[LETTERHEAD OF US BIOSCIENCE]

Contact:        Robert I. Kriebel
                (800) 898-4404
                                                           FOR IMMEDIATE RELEASE
                                                           =====================

            U.S. BIOSCIENCE ARRANGES $20 MILLION PRIVATE PLACEMENT


WEST CONSHOHOCKEN, PA JANUARY 28, 1999 -- U.S. Bioscience, INc. (AMEX:UBS) today
announced the signing of a $20 million private placement agreement with 
investors lead by Domain Partners IV L.P. a leading health care venture capital 
fund and Proquest investments L.P., an oncology focused venture capital fund. 
The agreement calls for U.S. Bioscience to issue to the investors 2,686,728 
shares of common stock at a price of $7.44 per share and warrants exercisable 
for three years, to purchase 537,346 additional shares of common stock at an 
exercise price of $11.17 per share. The shares are being purchase at the average
closing price of U.S. Bioscience common stock for the 30-day period ending 
January 26, 1999. The warrant exercise price is a 50% premiums over that 30-day 
average closing price. Except in certain change of control situations, the 
investors have agreed to hold the purchased securities for at least one year. 
The transaction is expected to be completed when the shares have been approved 
for listing by the AMEX and other closing conditions have been met. following 
the closing of this transaction, the company will have cash and marketable 
securities of approximately $60 million.

"We are enthusiastic about our strategic relationship with Domain and Proquest 
as we believe it will open up additional opportunities to fund expansion of the 
U.S. Bioscience oncology franchise,"said C. Boyd Clarke, president and CEO of 
U.S. Bioscience.

U.S. Bioscience, Inc. (http://www.usbio.com), based in West Conshohocken, Pa., 
is a pharmaceutical company specializing in the development and 
commercialization of products for patients with cancer and AIDS.

This release contains forward-looking statements which reflect management's 
current views of future events and operations. These forward-looking statements 
involve risks and uncertainties, including business, financial and market 
conditions, and other factors that could cause actual results to differ 
materially from those anticipated in any forward-looking statement. Additional 
information on factors that could cause such changes is contained in the 
company's Securities and Exchange Commission filings, copies of which are 
available form the company without charge.

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