Letter of Transmittal – To Tender Shares – Acquisition of Micromet, Inc. by Amgen Inc.

LETTER OF TRANSMITTAL

To Tender Shares of Common Stock

(Including the Associated Preferred Share Purchase
Rights)

MICROMET, INC.

$11.00 NET PER SHARE

Pursuant to the Offer to Purchase dated February 2,
2012

ARMSTRONG ACQUISITION CORP.,

a wholly owned subsidiary of

AMGEN INC.

THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW
YORK CITY TIME, AT THE END OF THURSDAY, MARCH 1, 2012, UNLESS THE OFFER IS
EXTENDED (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”).

The Depositary for the Tender Offer is:

If delivering by mail:

American Stock Transfer & Trust Company, LLC

Operations Center

Attn: Reorganization Department

P.O. Box 2042

New York, New York 10272-2042

If delivering by hand or courier:

American Stock Transfer & Trust Company, LLC

Operations Center

Attn: Reorganization Department

6201 15^th Avenue

Brooklyn, New York 11219

Delivery of this Letter of Transmittal to an address other than as
set forth above will not constitute a valid delivery to the Depositary (as
defined below). You must sign this Letter of Transmittal in the appropriate
space provided therefor below, with signature guaranteed, if required, and
complete the IRS Form W-9 included in this Letter of Transmittal, if required.
The instructions set forth in this Letter of Transmittal should be read
carefully before you tender any of your Shares (as defined below) into the Offer
(as defined below).


DESCRIPTION OF SHARES TENDERED
Name(s) and Address(es) of Registered Holder(s) (Please Fill in, if Blank, Exactly as Name(s) Appear(s) on Share Certificate(s))	Shares Tendered (Attach additional signed list, if necessary)
	Share Certificate Number(s)(1)	Total Number of Shares Represented by Share Certificate(s)(1)	Total Number of Shares Represented by Book entry (Electronic Form) Tendered	Total Number of Shares Tendered(2)




	Total Shares
(1) Need not be completed by stockholders tendering by book-entry transfer. (2) Unless a lower number of Shares to be tendered is otherwise indicated, it will be assumed that all Shares described above are being tendered. See Instruction 4.

The Offer is not being made to (and no tenders will be accepted from or on
behalf of) holders of Shares in any jurisdiction in which the making of the
Offer or acceptance thereof would not be in compliance with the securities,
“blue sky” or other laws of such jurisdiction.

This Letter of Transmittal is to be used by stockholders of Micromet, Inc., a
Delaware corporation (“Micromet”) (i) if certificates for Shares (“Share
Certificates”) are to be forwarded herewith or (ii) if delivery of Shares is to
be made by book-entry transfer to an account maintained by the Depositary at The
Depository Trust Company (“DTC”), unless an Agent’s Message (as defined in
Instruction 2) is utilized in lieu of this Letter of Transmittal, and in any
case in accordance with the procedures set forth in Section 3 of the Offer to
Purchase.

Stockholders whose Share Certificates are not immediately available, or who
cannot complete the procedure for book-entry transfer on a timely basis, or who
cannot deliver all other required documents to the Depositary prior to the
Expiration Date, must tender their Shares according to the guaranteed delivery
procedure set forth in Section 3 of the Offer to Purchase in order to
participate in the Offer. See Instruction 2. Delivery of documents to
DTC does not constitute delivery to the Depositary.

IF ANY OF THE SHARE CERTIFICATES THAT YOU OWN HAVE
BEEN LOST OR DESTROYED, SEE INSTRUCTION 11 OF THIS LETTER OF TRANSMITTAL

¨	CHECK HERE IF YOU HAVE LOST YOUR SHARE CERTIFICATE(S) AND REQUIRE ASSISTANCE IN OBTAINING REPLACEMENT CERTIFICATE(S). BY CHECKING THIS BOX, YOU UNDERSTAND THAT YOU MUST CONTACT AMERICAN STOCK TRANSFER & TRUST COMPANY LLC TO OBTAIN INSTRUCTIONS FOR REPLACING LOST CERTIFICATES. SEE INSTRUCTION 11.

¨	CHECK HERE IF TENDERED SHARES ARE BEING DELIVERED BY BOOK-ENTRY TRANSFER MADE TO AN ACCOUNT MAINTAINED BY THE DEPOSITARY WITH DTC AND COMPLETE THE FOLLOWING (NOTE THAT ONLY FINANCIAL INSTITUTIONS THAT ARE PARTICIPANTS IN THE SYSTEM OF DTC MAY DELIVER SHARES BY BOOK-ENTRY TRANSFER):


Name of Tendering Institution:



DTC Account Number:



Transaction Code Number:

¨	CHECK HERE IF TENDERED SHARES ARE BEING DELIVERED PURSUANT TO A NOTICE OF GUARANTEED DELIVERY PREVIOUSLY SENT TO THE DEPOSITARY AND COMPLETE THE FOLLOWING:


Name(s) of Tendering Stockholder(s):



Window Ticket Number (if any):



Date of Execution of Notice of Guaranteed Delivery:



Name of Eligible Institution that Guaranteed Delivery:

NOTE: SIGNATURES MUST BE PROVIDED BELOW.

PLEASE READ ACCOMPANYING INSTRUCTIONS CAREFULLY.

Ladies and Gentlemen:

The undersigned hereby tenders to Armstrong Acquisition Corp., a Delaware
corporation (“Purchaser”) and a wholly owned subsidiary of Amgen Inc., a
Delaware corporation (“Amgen”), the above described shares of common stock, par
value $0.00004 per share (together with the associated preferred share purchase
rights, the “Shares”), of Micromet, pursuant to Purchaser’s offer to purchase
all outstanding Shares, at a purchase price of $11.00 per Share, net to the
tendering stockholder in cash, without interest, less any required withholding
taxes, upon the terms and subject to the conditions set forth in the Offer to
Purchase, dated February 2, 2012 (as it may be amended or supplemented from time
to time, the “Offer to Purchase”), receipt of which is hereby acknowledged, and
in this Letter of Transmittal (as it may be amended or supplemented from time to
time, this “Letter of Transmittal” and, together with the Offer to Purchase, the
“Offer”). The undersigned understands that Purchaser reserves the right to
transfer or assign in whole or in part from time to time to Amgen or one or more
direct or indirect wholly owned subsidiaries of Amgen the right to purchase all
or any portion of the Shares tendered pursuant to the Offer, but any such
transfer or assignment will not relieve Purchaser of its obligations under the
Offer and will in no way prejudice the undersigned’s right to receive payment
for the Shares validly tendered and not withdrawn pursuant to the Offer.

Upon the terms and subject to the conditions of the Offer (and if the Offer
is extended or amended, the terms and conditions of the Offer as so extended or
amended) and subject to, and effective upon, acceptance for payment of Shares
validly tendered herewith and not properly withdrawn prior to the Expiration
Date in accordance with the terms of the Offer, the undersigned hereby sells,
assigns and transfers to or upon the order of Purchaser all right, title and
interest in and to all Shares that are being tendered hereby (and all dividends,
distributions, rights, other Shares or other securities issued or issuable in
respect thereof on or after the date hereof (“Distributions”)) and irrevocably
constitutes and appoints American Stock Transfer & Trust Company, LLC (the
“Depositary”) the true and lawful agent and attorney-in-fact of the undersigned
with respect to such Shares (and all Distributions), with full power of
substitution (such power of attorney being deemed to be an irrevocable power
coupled with an interest in the Shares tendered by this Letter of Transmittal),
to (i) deliver Share Certificates representing such Shares (and all
Distributions) or transfer ownership of such Shares (and all Distributions) on
the account books maintained by the DTC, together, in any such case, with all
accompanying evidences of transfer and authenticity, to or upon the order of
Purchaser, (ii) present such Shares (and all Distributions) for transfer on the
books of Micromet and (iii) receive all benefits and otherwise exercise all
rights of beneficial ownership of such Shares (and all Distributions), all in
accordance with the terms and subject to the conditions of the Offer.

By executing this Letter of Transmittal (or taking action resulting in the
delivery of an Agent’s Message), the undersigned hereby irrevocably appoints
Kevin W. Sharer, Robert A. Bradway, Jonathan M. Peacock and David J. Scott, and
any other person designated in writing by Purchaser as the true and lawful
agent, attorney, attorney-in-fact and proxy of the undersigned, each with full
power of substitution, (i) to vote at any annual or special meeting of
Micromet’s stockholders or any adjournment or postponement thereof or otherwise
in such manner as each such attorney-in-fact and proxy or its, his or her
substitute shall in its, his or her sole discretion deem proper with respect to
and (ii) to otherwise act as each such attorney-in-fact and proxy or its, his or
her substitute shall in its, his or her sole discretion deem proper with respect
to, all Shares (and all Distributions) tendered hereby and accepted for payment
by Purchaser. This appointment will be effective if and when, and only to the
extent that, Purchaser accepts such Shares for payment pursuant to the Offer.
This power of attorney and proxy are irrevocable and are granted in
consideration of the acceptance for payment of such Shares in accordance with
the terms of the Offer. Such acceptance for payment shall, without further
action, revoke any prior powers of attorney and proxies granted by the
undersigned at any time with respect to such Shares (and all Distributions), and
no subsequent powers of attorney, proxies, consents or revocations may be given
by the undersigned with respect thereto (and, if given, will not be deemed
effective). Purchaser reserves the right to require that, in order for Shares to
be deemed validly tendered, immediately upon Purchaser’s acceptance for payment
of such Shares, Purchaser or its designees must be able to exercise full voting,
consent and other rights with respect to such Shares (and all Distributions),
including voting at any meeting of Micromet’s stockholders.

The undersigned hereby represents and warrants that the undersigned has full
power and authority to tender, sell, assign and transfer any and all Shares
tendered hereby (and all Distributions) and that, when the same are accepted for
payment by Purchaser, Purchaser will acquire good, marketable and unencumbered
title to such Shares (and all Distributions), free and clear of all liens,
restrictions, charges and encumbrances, and the same will not be subject to any
adverse claims. The undersigned hereby represents and warrants that the
undersigned is the registered owner of the Shares, or the Share Certificate(s)
have been endorsed to the undersigned in blank, or the undersigned is a
participant in DTC whose name appears on a security position listing as the
owner of the Shares. The undersigned will, upon request, execute and deliver any
additional documents deemed by the Depositary or Purchaser to be necessary or
desirable to complete the sale, assignment and transfer of any and all Shares
tendered hereby (and all Distributions). In addition, the undersigned shall
promptly remit and transfer to the Depositary for the account of Purchaser all
Distributions in respect of any and all Shares tendered hereby, accompanied by
appropriate documentation of transfer, and, pending such remittance and transfer
or appropriate assurance thereof, Purchaser shall be entitled to all rights and
privileges as owner of each such Distribution and may deduct from the purchase
price of Shares tendered hereby the amount or value of such Distribution as
determined by Purchaser in its sole discretion.

All authority herein conferred or agreed to be conferred shall not be
affected by, and shall survive, the death or incapacity of the undersigned, and
any obligation of the undersigned hereunder shall be binding upon the heirs,
executors, administrators, personal representatives, trustees in bankruptcy,
successors and assigns of the undersigned. Except as stated in the Offer to
Purchase, this tender is irrevocable.

The undersigned hereby acknowledges that delivery of any Share Certificate
shall be effected, and risk of loss and title to such Share Certificate shall
pass, only upon the proper delivery of such Share Certificate to the Depositary.

The undersigned understands that the valid tender of Shares pursuant to any
of the procedures described in the Offer to Purchase and in the Instructions
hereto will constitute the undersigned’s acceptance of the terms and conditions
of the Offer. Purchaser’s acceptance of such Shares for payment will constitute
a binding agreement between the undersigned and Purchaser upon the terms and
subject to the conditions of the Offer (and if the Offer is extended or amended,
the terms of or the conditions of any such extension or amendment). The
undersigned recognizes that under certain circumstances set forth in the Offer,
Purchaser may not be required to accept for exchange any Shares tendered hereby.

Unless otherwise indicated under “Special Payment Instructions,” please issue
the check for the purchase price of all of Shares purchased and, if appropriate,
return any Share Certificates not tendered or accepted for payment in the
name(s) of the registered holder(s) appearing above under “Description of Shares
Tendered.” Similarly, unless otherwise indicated under “Special Delivery
Instructions,” please mail the check for the purchase price of all Shares
purchased and, if appropriate, return any Share Certificates not tendered or not
accepted for payment (and any accompanying documents, as appropriate) to the
address(es) of the registered holder(s) appearing above under “Description of
Shares Tendered.” In the event that the boxes entitled “Special Payment
Instructions” and “Special Delivery Instructions” are both completed, please
issue the check for the purchase price of all Shares purchased and, if
appropriate, return any Share Certificates not tendered or not accepted for
payment (and any accompanying documents, as appropriate) in the name(s) of, and
deliver such check and, if appropriate, return any such Share Certificates (and
any accompanying documents, as appropriate) to, the person(s) so indicated.
Unless otherwise indicated herein in the box entitled “Special Payment
Instructions,” please credit any Shares tendered herewith by book-entry transfer
that are not accepted for payment by crediting the account at DTC. The
undersigned recognizes that Purchaser has no obligation, pursuant to the
“Special Payment Instructions,” to transfer any Shares from the name of the
registered holder thereof if Purchaser does not accept for payment any of such
Shares so tendered.

LOST SHARE CERTIFICATES: PLEASE CALL AMERICAN STOCK TRANSFER & TRUST
COMPANY, LLC AT (877) 248-6417 TO OBTAIN NECESSARY DOCUMENTS TO REPLACE YOUR
LOST SHARE CERTIFICATES.

SPECIAL PAYMENT INSTRUCTIONS

(See Instructions 1, 5, 6 and 7)

To be completed ONLY if the check for the purchase price of Shares accepted
for payment and/or Share Certificates not tendered or not accepted for payment
are to be issued in the name of someone other than the undersigned.


Issue		¨ Check and/or
		¨ Share Certificates to:


Name
(Please Print)


Address



(Include Zip Code)

(Taxpayer Identification or Social Security
No.)

(Also Complete IRS Form W-9 Included Herein)

SPECIAL DELIVERY INSTRUCTIONS

(See Instructions 1, 5, 6 and 7)

To be completed ONLY if the check for the purchase price of Shares accepted
for payment and/or Share Certificates not tendered or not accepted are to be
mailed to someone other than the undersigned or to the undersigned at an address
other than that shown above.


Mail		¨ Check and/or
		¨ Share Certificates to:


Name
(Please Print)


Address



(Include Zip Code)

(Taxpayer Identification or Social Security
No.)

(Also Complete IRS Form W-9 Included Herein)

IMPORTANT

STOCKHOLDER: SIGN HERE

(PLEASE COMPLETE AND RETURN THE IRS FORM W-9 INCLUDED
IN THIS LETTER OF

TRANSMITTAL OR AN APPLICABLE IRS FORM W-8)

Signature(s) of Holder(s) of Shares


Dated:



Name(s)


(Please Print)



Capacity (full title) (See Instruction 5)





Address




(Include Zip Code)



Area Code and Telephone No.



Tax Identification or Social Security No. (See IRS Form W-9 included herein)

Must be signed by registered holder(s) exactly as name(s) appear(s) on Share
Certificate(s) or on a security position listing or by person(s) authorized to
become registered holder(s) by Share Certificates and documents transmitted
herewith. If signature is by a trustee, executor, administrator, guardian,
attorney-in-fact, agent, officer of a corporation or other person acting in a
fiduciary or representative capacity, please set forth full title and see
Instruction 5.

GUARANTEE OF SIGNATURE(S)

(IF REQUIRED : SEE INSTRUCTIONS 1 AND 5)


Authorized Signature



Name



Name of Firm



Address


(Include Zip Code)



Area Code and Telephone No.

Dated:

INSTRUCTIONS

FORMING PART OF THE TERMS AND CONDITIONS OF THE OFFER

1. Guarantee of Signatures. No signature guarantee
is required on this Letter of Transmittal (a) if this Letter of Transmittal is
signed by the registered holder(s) (which term, for purposes of this Instruction
1, includes any participant in DTC’s systems whose name(s) appear(s) on a
security position listing as the owner(s) of Shares) of Shares tendered
herewith, unless such registered holder(s) has completed either the box entitled
“Special Payment Instructions” or the box entitled “Special Delivery
Instructions” on this Letter of Transmittal or (b) if such Shares are tendered
for the account of a financial institution (including most commercial banks,
savings and loan associations and brokerage houses) that is a member of or
participant in a recognized “Medallion Program” approved by the Securities
Transfer Association Inc., including the Security Transfer Agents Medallion
Program, the Stock Exchange Medallion Program and the New York Stock Exchange
Medallion Signature Program or by any other “eligible guarantor institution,” as
such term is defined in Rule 17Ad-15 under the U.S. Securities Exchange Act of
1934, as amended (each, an “Eligible Institution”). In all other cases, all
signatures on this Letter of Transmittal must be guaranteed by an Eligible
Institution. See Instruction 5.

2. Requirements of Tender. No alternative,
conditional or contingent tenders will be accepted. In order for Shares to be
validly tendered pursuant to the Offer, one of the following procedures must be
followed:

For Shares held as physical certificates, the Share Certificates representing
tendered Shares, a properly completed and duly executed Letter of Transmittal,
together with any required signature guarantees, and any other documents
required by this Letter of Transmittal, must be received by the Depositary at
one of its addresses set forth on the front page of this Letter of Transmittal
before the Expiration Date (unless the tender is made during a subsequent
offering period, if one is provided, in which case the Share Certificates
representing Shares, this Letter of Transmittal and other documents must be
received before the expiration of the subsequent offering period).

For Shares held in book-entry form, either a properly completed and duly
executed Letter of Transmittal, together with any required signature guarantees,
or an Agent’s Message in lieu of this Letter of Transmittal, and any other
required documents, must be received by the Depositary at one of its addresses
set forth on the front page of this Letter of Transmittal, and such Shares must
be delivered according to the book-entry transfer procedures (as set forth in
Section 3 of the Offer to Purchase) and a timely confirmation of a book-entry
transfer of Shares into the Depositary’s account at DTC (a “Book-Entry
Confirmation”) must be received by the Depositary, in each case before the
Expiration Date (unless the tender is made during a subsequent offering period,
if one is provided, in which case this Letter of Transmittal or an Agent’s
Message in lieu of this Letter of Transmittal, and other documents must be
received before the expiration of the subsequent offering period).

Stockholders whose Share Certificates are not immediately available, or who
cannot complete the procedure for delivery by book-entry transfer on a timely
basis or who cannot deliver all other required documents to the Depositary prior
to the Expiration Date, may tender their Shares by properly completing and duly
executing a Notice of Guaranteed Delivery pursuant to the guaranteed delivery
procedure set forth in Section 3 of the Offer to Purchase. Pursuant to such
procedure: (i) such tender must be made by or through an Eligible Institution,
(ii) a properly completed and duly executed notice of guaranteed delivery (a
“Notice of Guaranteed Delivery”), substantially in the form made available by
Purchaser, must be received by the Depositary prior to the Expiration Date and
(iii) Share Certificates (or a Book-Entry Confirmation) evidencing all tendered
Shares, in proper form for transfer, in each case together with this Letter of
Transmittal, properly completed and duly executed, together with any required
signature guarantees (or, in the case of book-entry transfer of Shares, either
this Letter of Transmittal or an Agent’s Message in lieu of this Letter of
Transmittal), and any other documents required by this Letter of Transmittal,
must be received by the Depositary within three NASDAQ Stock Market trading days
after the date of execution of such Notice of Guaranteed Delivery. A Notice of
Guaranteed Delivery may be delivered by overnight courier or mailed to the
Depositary and must include a guarantee by an Eligible Institution in the form
set forth in the form of Notice of Guaranteed Delivery made available by
Purchaser. In the case of Shares held through DTC, the Notice of Guaranteed
Delivery must be delivered to the Depositary by a participant by means of the
confirmation system of DTC.

The term “Agent’s Message” means a message, transmitted by DTC to, and
received by, the Depositary and forming part of a Book-Entry Confirmation, which
states that DTC has received an express acknowledgment from the participant in
DTC tendering the Shares which are the subject of such Book-Entry Confirmation
that such participant has received and agrees to be bound by the terms of this
Letter of Transmittal and that Purchaser may enforce such agreement against the
participant.

The method of delivery of Shares, this Letter of Transmittal and all
other required documents, including delivery through DTC, is at the election and
risk of the tendering stockholder. Shares will be deemed delivered (and the risk
of loss of Share Certificates will pass) only when actually received by the
Depositary (including, in the case of a book-entry transfer, by Book-Entry
Confirmation). If delivery is by mail, then registered mail with return receipt
requested, properly insured, is recommended. In all cases, sufficient time
should be allowed to ensure timely delivery.

No fractional Shares will be purchased. By executing this Letter of
Transmittal, the tendering stockholder waives any right to receive any notice of
the acceptance for payment of Shares.

3. Inadequate Space. If the space provided herein is inadequate,
Share Certificate numbers, the number of Shares represented by such Share
Certificates and/or the number of Shares tendered should be listed on a signed
separate schedule attached hereto.

4. Partial Tenders (Not Applicable to Stockholders who Tender by
Book-Entry Transfer). If fewer than all Shares represented by any Share
Certificate delivered to the Depositary are to be tendered, fill in the number
of Shares that are to be tendered in the box entitled “Total Number of Shares
Tendered.” In such case, a new certificate for the remainder of Shares
represented by the old certificate will be sent to the person(s) signing this
Letter of Transmittal, unless otherwise provided in the appropriate box on this
Letter of Transmittal, as promptly as practicable following the expiration or
termination of the Offer. All Shares represented by Share Certificates delivered
to the Depositary will be deemed to have been tendered unless otherwise
indicated.

5. Signatures on Letter of Transmittal; Stock Powers and
Endorsements.

(a) Exact Signatures. If this Letter of Transmittal is signed by the
registered holder(s) of Shares tendered hereby, then the signature(s) must
correspond with the name(s) as written on the face of such Share Certificates
for such Shares without alteration, enlargement or any change whatsoever.

(b) Holders. If any Shares tendered hereby are held of record by two
or more persons, then all such persons must sign this Letter of Transmittal.

(c) Different Names on Share Certificates. If any Shares tendered
hereby are registered in different names on different Share Certificates, then
it will be necessary to complete, sign and submit as many separate Letters of
Transmittal as there are different registrations of Share Certificates.

(d) Endorsements. If this Letter of Transmittal is signed by the
registered holder(s) of Shares tendered hereby, then no endorsements of Share
Certificates for such Shares or separate stock powers are required unless
payment of the purchase price is to be made, or Shares not tendered or not
purchased are to be returned, in the name of any person other than the
registered holder(s). Signatures on any such Share Certificates or stock powers
must be guaranteed by an Eligible Institution.

If this Letter of Transmittal is signed by a person other than the registered
holder(s) of Shares tendered hereby, then Share Certificates for such Shares
must be endorsed or accompanied by appropriate stock powers, in either case,
signed exactly as the name(s) of the registered holder(s) appear(s) on such
Share Certificates for such Shares. Signature(s) on any such Share Certificates
or stock powers must be guaranteed by an Eligible Institution. See Instruction
1.

If this Letter of Transmittal or any Share Certificate or stock power is
signed by a trustee, executor, administrator, guardian, attorney-in-fact,
officer of a corporation or other legal entity or other person acting in a
fiduciary or representative capacity, then such person should so indicate when
signing, and proper evidence satisfactory to the Depositary of the authority of
such person so to act must be submitted. Proper evidence of authority includes a
power of attorney, a letter testamentary or a letter of appointment.

6. Stock Transfer Taxes. Except as otherwise
provided in this Instruction 6, Purchaser or any successor entity thereto will
pay all stock transfer taxes with respect to the transfer and sale of any Shares
to it or its order pursuant to the Offer (for the avoidance of doubt, transfer
taxes do not include United States federal income tax or backup withholding
taxes). If, however, payment of the purchase price is to be made to, or if Share
Certificate(s) for Shares not tendered or not accepted for payment are to be
registered in the name of, any person(s) other than the registered holder(s), or
if tendered Shares Certificate(s) are registered in the name of any person(s)
other than the person(s) signing this Letter of Transmittal, then the amount of
any stock transfer taxes or other taxes required by reason of the payment to a
person other than the registered holder(s) of such Share Certificate (in each
case whether imposed on the registered holder(s) or such other person(s))
payable on account of the transfer to such other person(s) will be deducted from
the purchase price of such Shares purchased unless evidence satisfactory to
Purchaser of the payment of such taxes, or exemption therefrom, is submitted.

Except as provided in this Instruction 6, it will not be necessary for
transfer tax stamps to be affixed to Share Certificate(s) evidencing the Shares
tendered hereby.

7. Special Payment and Delivery Instructions. If a check is to be
issued for the purchase price of any Shares tendered by this Letter of
Transmittal in the name of, and, if appropriate, Share Certificates for Shares
not tendered or not accepted for payment are to be issued to, any person(s)
other than the signer of this Letter of Transmittal or if a check and, if
appropriate, such Share Certificates are to be returned to any person(s) other
than the person(s) signing this Letter of Transmittal or to an address other
than that shown in this Letter of Transmittal, then the appropriate boxes on
this Letter of Transmittal must be completed.

8. IRS Form W-9. To avoid backup withholding, a tendering
stockholder that is a United States person (as defined for United States federal
income tax purposes) is required to provide the Depositary with a correct
Taxpayer Identification Number (“TIN”) on IRS Form W-9, which is included herein
following “Important Tax Information” below, and to certify, under penalties of
perjury, that such number is correct and that such stockholder is not subject to
backup withholding of federal income tax, and that such stockholder is a United
States person (as defined for United States federal income tax purposes). If the
tendering stockholder has been notified by the United States Internal Revenue
Service (“IRS”) that such stockholder is subject to backup withholding, such
stockholder must cross out item (2) of the Certification section of the IRS Form
W-9, unless such stockholder has since been notified by the IRS that such
stockholder is no longer subject to backup withholding. Failure to provide the
information on the IRS Form W-9 may subject the tendering stockholder to backup
withholding on the payment of the purchase price of all Shares purchased from
such stockholder. If the tendering stockholder has not been issued a TIN and has
applied for one or intends to apply for one in the near future, such stockholder
should write “Applied For” in the space for the TIN on the IRS Form W-9, sign
and date the IRS Form W-9 and sign and date the Certificate of Awaiting Taxpayer
Identification Number under “Important Tax Information” below. If you write
“Applied For” in the space for the TIN and the Depositary is not provided with a
TIN by the time of payment, the Depositary will withhold a portion of all
payments of the purchase price to such stockholder until a TIN is provided to
the Depositary.

Certain stockholders (including, among others, all corporations and certain
foreign individuals and entities) may not be subject to backup withholding.
Foreign stockholders that are not United States persons (as defined for United
States federal income tax purposes) should submit an appropriate and properly
completed applicable IRS Form W-8, a copy of which may be obtained from the
Depositary, in order to avoid backup withholding. Such stockholders should
consult a tax advisor to determine which Form W-8 is appropriate. See the
instructions enclosed with the IRS Form W-9 included in this Letter of
Transmittal for more instructions.

9. Irregularities. All questions as to the validity, form,
eligibility (including time of receipt) and acceptance for payment of any tender
of Shares will be determined by Purchaser in its sole discretion. Purchaser
reserves the absolute right to reject any and all tenders determined by it not
to be in proper form or the acceptance for payment of which may, in the opinion
of its counsel, be unlawful. Purchaser also reserves the absolute right to waive
any of the conditions to the Offer (other than the Minimum Condition (as defined
in the Offer to Purchase), which may only be waived with the consent of
Micromet) and any defect or irregularity in the tender of any Shares of any
particular stockholder, whether or not similar defects or irregularities are
waived in the case of other stockholders. No tender of Shares will be deemed to
have been validly made until all defects and irregularities have been cured or
waived to the satisfaction of the Purchaser. Unless waived, any defects or
irregularities in connection with tenders must be cured within such time as
Purchaser shall determine. None of Purchaser, the Depositary, the Information
Agent, the Dealer-Manager or any other person will be under any duty to give
notification of any defects or irregularities in tenders or incur any liability
for failure to give any such notification. Purchaser’s interpretation of the
terms and conditions of the Offer (including this Letter of Transmittal and the
instructions hereto) will be determined by Purchaser in its sole discretion.

10. Questions and Requests for Additional Copies. The Information
Agent may be contacted at the address and telephone number set forth on the last
page of this Letter of Transmittal for questions and/or requests for additional
copies of the Offer to Purchase, this Letter of Transmittal, the notice of
guaranteed delivery and other tender offer materials. You may also contact your
broker, dealer, commercial bank, trust company or other nominee for assistance.
Such copies will be furnished promptly at Purchaser’s expense.

11. Lost, Destroyed or Stolen Certificates. If any Share Certificate
representing Shares has been lost, destroyed or stolen, then the stockholder
should promptly notify American Stock Transfer & Trust Company, LLC, as
transfer agent (the “Transfer Agent”), at (877) 248-6417, regarding the
requirements for replacement. The stockholder will then be instructed as to the
steps that must be taken in order to replace such Share Certificate(s). You may
be required to post a bond to secure against the risk that the Share
Certificate(s) may be subsequently recirculated. You are urged to
contact the Transfer Agent immediately in order to receive further instructions
and for a determination of whether you will need to post a bond and to permit
timely processing of this documentation. This Letter of Transmittal and related
documents cannot be processed until the procedures for replacing lost, destroyed
or stolen Share Certificates have been followed.

Share Certificates evidencing tendered Shares, or a Book-Entry
Confirmation into the Depositary’s account at DTC, as well as this Letter of
Transmittal, properly completed and duly executed, with any required signature
guarantees, or an Agent’s Message (if utilized in lieu of this Letter of
Transmittal in connection with a book-entry transfer), and any other documents
required by this Letter of Transmittal, must be received before the Expiration
Date, or the tendering stockholder must comply with the procedures for
guaranteed delivery.

IMPORTANT TAX INFORMATION

Under United States federal income tax law, a stockholder who is a United
States person (as defined for United States federal income tax purposes)
surrendering Shares must, unless an exemption applies, provide the Depositary
(as payer) with the stockholder’s correct TIN on IRS Form W-9, a copy of which
is included in this Letter of Transmittal. If the stockholder is an individual,
then the stockholder’s TIN is such stockholder’s Social

Security number. If the correct TIN is not provided, then the stockholder may
be subject to a $50 penalty imposed by the IRS and payments of cash to the
stockholder (or other payee) pursuant to the Offer may be subject to backup
withholding of a portion of all payments of the purchase price.

Certain stockholders (including, among others, corporations and certain
foreign individuals and entities) may not be subject to backup withholding and
reporting requirements. In order for an exempt foreign stockholder to avoid
backup withholding, such person should complete, sign and submit an appropriate
IRS Form W-8 signed under penalties of perjury, attesting to his, her or its
exempt status. An IRS Form W-8 can be obtained from the Depositary. Such
stockholders should consult a tax advisor to determine which IRS Form W-8 is
appropriate. Exempt stockholders, other than foreign stockholders, should
furnish their TIN, check the “Exempt payee” box on the IRS Form W-9 and sign,
date and return the IRS Form W-9 to the Depositary in order to avoid erroneous
backup withholding. See the instructions enclosed with the IRS Form W-9 included
in this Letter of Transmittal for additional instructions.

If backup withholding applies, the Depositary is required to withhold and pay
over to the IRS a portion of any payment made to a stockholder. Backup
withholding is not an additional tax. Rather, the United States federal income
tax liability of persons subject to backup withholding will be reduced by the
amount of tax withheld. If backup withholding results in an overpayment of
taxes, a refund may be obtained from the IRS if required information is timely
furnished to the IRS.

Purpose of IRS Form W-9

To prevent backup withholding on payments that are made to a stockholder that
is a United States person with respect to Shares purchased pursuant to the
Offer, the stockholder is required to notify the Depositary of the stockholder’s
correct TIN by completing the IRS Form W-9 included in this Letter of
Transmittal certifying that (1) the TIN provided on the IRS Form W-9 is correct
(or that such stockholder is awaiting a TIN), (2) the stockholder is not subject
to backup withholding because (i) the stockholder is exempt from backup
withholding, (ii) the stockholder has not been notified by the IRS that the
stockholder is subject to backup withholding as a result of a failure to report
all interest and dividends or (iii) the IRS has notified the stockholder that
the stockholder is no longer subject to backup withholding, and (3) the
stockholder is a United States person (as defined for United States federal
income tax purposes). The following section, entitled “What Number to Give the
Depositary,” is applicable only to stockholders that are United States persons.

What Number to Give the Depositary

The tendering stockholder is required to give the Depositary the TIN,
generally the Social Security number or employer identification number, of the
record holder of all Shares tendered hereby. If such Shares are in more than one
name or are not in the name of the actual owner, consult the instructions
enclosed with the IRS Form W-9 included in this Letter of Transmittal for
additional guidance on which number to report. If the tendering stockholder has
not been issued a TIN and has applied for a number or intends to apply for a
number in the near future, such stockholder should write “Applied For” in the
space for the TIN on the IRS Form W-9, sign and date the IRS Form W-9 and sign
and date the Certificate of Awaiting Taxpayer Identification Number below.
If the tendering stockholder writes “Applied For” in the space for the
TIN and the Depositary is not provided with a TIN by the time of payment, the
Depositary will withhold a portion of all payments of the purchase price, which
will be refunded if a TIN is provided to the Depositary within sixty (60) days
of the Depositary’s receipt of the Certificate of Awaiting Taxpayer
Identification Number. If the Depositary is provided with an incorrect
TIN in connection with such payments, then the stockholder may be subject to a
$50 penalty imposed by the IRS.

NOTE: FAILURE TO COMPLETE AND RETURN THE IRS FORM W-9
INCLUDED IN THIS LETTER OF TRANSMITTAL MAY RESULT IN BACKUP WITHHOLDING AT THE
APPLICABLE WITHHOLDING RATE OF A PORTION OF ANY PAYMENTS MADE TO YOU PURSUANT TO
THE OFFER. PLEASE REVIEW THE INSTRUCTIONS ENCLOSED WITH THE IRS FORM W-9
INCLUDED IN THIS LETTER OF TRANSMITTAL FOR ADDITIONAL DETAILS. YOU MUST COMPLETE
THE FOLLOWING CERTIFICATE IF YOU WROTE “APPLIED FOR” IN THE SPACE FOR THE TIN ON
THE IRS FORM W-9.

CERTIFICATE OF AWAITING TAXPAYER IDENTIFICATION NUMBER

I certify under penalties of perjury that a taxpayer identification number
has not been issued to me, and either (1) I have mailed or delivered an
application to receive a taxpayer identification number to the appropriate IRS
Center or Social Security Administration Office, or (2) I intend to mail or
deliver an application in the near future. I understand that if I do not provide
a taxpayer identification number by the time of payment, a portion of all
reportable payments made to me will be withheld, but that such amounts will be
refunded to me if I then provide a Taxpayer Identification Number within sixty
(60) days.


Signature						Date

FORM W-9

(REV. JANUARY 2011)

DEPARTMENT OF THE TREASURY

INTERNAL REVENUE SERVICE

Request for Taxpayer

Identification Number and Certification

Give Form to the

requester. Do not

send to the IRS.

Print or type

See

Specific Instructions

on page 2.

Name (as shown on your income tax return)

Business name/disregarded entity name, if different from above

Check appropriate box for federal tax classification (required):

^¨

Exempt payee

¨ Individual/Sole proprietor

¨ C Corporation

¨ S Corporation

¨ Partnership

¨ Trust/estate

¨ Limited liability company. Enter the tax classification

(C=C corporation, S=S corporation, P=partnership) u

Other (see instructions) u

Address (number, street, and apt. or suite no.)

Requester’s name and address (optional)

City, state, and ZIP code

List account number(s) here (optional)


Part I		Taxpayer Identification Number (TIN)

Enter your TIN in the appropriate box. The TIN provided must match the name
given on the “Name” line to avoid backup withholding. For individuals, this is
your social security number (SSN). However, for a resident alien, sole
proprietor, or disregarded entity, see the Part I instructions on page 3. For
other entities, it is your employer identification number (EIN). If you do not
have a number, see How to get a TIN on page 3.

Note: If the account is in more than one name, see the chart on page
4 for guidelines on whose number to enter.

Social security number

Employer Identification number


Part II		Certification

Under penalties of perjury, I certify that:

The number shown on this form is my correct taxpayer identification number
(or I am waiting for a number to be issued to me), and

I am not subject to backup withholding because: (a) I am exempt from backup
withholding, or (b) I have not been notified by the Internal Revenue Service
(IRS) that I am subject to backup withholding as a result of a failure to report
all interest or dividends, or (c) the IRS has notified me that I am no longer
subject to backup withholding, and

I am a U.S. citizen or other U.S. person (defined below).

Certification instructions. You must cross out item 2 above
if you have been notified by the IRS that you are currently subject to backup
withholding because you have failed to report all interest and dividends on your
tax return. For real estate transactions, item 2 does not apply. For mortgage
interest paid, acquisition or abandonment of secured property, cancellation of
debt, contributions to an individual retirement arrangement (IRA), and
generally, payments other than interest and dividends, you are not required to
sign the certification, but you must provide your correct TIN. See the
instructions on page 4.

Sign

Here

Signature of

U.S. person u

Date u

General Instructions

Section references are to the Internal Revenue Code unless otherwise noted.

Purpose of Form

A person who is required to file an information return with the IRS must
obtain your correct taxpayer identification number (TIN) to report, for example,
income paid to you, real estate transactions, mortgage interest you paid,
acquisition or abandonment of secured property, cancellation of debt, or
contributions you made to an IRA.

Use Form W-9 only if you are a U.S. person (including a resident alien), to
provide your correct TIN to the person requesting it (the requester) and, when
applicable, to:

1. Certify that the TIN you are giving is correct (or you are waiting for a
number to be issued),

2. Certify that you are not subject to backup withholding, or

3. Claim exemption from backup withholding if you are a U.S. exempt payee. If
applicable, you are also certifying that as a U.S. person, your allocable share
of any partnership income from a U.S. trade or business is not subject to the
withholding tax on foreign partners’ share of effectively connected income.

Note. If a requester gives you a form other than Form W-9 to request
your TIN, you must use the requester’s form if it is substantially similar to
this Form W-9.

Definition of a U.S. person. For federal tax purposes, you are
considered a U.S. person if you are:

An individual who is a U.S. citizen or U.S. resident alien,

A partnership, corporation, company, or association created or organized in
the United States or under the laws of the United States,

An estate (other than a foreign estate), or

A domestic trust (as defined in Regulations section 301.7701-7).

Special rules for partnerships. Partnerships that conduct a trade or
business in the United States are generally required to pay a withholding tax on
any foreign partners’ share of income from such business. Further, in certain
cases where a Form W-9 has not been received, a partnership is required to
presume that a partner is a foreign person, and pay the withholding tax.
Therefore, if you are a U.S. person that is a partner in a partnership
conducting a trade or business in the United States, provide Form W-9 to the
partnership to establish your U.S. status and avoid withholding on your share of
partnership income.

The person who gives Form W-9 to the partnership for purposes of establishing
its U.S. status and avoiding withholding on its allocable share of net income
from the partnership conducting a trade or business in the United States is in
the following cases:

The U.S. owner of a disregarded entity and not the entity,

The U.S. grantor or other owner of a grantor trust and not the trust, and

The U.S. trust (other than a grantor trust) and not the beneficiaries of the
trust.

Foreign person. If you are a foreign person, do not use Form W-9.
Instead, use the appropriate Form W-8 (see Publication 515, Withholding of Tax
on Nonresident Aliens and Foreign Entities).

Nonresident alien who becomes a resident alien. Generally, only a
nonresident alien individual may use the terms of a tax treaty to reduce or
eliminate U.S. tax on certain types of income. However, most tax treaties
contain a provision known as a “saving clause.” Exceptions specified in the
saving clause may permit an exemption from tax to continue for certain types of
income even after the payee has otherwise become a U.S. resident alien for tax
purposes.

If you are a U.S. resident alien who is relying on an exception contained in
the saving clause of a tax treaty to claim an exemption from U.S. tax on certain
types of

income, you must attach a statement to Form W-9 that specifies the following
five items:

1. The treaty country. Generally, this must be the same treaty under which
you claimed exemption from tax as a nonresident alien.

2. The treaty article addressing the income.

3. The article number (or location) in the tax treaty that contains the
saving clause and its exceptions.

4. The type and amount of income that qualifies for the exemption from tax.

5. Sufficient facts to justify the exemption from tax under the terms of the
treaty article.

Example. Article 20 of the U.S.-China income tax treaty allows an
exemption from tax for scholarship income received by a Chinese student
temporarily present in the United States. Under U.S. law, this student will
become a resident alien for tax purposes if his or her stay in the United States
exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the
U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to
continue to apply even after the Chinese student becomes a resident alien of the
United States. A Chinese student who qualifies for this exception (under
paragraph 2 of the first protocol) and is relying on this exception to claim an
exemption from tax on his or her scholarship or fellowship income would attach
to Form W-9 a statement that includes the information described above to support
that exemption.

If you are a nonresident alien or a foreign entity not subject to backup
withholding, give the requester the appropriate completed Form W-8.

What is backup withholding? Persons making certain payments to you
must under certain conditions withhold and pay to the IRS a percentage of such
payments. This is called “backup withholding.” Payments that may be subject to
backup withholding include interest, tax-exempt interest, dividends, broker and
barter exchange transactions, rents, royalties, nonemployee pay, and certain
payments from fishing boat operators. Real estate transactions are not subject
to backup withholding.

You will not be subject to backup withholding on payments you receive if you
give the requester your correct TIN, make the proper certifications, and report
all your taxable interest and dividends on your tax return.

Payments you receive will be subject to backup withholding if:

1. You do not furnish your TIN to the requester,

2. You do not certify your TIN when required (see the Part II instructions on
page 3 for details),

3. The IRS tells the requester that you furnished an incorrect TIN,

4. The IRS tells you that you are subject to backup withholding because you
did not report all your interest and dividends on your tax return (for
reportable interest and dividends only), or

5. You do not certify to the requester that you are not subject to backup
withholding under 4 above (for reportable interest and dividend accounts opened
after 1983 only).

Certain payees and payments are exempt from backup withholding. See the
instructions below and the separate Instructions for the Requester of Form W-9.

Also see Special rules for partnerships on page 1.

Updating Your Information

You must provide updated information to any person to whom you claimed to be
an exempt payee if you are no longer an exempt payee and anticipate receiving
reportable payments in the future from this person. For example, you may need to
provide updated information if you are a C corporation that elects to be an S
corporation, or if you no longer are tax exempt. In addition, you must furnish a
new Form W-9 if the name or TIN changes for the account, for example, if the
grantor of a grantor trust dies.

Penalties

Failure to furnish TIN. If you fail to furnish your correct TIN to a
requester, you are subject to a penalty of $50 for each such failure unless your
failure is due to reasonable cause and not to willful neglect.

Civil penalty for false information with respect to withholding. If
you make a false statement with no reasonable basis that results in no backup
withholding, you are subject to a $500 penalty.

Criminal penalty for falsifying information. Willfully falsifying
certifications or affirmations may subject you to criminal penalties including
fines and/or imprisonment.

Misuse of TINs. If the requester discloses or uses TINs in violation
of federal law, the requester may be subject to civil and criminal penalties.

Specific Instructions

Name

If you are an individual, you must generally enter the name shown on your
income tax return. However, if you have changed your last name, for instance,
due to marriage

without informing the Social Security Administration of the name change,
enter your first name, the last name shown on your social security card, and
your new last name.

If the account is in joint names, list first, and then circle, the name of
the person or entity whose number you entered in Part I of the form.

Sole proprietor. Enter your individual name as shown on your income
tax return on the “Name” line. You may enter your business, trade, or “doing
business as (DBA)” name on the “Business name/disregarded entity name” line.

Partnership, C Corporation, or S Corporation. Enter the entity’s
name on the “Name” line and any business, trade, or “doing business as (DBA)
name” on the “Business name/disregarded entity name” line.

Disregarded entity. Enter the owner’s name on the “Name” line. The
name of the entity entered on the “Name” line should never be a disregarded
entity. The name on the “Name” line must be the name shown on the income tax
return on which the income will be reported. For example, if a foreign LLC that
is treated as a disregarded entity for U.S. federal tax purposes has a domestic
owner, the domestic owner’s name is required to be provided on the “Name” line.
If the direct owner of the entity is also a disregarded entity, enter the first
owner that is not disregarded for federal tax purposes. Enter the disregarded
entity’s name on the “Business name/disregarded entity name” line. If the owner
of the disregarded entity is a foreign person, you must complete an appropriate
Form W-8.

Note. Check the appropriate box for the federal tax classification
of the person whose name is entered on the “Name” line (Individual/sole
proprietor, Partnership, C Corporation, S Corporation, Trust/estate).

Limited Liability Company (LLC). If the person identified on the
“Name” line is an LLC, check the “Limited liability company” box only and enter
the appropriate code for the tax classification in the space provided. If you
are an LLC that is treated as a partnership for federal tax purposes, enter “P”
for partnership. If you are an LLC that has filed a Form 8832 or a Form 2553 to
be taxed as a corporation, enter “C” for C corporation or “S” for S corporation.
If you are an LLC that is disregarded as an entity separate from its owner under
Regulation section 301.7701-3 (except for employment and excise tax), do not
check the LLC box unless the owner of the LLC (required to be identified on the
“Name” line) is another LLC that is not disregarded for federal tax purposes. If
the LLC is disregarded as an entity separate from its owner, enter the
appropriate tax classification of the owner identified on the “Name” line.

Other entities. Enter your business name as shown on required
federal tax documents on the “Name” line. This name should match the name shown
on the charter or other legal document creating the entity. You may enter any
business, trade, or DBA name on the “Business name/disregarded entity name”
line.

Exempt Payee

If you are exempt from backup withholding, enter your name as described above
and check the appropriate box for your status, then check the “Exempt payee” box
in the line following the “Business name/disregarded entity name,” sign and date
the form.

Generally, individuals (including sole proprietors) are not exempt from
backup withholding. Corporations are exempt from backup withholding for certain
payments, such as interest and dividends.

Note. If you are exempt from backup withholding, you should still
complete this form to avoid possible erroneous backup withholding.

The following payees are exempt from backup withholding:

1. An organization exempt from tax under section 501(a), any IRA, or a
custodial account under section 403(b)(7) if the account satisfies the
requirements of section 401(f)(2),

2. The United States or any of its agencies or instrumentalities,

3. A state, the District of Columbia, a possession of the United States, or
any of their political subdivisions or instrumentalities,

4. A foreign government or any of its political subdivisions, agencies, or
instrumentalities, or

5. An international organization or any of its agencies or instrumentalities.

Other payees that may be exempt from backup withholding include:

6. A corporation,

7. A foreign central bank of issue,

8. A dealer in securities or commodities required to register in the United
States, the District of Columbia, or a possession of the United States,

9. A futures commission merchant registered with the Commodity Futures
Trading Commission,

10. A real estate investment trust,

11. An entity registered at all times during the tax year under the
Investment Company Act of 1940,

12. A common trust fund operated by a bank under section 584(a),

13. A financial institution,

14. A middleman known in the investment community as a nominee or custodian,
or

15. A trust exempt from tax under section 664 or described in section 4947.

The following chart shows types of payments that may be exempt from backup
withholding. The chart applies to the exempt payees listed above, 1 through 15.


IF the payment is for . . .		THEN the payment is exempt for . . .
Interest and dividend payments		All exempt payees except for 9
Broker transactions		Exempt payees 1 through 5 and 7 through 13. Also, C corporations.
Barter exchange transactions and patronage dividends		Exempt payees 1 through 5
Payments over $600 required to be reported and direct sales over $5,000(1)		Generally, exempt payees 1 through 7(2)

(1)	See Form 1099-MISC, Miscellaneous Income, and its instructions.

(2)	However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys’ fees, gross proceeds paid to an attorney, and payments for services paid by a federal executive agency.

Part I. Taxpayer Identification

Number (TIN)

Enter your TIN in the appropriate box. If you are a resident alien
and you do not have and are not eligible to get an SSN, your TIN is your IRS
individual taxpayer identification number (ITIN). Enter it in the social
security number box. If you do not have an ITIN, see How to get a TIN
below.

If you are a sole proprietor and you have an EIN, you may enter either your
SSN or EIN. However, the IRS prefers that you use your SSN.

If you are a single-member LLC that is disregarded as an entity separate from
its owner (see Limited Liability Company (LLC) on page 2), enter the
owner’s SSN (or EIN, if the owner has one). Do not enter the disregarded
entity’s EIN. If the LLC is classified as a corporation or partnership, enter
the entity’s EIN.

Note. See the chart on page 4 for further clarification of name and
TIN combinations.

How to get a TIN. If you do not have a TIN, apply for one
immediately. To apply for an SSN, get Form SS-5, Application for a Social
Security Card, from your local Social Security Administration office or get this
form online at www.ssa.gov. You may also get this form by calling
1-800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer
Identification Number, to apply for an ITIN, or Form SS-4, Application for
Employer Identification Number, to apply for an EIN. You can apply for an EIN
online by accessing the IRS website at www.irs.gov/businesses and
clicking on Employer Identification Number (EIN) under Starting a Business. You
can get Forms W-7 and SS-4 from the IRS by visiting IRS.gov or by calling
1-800-TAX-FORM (1-800-829-3676).

If you are asked to complete Form W-9 but do not have a TIN, write “Applied
For” in the space for the TIN, sign and date the form, and give it to the
requester. For interest and dividend payments, and certain payments made with
respect to readily tradable instruments, generally you will have 60 days to get
a TIN and give it to the requester before you are subject to backup withholding
on payments. The 60-day rule does not apply to other types of payments. You will
be subject to backup withholding on all such payments until you provide your TIN
to the requester.

Note. Entering “Applied For” means that you have already applied for
a TIN or that you intend to apply for one soon.

Caution: A disregarded domestic entity that has a foreign owner must use
the appropriate Form W-8.

Part II. Certification

To establish to the withholding agent that you are a U.S. person, or resident
alien, sign Form W-9. You may be requested to sign by the withholding agent even
if item 1, below, and items 4 and 5 on page 4 indicate otherwise.

For a joint account, only the person whose TIN is shown in Part I should sign
(when required). In the case of a disregarded entity, the person identified on
the “Name” line must sign. Exempt payees, see Exempt Payee on page 3.

Signature requirements. Complete the certification as indicated in
items 1 through 3, below, and items 4 and 5 on page 4.

1. Interest, dividend, and barter exchange accounts opened
before 1984 and broker accounts considered active during 1983. You must give
your correct TIN, but you do not have to sign the certification.

2. Interest, dividend, broker, and barter exchange accounts
opened after 1983 and broker accounts considered inactive during 1983. You must
sign the certification or backup withholding will apply. If you are subject to
backup withholding and you are merely providing your correct TIN to the
requester, you must cross out item 2 in the certification before signing the
form.

3. Real estate transactions. You must sign the certification. You
may cross out item 2 of the certification.

4. Other payments. You must give your correct TIN, but you do not
have to sign the certification unless you have been notified that you have
previously given an incorrect TIN. “Other payments” include payments made in the
course of the requester’s trade or business for rents, royalties, goods (other
than bills for merchandise), medical and health care services (including
payments to corporations), payments to a nonemployee for services, payments to
certain fishing boat crew members and fishermen, and gross proceeds paid to
attorneys (including payments to corporations).

5. Mortgage interest paid by you, acquisition or abandonment
of secured property, cancellation of debt, qualified tuition program payments
(under section 529), IRA, Coverdell ESA, Archer MSA or HSA contributions or
distributions, and pension distributions. You must give your correct
TIN, but you do not have to sign the certification.

What Name and Number To Give the Requester


	For this type of account:	Give name and SSN of:
1.	Individual	The individual
2.	Two or more individuals (joint account)	The actual owner of the account or, if combined funds, the first individual on the account(1)
3.	Custodian account of a minor (Uniform Gift to Minors Act)	The minor(2)
4.	a. The usual revocable savings trust (grantor is also trustee)	The grantor-trustee(1)
	b. So-called trust account that is not a legal or valid trust under state law	The actual owner(1)
5.	Sole proprietorship or disregarded entity owned by an individual	The owner(3)
6.	Grantor trust filing under Optional Form 1099 Filing Method 1 (see Regulation section 1.671-4(b)(2)(i)(A)	The grantor*
7.	Disregarded entity not owned by an individual	The owner
8.	A valid trust, estate, or pension trust	Legal entity(4)
9.	Corporate or LLC electing corporate status on Form 8832 or Form 2553	The corporation
10.	Association, club, religious, charitable, educational, or other tax-exempt organization	The organization
11.	Partnership or multi-member LLC	The partnership
12.	A broker or registered nominee	The broker or nominee
13.	Account with the Department of Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments	The public entity
14.	Grantor trust filing under the Form 1041 Filing Method or the Optional Form 1099 Filing Method 2 (see Regulation section 1.671-4(b)(2)(i)(B))	The trust

(1)	List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person’s number must be furnished.

(2)	Circle the minor’s name and furnish the minor’s SSN.

(3)	You must show your individual name and you may also enter your business or “DBA” name on the “Business name/disregarded entity” name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN.

(4)	List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Special rules for partnerships on page 1.

*	Note. Grantor also must provide a Form W-9 to trustee of trust.

Note. If no name is circled when more than one name is listed, the
number will be considered to be that of the first name listed.

Secure Your Tax Records from Identity Theft

Identity theft occurs when someone uses your personal information such as
your name, social security number (SSN), or other identifying information,
without your permission, to commit fraud or other crimes. An identity thief may
use your SSN to get a job or may file a tax return using your SSN to receive a
refund.

To reduce your risk:

Protect your SSN,

Ensure your employer is protecting your SSN, and

Be careful when choosing a tax preparer.

If your tax records are affected by identity theft and you receive a notice
from the IRS, respond right away to the name and phone number printed on the IRS
notice or letter.

If your tax records are not currently affected by identity theft but you
think you are at risk due to a lost or

stolen purse or wallet, questionable credit card activity or credit report,
contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit Form 14039.

For more information, see Publication 4535, Identity Theft Prevention and
Victim Assistance.

Victims of identity theft who are experiencing economic harm or a system
problem, or are seeking help in resolving tax problems that have not been
resolved through normal channels, may be eligible for Taxpayer Advocate Service
(TAS) assistance. You can reach TAS by calling the TAS toll-free case intake
line at 1-877-777-4778 or TTY/TDD 1-800-829-4059.

Protect yourself from suspicious emails or phishing schemes.
Phishing is the creation and use of email and websites designed to mimic
legitimate business emails and websites. The most common act is sending an email
to a user falsely claiming to be an established legitimate enterprise in an
attempt to scam the user into surrendering private information that will be used
for identity theft.

The IRS does not initiate contacts with taxpayers via emails. Also, the IRS
does not request personal detailed information through email or ask taxpayers
for the PIN numbers, passwords, or similar secret access information for their
credit card, bank, or other financial accounts.

If you receive an unsolicited email claiming to be from the IRS, forward this
message to phishing@irs.gov. You may also report misuse of the IRS
name, logo, or other IRS personal property to the Treasury Inspector General for
Tax Administration at 1-800-366-4484. You can forward suspicious emails to the
Federal Trade Commission at: spam@uce.gov or contact them at
www.ftc.gov/idtheft or 1-877-IDTHEFT(1-877-438-4338).

Visit IRS.gov to learn more about identity theft and how to reduce your risk.

Privacy Act Notice

Section 6109 of the Internal Revenue Code requires you to provide your
correct TIN to persons (including federal agencies) who are required to file
information returns with the IRS to report interest, dividends, or certain other
income paid to you; mortgage interest you paid; the acquisition or abandonment
of secured property; the cancellation of debt; or contributions you made to an
IRA, Archer MSA, or HSA. The person collecting this form uses the information on
the form to file information returns with the IRS, reporting the above
information. Routine uses of this information include giving it to the
Department of Justice for civil and criminal litigation and to cities, states,
the District of Columbia, and U.S. possessions for use in administering their
laws. The information also may be disclosed to other countries under a treaty,
to federal and state agencies to enforce civil and criminal laws, or to federal
law enforcement and intelligence agencies to combat terrorism. You must provide
your TIN whether or not you are required to file a tax return. Under section
3406, payers must generally withhold a percentage of taxable interest, dividend,
and certain other payments to a payee who does not give a TIN to the payer.
Certain penalties may also apply for providing false or fraudulent information.

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The Depositary for the Offer is:

If delivering by mail:

American Stock Transfer & Trust Company, LLC

Operations Center

Attn: Reorganization Department

P.O. Box 2042

New York, New York 10272-2042

If delivering by hand or courier:

American Stock Transfer & Trust Company, LLC

Operations Center

Attn: Reorganization Department

6201 15^th Avenue

Brooklyn, New York 11219

The Information Agent may be contacted at the address and
telephone number listed below for questions and/or requests for additional
copies of the Offer to Purchase, this Letter of Transmittal, the notice of
guaranteed delivery and other tender offer materials. You may also contact your
broker, dealer, commercial bank, trust company or other nominee for assistance.
Such copies will be furnished promptly at Purchaser’s expense.

The Information Agent for the Offer is:

Georgeson

199 Water Street : 26^th Floor

New York, NY 10038

Banks and Brokers Call: (212) 440-9800

Call Toll Free: (888) 877-5360

The Dealer-Manager for the Offer is:

Moelis & Company LLC

399 Park Avenue, 5th Floor

New York, New York 10022

Call: (212) 883-3800

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