MANUFACTURING AND SUPPLY AGREEMENT

<PAGE>
                                                                   EXHIBIT 10.56

          CONFIDENTIAL MATERIALS OMITTED AND FILED SEPARATELY WITH THE
        SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS.

                       MANUFACTURING AND SUPPLY AGREEMENT

      This MANUFACTURING AND SUPPLY AGREEMENT (the "Agreement") dated as of
November 11, 2003 (the "Effective Date") is made by and between Raylo Chemicals
Inc., a Canadian corporation ("Raylo") and Eyetech Pharmaceuticals, Inc., a
Delaware corporation ("Eyetech").

                                    RECITALS

      WHEREAS, Eyetech develops and commercializes new drugs to reduce and
prevent serious vision loss caused by eye disease and to develop new
technologies to safely deliver drugs to the back of the eye;

      WHEREAS, Raylo is a contract manufacturer of chemical compounds for human
drugs;

      WHEREAS, Raylo and Eyetech wish to enter into an agreement describing the
terms and conditions upon which Raylo will manufacture and supply to Eyetech,
and Eyetech will purchase from Raylo, the active pharmaceutical ingredient in
Eyetech's Macugen(TM) product;

      WHEREAS, Raylo and Eyetech wish to set forth certain license terms
pursuant to which Raylo will license and sublicense its intellectual property to
permit Eyetech to manufacture for itself or have manufactured by a third party
manufacturer the same product;

      WHEREAS, Raylo and Eyetech are parties to a certain Letter of
Understanding dated September 1, 2003 (the "LOU") that, during the effectiveness
of such LOU, will supersede and/or modify certain terms of this Agreement; and

      WHEREAS, Raylo and Eyetech are parties to a certain Quality Agreement
dated November 11, 2003 (the "Quality Agreement"), which sets forth certain
agreements of the Parties regarding quality control and quality assurance;

      NOW, THEREFORE, in consideration of the foregoing recitals and the mutual
promises, covenants and agreements hereinafter set forth the parties hereto
agree as follows:
<PAGE>
                                 1. DEFINITIONS


      1.1 "15mM Process" shall mean the process for manufacturing API
established, validated and documented through the 15mM Process Validation
Procedures.

      1.2 "15mM Process Validation Procedures" shall mean the procedures for
validation of the 15mM Process set forth in the Quality Agreement.

      1.3 "Affiliate" shall mean, with respect to a Party, any Person that
controls, is controlled by, or is under common control with such Party. For
purposes of this Section 1.3, "control" shall refer to (a) in the case of a
Person that is a corporate entity, direct or indirect ownership of fifty percent
(50%) or more of the stock or shares having the right to vote for the election
of directors of such Person and (b) in the case of a Person that is an entity,
but is not a corporate entity, the possession, directly or indirectly, of the
power to direct, or cause the direction of, the management or policies of such
Person, whether through the ownership of voting securities, by contract or
otherwise.

      1.4 "Agreement" shall mean this Manufacturing and Supply Agreement between
Raylo and Eyetech together with the recitals and all exhibits, schedules and
attachments hereto.


      1.5 "Amgen License Fee" shall mean a fee in the amount of US$[**] payable
by Eyetech to Raylo upon exercise by Eyetech of its option to license the Amgen
Patents in accordance with Section 2.3(a).



      1.6 "Amgen Patents" shall mean U.S. Patent No. 4,762,779 and Canadian
Patent No. 1,303,526 and all Patent Rights based on such patents, and all
counterparts of any of the foregoing in any country.


      1.7 "API" shall mean active pharmaceutical ingredient bulk drug substance
manufactured for use in the Eyetech Product, as described in the Specifications.

      1.8 "Applicable Legal Requirements" shall mean: (a) any and all federal,
national, supranational, state and local laws, regulations, ordinances, orders
and requirements applicable to the activities under this Agreement; and (b) any
other specifications, guidelines, procedures and directives mutually agreed to
by the Parties, applicable to the API or Eyetech Product, or activities under
this Agreement, including, without limitation, cGMP.

      1.9 "Batch" shall mean a batch of API resulting from the 15mM Process.

      1.10 "[**]" shall mean [**].

      1.11 "Binding Order" shall have the meaning set forth in Section 3.2(b)
hereof.

      1.12 "Business Day" shall mean a day on which banks are open for business
in both New York, New York and Edmonton, Alberta.



                                       2
<PAGE>
      1.13 "Certificates" means, with respect to the API, all necessary
certificates of analysis and/or certificates of compliance.

      1.14 "CFR" shall mean the United States Code of Federal Regulations.

      1.15 "cGMP" shall mean applicable current Good Manufacturing Practices as
described, without limitation, in ICHQ7A as specified in the Quality Agreement.

      1.16 "Confidential Information" shall mean all Know How or other
information (whether or not patentable) regarding a Party's technology,
products, business information or objectives, and all biological materials of a
Party. Notwithstanding the foregoing, Confidential Information shall not include
Know-How or other information that:

            (a) was known or used by the receiving Party or its Affiliates prior
to its date of disclosure to the receiving Party; or

            (b) either before or after the date of the disclosure to the
receiving Party is lawfully disclosed to the receiving Party or its Affiliates
by sources other than the disclosing Party rightfully in possession of such
Know-How or other information and not bound by confidentiality obligations to
the disclosing Party; or

            (c) either before or after the date of the disclosure to the
receiving Party or its Affiliates is or becomes published or otherwise is or
becomes part of the public domain through no breach hereof on the part of the
receiving Party or its Affiliates; or

            (d) is independently developed by or for the receiving Party or its
Affiliates without reference to or reliance upon the Confidential Information of
the disclosing Party as demonstrated by written records.

      1.17 "Delivery" and all variations of this term means the delivery to
Eyetech of API, FCA (Incoterms 2000) the Facility, together with all applicable
Certificates, that meets the Specifications and has been manufactured in
accordance with cGMP.

      1.18 "Dollars" or "$" shall mean Canadian Dollars unless expressly
provided otherwise.

      1.19 "Effective Date" shall have the meaning set forth in the introduction
hereto.

      1.20 "Eyetech Intellectual Property" shall mean all Eyetech Know-How and
Eyetech Patent Rights.

      1.21 "Eyetech Know-How" shall mean any Know-How that (a) either (i) is in
Eyetech's and/or its Affiliates' possession on the Effective Date or (ii)
Eyetech and/or its Affiliates develop or acquire during the Term and (b) is
owned or controlled by, or licensed to, Eyetech and/or its Affiliates and to
which Eyetech and/or its Affiliates have


                                       3
<PAGE>
the right to grant licenses or sublicenses without violating the terms of any
agreement with a third party.

      1.22 "Eyetech Materials" shall mean the raw materials to be supplied to
Raylo by Eyetech pursuant to Section 3.3 hereof. A list of all Eyetech Materials
is attached hereto as Exhibit B.

      1.23 "Eyetech Patent Rights" shall mean Patent Rights that (a) cover
Eyetech Know-How and (b) are owned or controlled by, or licensed to, Eyetech
and/or its Affiliates and to which Eyetech and/or its Affiliates have the right
to grant licenses or sublicenses without violating the terms of any agreement
with a third party.

      1.24 "Eyetech Product" shall mean Eyetech's product named "Macugen(TM)"
delivered by intravitreal injection.

      1.25 "Facility" shall mean Raylo's facility at 1021 Hayter Road, Edmonton,
Alberta, Canada or such other manufacturing facility of Raylo or its Affiliates
as may be approved by Eyetech.

      1.26 "FD&C Act" shall mean the United States Federal Food, Drug, and
Cosmetic Act, as amended, and the regulations promulgated thereunder.

      1.27 "FDA" shall mean the United States Food and Drug Administration.

      1.28 "Forecast" shall have the meaning set forth in Section 3.2(a) hereof.

      1.29 "Improvement" shall mean any upgrade, new version, adaptation,
change, redesign, improvement, derivative work, modification or development of
or to the API, the Specifications, or the method or process of manufacture,
production or use of the API, conceived or reduced to practice, or otherwise
created, in the course of the Parties' activities pursuant to this Agreement.

      1.30 "Initial Term" shall have the meaning set forth in Section 9.1.

      1.31 "Know-How" shall mean all information, inventions, discoveries,
copyrights, trade secrets, data or materials, whether proprietary or not, and
all Improvements.

      1.32 "LOU" shall have the meaning set forth in the recitals hereto.

      1.33 "LOU Termination Date" shall mean the date that the interim
provisions of the LOU relating to the processing of API at the Facility and
responsibility for rejected Batches shall, by agreement of the Parties in
accordance with Section 4.1(c), terminate.

      1.34 "Material Safety Data Sheet" means the material safety data sheet
used to comply with the United States Occupational Safety and Health
Administration's Hazard Communication Standard, 29 CFR Section 1910.120, as
amended from time to time.


                                       4
<PAGE>
      1.35 "Minimums" shall mean the percentages of Eyetech's requirements for
API used in the Eyetech Product set forth on Exhibit C hereto.

       1.36 "mM" shall mean one-thousandth of a Mole.

      1.37 "Negotiated Per Gram Cost" shall mean the cost per gram of API to be
paid by Eyetech to Raylo set forth on Exhibit D, as adjusted from time to time
in accordance with Section 4.2.

      1.38 "PAI" shall mean a pre-approval inspection of the Facility to
demonstrate the requirements of Section 505 of the FD&C Act are met with regard
to the methods used in, and the facilities and controls used for, the
manufacture and processing of a drug.

      1.39 "Parties" shall mean Raylo and Eyetech together and "Party" shall
mean either Raylo or Eyetech individually.

      1.40 "Patent Rights" shall mean all patents and patent applications
(including any continuations and continuations-in-part of any such patent
applications, and any divisionals, provisionals or substitute applications with
respect to any such patent applications), any patent issued with respect to any
such patent applications, any reissue, reexamination, renewal or extension
(including any supplemental patent certificate) of any such patent, and any
confirmation patent or registration patent or patent of addition based on any
such patent, and all counterparts of any of the foregoing in any country.

      1.41 "Person" shall mean any natural person or any corporation, company,
partnership, joint venture, firm or other entity, including without limitation a
Party.

      1.42 "Quality Agreement" shall have the meaning set forth in the recitals
hereto.

      1.43 "Raw Materials" means ingredients, additives, purification resins,
and reagents, and any other components or in-process materials as defined in 21
CFR Section 210.3, which are purchased by Raylo for use in the manufacture of
the API, but not including the Eyetech Materials.

      1.44 "Raylo Intellectual Property" shall mean all Raylo Know-How and Raylo
Patent Rights.

      1.45 "Raylo Know-How" shall mean any Know-How that (a) either (i) is in
Raylo's and/or its Affiliates' possession on the Effective Date or (ii) Raylo
and/or its Affiliates develop or acquire during the Term and (b) is owned or
controlled by, or licensed to, Raylo and/or its Affiliates and to which Raylo
and/or its Affiliates have the right to grant licenses or sublicenses without
violating the terms of any agreement with a third party.

      1.46 "Raylo Patent Rights" shall mean Patent Rights that (a) cover Raylo
Know-How and (b) are owned or controlled by, or licensed to, Raylo and/or its
Affiliates


                                       5
<PAGE>
and to which Raylo and/or its Affiliates have the right to grant licenses or
sublicenses without violating the terms of any agreement with a third party.

      1.47 "Services" shall have the meaning set forth in Section 3.6.

      1.48 "Specifications" shall mean the initial specifications for the API
set forth on Exhibit A hereto, and any subsequent changes or modifications to
the initial specifications as determined by Eyetech from time to time.

      1.49 "Term" shall mean the Initial Term as it may be extended pursuant to
Section 9.1 hereof.

      1.50 "Validation Batches" shall mean Batches of API submitted by Raylo to
Eyetech for validation of the 15mM Process pursuant to the Quality Agreement.


                 2. VALIDATION; REGULATORY COMPLIANCE; LICENSES


       2.1 Validation. Validation of the 15mM Process shall be conducted as set
forth in the Quality Agreement. All post-validation changes to the 15mM Process
shall require the prior written approval of Eyetech.

      2.2 Regulatory Compliance and Records.

            (a) Regulatory Inspections and Notices. Raylo is responsible for
passing any required PAI in connection with Eyetech's application for regulatory
approval of the Eyetech Product. Eyetech shall provide a third party consultant,
at its cost, to advise Raylo on what steps are necessary for Raylo to pass any
such PAI with respect to the API in the Facility. Raylo shall provide Eyetech
with a copy of all inspection results, including a copy of any inspection report
and/or observations from the regulatory authority (or its designee) for any
regulatory inspection; provided that Raylo may redact any third party
confidential information from such inspection results if such third party
confidential information is not relevant to a complete understanding of the
impact of the regulatory inspection on Raylo's ability to manufacture and supply
API in accordance with this Agreement. Raylo shall notify Eyetech within two (2)
Business Days after receiving formal notice about the initiation of any
compliance or enforcement action, investigation, inspection, review or inquiry
by the FDA or other regulatory authority concerning the API, including any Form
483, recall, seizure, warning letter, or court complaint. In addition, Eyetech
shall have the right to have, at Eyetech's option, up to two (2) Eyetech
representatives present at the Facility for any regulatory inspection that
relates to the manufacture of the API.

            (b) Access to Records. Eyetech shall have access to all records,
documents and materials of Raylo relating to this Agreement and the manufacture
of the API. Upon Eyetech's request and at Eyetech's cost, Raylo shall promptly
deliver to Eyetech a single copy of any such records, documents and materials
that Eyetech may request.


                                        6
<PAGE>
            (c) Regulatory Submissions and Support. Raylo shall cooperate with
Eyetech and provide Eyetech with any information in Raylo's possession that
Eyetech requires in order to make submissions to regulatory authorities relating
to the API and/or the Eyetech Product. Eyetech will advise Raylo from time to
time of any regulatory submissions relating to the API and/or the Eyetech
Product requiring responses from Raylo. Raylo shall respond to any such inquiry
and provide all requested information promptly after Raylo's receipt of the
inquiry, and Raylo shall provide Eyetech with notice of any inquiry from a
regulatory authority within two (2) Business Days from Raylo's receipt of the
inquiry.

      2.3 Licenses; Covenants.


            (a) License Under Amgen Patents. Raylo hereby grants to Eyetech an
irrevocable, perpetual, non-exclusive, worldwide, royalty-free license, with the
right to grant sublicenses to Eyetech's Affiliates and to Pfizer Inc. and Pfizer
Inc.'s affiliates, under the Amgen Patents, solely to make, have made, use,
sell, offer for sale and import the API and Eyetech Product, effective upon
written notice from Eyetech to Raylo that it is exercising its option to license
the Amgen Patents and payment by Eyetech to Raylo of the Amgen License Fee.
Raylo hereby agrees not to transfer or grant to any third party any rights in
the Amgen Patents that would prevent or are inconsistent with the foregoing
license grant to Eyetech.


            (b) License Under Eyetech Intellectual Property. Eyetech hereby
grants to Raylo a non-exclusive, worldwide, non-sublicensable, royalty-free
license under the Eyetech Intellectual Property during the Term solely to
perform Raylo's obligations under this Agreement.

             (c) License Under Raylo Intellectual Property. In order to ensure
that Eyetech will be free to continue using, or having used, its manufacturing
processes and other technology relating to the API and the Eyetech Product both
during the Term and after the expiration or termination of this Agreement, Raylo
hereby grants to Eyetech an irrevocable, perpetual, non-exclusive, worldwide,
royalty-free license, with the right to grant sublicenses to Eyetech's
Affiliates and to Pfizer Inc. and Pfizer Inc.'s Affiliates, under the Raylo
Intellectual Property, solely to make, have made, use, sell, offer for sale and
import the API and Eyetech Product.


            (d) Covenants Regarding [**]. Raylo hereby agrees (i) to [**] in
full force and effect during the Term and thereafter for a period of [**], (ii)
agrees not to take any action or omit to take any action, which action or
omission could result in [**] and (iii) agrees to notify Eyetech within two (2)
Business Days of receiving any communication from or on behalf of [**]. Upon
request by Eyetech, and at Eyetech's expense or [**], Raylo shall exercise its
right under Section 2.02 of the [**] that are [**] those of the [**] designated
by Eyetech.


      2.4 Ownership of and Licenses to Improvements. Each Party shall own all
Improvements made by it or its employees. Raylo hereby grants to Eyetech an
irrevocable, perpetual, exclusive, worldwide, royalty-free license, with the
right to grant


                                       7
<PAGE>
sublicenses, to all Improvements made by Raylo and its employees, solely to
make, have made, use, sell, offer for sale and import the API and Eyetech
Product. Eyetech hereby grants to Raylo an irrevocable, perpetual,
non-exclusive, worldwide, royalty-free license, with the right to grant
sublicenses, to manufacturing method or process Improvements made by Eyetech and
its employees, solely for purposes unrelated to the making, having made, using,
sale, offer for sale or importation of the API or the Eyetech Product.

      2.5 Upgrade to Manufacturing Process. If Eyetech requests that Raylo
upgrade its manufacturing process for the API from the 15mM Process to a higher
volume process (e.g., to a 100mM process), the Parties shall in good faith
cooperate to make any operational changes necessary to implement such upgrade
and to amend this Agreement, including without limitation the validation and
pricing provisions hereof, as reasonably necessary to accommodate such necessary
changes.


           3. SUPPLY OF PRODUCT; EYETECH MATERIALS; SERVICES; ADVERSE
                         EXPERIENCE REPORTING; FACILITY


      3.1 Supply and Purchase of API. Raylo shall manufacture API exclusively
for and sell API exclusively to Eyetech and its Affiliates and, if requested by
Eyetech, to Pfizer Inc. and its affiliates, and Eyetech (together with its
Affiliates, Pfizer Inc. and Pfizer Inc.'s affiliates) shall purchase from Raylo
quantities of the API sufficient to meet Eyetech's Minimum obligations; provided
that Eyetech shall not be obligated to purchase such Minimums from Raylo if its
failure to do so is related to Raylo's failure to accept Eyetech's Binding
orders or to Deliver API to Eyetech by the requested delivery dates in Eyetech's
Binding Orders. If Eyetech requests that Raylo sell API to Pfizer Inc. and
Pfizer Inc.'s affiliates, Eyetech hereby guarantees to Raylo payment by Pfizer
Inc. and Pfizer Inc.'s affiliates for API Delivered by Raylo in accordance with
written orders placed by Pfizer Inc. and Pfizer Inc.'s affiliates.

      3.2 Production Planning; Forecasts.

            (a) Forecast. During the Term, Eyetech shall provide to Raylo,
within the first month of each quarter, on a quarterly basis, a rolling forecast
for orders of API with respect to the following four (4) quarters (each, a
"Forecast"). Eyetech shall be obligated to purchase at least [**] of the amount
of API forecast for the first quarter of any Forecast, and shall execute a
binding purchase order to that effect. The forecast for the remaining three (3)
quarters of any Forecast shall be non-binding.

            (b) Binding Orders. The binding portions of the Forecasts and
Eyetech's purchase orders for quantities in excess of such binding portions
shall be binding (each, a "Binding Order" and, collectively, "Binding Orders").

            (c) Obligation to Supply

                  (1) Raylo shall (A) fill all Binding Orders, (B) Deliver API
                  ordered thereunder, (C) use best efforts to accommodate
                  Eyetech's requested Delivery dates, and (D) in any case
                  Deliver such API within the quarter, for up to [**]% of
                  Eyetech's requirements


                                       8
<PAGE>
                  forecasted for the first quarter in the most recent Forecast
                  preceding such Binding Orders, provided that Eyetech submits
                  purchase orders for such Binding Orders at least [**] days
                  preceding the requested Delivery date and provided further
                  that Eyetech acknowledges that if, despite Raylo's best
                  efforts to accommodate Eyetech's requested Delivery dates,
                  Raylo is unable to fully accommodate such requested Delivery
                  dates due to [**], then Raylo shall not be in breach of its
                  obligations pursuant to clause (C) above as long as Raylo
                  continues to use its best efforts to Deliver the API ordered
                  by Eyetech as close as reasonably practicable to Eyetech's
                  requested Delivery dates. In addition, Raylo shall use best
                  efforts to fill all Binding Orders, and Deliver API ordered
                  thereunder by the requested Delivery date, for quantities in
                   excess of [**]% of Eyetech's requirements forecasted for the
                  first quarter in the most recent Forecast preceding such
                  Binding Orders, provided that Eyetech submits purchase orders
                  for such Binding Orders at least [**] days preceding the
                  beginning of the quarter in which Delivery is requested.

                  (2) If Raylo is unable to supply the API ordered by Eyetech
                  hereunder and Raylo is unable to remedy the problem within
                  [**] days after its initial failure to supply, then thereafter
                  Eyetech's Minimum obligations hereunder shall no longer apply;
                  provided that Eyetech shall in good faith discuss with Raylo
                   alternative minimum commitments to substitute for Eyetech's
                  Minimum obligations if Raylo's failure to supply is due to
                  causes that Raylo eliminates and Raylo gives Eyetech
                  assurances to Eyetech's reasonable satisfaction that Raylo
                  will reliably satisfy any orders placed by Eyetech to meet
                  such alternative minimum commitments.

      3.3 Supply and Use of Eyetech Materials. Eyetech shall supply Raylo, at
least [**] days prior to the beginning of the first binding forecast period.,
with Eyetech Materials in sufficient amounts and adequate quality to permit
Raylo to meet its obligations above. The Parties acknowledge that failures by
Eyetech to meet such Eyetech Materials supply obligations may cause increases in
Raylo's costs of manufacturing API, and therefore the Parties agree to negotiate
in good faith adjustments to the API purchase price as necessary to compensate
Raylo for any such cost increases. Eyetech shall be responsible for shipping and
delivery of Eyetech Materials to Raylo. With respect to all Eyetech Materials,
Raylo shall: (a) at all times keep the Eyetech Materials secure and safe from
loss, damage, theft, misuse and unauthorized access in such manner as Raylo
stores its own proprietary materials of a similar nature, (b) maintain, store,
and handle the Eyetech Materials according to Eyetech's specifications and
current good manufacturing practice requirements (cGMP) and (c) dispose of
Eyetech Materials only in connection with Raylo's responsibilities under this
Agreement and otherwise follow Eyetech's instructions with regard to the
handling and disposition


                                       9
<PAGE>
of the Eyetech Materials. Title in and to the Eyetech Materials shall at all
times remain with Eyetech.

      3.4 Raw Materials; Annual List from Eyetech. Raylo shall be responsible
for the planning, procurement, testing, storage and release of the Raw
Materials. All Raw Materials purchased by Raylo shall meet cGMP and shall
conform to the specifications for such Raw Materials set forth in the
Specifications.

      3.5 cGMP Manufacture. Raylo will manufacture all API using the 15mM
Process in accordance with cGMP, the Specifications, Applicable Legal
Requirements, and all terms and conditions contained in the applicable Binding
Order (to the extent such terms and conditions are not inconsistent with this
Agreement), at the Facility.

      3.6 Raylo Services. Raylo shall diligently carry out the following
services (the "Services") in a professional and workmanlike manner:

            (a) Prepare, maintain and review all documents and records relating
to the manufacture of API, including without limitation all production records,
including master production and control records, and Batch production and
control records, in each case as required by and consistent with cGMP and the
Specifications.

            (b) Maintain a quality control unit in compliance with the FD&C Act,
including 21 CFR Section 211.22, and establish a procedure for communications
and interactions with Eyetech's quality control unit with respect to the
manufacture of the API.

            (c) Operate the Facility, including the supply of utilities, and
manufacture the API in conformance with the Specifications.

            (d) Provide, in accordance with a sampling plan to be established by
Eyetech and subject to the purchase price provisions of Section 4.1, API samples
and in-process samples for analysis and Batch release by Eyetech.

            (e) Review requirements (if any) for modifications to the 15mM
Process in order to meet the Specifications for manufacture of subsequent API
and notify Eyetech of such proposed modifications. Any such modifications to the
15mM Process are subject to approval by Eyetech.

            (f) Issue all Certificates.

      3.7 Facility.

            (a) Interim Cooperation at the Facility. In accorda