ADHEREX TECHNOLOGIES INC. Annual and Special Meeting of Shareholders

ADHEREX TECHNOLOGIES INC.

Annual and Special Meeting of Shareholders April 29, 2005

Report of Voting Results pursuant

to section 11.3 of National Instrument 51-102 Continuous Disclosure Obligations ( NI 51-102 )

A. Election of Directors

The following nominees were elected as a group as Directors of Adherex Technologies Inc. (the Corporation ) until the next Annual Meeting of shareholders of

the Corporation or until such person s successor is duly elected or appointed:

B. Appointment of Auditors

The following is the outcome of a resolution to appoint PricewaterhouseCoopers LLP as Auditors of the Corporation for the ensuing year, to

hold office until the next Annual Meeting of shareholders of the Corporation, at a remuneration to be fixed by the Directors of the Corporation:

C. Consolidation of Outstanding

The following is the outcome of a special resolution to

approve a consolidation of the Corporation s outstanding Common Shares on the basis of a range between one for two and one for ten Common Shares, to be determined by the Corporation s Board of Directors:

D. Approval of the Amendments to Stock Option Plan

The following is the outcome of a resolution to authorize an increase in the number of Common Shares issuable pursuant to the

Corporation s stock option plan and to authorize certain other amendments to the Corporation s stock option plan:

E. Approval of Amendments to

The following is the outcome of a resolution to approve the

amendment of certain provisions of the Corporation s By-law No. 2 which were required in connection with the Corporation s listing of its Common Shares on the American Stock Exchange:

Adherex Technologies Inc.

Vice President, General Counsel and Corporate Secretary