X0202 4 2008-01-29 1 0000902622 ICAGEN INC ICGN 0001217829 WALKER REID S 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner 0001056313 SMITH G STACY 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner 0001261908 WALKER PATRICK P 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner 0001123407 WS CAPITAL LLC 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner 0001218300 WS CAPITAL MANAGEMENT LP 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner 0001261911 WSV MANAGEMENT L L C 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner 0001261917 WS VENTURES MANAGEMENT L P 300 CRESCENT COURT SUITE 1111 DALLAS, TX 75201 0 0 0 1 Former 10% Owner Common Stock, $0.001 par value per share 2008-01-29 4 S 0 1130400 1.53 D 1359594 I By partnerships and corporations As of January 29, 2008 (the "Reporting Date"), Walker Smith Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI" and together with WSC, WSCQP and WS International, the "WS Funds") held in the aggregate 193,040 shares of the common stock, par value $0.001 per share (the "Shares"), of Icagen, Inc. (the "Company"), and warrants to purchase up to 491,658 Shares. WS Capital Management, L.P. ("WSC Management") is the general partner of WSC and WSCQP and the investment manager for WS International and HHMI. WS Capital, L.L.C. ("WS Capital") is the general partner of WSC Management. Messrs. Reid S. Walker and G. Stacy Smith are principals of WS Capital. In addition, as of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund (Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO International" and collectively with WSO and WSOQP, the "WSO Funds") held in the aggregate 183,239 Shares and warrants to purchase up to 491,657 Shares. WS Ventures Management, L.P. ("WSVM") is the general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM. Messrs. Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to direct the disposition of the securities held by the WSO Funds. Thus, as of the Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy Smith may be deemed to beneficially own 1,359,594 Shares, (ii) WS Capital and WSC Management may be deemed to beneficially own 684,698 Shares, and (iii) WSVM, WSV, and Mr. Patrick P. Walker may be deemed to beneficially own 674,896 Shares. This Form 4 is filed on behalf of WS Capital, WSC Management, WSVM, WSV, Reid S. Walker, G. Stacy Smith and Patrick P. Walker (collectively, the "Reporting Persons"). Each of the Reporting Persons hereby expressly disclaims membership in a "group" under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Form 4 shall not be deemed to be an admission that any such Reporting Person is a member of such a group. Each of the Reporting Persons hereby expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Form 4 shall not be deemed to be an admission that any such Reporting Person is the beneficial owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose. /s/ Reid S. Walker 2008-01-30 /s/ G. Stacy Smith 2008-01-30 /s/ Patrick P. Walker 2008-01-30 WALKER SMITH CAPITAL, L.L.C., By: /s/ Reid S. Walker, Member 2008-01-30 WS CAPITAL MANAGEMENT, L.P., By: Walker Smith Capital, L.L.C., its general partner, By: /s/ Reid S. Walker, Member 2008-01-30 WSV MANAGEMENT, L.L.C., By: /s/ Reid S Walker, Member 2008-01-30 WS VENTURES MANAGEMENT, L.P., By: WSV Management, L.L.C., its general partner, By: /s/ Reid S. Walker, Member 2008-01-30