EXHIBIT I


                            JOINT FILING AGREEMENT

This will confirm the agreement by and among the undersigned that the Schedule
13G/A filed with the Securities and Exchange Commission on or about the date
hereof with respect to the beneficial ownership by the undersigned of the
Common Stock of Guilford Pharmaceuticals Inc. is being filed, and all
amendments thereto will be filed, on behalf of each of the persons and entities
named below in accordance with Rule 13d-1(k) under the Securities Exchange Act
of 1934, as amended.  This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.


Dated: February 11, 2005


SMITHFIELD FIDUCIARY LLC


By:  /s/  Howard Feitelberg
    -------------------------------------
     Howard Feitelberg, Director



Highbridge International LLC

By:  /s/  Howard Feitelberg
    -------------------------------------
     Howard Feitelberg, Director



Highbridge Capital Corporation

By:  /s/  Howard Feitelberg
    -------------------------------------
     Howard Feitelberg, Controller



Highbridge Capital Management, LLC

By:  /s/  Ronald S. Resnick
    -------------------------------------
     Ronald S. Resnick, Managing Partner



/s/  Glenn Dubin
-------------------------------------
Glenn Dubin



/s/  Henry Swieca
-------------------------------------
Henry Swieca