On February 15, 2005, the Compensation and Human Resources Committee of the Board of Directors of Amylin Pharmaceuticals, Inc., authorized payment of cash bonuses for fiscal year 2004 to its executive officers pursuant to Amylinís Executive Cash Bonus Plan, authorized salary increases for its executive officers, and ratified Amylinís corporate performance goals for use in determining cash bonuses for executive officers for fiscal year 2005.

 

Amylinís Executive Cash Bonus Plan is not contained in a formal written document, but a summary of the manner in which executive officer cash bonuses are determined is set forth below.

 

Under Amylinís Executive Cash Bonus Plan, Amylinís executive officers are entitled to earn cash bonus compensation based upon the achievement of certain specified goals relating to the Companyís performance and to each individual officerís performance.  Under the Executive Cash Bonus Plan, each participant is eligible to receive a target bonus calculated by multiplying such participantís salary by a percentage value.  The percentage value for each executive officer is derived from a range of percentage values assigned to such participant on the basis of the participantís title and individual performance assessment. The executive officerís individual performance assessment is based on the level of accomplishment of his or her predetermined annual performance goals.

 

The Board establishes the Companyís performance goals at the beginning of each fiscal year.  Following the end of the year, the Board determines the extent to which the Companyís performance goals were attained.  Based upon this Company performance assessment and the assessment of the extent to which each individual attained his or her respective performance goals, the Committee awards each participant a cash bonus in an amount equal to a percentage of such participantís target bonus. The Committee may determine that a participant will receive a cash bonus in an amount less than or greater than the amount earned by such participant under the Executive Cash Bonus Plan.

 

The corporate goals established by the Board for fiscal year 2004 were related to regulatory milestones, clinical trial milestones, organizational effectiveness, and financial performance.  The corporate goals established for fiscal year 2005 relate to commercialization objectives, pipeline advancement objectives, organizational effectiveness, and financial performance.

 

In reliance on Instruction 1 to Item 601(b)(10) of Regulation S-K, Amylin is not filing each participantís personal arrangement under the Executive Cash Bonus Plan.