EXHIBIT 10.35

November 27, 2000


Eric Sichel, M.D.
411 Highview Road
Englewood, NJ 07631

Dear Eric:

On behalf of Neose Technologies, Inc., I am pleased to offer you the position of
Vice President, Business Strategy and Corporate Communications, effective
November 28, 2000. You will report directly to me; however, to be successful you
will need to interface effectively with all levels of the organization. The
following summarizes the offer which we have made to you.

Your primary responsibilities will be as follows:

o    Development and management of corporate business strategy for Neose, with
     primary emphasis on development of strategies for GlycoAdvance and
     GlycoTherapeutics business units.
o    Management of Corporate Communications for Neose, with primary emphasis on
     Investor Relations and Public Relations. This would include management of
     outside IR/PR counsel, and hiring and management of internal staff as
     appropriate.
o    Serve as member of five-member executive management committee of company
     along with Chairman and Chief Executive Officer, President and Chief
     Operating Officer, Vice President - New Product Development, and Vice
     President - Research & Development.

Neose is offering you an annual base salary of $220,000 earned and paid
semi-monthly, and a bonus potential of 25% of your base salary. The amount of
bonus received will be based on the achievement of individual and company goals.

As part of your compensation, Management will recommend to the Compensation
Committee of the Board of Directors that an option be reserved for you to
purchase 125,000 shares of Neose common stock at a share price equal to the
closing price of Neose's stock on your date of hire. This stock option will vest
as follows: 25,000 shares to be vested immediately, the balance to be vested
equally over four years. On the fourth anniversary of your date of hire, you
will be fully vested in your option. All Neose Stock Options are subject to the
terms of the Neose Stock Option Plan. In addition, most Neose employees receive
additional annual stock option grants based upon individual performance.



Eric Sichel, M.D.
November 27, 2000
Page 2


Neose is also offering three weeks of vacation or vacation time as outlined in
the Neose Employee Information Manual, whichever is greater, per year. In
addition, Neose is offering reasonable expenses for a home office, including a
computer and telephone allowance.

The Company offers employees and their eligible dependents a variety of benefits
such as medical and dental coverage, a 401(k) Plan, an Employee Stock Purchase
Plan, Long Term Disability, etc. Detailed information concerning all benefits
and policies are contained in the Neose Technologies, Inc. Employee Handbook
which will be given to you during the first day orientation session. The
Employee Handbook is not a contract between the employee and Neose Technologies,
Inc. but rather sets forth current policies of the Company, subject to change
any time.

The nature of Neose's business requires that all employees sign a
non-competition and confidentiality agreement. Two copies of this agreement are
enclosed. If you have questions regarding this agreement, please feel free to
contact me directly.

This letter should not be construed as and does not constitute a contract
guaranteeing employment for any specific duration. Although we hope your
employment is long-term, either you or the Company may terminate this
relationship at any time. We have agreed, however, that if Neose terminates your
employment for any reason other than "for cause", Neose will pay you severance
in an amount equal to six months' base salary at your then current rate of pay.

We are pleased to offer you this opportunity to join the Neose team. Your
experience, commitment, and dedication can and will contribute to the success of
Neose Technologies, Inc. We look forward to working with you.

Please acknowledge your acceptance of the offer by signing all copies of this
offer and the enclosed noncompetition and confidentiality agreement and return
one copy of each in the enclosed envelope.

Sincerely,


/s/ P. Sherrill Neff
-------------------------------------
P. Sherrill Neff
President and Chief Operating Officer



                                        /s/  Eric Sichel                11/28/00
                                        ---------------------------     --------
                                        Eric Sichel                     Date