaxGen proposals -- Applauded by MedCap". MedCap states that it "agrees entirely with the newly published [ISS] recommendations." If that is the case, then it should be noted that ISS estimates the present value of VaxGen liquidation proceeds to be $0.49 per share. Put simply, t
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SOURCE VaxGen Inc.
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