918112--8/31/2009--NEUROBIOLOGICAL_TECHNOLOGIES_INC

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We only have very limited control over the development and commercialization of XERECEPT , which we have sold to Celtic Pharma, and as a result, we may not realize a significant portion of the potential value of this product candidate. The approval of XERECEPT , the only investigational drug in which we retain any interest, by the FDA or other regulatory authorities is uncertain and will involve the commitment of substantial time and resources. Even if XERECEPT is approved for commercialization, it may not be successfully commercialized or generate meaningful product revenues for us. Celtic Pharma may not be successful in selling its rights to XERECEPT. Risks Related to Our Financial Condition The auction rate securities we hold in our portfolio are currently not actively trading, and we may have to sell all or some of these securities at a loss. Risks Related to Our Common Stock The market price of our common stock has been, and is likely to continue to be, highly volatile. We are not likely to continue to meet the listing standards of the NASDAQ Capital Market, which could result in our delisting and negatively impact the price of our common stock and our ability to access the capital markets.

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918112--8/31/2009--NEUROBIOLOGICAL_TECHNOLOGIES_INC_/CA/