PROMISSORY NOTE



$5,000,000.00                                           Boston, Massachusetts

                                                            December 27, 2000



     FOR VALUE RECEIVED, the undersigned Curis, Inc., a Delaware corporation

(the "Borrower") hereby promises to pay to the order of FLEET NATIONAL BANK (the

"Bank") the principal amount of Five Million and 00/100 ($5,000,000.00) Dollars

or such portion thereof as may be advanced by the Bank pursuant to (S)1.2 of the

below-defined Letter Agreement and which remains outstanding from time to time

hereunder ("Principal"), with interest, at the rate hereinafter set forth, on

the daily balance of all unpaid Principal, from the date hereof until payment in

full of all Principal and interest hereunder. As used herein, "Letter Agreement"

means that certain letter agreement of even date herewith between the Borrower

and the Bank, as same may be from time to time amended.



     Interest on all unpaid Principal shall be due and payable monthly in

arrears, on the last Business Day (as defined in the Letter Agreement) of each

month, commencing on the first such date after the advance of any Principal and

continuing on the last Business Day of each month thereafter and on the date of

payment of this note in full, at a fluctuating rate per annum (computed on the

basis of a year of three hundred sixty (360) days for the actual number of days

elapsed) which shall at all times (except as described in the next sentence) be

equal to the Prime Rate, as in effect from time to time (but in no event in

excess of the maximum rate permitted by then applicable law), with a change in

the aforesaid rate of interest to become effective on the same day on which any

change in the Prime Rate is effective, immediately and without notice or demand

of any kind; provided, however, that if all or any portion of outstanding

Principal is represented by a LIBOR Loan (as defined in the Letter Agreement)

for any Interest Period (as defined in the Letter Agreement), then interest for

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