COURT MEETING/EXTRAORDINARY GENERAL MEETING
ADMISSION CARD
This card shows that you are entitled to attend and vote at the meetings to be
held at the offices of Financial Dynamics, Holborn Gate, 26 Southampton
Buildings, London WC2A 1PB on 11 March 2003. Please bring this card with you
when you come to the meetings and keep it until the end of the meetings.
Shareholders (and any proxies or representatives they appoint) agree, by
attending the meetings, that they are expressly requesting and that they are
willing to receive any communications (including communications relating to the
Company's securities) made at the meeting.
If you are attending the meeting, please bring this card with you for completion
at the meeting.

IN THE HIGH COURT OF JUSTICE No. 443 of 2003
CHANCERY DIVISION
COMPANIES COURT
Oxford GlycoSciences Plc
(the "Company")
Form of Proxy for the Court Meeting on 11 March 2003
In the matter of Oxford GlycoSciences Plc and in the
matter of the Companies Act 1985.
I/We being (a) member(s) of the Company holding ordinary shares of 5 pence each
in the share capital of the Company, hereby appoint the Chairman of the meeting
or (see Note 1) Name and Address of proxy in block capitals

as my/our proxy to act for me/us at the meeting of the holders of ordinary
shares of 5 pence each in the share capital of the Company to be held at 10.00
a.m. on 11 March 2003 at the offices of Financial Dynamics, Holborn Gate, 26
Southampton Buildings, London WC2A 1PB and at any adjournment of such meeting
for the purposes of considering and, if thought fit, approving (with or without
modification) the proposed scheme of arrangement referred to in the Notice
convening the said meeting (the "Scheme") and at such meeting or at any
adjournment thereof to vote for me/us and in my/our name(s) for the Scheme
(either with or without modification, as my/our proxy may approve) or against
the said Scheme (as hereunder indicated).
Date 2003

Please sign the appropriate box below
Important:
If you wish to vote in favour of the Scheme, please sign in the box marked "FOR
the Scheme" If you wish to vote against the Scheme, please sign in the box
marked "AGAINST the Scheme".
If you do not sign in one or other of these boxes the form will be invalid.

FOR the Scheme
Signature

AGAINST the Scheme
Signature


Notes for completion of form of proxy.
1. If you wish to appoint some other person as your proxy, please delete the
words "the Chairman of the meeting or" and insert the name and address of your
proxy in the space provided and initial the alteration. A proxy need not be a
member of the Company but must attend the Court Meeting in person to represent
you.
2. A form of proxy should be lodged with the Company's registrars, Lloyds TSB
Registrars, at The Causeway,Worthing,West Sussex, BN99 6US at least 48 hours
before the time appointed for the Court Meeting or any adjournment thereof.
However, if it is not so lodged it may be handed to the Chairman of the Court
Meeting at the Court Meeting.
3. Any alteration to this form of proxy must be initialled by the person who
signs it.
4. If this form of proxy is signed on behalf of a corporation, the authority of
the person signing it should be stated (e.g. director, secretary etc.).
5. In the case of joint holders, any one of them may sign. However, the vote of
the senior who tenders a vote whether in person or by proxy will be accepted to
the exclusion of the votes of the other joint holder(s) and for this purpose
seniority will be determined by the order in which the names stand in the
register of members of the Company.
Submission of this form of proxy will not preclude you from attending and voting
at the Court Meeting in person if you wish to do so.




If you have any queries about the completion of this form of proxy you should
contact the Shareholder Helpline (telephone number 0870 600 3953).

If you are attending the meeting, please bring this card with you for completion
at the meeting.

POLL CARD - COURT MEETING
Signature
FOR the said Scheme
AGAINST the said Scheme

Any joint holder may sign
Date 2003
Shareholders (and any proxies or representatives they appoint) agree, by
attending the meeting, that they are expressly requesting and that they are
willing to receive any communications (including communications relating to the
Company's securities) made at the meeting.

If you are attending the meeting, please bring this card with you for completion
at the meeting.

POLL CARD - EXTRAORDINARY
GENERAL MEETING
Upon a poll being called at the Extraordinary General Meeting the
Chairman will direct shareholders on proceedings.
Special Resolution
For Against
Signature

Any joint holder may sign
Date 2003
Shareholders (and any proxies or representatives they appoint) agree, by
attending the meeting, that they are expressly requesting and that they are
willing to receive any communications (including communications relating to the
Company's securities) made at the meeting.


Form of Proxy for use by holders of ordinary shares
for the Extraordinary General Meeting on
11 March 2003
I/We being (a) member(s) of the Company holding ordinary shares of 5 pence each
in the share capital of the Company, hereby appoint the Chairman of the meeting
or (see Note 1 below) Name and Address of proxy in block capitals as my/our
proxy to attend, and on a poll, vote for me/us and on my/our behalf at the
Extraordinary General Meeting of the Company to be held on 11 March 2003 at
10.15 a.m. at the offices of Financial Dynamics, Holborn Gate, 26 Southampton
Buildings, London WC2A 1PB (or as soon thereafter as the separate meeting of the
holders of the ordinary shares of 5 pence in the capital of the Company convened
by the High Court for such date shall have concluded or been adjourned) and at
any adjournment thereof.
I/We hereby direct my/our proxy to vote as indicated in respect of the
resolution to be proposed at the meeting. Please indicate which way you wish
your proxy to vote by ticking the appropriate box alongside the resolution. (See
Note 2 below)

Oxford GlycoSciences Plc
(the "Company")

Resolution For Against
To approve matters to give effect to the scheme of
arrangement and related matters



Signature (See Note 3 below)
Date 2003


Notes:
1. If you wish to appoint as your proxy someone other than the Chairman of the
Meeting, cross out the words "the Chairman of the Meeting or" and write in the
space provided the full name and address of your proxy. The change should be
initialled.
2. In the absence of instructions, the person appointed proxy may vote or
abstain from voting as he or she thinks fit on the specified resolution and,
unless instructed otherwise, the person appointed proxy may also vote or abstain
from voting as he or she thinks fit on any other business (including amendments
to the resolution) which may properly come before the meeting.
3. This form must be signed and dated by the shareholder or his/her attorney
duly authorised in writing. If the shareholder is a company, it may execute
under its common seal, by the signature of a director and its secretary or two
directors or other authorised signatories in the name of the company or by the
signature of a duly authorised officer or attorney.
In the case of joint holders, any one holder may sign this form. However, the
vote of the senior joint holder who tenders a vote, whether in person or by
proxy, will be accepted to the exclusion of the votes of the other joint holders
and for this purpose seniority will be determined by the order in which the
names stand in the register of members in respect of the joint holding.
4. To be valid, this form must be completed and lodged with the Company's
registrars, Lloyds TSB Registrars, at The Causeway, Worthing, West Sussex, BN99
6US together with the power of attorney or other authority (if any) under which
it is signed or a copy of such authority certified notarially, not less than 48
hours before the time fixed for holding the Meeting.

RESPONSE LICENCE No.
SEA7111 1
Lloyds TSB Registrars
The Causeway
WORTHING
BN99 6US
RESPONSE LICENCE No.
SEA7111 1
Lloyds TSB Registrars
The Causeway
WORTHING
BN99 6US