UNITED STATES
                              WASHINGTON, DC 20549

                          NOTICE OF EXEMPT SOLICITATION

1.  Name of the registrant:
Biogen Idec Inc.

2. Name of person relying on exemption:
HealthCor Management, L.P.

3. Address of person relying on exemption:
HealthCor Management, L.P.
Carnegie Hall Tower
152 West 57th Street, 43rd Floor
New York, New York 10019

4. Written Materials. Attach written material required to be submitted pursuant
to Rule 14a-6(g)(1).


                                                               November 18, 2009

Biogen Idec Inc.
14 Cambridge Center
Cambridge, MA 02142
Phone: (617) 679-2000
Fax: (617) 679-2617


James Mullen, President and Chief Executive Officer, Director
Bruce R. Ross, Chairman of the Board
Marijn E. Dekkers, Director
Alex Denner, Ph.D., Director
Nancy L. Leaming, Director
Richard Mulligan, Ph.D., Director
Robert W. Pangia, Director
Stelios Papadopoulos, Ph.D., Director
Brian S. Posner, Director
Lynn Schenk, Director
William D. Young, Director

Members of the Board of Directors:

By way of background,  HealthCor  Management,  L.P. is the investment adviser to
private investment funds that currently own 3,650,000 shares,  representing 1.3%
of Biogen Idec Inc.'s ("Biogen Idec" or the "Company")  outstanding  shares.  As
you are aware, we have been investors in the Company for over a year.

We  reference  letters  we sent to the  Members  of the  Board of  Directors  on
November 12, 2008 and July 20,  2009,  which  recommended  that the Board act to
return cash to shareholders.

In this letter, we highlight three areas where we are particularly  disappointed
with the Company:

     1) The  disconnect  between James Mullen's  compensation  and Biogen Idec's
stock performance;

     2) The lack of a consistent commitment to return cash to shareholders; and

     3) The Company's excessive and fruitless Research and Development spend.

We ask the Board to take swift action to remedy our  concerns,  which we believe
will result in an immediate and meaningful creation of shareholder value.



Despite the fact that the  Company's  fundamentals  continue to improve,  we are
frustrated  that Biogen  Idec's stock price has  declined  since the time of our
initial  letter to the Board on November 11, 2008 (the stock price was $46.80 as
of November 11, 2008 compared with $46.05 today).

In fact, Biogen Idec's stock price has experienced no material growth for nearly
six years,  and is  currently  trading near levels seen prior to the Tysabri BLA
filing in 2004 ($44.26 on February 17,  2004).  During this time,  the Company's
CEO, James Mullen, has sold more than $85 million of stock, which we estimate to
be nearly half of all his eligible  holdings,  and based on the Company's  proxy
statement has collected almost $63 million in total compensation.

James Mullen has made  considerable  personal  profits while running Biogen Idec
and has egregiously continued to sell down his personal holdings in the Company,
while  investors have been left holding the bag. To summarize:  James Mullen has
sold over $85 million of stock and collected  almost $63 million in compensation
and yet stock holders have seen almost no return on their investment.  We demand
that the Board  take  steps to ensure  that Mr.  Mullen's  compensation  is more
closely aligned with the interests of the shareholders he is working for.


For the past twelve months,  we have  repeatedly  urged members of Biogen Idec's
Board of Directors  and  management  to take  decisive  action to return cash to
shareholders,  such  that  senior  management  members  are  not the  only  ones
benefitting  from Biogen Idec's strong operating  performance.  We proposed that
the Company  "announce a specific and  continued  commitment"  to return cash to
shareholders  through a "long-term  stock buyback program" of $500 MILLION TO $1
BILLION ANNUALLY.  Recently,  the Company announced an intended $1 billion share
repurchase  program,  but would not commit to a specific timeframe or additional
repurchases thereafter. We believe this "intention" is inadequate,  representing
further  stalling  on behalf of the Board and a  continuation  of the pattern of
inaction we have seen over the past year.

There have been many examples of research  supporting our recommendation  that a
long-term  share buyback program is the best use of Biogen Idec's cash. In fact,
a historical  analysis of stock price  performance based on how companies decide
to allocate  excess  capital,  yields  compelling  results:  firms that buy back
significant  amounts of their own stock,  outperform  the market over 80% of the
time  and   dramatically   outperform  those  that  use  cash  for  mergers  and
acquisitions, increasing dividends, or reinvestment.

Once  again,   we  strongly   urge  the  Board  to  live  up  to  its  fiduciary
responsibility to shareholders and announce a definitive plan to repurchase $500
million to $1 billion of stock each year. Such a commitment would  demonstrate a
significant  vote of  confidence  in Biogen  Idec's base business and would draw
attention  away from near term  Tysabri  trends by showing  that the  Company is
poised to achieve strong bottom-line growth for the foreseeable future.

We continue to believe  that Biogen  Idec's  impressive  cash flow  potential is
overlooked  by Wall  Street and that the  Company is  significantly  undervalued
based on our DCF-derived price target. We assume the Board shares


this view. We believe a long-term, sustained share repurchase program would be a
far more accretive use of cash than would any near term acquisition. We urge the
Board to  immediately  focus on our  recommendation  and commence a  meaningful,
sustained share repurchase program.


We also  believe  that the Company has failed to maximize  its earnings and cash
generation  potential,  by  focusing  an outsized  portion of its  resources  to
Research  and  Development,  an area where the  Company  has had  little  recent

Biogen  Idec  dramatically  outspends  all of its  large  cap  biotech  peers on
Research and  Development,  with R&D margins that are almost 10% higher than the
group average.

                        2007A      2008A     2009E      2010E     2011E
                    ---------- --------- ---------- --------- ----------
CELG                     24%        24%       26%        24%       24%
GILD                     12%        12%       12%        13%       13%
GENZ**                   18%        17%       18%        16%       16%
AMGN                     21%        19%       18%        18%       18%
DNA***                   20%        20%       20%        20%       19%
                    ---------- --------- ---------- --------- ----------
AVERAGE                  19%        18%       19%        18%       18%

------------------- ---------- --------- ---------- --------- ----------
BIIB****                 29%        26%       27%        27%       26%
------------------- ---------- --------- ---------- --------- ----------

* Non-GAAP consensus estimates.
** GENZ 2008 R&D spend excludes $491mm in up-front license fees.
*** DNA consensus estimates from prior to acquisition by Roche.
**** BIIB R&D estimate for 2009 excludes $110mm ACOR payment.

Biogen  Idec's  disproportionate  spend on R&D has not been  overlooked  by Wall
Street. Recent sell side analyst reports have highlighted the Company's outsized
spend on R&D relative to its peers, and have questioned the quality of the spend
itself, given recent pipeline disappointments.  One analyst report suggests that
Biogen Idec would be worth $5 to $6 more per share,  if the Company cut R&D to a
more reasonable 23% of sales.

We have run our own  analysis  showing  that the  Company  could save up to $400
million per year if R&D margins were reduced to a group average of less than 20%
of revenues.  This would contribute  approximately $1 per share in EPS, which at
Biogen Idec's current 2010 PE multiple would be worth $10 per share to the stock

Despite  Biogen  Idec's  excessive  spending on Research  and  Development,  the
Company has performed remarkably poorly from a clinical standpoint.  The Company
has spent  nearly $4.5  billion on R&D from the start of 2005  through the third
quarter  of  2009  (approximately  one-third  of the  Company's  current  market
capitalization), but has not brought a single new drug to market in that time.

Furthermore,   as  illustrated  in  the  table  below,  Biogen  Idec's  internal
development  has been  particularly  disappointing  as only two of the Company's
late stage programs (Phase 2 or beyond) have either been developed internally or
are  unpartnered  (PEG  Avonex  and  Avonex in  Ulcerative  Colitis).  We do not
understand why the Company has continued to designate  such an outsized  portion
of their revenues to Research and Development,


when results have been so poor.  We believe  that it is  imperative  that Biogen
Idec take steps to  meaningfully  decrease  its  current R&D budget and target a
spend rate similar to the average of its peers.

                                              PROGRAMS SINCE 2005                SINCE 2005           PIPELINE SINCE 2005
------------------------------------ --------------------------------- -------------------------- ------------------------
              PRECLINICAL                     PRECLINICAL/PHASE 1         *Tysabri Crohn's (Elan)             None
              -----------                     -------------------
               Anti-Fn14                          IFN beta GD
       * RAF inhibitor (Sunesis)                   TAG72 mAb
               Anti-LINGO                    * Anti-BR3 mAb (DNA)
              S1P1 Agonist                      * BAFF-R (DNA)
                  BART                    Alpha v-beta 6 integrin mAb
       * Factor VIII (Biovitrum)
               Anti-FcRn                           PHASE 2/3
                                                * CDP323 (UCB)
                PHASE 1                     * Fontolizumab (Facet)
                -------                           Baminercept
              Anti-IGF-1R                      *Rituxan LN (DNA)
       * Neublastin (Ns Gene A/S)             *Rituxan PPMS (DNA)
        *Anti-CD40 Ligand (UCB)               *Rituxan SLE (DNA)
               Anti-TWEAK                * Ocrelizumab Naive RA (DNA)
            Anti-CRIPTO mAb                * Ocrelizumab Lupus (DNA)
        *Tysabri oncology (Elan)                  Lumiliximab
                PHASE 2                       *Tysabri RA (Elan)
         * Volociximab (Facet)                   REGISTRATION
             * GA101 (DNA)                       ------------
      * HSP90 inhibitor (Conforma)          *Rituxan DMARD IR (DNA)
          *BIIB 014 (Vernalis)
     * Aviptadil (mondoBiotech AG)
               Avonex UC
     * Lixivaptan CHF (Cardiokine)
          * ADENTRI CHF(CVTX)
          *ADENTRI ADHF (CVTX)
         * Ocrelizumab MS (DNA)
         * BG-12 RA (Fumapharm)

                PHASE 3
       * Lixivaptan (Cardiokine)
         * BG-12 MS (Fumapharm)
        * Daclizumab MS (Facet)
         * Ocrelizumab RA (DNA)
          *Rituxan ANCA (DNA)
               PEG Avonex
        * Factor IX (Biovitrum)

         * Fampridine (Acorda)
           *Rituxan CLL (DNA)

* Represents  programs that were either  in-licensed or are partnered,  with the
third party name in parentheses.


Once again, we urge the Board to focus on our  recommendations and take decisive
action to (i) revisit the  compensation  of its CEO,  (ii)  commence a recurring
share buyback program,  and (iii) reduce Research and Development spend. We fear
that continued acquiescence to the status quo will be viewed as an indictment of
the Board's lack of focus on shareholder value creation.

As always, we welcome the opportunity to discuss the above with you, but believe
the time to act is now.  Thank you for your prompt  attention to this  important


HealthCor Management, L.P.

By: HealthCor Associates, LLC, its general partner

By:                                        By:
    ------------------------------             --------------------------------
Joseph P. Healey                           Arthur B. Cohen

Portfolio Manager                          Portfolio Manager


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