Cell Pathways Highlights Product Pipeline At Annual Meeting of Shareholders.

Business Editors & Health/Medical Writers

BIOWIRE2K

HORSHAM, Pa.--(BW HealthWire)--May 29, 2002

At its Annual Meeting of Shareholders today, Cell Pathways, Inc. (Nasdaq:CLPA) is providing an update on its product pipeline and reviewing its business goals for 2002.

"In 2001, we saw solid progress in our efforts to become a leading developer and marketer of products to treat and prevent cancer, particularly in the areas of clinical development and the validation of our novel molecular targets," said Robert J. Towarnicki, chairman and chief executive officer of Cell Pathways. "During 2002, we are continuing this strong clinical focus. By year-end, we expect to complete enrollment in our Phase III trial with Aptosyn(R) and Taxotere(R) in the treatment of advanced non-small cell lung cancer (NSCLC). We are also developing a registration strategy aimed at supporting approval for CP461 in one or more cancer indications. In addition, we plan to initiate clinical testing of CP461 in Crohn's disease and ulcerative colitis, expanding our focus with that drug beyond cancer to autoimmune and inflammatory diseases."

Mr. Towarnicki continues, "We are working to help support these development efforts through sales of Gelclair(TM) Concentrated Oral Gel to the oncology community. Market research suggests a potential market size of approximately $100 million. We received favorable responses from our exhibit discussions at the American Society of Clinical Oncology and the Oncology Nursing Society meetings. In addition, we are actively pursuing partnership discussions to expand the reach of Gelclair(TM) beyond oncology into the dental market where market research suggests an additional potential market opportunity estimated to be in the range of $80 to $100 million. We are also continuing discussions with potential corporate partners to support the development and commercialization of our novel anticancer compounds."

Product Update

Cell Pathways is providing an update on the current status of clinical development for Aptosyn(R) and CP461.

-- Patient enrollment continues in the Phase III clinical study of Aptosyn(R)
and Taxotere(R) in patients with NSCLC who have failed prior platinum therapy.
Cell Pathways expects to achieve full enrollment by year-end. Patients will be
followed for one year with a survival endpoint.

-- Early results from a Phase IIa study of CP461 (400 mg daily) in eight
evaluable patients with hormone refractory prostate cancer and measurable
metastatic disease on CT scan included a near complete response in lymph node
metastases in one patient, a strong partial response in the liver metastasis of
another patient, and arrest of rapidly progressing liver metastases in a third
patient. Encouraged by these results, Cell Pathways is expanding its Phase II
investigations to optimize the dosing of CP461 prior to committing to
registration trials in this indication. Investigators have received IRB
approval to study CP461 at a dose of 800 mg daily and are currently enrolling
patients.

-- CP461 Phase IIa study in patients with chronic lymphocytic leukemia -- To
date, five of the initial 15 previously untreated patients receiving 400 mg
daily CP461 have continued to respond to therapy for periods ranging up to 11
months of treatment. In a later-starting group at an 800 mg daily dose, five of
eight patients have continued to respond to therapy for periods ranging up to
22 weeks. Both groups continue on study. Encouraged by these results, Cell
Pathways is expanding its Phase II investigations to optimize the dosing of
CP461 in this indication prior to committing to registration trials in this
indication.

-- CP461 Phase IIa study in advanced kidney cancer -- Sixteen patients who
previously had been heavily treated with chemotherapy were enrolled to receive
400 mg CP461 daily. As reported in January, six of the sixteen patients
achieved stable disease. On the basis of these results, Cell Pathways has
received IRB approval to investigate CP461 in 15 additional patients at an 800
mg dose, and is currently enrolling patients in that study.

-- CP461 Phase IIa studies in patients with Crohn's disease and ulcerative
colitis -- At the American Gastroenterology Association meeting on May 21, Cell
Pathways reported positive results for CP461 in dogs with refractory
inflammatory bowel disease, a condition that is normally treated with the same
drug therapies as human ulcerative colitis and Crohn's disease. These results
showed the ability of the drug to resolve signs and symptoms of the disease
during therapy, and additionally demonstrated the presence of the molecular
targets for CP461 in colon tissue from both a treated dog and from human
patients with inflammatory bowel disease. Encouraged by these results, Cell
Pathways plans to initiate Phase II human clinical trials with CP461 in
inflammatory bowel disease in 2002. These trials represent the first expansion
for Cell Pathways product platform beyond cancer, to autoimmune and
inflammatory diseases.

About Cell Pathways

Cell Pathways, Inc., headquartered in Horsham, Pennsylvania, is a development stage pharmaceutical company focused on the research and development of novel and unique medications to treat and prevent cancer and to treat certain inflammatory diseases. The company additionally markets and sells oncology-related products made by others. The company's initial drug candidates in clinical development are Aptosyn(R) (exisulind) and CP461. For additional information on Cell Pathways, Inc., visit the Company's web site at http://www.cellpathways.com.

Cell Pathways will hold a teleconference and simultaneous webcast to discuss this information on May 31, 2002 beginning at 8:30 a.m. Eastern Time (5:30 a.m. Pacific Time). The webcast will be accessible through the company web site at www.cellpathways.com. A replay of the teleconference will be made available for one week and will be accessible immediately following the end of the call.

The dial-in information is as follows:
         U.S. and Canada please dial: 888/532-3213
         Outside of the U.S. please dial: 904/779-4754
         Reference call identification number: 12486771

The replay information is as follows:
         U.S. and Canada please dial: 800/252-6030
         Outside of the U.S. please dial: 402/220-2491
         Reference call identification number: 12486771

Editors Note: Aptosyn(R) is a registered trademark of Cell Pathways, Inc., Taxotere(R) is a registered trademark of Aventis Pharmaceuticals, Inc. and Gelclair(TM) is a trademark of Sinclair Pharmaceuticals Ltd.

Certain statements herein, and oral statements made in respect hereof, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are those, which express plan, anticipation, intent, contingency or future development and/or otherwise are not statements of historical fact. These statements are subject to risks and uncertainties, known and unknown, which could cause actual results and developments to differ materially from those expressed or implied in such statements. Such risks and uncertainties relate to, among other factors: early stage of development; the costs, delays and uncertainties inherent in scientific research, basic pharmaceutical research, drug development, clinical trials and the regulatory approval process, with respect to both our current product candidates and our future product candidates, if any; the risk that accrual of our Phase III trial of Aptosyn(R) and Taxotere(R) is not completed by year-end; limitations on, or absence of, the predictive value of data obtained in laboratory tests, animal models and human clinical trials when planning additional steps in product development; uncertainty that additional studies, if any, may not be positive; uncertainty of obtaining regulatory approval of any compound for any disease indication whether due to adequacy of the development program, changing regulatory requirements or otherwise; the risk that the Company does not conduct the clinical studies it may have planned to conduct or does not pursue development plans it may have planned to pursue, including the risk that clinical testing of CP461 in Crohn's disease and ulcerative colitis are not initiated in 2002; the risk that a registration strategy for CP461 in cancer is not fully developed by year-end, whether due to the nature or timing of further clinical results or otherwise; the risk that clinical studies do not result in the safety and efficacy necessary to obtain regulatory approvals; the risks of conducting clinical trials, including the risk of conducting clinical trials of our drugs in combination with other drug therapies; the commercial risk and risk of liability in marketing and selling Gelclair(TM) Concentrated Oral Gel, including the risk that the prescribers do not prescribe the product and sales do not materialize, the risk that the Company does not achieve an arrangement for distribution of Gelclair(TM) into the dental market; the risk that the market opportunity available to Gelclair(TM) is smaller than estimated, due to inaccurate assumptions, competition or other factors; the risks associated with the product launch, manufacturing and marketing risks, and the risk that the Company's sales of Gelclair(TM) are less than the Company's minimum purchase obligations; the risks of providing marketing services promoting Nilandron(R) (nilutamide) manufactured by Aventis Pharmaceuticals, Inc.; the risk that the Company may enter into, or may fail to enter into, licensing, partnership or collaborative arrangements or strategic alliances which accord to other companies rights with respect to one or more Company compounds, technologies or programs or in which the Company acquires rights and obligations; the absence of approved products; history of operating losses and the need for further financing; dependence on the development, regulatory approval and market acceptance of one or more of our product candidates for one or more significant disease indications; the volatility of the market price of our Common Stock; our ability to sell securities registered under the shelf registration statement; acceptance of any product candidates by physicians and providers of healthcare reimbursement; the actions of competitors; the pace of technological changes in the biopharmaceutical industry; dependence upon third parties; the validity, scope and enforceability of patents; the risk of pending or future class action securities litigation; potential product liability claims; and availability and adequacy of insurance. These and other risks are detailed in our reports filed from time to time under the Securities Act and/or the Securities Exchange Act, including the sections entitled "Business," "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Other Events" in our annual reports on Form 10-K, quarterly reports on Form 10-Q and periodic reports on Form 8-K and in such registration statements on Form S-3 as we may file from time to time. You are encouraged to read these filings as they are made. They are available over the Internet from the SEC in its EDGAR database at http://www.sec.gov and from the Company. Given the uncertainties affecting pharmaceutical companies in the development stage, you are cautioned not to place undue reliance on any such forward-looking statements, any of which may turn out to be wrong due to inaccurate assumptions, unknown risks, uncertainties or other factors. No forward-looking statement can be guaranteed; actual future results may vary materially. Both forward-looking statements and statements of historic fact must be understood in the context of the risks referred to above which characterize our development stage business. We undertake no obligation to update or revise the statements made herein or the risk factors that may relate thereto.