Safety and Tolerability of Sub-retinal Transplantation of hESC Derived RPE (MA09-hRPE) Cells in Patients With Advanced Dry Age Related Macular Degeneration

This study is a Phase I/II, open-label, non randomized, sequential, multi-center clinical
trial. There will be 5 cohorts, the 4 low vision cohorts will contain 3 patients, the better
vision cohort will contain 4 patients. The enrolled cohorts will be as follows:

Three AMD patients- 50,000 MA09-hRPE cells transplanted Three AMD patients- 100,000
MA09-hRPE cells transplanted Four Better Vision AMD patients- 100,000 MA09-hRPE cells
transplanted Three AMD patients- 150,000 MA09-hRPE cells transplanted Three AMD patients-
200,000 MA09-hRPE cells transplanted

Patients will be enrolled sequentially, and within each cohort of 3 patients, each patient's
clinical course over the first 6 weeks following cell transplantation will be reviewed by an
independent (DSMB) before enrollment is opened for the next 2 patients. A full safety
assessment of all 3 patients in each cohort will be made by the DSMB when the 3rd patient in
each cohort completes 4 weeks of follow-up, and before the first patient in the next cohort
receives a cell transplant. The exception is the better vision group where all patients may
be enrolled once DSMB approval has been received.

Each cohort will be enrolled sequentially in turn, with the exception of the better vision
cohort which may be enrolled in parallel with the other cohorts.

The day of the cell implantation will be Day 0, and patients will remain in the study until
the last visit at 12 months.

Inclusion Criteria:

- Adult male or female over 55 years of age.

- Patient should be in sufficiently good health to reasonably expect survival for at
least four years after treatment

- Clinical findings consistent with advanced dry AMD with evidence of one or more areas
of >250microns of geographic atrophy (as defined in the Age-Related eye Disease Study
[AREDS] study) involving the central fovea.

- GA defined as attenuation or loss of RPE as observed by biomicroscopy, OCT, and FA.

- No evidence of current or prior choroidal neovascularization in the treated eye

- The visual acuity of the eye to receive the transplant will be no better than 20/400.
The visual acuity of the eye in the better vision cohort to receive the transplant
will be no better than 20/100.

- The visual acuity of the eye that is not to receive the transplant will be no better
than 20/400 for the worse vision patients and no worse than 20/100 for the better
vision patients.

- Electrophysiological findings consistent with advanced dry AMD.

- Medically suitable to undergo vitrectomy and subretinal injection.

- Medically suitable for general anesthesia or waking sedation, if needed.

- Medically suitable for transplantation of an embryonic stem cell line:

Any laboratory value which falls slightly outside of the normal range will be reviewed by
the Medical Monitor and Investigators to determine its clinical significance. If it is
determined not to be clinically significant, the patient may be enrolled into the study.

- Normal serum chemistry (sequential multi-channel analyzer 20 [SMA-20]) and hematology
(complete blood count [CBC], prothrombin time [PT], and activated partial
thromboplastin time [aPTT]) screening tests. (NOTE:With the exception of
abnormalities specifically identified in the exclusion criteria)

- Negative urine screen for drugs of abuse.

- Negative human immunodeficiency virus (HIV), hepatitis B (HBV), hepatitis C (HCV)
serologies.

- No history of malignancy (with the exception of successfully treated (excised) basal
cell carcinoma[skin cancer] or successfully treated squamous cell carcinoma of the
skin).

- Negative cancer screening within previous 6 months:

- complete history & physical examination;

- dermatological screening exam for malignant lesions;

- negative fecal occult blood test & negative colonoscopy within previous 7 years;

- negative chest roentgenogram (CXR);

- normal CBC & manual differential;

- negative urinalysis (U/A);

- normal thyroid exam;

- if male, normal testicular examination; digital rectal examination (DRE) and prostate
specific antigen (PSA);

- if female, normal pelvic examination with Papanicolaou smear; and

- If female, normal clinical breast exam and, negative mammogram.

- If female and of childbearing potential, willing to use two effective forms of birth
control during the study.

- If male, willing to use barrier and spermicidal contraception during the study.

- Willing to defer all future blood, blood component or tissue donation.

- Able to understand and willing to sign the informed consent

Exclusion Criteria:

- Presence of active or inactive CNV in the eye to be treated.

- Presence or history of retinal dystrophy, retinitis pigmentosa, chorioretinitis,
central serious choroidopathy, diabetic retinopathy or other retinal vascular or
degenerative disease other than ARMD.

- History of optic neuropathy.

- Macular atrophy due to causes other than AMD.

- Presence of glaucomatous optic neuropathy in the study eye, uncontrolled IOP, or use
of two or more agents to control IOP (acetazolamide, beta blocker, alpha-1-agonist,
antiprostaglandins, anhydrous carbonic inhibitors).

- Cataract of sufficient severity likely to necessitate surgical extraction within 1
year.

- History of retinal detachment repair in the study eye.

- Axial myopia of greater than -8 diopters

- Axial length greater than 28 mm.

- History of malignancy (with the exception of successfully treated [excised] basal
cell carcinoma[skin cancer] or successfully treated squamous cell carcinoma of the
skin).

- History of myocardial infarction in previous 12 months.

- History of diabetes mellitus.

- History of cognitive impairments or dementia which may impact the patients ability
participate in the informed consent process and to appropriately complete
evaluations.

- Any immunodeficiency.

- Any current immunosuppressive therapy other than intermittent or low dose
corticosteroids.

- Alanine transaminase/aspartate aminotransferase (ALT/AST) >1.5 times the upper limit
of normal or any known liver disease.

- Renal insufficiency, as defined by creatine level >1.3 mg/dL.

- A hemoglobin concentration of less than 10 gm/dL, a platelet count of less than
100k/mm3 or an absolute neutrophil count of less than 1000/mm3 at study entry.

- Serologic evidence of infection with Hepatitis B, Hepatitis C, or HIV.

- Current participation in any other clinical trial.

- Participation within previous 6 months in any clinical trial of a drug by ocular or
systemic administration.

- Any other sight-threatening ocular disease.

- Any history of retinal vascular disease (compromised blood-retinal barrier.

- Glaucoma.

- Uveitis or other intraocular inflammatory disease.

- Significant lens opacities or other media opacity.

- Ocular lens removal within previous 3 months.

- Ocular surgery in the study eye in the previous 3 months

- If female, pregnancy or lactation.

- Any other medical condition, which, in the Investigator's judgment, will interfere
with the patient's ability to comply with the protocol, compromises patient safety,
or interferes with the interpretation of the study results.