ViroLogic and ACLARA Announce Stockholder Approval of Merger

ViroLogic and ACLARA Announce Stockholder Approval of Merger
Merger Expected to Be Completed By End of Day



SOUTH SAN FRANCISCO, Calif. and MOUNTAIN VIEW, Calif., Dec. 10
 /PRNewswire-FirstCall/ -- ViroLogic, Inc., (NASDAQ:VLGC) and ACLARA
BioSciences, Inc. (NASDAQ:ACLA) announced that their pending merger received
the requisite stockholder approval at the companies' respective annual
stockholder meetings, which took place earlier today. The merger is expected to
close by end of day today, creating a leader in personalized medicine focused
on oncology and infectious diseases. Beginning December 13, shares of the
combined company are expected to trade on the Nasdaq Market under the symbol
VLGC. Each outstanding share of ACLARA common stock will be exchanged for 1.7
shares of ViroLogic common stock and 1.7 Contingent Value Rights (CVRs).

"Our combination of experience, infrastructure, technology and financial
resources will provide the foundation to address the rapidly evolving field of
targeted therapeutics and molecular diagnostics for infectious diseases and
cancer," said William D. Young, CEO and chairman of ViroLogic, who will
continue as CEO and chairman of the merged company. "Just as we have helped
make personalized medicine a reality in HIV for patients, healthcare providers
and pharmaceutical companies, we see the opportunity to apply our proven
business model to the individualization of treatments in oncology. We believe
cancer therapies are developing in a similar fashion to those for HIV with
potentially more effective combination regimens facilitated by molecular
testing."

Powerful Platform to Address Fast Growing Market for Targeted Cancer Therapy

ViroLogic has built a highly sophisticated and efficient commercial
infrastructure to support the industry's most comprehensive line of drug
resistance tests, including PhenoSense(TM) HIV, GeneSeq(TM) and its novel
combination assay, PhenoSenseGT(TM). These tests are used in the management of
individuals with HIV and the development of new antiviral drugs for HIV and
hepatitis. ACLARA has developed the proprietary eTag(TM) System, a
protein-based assay technology that can be easily formatted to test
biopsy-sized samples of patient tumors. Importantly, this includes
formalin-fixed paraffin-embedded tissue, the industry standard for storing
patient samples. Many different molecular markers in these patient tissues can
be quantified simultaneously, such as signaling proteins, protein complexes and
activated receptors.

The eTag System is expected to be particularly well suited for targeting the
new molecular-based drugs being introduced for cancer. This will allow drug
companies and doctors to assess a patient's likelihood of responding to a given
therapy thereby facilitating more precise and effective utilization of
available therapeutic options.

The combined company is poised to deliver technology and services for
pharmaceutical companies developing cancer therapeutics along with patient
testing products and services to aid doctors in the treatment of cancer
patients. Current product planning efforts are focused on developing an
Epidermal Growth Factor Receptor (EGFR) panel to help physicians target cancer
patients with the most appropriate therapy. EGFR is the receptor for epidermal
growth factor, a key driver of aberrant cell growth in cancerous tumors,
including many lung, breast and colon tumors. The nature of the test panel is
still being determined but the related eTag assays will be evaluated in
clinical studies, some of which are already underway, in patients treated with
existing approved therapies such as Iressa(R), Tarceva(R), Herceptin(R)and
Erbitux(R).

The combined company will have approximately 240 employees with operations
headquartered in South San Francisco, California. ACLARA's Mountain View
operations are expected to be relocated to South San Francisco in the first
half of 2005. John Mendlein and Thomas Baruch, current ACLARA Board members,
will join the ViroLogic board of directors. Joining the existing executive
management team are Alfred Merriweather, chief financial officer of ACLARA, who
will become ViroLogic's CFO; Sharat Singh, Ph.D., ACLARA's chief technical
officer, who will assume the title of CTO, Oncology at ViroLogic; and Michael
Dunn, ACLARA's chief business officer, who will continue to lead the company's
oncology business development effort.

Contingent Value Rights (CVR)

In addition to receiving shares of ViroLogic, ACLARA stockholders will receive
CVRs that provide for a potential cash and/or stock payment of up to $0.88 per
CVR (equivalent to $1.50 per ACLARA share) depending on the ViroLogic stock
price 18 months following completion of the merger. The maximum payment under
the CVR would be $0.88 per CVR, if ViroLogic's stock price trades at or below
an average price of $2.02 per share during the 15 trading days immediately
preceding the 18-month anniversary of the closing of the merger, declining to
$0.00 per CVR if ViroLogic's stock averages $2.90 per share or higher during
such time. If any payments are to be made on the CVR, the first $0.50 per CVR
will be paid in cash. Any payments due beyond the first $0.50 per CVR can be
made in cash, ViroLogic common stock or a combination of cash and stock, at the
option of ViroLogic. If the current market value of ViroLogic common stock for
each trading day in any 30 consecutive trading day period prior to the 18 month
anniversary of the merger is greater than or equal to $3.50, then the CVRs will
automatically extinguish and will no longer represent the right to receive any
amount.

The CVRs have been approved for quotation on the OTC Bulletin Board (OTCBB) (
http://www.otcbb.com/ ) on a "when issued" basis. Following the closing of the
merger and upon notice of issuance, the CVRs will be quoted on the OTCBB under
the ticker symbol "VLGCR". The process of buying or selling OTCBB securities is
the same as buying or selling any other stock. Investors should contact their
broker if they desire to buy or sell CVRs.

About ViroLogic

ViroLogic is a biotechnology company advancing individualized medicine by
discovering, developing and marketing innovative products to guide and improve
treatment of serious infectious diseases and cancer. The Company's products are
designed to help doctors optimize treatment regimens for their patients that
lead to better outcomes and reduced costs. The Company's technology is also
being used by numerous biopharmaceutical companies to develop new and improved
antiviral therapeutics and vaccines as well as targeted cancer therapeutics.
More information about the Company and its technology can be found on its web
site at http://www.virologic.com/.

Further Information Regarding CVR's

Because the OTCBB is a quotation service for NASD Market Makers, and not an
issuer listing service or securities market, there are no listing requirements
that must be met by an OTCBB issuer. There are, however, certain requirements
that an issuer must meet in order for its securities to be eligible for a
market maker to enter a quotation on the OTCBB. ViroLogic believes that it
satisfies these requirements, and that it will continue to satisfy these
requirements for the foreseeable future. Investors should note, however, that
because issuers are not permitted to submit applications to be quoted on the
OTCBB, ViroLogic cannot guarantee that the CVRs will remain listed on the
OTCBB. Continued quotation of the CVRs on the OTCBB will depend on ongoing
sponsorship by one or more market makers who demonstrate compliance with SEC
Rule 15c2-11. More information regarding the quotation of securities on the
OTCBB can be found at http://www.otcbb.com/faqs/otcbb_faq.stm .

FORWARD LOOKING STATEMENTS

Certain statements in this press release are forward-looking, including
statements relating to the timing of completion of the proposed merger. These
forward-looking statements are subject to risks and uncertainties and other
factors, which may cause actual results to differ materially from the
anticipated results or other expectations expressed in such forward-looking
statements. These risks and uncertainties include, but are not limited to: 
risks related to the inability to obtain, or meet conditions imposed for,
governmental and other approvals of the merger, risks related to any
uncertainty surrounding the merger, and the costs related to the merger; risks
related to the implementation of ViroLogic's distribution agreement with a
national lab; whether others introduce competitive products; the timing of
pharmaceutical company clinical trials; whether payors will authorize
reimbursement for its products; whether the FDA or any other agency will decide
to regulate the combined company's products or services; whether the combined
company will encounter problems or delays in automating its processes; whether
intellectual property underlying ViroLogic's PhenoSense technology and ACLARA's
eTag System is adequate; the ultimate validity and enforceability of the
companies' patent applications and patents; the possible infringement of the
intellectual property of others and whether licenses to third party technology
will be available; and whether the combined company is able to build brand
loyalty and expand revenues. For a discussion of other factors that may cause
ViroLogic's and ACLARA's actual events to differ from those projected, please
refer to each Company's most recent annual reports on Form 10-K and quarterly
reports on Form 10-Q, as well as other subsequent filings with the Securities
and Exchange Commission.

NOTE:  eTag is a trademark of ACLARA BioSciences, Inc.  Iressa(R) is a
registered trademark of AstraZeneca. Tarceva(R) and Herceptin(R) are registered
trademarks of Genentech. Erbitux(R) is a registered trademark of ImClone
Systems. 

DATASOURCE: ViroLogic, Inc.



CONTACT:  Carolyn Bumgardner Wang of WeissComm Partners, Inc.,

[phone], ext. 123, for ViroLogic, Inc.



Web site:  http://www.virologic.com/ 

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