EXHIBIT 10.45



Dr. Ellen Brady                                            August 5, 2002

Dear Ellen,

        On behalf of Esperion Therapeutics, Inc. (the "Company"), I am
     pleased to offer you a position with the Company. The following is an
     outline of the terms of this offer:

     1. The position offered is that of Senior Director of Clinical reporting on
        an interim basis to me. Upon hiring of a Sr. Vice President of Clinical
        and Regulatory, you will report to that individual.

     2. You shall be paid an initial monthly salary of $13,750 plus a bonus of
        up to 20% of base salary. The right to receive a bonus for the first
        year of employment or portion thereof for which the Company pays bonuses
        is dependent on continued employment during that period. The magnitude
        of the bonus, if any, will be determined, based upon achievement of a
        series of mutually agreed upon performance objectives/milestones.
        A proposed series of objectives/milestones will be developed between you
        and your supervisor.

     3. A benefits package will be provided to you, which are equivalent to that
        offered to other similarly situated employees with the Company.

     4. Esperion will provide you with a starting bonus of $50,000. In the event
        that your employment at Esperion is terminated by you within 12 months
        from the time of your full-time starting date, you will be required to
        immediately repay the starting bonus. In the event that your employment
        at Esperion is terminated by you after 12 months but before 24 months
        from the time of your full-time starting date, you will be required to
        repay 50% of the starting bonus. This repayment provision will not apply
        if the reason for termination is other than resignation or cause.

     5. Subject to meeting eligibility requirements, we intend to grant to you
        an option to purchase up to 50,000 shares of the Company's common stock
        under one of the Company's equity compensation plans, subject to the
        approval of our Board of Directors. The option grant will become
        effective on the date of such approval, and will have an exercise price
        that will be equal to or greater than the fair market value of a share
        of our stock on the date of such approval, as determined by the Board of
        Directors.  The terms and conditions of the option, along with the
        period during which the option will become exercisable, will be set
        forth in a Stock Option Agreement that you will be required to execute.


     6. You will be required to execute the Company's standard forms of
        Non-Competition, as well as Confidentiality and Assignment Agreement.

     7. This employment relationship is one of employment at will. Either
        Esperion Therapeutics or you may terminate this employment agreement,
        with or without notice, and with or without cause at any time.

     8. If your employment is terminated by the Company for reasons other than
        cause, you will be provided a severance package of 6 months salary; with
        continuation of benefits during this period and 25% of your unvested
        options will automatically vest. Cause shall mean that the employee has
        engaged in disloyalty to the Company, including, without limitation,
        fraud, embezzlement, theft, commission of a felony or proven dishonesty
        in the course of his or her employment, has disclosed trade secrets or
        confidential information of the Company to persons not entitled to
        receive such information, or has engaged in such other behavior
        detrimental to the interests of the Company.  If you terminate your
        employment with the Company voluntarily or if your employment is
        terminated by the company for cause, you will forfeit the severance
        package, as well as any of your unvested stock options.


     If the terms of this offer are acceptable to you, please so indicate by
executing in the space provided below and fax to 734-222-1860, as well as mail
(an original copy) to the Company. Please respond to this offer within two weeks
from the date hereof. After this date (i.e. August 19, 2002) this offer may be
withdrawn at the discretion of the Company. If you have any questions, please
contact Susan Landauer, Human Resource Manager at 734-222-1826.

     Welcome to Esperion Therapeutics! We look forward to working with you to
bring new medicines to a world of unmet medical needs.

                                             Sincerely,
                                             /s/ Tim Mayleben
                                             ----------------
                                             Tim Mayleben
                                             Chief Operating Officer & CFO


AGREED AND ACCEPTED:

/s/ Ellen Brady                        August 12, 2002
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Name                                             Date