On March 30, 2006, Tercica, Inc. announced that it has appointed Ajay Bansal, age 44, as Tercica's Senior Vice President and Chief Financial Officer, effective March 28, 2006. Mr. Bansal will be responsible for overseeing Tercica's Finance and Administration, Corporate Development and Corporate Communications departments. Prior to joining Tercica, Mr. Bansal was employed by Nektar Therapeutics, a biopharmaceutical company, where he served as Vice President of Finance and Administration and Chief Financial Officer from February 2003 to January 2006. From July 2002 until joining Nektar Therapeutics, Mr. Bansal served as Director of Operations Analysis at Capital One Financial. From August 1998 to June 2002, Mr. Bansal was at Mehta Partners LLC, a financial advisory firm where he was named Partner in January 2000. Prior to joining Mehta Partners, Mr. Bansal spent more than ten years in management roles at Novartis, a major pharmaceutical company, and in consulting at Arthur D. Little, Inc., McKinsey & Company, Inc. and ZS Associates. Mr. Bansal holds a Bachelor of Technology degree from the Indian Institute of Technology, an M.S. in Operations Management from Northwestern University and an M.B.A. from Northwestern University.

Pursuant to the terms of an employment letter agreement (the "Bansal Agreement") between Mr. Bansal and Tercica, Mr. Bansal will receive a base salary of $300,000 and received a stock option to purchase 225,000 shares of Tercica's common stock. 25% of the shares subject to this stock option will vest upon the one-year anniversary of his employment start date, with the remaining shares vesting in equal monthly installments over the next three years. Mr. Bansal also received a sign-on bonus of $50,000, which must be repaid to Tercica, on a pro rata basis, if Mr. Bansal voluntarily resigns or is terminated for Cause (as defined in the Bansal Agreement) within 18 months of his employment start date. In the event Mr. Bansal is terminated without Cause or terminates his own employment for Good Reason (as defined in the Bansal Agreement) within 12 months following a Change of Control (as defined in the Bansal Agreement), he will be entitled to severance pay equal to one year of his base salary in effect as of such termination and the vesting of all of his stock options will be accelerated in full; provided, however, that if such termination for Good Reason occurs within six months of his employment start date, the vesting of only 50% of his unvested stock option shares will be accelerated. In the event that Mr. Bansal is terminated without Cause at any time not within 12 months of a Change of Control, he will be entitled to severance pay equal to one year of his base salary in effect as of such termination. The foregoing description of the Bansal Agreement is a summary of the material terms of the Bansal Agreement and does not purport to be complete, and is qualified in its entirety by reference to the Bansal Agreement which will be filed as an exhibit to Tercica's Quarterly Report on Form 10-Q for the quarterly period ending March 31, 2006.

Appointment of Chief Accounting Officer

On March 30, 2006, Tercica also announced that Susan Wong, age 43, Tercica's Vice President, Finance and Controller, has been named as Tercica's Chief Accounting Officer. Ms. Wong served as Tercica's Acting Chief Financial Officer from June 2005 until Mr. Bansal's appointment as Senior Vice President and Chief Financial Officer, and has served as Vice President, Finance and Controller since January 2004. From November 2001 to December 2003, Ms. Wong was an independent financial services consultant. From August 2000 to October 2001, she served as Senior Vice President and Corporate Controller at innoVentry Corp., a privately-held provider of fee-based financial services. From September 1993 to July 2000, Ms. Wong served as Vice President and Corporate Controller at Ocular Sciences, Inc., a publicly-held manufacturer and distributor of soft contact lenses. From September 1989 to 1993, Ms. Wong served as Director of Corporate Accounting and Financial Reporting, Planning & Analysis at Vanstar, Inc., a computer reseller. Ms. Wong held various positions in the audit group at Coopers & Lybrand from August 1985 to August 1989. Ms. Wong is a Certified Public Accountant, and received her B.S. degree in finance and accounting from University of California, Berkeley.

In January 2004, Tercica entered into an employment letter agreement (the "Wong Agreement") with Ms. Wong. The Wong Agreement provides for an annual base salary of $192,500 and for the grant of a stock option to purchase 75,000 shares of Tercica's common stock. 25% of the shares subject to this stock option vested on January 29, 2005, with the remaining shares vesting in equal monthly installments over the next three years. In the event Ms. Wong is terminated without Cause (as defined in the Wong Agreement) or terminates her own employment for Good Reason (as defined in the Wong Agreement) within 12 months following a Change of Control (as defined in the Wong Agreement), she will be entitled to severance pay equal to six months of her base salary in effect as of such termination and the vesting of her stock options will be accelerated such that 50% of the unvested shares subject to her stock options will immediately vest as of the date of her termination. In the event that Ms. Wong is terminated without Cause at any time not within 12 months of a Change of Control, she will be entitled to severance pay equal to three months of her base salary in effect as of such termination. The foregoing description of the Wong Agreement is a summary of the material terms of the Wong Agreement and does not purport to be complete, and is qualified in its entirety by reference to the Wong Agreement which was filed as Exhibit 10.9J to Tercica's Registration Statement on Form S-1 (File No. 333-108729), and amendments thereto, declared effective on March 16, 2004.