EXHIBIT 10.2

                              TERMINATION AGREEMENT

This Agreement (the "Termination Agreement") made this 1st day of November 2001,
is entered into by and between The Medicines Company, a Delaware corporation
with its principal place of business at One Cambridge Center, Cambridge,
Massachusetts 02142 (the "Company"), and Stack Pharmaceuticals, Inc, a Delaware
corporation with its principal place of business at 5 Sylvan Way, Parsippany,
New Jersey 07054 ("SPI").

WHEREAS, the Company and SPI (together, the "Parties") are parties to that
certain Services Agreement dated April 1, 2000, as amended (the "Services
Agreement"), by and between the Company and SPI pursuant to which SPI provides
requested infrastructure, consulting, advisory and related services to the
Company;

WHEREAS, the Parties desire to terminate the Services Agreement; and

WHEREAS, SPI desires to assign to the Company, and the Company desires to
acquire from SPI, certain furniture, equipment and other property;

NOW, THEREFORE, in consideration of the mutual covenants and promises contained
herein and other good and valuable consideration, the sufficiency of which is
hereby acknowledged, the Parties agree as follows:

1.       Termination of Agreement. The Parties agree that upon the date hereof,
         the Services Agreement shall terminate and be of no further force or
         effect; provided however that Sections 5 and 7 (and Sections 9 through
         15 to the extent applicable to Sections 5 and 7) shall survive the
         termination of the Services Agreement.

2.       Assignment of Lease. The Parties acknowledge and agree that the Lease
         dated February 28, 2000 between SPI and Mack-Cali Morris Realty LLC has
         been assigned and assumed by the Company effective as of the date
         hereof in accordance with the terms of, and pursuant to, that certain
         Assignment and Assumption of Lease dated October 18, 2001 by and
         between the Parties.

3.       Sale of Furniture and Equipment.

         (a)      For and in consideration of the payment by the Company to SPI
                  of the Purchase Price (as defined below), SPI hereby sells,
                  transfers, conveys, and assigns to the Company all of SPI's
                  right, title and interest to the furniture, equipment and
                  other property set forth on Exhibit A hereto (the "Purchased
                  Property").

         (b)      In connection with the Company's purchase of the Purchased
                  Property from SPI, the Company hereby agrees to pay SPI
                  $71,032.06 (the "Purchase Price").

         (c)      SPI hereby represents to the Company that it is the true and
                  lawful owner, and has good title to, all of the Purchased
                  Property, free and clear of any security interest or other
                  encumbrance, and that upon the sale and purchase contemplated
                  by this


                  Section 3, the Company will become the true and lawful owner
                  of, and will receive good title to, the Purchased Property,
                  free and clear of any security interest or other encumbrance.

         (d)      At any time and from time to time after the date hereof, at
                  the request of the Company and without further consideration,
                  SPI shall execute and deliver such instruments of sale,
                  transfer, conveyance and assignment and take such actions as
                  the Company may reasonably request to more effectively
                  transfer, convey and assign to the Company, and to confirm the
                  Company's rights to, title in and ownership of, the Purchased
                  Property and to place the Company in actual possession and
                  operating control thereof.

4.       Miscellaneous

         (a)      Counterparts. This Agreement may be executed in one or more
                  counterparts, each of which shall be deemed to be an original,
                  but all of which shall be one and the same document.


         (b)      Governing Law. This Agreement shall be construed, interpreted
                  and enforced in accordance with the laws of the State of New
                  Jersey.

         (c)      Successors and Assigns. This Termination Agreement shall be
                  binding upon each Party and its successors and assigns and
                  shall inure to the benefit of the other Party and its
                  successors and assigns, including any entity with which or
                  into which such Party may be merged or which may succeed to
                  its assets or business.

         (d)      Entire Agreement. This Termination Agreement constitutes the
                  entire agreement between the Parties and supersedes all prior
                  agreements and understandings, whether written or oral,
                  relating to the subject matter of this Termination Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year set forth above.


                                               THE MEDICINES COMPANY

                                               By:     /s/ Clive Meanwell
                                                       -------------------------
                                                       Clive A. Meanwell
                                               Title:  Chairman


                                               STACK PHARMACEUTICALS, INC.

                                               By:     /s/ David M. Stack
                                                       -------------------------
                                                       David M. Stack
                                               Title:  President


                                    Exhibit A



                               Purchased Property



Computers and Computer Equipment; and

Furniture and Interior Furnishings, to be agreed upon.