Exelixis (EXEL) 10-K 2006 FY Annual report

EXHIBIT 10.19

COMPENSATION INFORMATION FOR NON-EMPLOYEE DIRECTORS

The tables below provide information regarding the current annual cash compensation amount and equity compensation for Non-Employee Directors of Exelixis, Inc. Directors who are employees of Exelixis do not receive additional compensation for director services.

2007 Cash Compensation for Non-Employee Directors

Board of Directors	Retainer Fee	$	20,000
	Additional Chair Retainer Fee	$	20,000
	Regular Meeting Fee	$	2,500
	Special Meeting Fee1	$	500
Audit Committee	Retainer Fee	$	6,000
	Additional Chair Retainer Fee	$	6,000
	Meeting Fee2	$	1,000
Compensation Committee	Retainer Fee	$	5,000
	Additional Chair Retainer Fee	$	2,500
	Meeting Fee2	$	1,000
Nominating & Corporate Governance Committee	Retainer Fee	$	5,000
	Additional Chair Retainer Fee	$	2,500
	Meeting Fee2	$	1,000
Research & Development Committee	Retainer Fee	$	10,000
	Additional Chair Retainer Fee	$	10,000
	Meeting Fee2	$	5,000

¹ Meeting at which minutes are generated.

² In-person meeting or teleconference at which minutes are generated.

2007 Equity Compensation for Non-Employee Directors

Board of Directors	Initial Option Grant3	Number of Options	25,000
	Annual Option Grant	Number of Options	10,000

³ For new directors only.

Except as provided above, all other terms and conditions regarding compensation for Non-Employee Directors remain as outlined in the Company’s Proxy Statement for the 2006 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on March 29, 2006. Information regarding compensation for Non-Employee Directors will also be provided in the Company’s Proxy Statement for the 2007 Annual Meeting of Stockholders which will be filed with the Securities and Exchange Commission in March 2007.