X0202 4 2006-02-13 1 0000943736 MED-DESIGN CORP MEDC 0001165408 ADAGE CAPITAL PARTNERS GP LLC 200 CLARENDON STREET, 52ND FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 2006-02-13 4 P 0 9100 0.54 A 1498995 I See Common Stock 2006-02-14 4 P 0 29200 0.54 A 1528195 I See Common Stock 2006-02-15 4 P 0 3300 0.54 A 1531495 I See Warrant to purchase Common Stock ("Warrant") 0 2006-02-14 4 J 0 355998 0 D 2003-09-04 2008-07-01 Common Stock 0 0 I See The Shares of Common Stock and Warrant to which this note relates are held directly by Adage Capital Partners, L.P., a Delaware limited partnership (the "Fund"). Adage Capital Partners GP, L.L.C., a Delaware limited liability company, serves as the general partner of the Fund and as such has discretion over the portfolio securities beneficially owned by the Fund. Adage Capital Partners GP, L.L.C. disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. Pursuant to an agreement dated February 14, 2006, the Reporting Persons surrendered and forfeited the Warrant to the Issuer for no value and the Issuer cancelled the Warrant. /s/ Robert Atchinson; Managing Member of Adage Capital Partners GP, L.L.C., the general partner of Adage Capital Partners, L.P. 2006-02-15