EXHIBIT 10.67

                        EMPLOYMENT AGREEMENT AMENDMENT

     WHEREAS, Incara Pharmaceuticals Corporation (the "Company") and Richard W.
Reichow (the "Employee") entered into an Employment Agreement dated November 16,
1998 (the "Agreement"); and

     WHEREAS, the Agreement provides for the renewal of the Agreement for one
year periods by mutual written agreement;

     WHEREAS, the Company and the Employee wish to amend the Agreement;

     NOW THEREFORE, effective as of May 1, 2001, the parties agree to extend the
term of the Agreement under the same terms and conditions for a one year period
through April 30, 2002. The remainder of the Agreement shall remain in full
force and effect.

     IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
May 1, 2001.


INCARA PHARMACEUTICALS CORPORATION


By: /s/ Clayton I. Duncan                         /s/ Richard W. Reichow
    ---------------------------------------       ------------------------------
Name:  Clayton I. Duncan                          RICHARD W. REICHOW
Title: Chairman and Chief Executive Officer