ATHEROGENICS INC
EXHIBIT 10.20(D)
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>6
<FILENAME>svbexhd.txt
<DESCRIPTION>EXHIBIT 10.20(D)
<TEXT>


                                                 EXHIBIT 10.20(d)


                    NEGATIVE PLEDGE AGREEMENT

      This Negative Pledge Agreement is made as of March 6, 2002,
by and between AtheroGenics, Inc. ("Borrower") and Silicon Valley
Bank ("Bank").

      In  connection with, among other documents,  the  Loan  and
Security  Agreement  (the  "Loan Documents")  being  concurrently
executed  herewith between Borrower and Bank, Borrower agrees  as
follows:

          1.     Borrower  shall  not  sell,  transfer,   assign,
          mortgage, pledge, lease, grant a security interest  in,
          or  encumber,  or  enter into any agreement,  document,
          instrument  or  other arrangement (except  with  or  in
          favor  of  the  Bank  or as expressly  permitted  under
          Section  7.1  of the Loan and Security Agreement)  with
          any  Person  which directly or indirectly prohibits  or
          has  the  effect of prohibiting Borrower from  selling,
          transferring, assigning, mortgaging, pledging, leasing,
          granting a security interest in or upon, or encumbering
          any  of  Borrower's  intellectual property,  including,
          without limitation, the following:

          a.   Any    and   all   copyright   rights,   copyright
               applications,  copyright  registrations  and  like
               protections   in  each  work  or  authorship   and
               derivative  work  thereof,  whether  published  or
               unpublished  and  whether or  not  the  same  also
               constitutes  a  trade  secret,  now  or  hereafter
               existing, created, acquired or held;

                     b.    Any and all trade secrets, and any and
               all   intellectual  property  rights  in  computer
               software  and  computer software products  now  or
               hereafter existing, created, acquired or held;

                     c.   Any and all design rights which may  be
               available  to Borrower now or hereafter  existing,
               created, acquired or held;

                     d.    All  patents, patent applications  and
               like  protections  including, without  limitation,
               improvements, divisions, continuations,  renewals,
               reissues, extensions and continuations-in-part  of
               the same, including without limitation the patents
               and patent applications;

                     e.    Any  trademark and servicemark rights,
               whether   registered  or  not,   applications   to
               register  and registrations of the same  and  like
               protections,  and  the  entire  goodwill  of   the
               business of Borrower connected with and symbolized
               by such trademarks;

                    f.   Any and all claims for damages by way of
               past,  present and future infringements of any  of
               the rights included above, with the right, but not
               the  obligation,  to  sue  for  and  collect  such
               damages  for  said  use  or  infringement  of  the
               intellectual property rights identified above;

                     g.   All licenses or other rights to use any
               of  the Copyrights, Patents or Trademarks, and all
               license  fees and royalties arising from such  use
               to the extent permitted by such license or rights;
               and

                    h.   All amendments, extensions, renewals and
               extensions of any of the Copyrights, Trademarks or
               Patents; and

                      i.    All  proceeds  and  products  of  the
               foregoing,   including  without   limitation   all
               payments  under  insurance  or  any  indemnity  or
               warranty  payable  in  respect  of  any   of   the
               foregoing;

          2.    It  shall be an event of default under  the  Loan
          Documents  between  Borrower and Bank  if  there  is  a
          breach of any term of this Negative Pledge Agreement.

          3.    Capitalized terms used but not otherwise  defined
          herein  shall  have the same meaning  as  in  the  Loan
          Documents.







BORROWER:

Atherogenics, Inc.


By:  /s/MARK P. COLONNESE
Name:  Mark P. Colonnese
Title:  Chief Financial Officer and Secretary


BANK:

Silicon Valley Bank


By:  /s/ALAN P. SPURGIN
Name:  Alan P. Spurgin
Title:  Senior Vice President

</TEXT>
</DOCUMENT>
