(e) (1) On June 22, 2012, the Compensation Committee of the Board approved an amended and restated Contract of Employment between Astex Therapeutics Limited and Dr. Harren Jhoti, and an amended and restated Confidentiality and Proprietary Information Deed between Astex Pharmaceuticals, Inc., Astex Therapeutics Limited (a wholly owned subsidiary of Astex Pharmaceuticals, Inc.) and Dr. Jhoti.

The amended agreements supersede and replace Dr. Jhoti's prior employment agreement dated April 1, 2005. The amended agreements affirm the employee's current annual compensation and benefits that were previously approved and implemented by the Compensation Committee. The primary provisions of the amended agreements call for annual base salary of £338,710, discretionary target bonus of 60% of annual base salary, employer contribution of 10% of base salary toward pension coverage, life insurance of four times base salary, and other customary benefits afforded to all employees. The amended agreements make no other material amendments to the terms and provisions of the prior employment agreement. The foregoing summary is qualified by reference to the full text of the agreements, furnished as exhibits to this Current Report on Form 8-K.

(2) On June 22, 2012, the Compensation Committee of the Board approved an amended and restated Contract of Employment between Astex Therapeutics Limited and Martin Buckland, and an amended and restated Confidentiality and Proprietary Information Deed between Astex Pharmaceuticals, Inc., Astex Therapeutics Limited (a wholly owned subsidiary of Astex Pharmaceuticals, Inc.) and Dr. Buckland.

The amended agreements supersede and replace Dr. Buckland's prior employment agreement dated September 31, 2004. The amended agreements affirm the employee's current annual compensation and benefits that were previously approved and implemented by the Compensation Committee. The primary provisions of the amended agreements call for annual base salary of £225,807, discretionary bonus target of 50% of annual base salary, employer contribution of 10% of base salary toward pension coverage, life insurance of four times base salary, and other customary benefits afforded to all employees. The amended agreements make no other material amendments to the terms and provisions of the prior employment agreement. The foregoing summary is qualified by reference to the full text of the agreements, furnished as exhibits to this Current Report on Form 8-K.

(3) On June 22, 2012, the Compensation Committee of the Board approved the amendment and restatement of the Company Severance Benefit Plan for Officers, primarily to include provisions applicable to officers employed in the United Kingdom. The full text of the amendment to the Severance Benefit Plan for Officers has been furnished as an exhibit to this Current Report on Form 8-K.

(d) Exhibits

Exhibit No.                                Description

   99.1       Contract of Employment effective June 22, 2012 by and between Astex
              Therapeutics Limited and Dr. Harren Jhoti

   99.2       Confidentiality and Proprietary Information Deed effective June 22,
              2012 by and between Astex Pharmaceuticals, Inc., Astex Therapeutics
              Limited, and Dr. Harren Jhoti

   99.3       Contract of Employment effective June 22, 2012 by and between Astex
              Therapeutics Limited and Martin Buckland

   99.4       Confidentiality and Proprietary Information Deed effective June 22,
              2012 by and between Astex Pharmaceuticals, Inc., Astex Therapeutics
              Limited, and Martin Buckland

   99.5       Severance Benefit Plan for Officers effective June 22, 2012