10-Q
MEDICINES CO /DE filed this form 10-Q on 15 May 2002
- velhartice.info
<PAGE>

                                                                               1

                                                                    EXHIBIT 10.2

          Confidential Materials omitted and filed separately with the
        Securities and Exchange Commission. Asterisks denote omissions.

                      STUDY AND EXCLUSIVE OPTION AGREEMENT

entered into on this 5th day of March 2002 (the "Effective Date")

by and between

ASTRAZENECA AB, a company incorporated under the laws of Sweden with its
registered office at S-151 85 Sodertalje, Sweden ("ASTRAZENECA")

and

THE MEDICINES COMPANY, a company incorporated under the laws of Delaware with
its registered office at One Cambridge Center, Cambridge, Massachusetts 02142,
United States ("TMC");

WITNESSETH

WHEREAS, ASTRAZENECA performs research, development and marketing of
pharmaceutical compounds and products inter alia in the cardiovascular therapy
area; and

WHEREAS, ASTRAZENECA has developed the intravenous product Clevidipine for
indications such as the control of blood pressure; and

WHEREAS, TMC performs development of pharmaceutical compounds and marketing of
pharmaceutical products particularly in the cardiovascular therapy area; and

WHEREAS, TMC may be interested in acquiring a license to develop and
commercialise Clevidipine provided that the product fulfils certain clinical
criteria; and



WHEREAS, ASTRAZENECA has expressed its interest to license Clevidipine to TMC
and finds it to be in the mutual interest of the Parties that TMC may perform a
certain clinical study to evaluate whether Clevidipine fulfils the criteria
desired.