The 2012 Annual Meeting of Stockholders of Pain Therapeutics, Inc. was held on May 17, 2012. Of the 44,732,017 shares of our common stock entitled to vote at the meeting, 40,191,015 shares, representing approximately 89.9% of the total votes eligible to be cast, were represented at the meeting in person or by proxy, constituting a quorum. The voting results are presented below.

Proposal 1 - To elect Remi Barbier, Sanford R. Robertson and Patrick J. Scannon, M.D., Ph.D. as a Class III Directors to serve for three-year terms and until their successors are duly elected and qualified:

     Director                             For        Withheld    Broker Non Vote
     Remi Barbier                      20,583,868   14,026,826      5,580,321
     Sanford R. Robertson              18,576,003   16,034,691      5,580,321
     Patrick J. Scannon, M.D., Ph.D.   20,895,430   13,715,264      5,580,321

Proposal 2 - To ratify the selection of Ernst &Young LLP as independent registered public accounting firm for the Company for the Fiscal Year Ending December 31, 2012:

For Against Abstain 39,868,897 310,885 11,233

Proposal 3- To approve by a non-binding vote, the 2011 compensation for the Company's executive officers:

For Against Abstain Broker Non Vote 18,784,959 14,610,974 1,214,761 5,580,321