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Exhibit 10.28
January 16, 1997
Xx. Xxxxxx X. Xxxx, Xx.
Life Sciences Advisors
0000 Xxxxxxxx Xxxxx
Xxxxx 000
Xxxxxxxxxxxx, Xxxxxxx 00000
Re: Amendment to Consulting Agreement dated June 15, 1995, as amended
Dear Xxx:
As of January 15, 1997, all of the stock options originally granted to you
pursuant to your consulting agreement with Amylin Pharmaceuticals, Inc. (the
"Company") dated June 15, 1995 (the "Consulting Agreement") have vested. By
action by written consent of the Company's Compensation Committee, on January
16, 1997 it was determined that the Company desires to continue to retain you
consulting services.
In consideration for your agreement to continue to provide such consulting
services under the terms of the Consulting Agreement, the Company has
determined to (1) grant to you an additional option to purchase up to fifteen
thousand (15,000) shares of its Common Stock with terms substantially similar
to the Nonstatutory Stock Option dated June 15, 1995 granted to you in
connection with your Consulting Agreement, except that the vesting rate of such
stock options would be 250 shares per day of consulting from January 16, 1997
forward, and (2) increase your monetary compensation for such consulting
services from $1,500 to $2,000 per eight hour day of consulting services.
In order to implement this extension and modification, it is necessary to
amend your Consulting Agreement, as previously amended by letter agreement
between you and the Company dated March 25, 1996, and to issue to you an
additional Nonstaturoty Stock Option Agreement in the form attached hereto (the
"Option Agreement").
It is therefore agreed that your Consulting Agreement is hereby amended to
provide for (1) the grant of the Option Agreement providing for an additional
stock option for 15,000 shares of the Company's Common Stock and that the
vesting of such stock option shares shall occur at the rate of 250 shares per
day of consulting after January 16, 1997, and (2) an increase in the daily rate
of compensation for consulting services from $1,500 to $2,000 per eight hour
day of consulting services.
The terms of you Nonstatutory Option Agreement originally dated June 15, 1995
are not modified by this agreement. Further, this agreement is not intended
to, and it is agreed that it does not, expressly or by its implication affect
any other provisions of the Consulting Agreement, which is intended to remain
in full force and effect.
If you are in agreement with this understanding , please sign the enclosed
duplicate original of this letter and return to me for our files.
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Sincerely yours,
/s/ Xxxxxxxx X. Xxxx
Xxxxxxxx X. Xxxx
Vice President and General Counsel
ACCEPTED AND AGREED TO:
/s/ Xxxxxx X. Xxxx, Xx.
Xxxxxx X. Xxxx, Xx.
