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February 22, 1999
To the Stockholders of Megabios Corp. and GeneMedicine, Inc.:
Enclosed is a supplement to the Joint Proxy Statement/Prospectus, dated
February 11, 1999, delivered to each stockholder of record for the Special
Meetings of Stockholders to be held on March 18, 1999. The supplement corrects
an error in the number of GeneMedicine shares outstanding on the record date.
If you have not already returned your proxy for the special meeting, please
do so as soon as possible. If you have lost or misplaced the form of proxy
previously mailed to you, please contact:
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FOR MEGABIOS CORP. FOR GENEMEDICINE, INC.
Bennet L. Weintraub Richard A. Waldron
Megabios Corp. GeneMedicine, Inc.
863A Mitten Road 8301 New Trails Drive
Burlingame, CA 94010 The Woodlands, TX 77381
(650) 697-1900 (281) 362-2644
Sincerely, Sincerely,
/s/ Benjamin F. McGraw III /s/ Stanley T. Crooke, M.D., Ph.D.
Benjamin F. McGraw III, Pharm. D. Stanley T. Crooke, M.D., Ph.D.
Chairman of the Board and Chairman of the Board
Chief Executive Officer GeneMedicine, Inc.
Megabios Corp.
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MEGABIOS CORP./GENEMEDICINE, INC.
SUPPLEMENT TO JOINT PROXY STATEMENT/PROSPECTUS
DATED FEBRUARY 11, 1999
The Joint Proxy Statement/Prospectus, dated February 11, 1999, delivered to
each stockholder of record of Megabios Corp. and GeneMedicine, Inc. is hereby
supplemented in the following respects:
1. the shares of GeneMedicine common stock outstanding on the record
date disclosed on pages 3 and 22 is amended to read "15,755,303;" and
2. the percentage of shares of GeneMedicine common stock owned by
officers and directors as of the record date disclosed on page 3 is amended
to read "3.3%."
February 22, 1999
