On May 29, 2009, at the 2009 Annual Meeting of Stockholders of Ligand Pharmaceuticals Incorporated (the "Company" or "Ligand), the stockholders of Ligand approved the amendment and restatement of the Company's 2002 Stock Incentive Plan (the "Amended 2002 Plan") and the amendment and restatement of the Company's Employee Stock Purchase Plan (the "Amended ESPP").

The Company's 2002 Stock Incentive Plan was amended to (i) increase the number of shares available for issuance under the Amended 2002 Plan by 7,600,000 shares, (ii) revise the list of performance criteria that may be used by the compensation committee for purposes of granting awards under the Amended 2002 Plan that are intended to qualify as performance-based compensation under
Section 162(m) of the Internal Revenue Code, as amended, and (iii) eliminate the automatic option grant program for non-employee directors, the director fee stock issuance program and the director fee option grant program, which programs have been superseded by the Company's amended and restated Director Compensation Policy.

The Company's Employee Stock Purchase Plan was amended to (a) increase the number of shares authorized for issuance under the Employee Stock Purchase Plan by 800,000, (b) extend the term of the Employee Stock Purchase Plan until June 2019, (c) reduce the length of offering periods from twenty-four months to six months and reduce the number of purchase intervals during each offering period from eight to one, (d) eliminate the requirement that an employee have at least three months of employment as a condition to his or her eligibility to participate in the Amended ESPP, (e) provide that a participant will be eligible to purchase up to 7,500 shares of Ligand common stock during each offering period, but in no event may a participant purchase more than 7,500 shares of common stock during any calendar year, and (f) update the plan to conform it to recently issued Treasury Regulations applicable to employee stock purchase plans.

A summary of the material terms of each of the Amended 2002 Plan and the Amended ESPP is set forth in Ligand's definitive proxy statement for the 2009 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on April 29, 2009. The summary in the definitive proxy statement and the description of the Amended 2002 Plan and the Amended ESPP contained herein are qualified in their entirety by reference to the full text of the Amended 2002 Plan and the Amended ESPP which are filed as appendices to the definitive proxy statement.

(d) Exhibits.

Exhibit No.       Description

10.1              Ligand's 2002 Stock Incentive Plan, as amended and restated
                  effective May 29, 2009 (incorporated by reference from Appendix A
                  to Ligand's definitive proxy statement for the 2009 Annual
                  Meeting of Stockholders filed with the Securities and Exchange
                  Commission on April 29, 2009).

10.2              Ligand's Employee Stock Purchase Plan, as amended and restated
                  effective July 1, 2009 (incorporated by reference from Appendix B
                  to Ligand's definitive proxy statement for the 2009 Annual
                  Meeting of Stockholders filed with the Securities and Exchange
                  Commission on April 29, 2009).