Pain Therapeutics Declares Special One-Time Cash Distribution to Shareholders

Pain Therapeutics Declares Special One-Time Cash Distribution to Shareholders

                           - $0.75 Cash Per Share -

                - Distribution Treated As Return of Capital -

            - Payment to Shareholders Expected December 24, 2012 -

AUSTIN, Texas, Dec. 7, 2012 (GLOBE NEWSWIRE) -- Pain Therapeutics, Inc.
(Nasdaq:PTIE) announced today that a committee of its Board of Directors has
declared a special one-time cash distribution of $0.75 per share to
shareholders, or an aggregate of about $34 million.

The Record Date for this distribution is December 17, 2012. The Company
expects to complete the distribution on or around December 24, 2012.

The nondividend distribution will be paid entirely from cash reserves. At
September 30, 2012, Pain Therapeutics had cash and total investments of about
$92 million, no debt and an expected net burn rate of under $10 million for
2012, before giving effect to the nondividend distribution. The Company
expects its net burn rate for the first half of 2013 to be $5 million.

Pain Therapeutics continues to be committed to maintaining a strong balance
sheet, tight fiscal discipline and investing in core scientific strategies. We
believe these operating guidelines have allowed us to return surplus cash to
shareholders. In 2007 and 2008, we returned $30 million to shareholders in the
form of share repurchases. In 2010, we returned about $86 million in cash to
shareholders in a nondividend distribution.

Investors should be aware that NASDAQ sets the ex-dividend date for cash
distributions at its own discretion. Investors are urged to consult their
broker or financial advisor with respect to the timing, settlement and effect
of any trades in Company common stock that they plan to effect around any of
the dates and events discussed in this press release.

Federal Tax Treatment of a Nondividend Distribution

According to the Internal Revenue Service, a 'Nondividend Distribution' is a
cash distribution that is not paid out of the earnings and profits of a
corporation. Because of Pain Therapeutics' cumulative tax loss and our
expectation to incur a tax loss for CY2012, we believe this cash distribution
will be treated for tax purposes as a nondividend distribution, i.e. a return
of capital. A nondividend distribution reduces the cost basis of your
investment. It is not taxed until the cost basis of your investment is fully
recovered. Investors are urged to consult a tax advisor or the Internal
Revenue Service (www.irs.gov) as to the particular tax consequences to you of
today's announcement.

About Pain Therapeutics, Inc.

Pain Therapeutics, Inc. is a biopharmaceutical company that develops novel
drugs. The FDA has not approved any of our drug candidates for commercial
sale. For more information, please visit www.paintrials.com.

Note Regarding Forward-Looking Statements

This press release contains forward-looking statements for purposes of the
Private Securities Litigation Reform Act of 1995 (the "Act"). Pain
Therapeutics disclaims any intent or obligation to update these
forward-looking statements, and claims the protection of the Safe Harbor for
forward-looking statements contained in the Act. Examples of such statements
include, but are not limited to, any statements relating to the timing and
amount of the announced nondividend distribution; the timing of the various
dates relating to such distribution; the tax treatment of such distribution;
and the Company's expected cash burn rate for the first half of 2013. Such
statements are based on management's current expectations, but actual results
may differ materially due to various factors. Such statements involve risks
and uncertainties, including, but not limited to, unexpected events that delay
or prevent the nondividend distribution; decisions by the NASDAQ Stock Market
with respect to setting the ex-dividend date; and the trading price of the
Company's common stock used by NASDAQ to determine the ex-dividend date;
difficulties or delays in development, testing and pursuit of regulatory
approval of the Company's drug candidates, unexpected adverse side effects of
the Company's drug candidates, unanticipated additional research and
development and other costs, the potential for abuse resistant pain
medications or other competing products or therapies to be developed by
competitors and potential competitors or others; difficulties resulting from,
or risks associated with, pending litigation, including diversion of resources
and potential adverse judgments; and other adverse events that may affect the
Company's, or its product candidates', prospects. For further information
regarding these and other risks related to the Company's business, investors
should consult the Company's filings with the Securities and Exchange
Commission.

CONTACT: Peter S. Roddy
         Vice President and Chief Financial Officer
         Pain Therapeutics, Inc.
         proddy@paintrials.com
         (512) 501-2450
 
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