Exhibit 10.62

                            SECOND AMENDMENT TO THE
                       AMGEN SUPPLEMENTAL RETIREMENT PLAN
               AS AMENDED AND RESTATED EFFECTIVE NOVEMBER 1, 1999

          The Amgen Supplemental Retirement Plan as amended and restated
effective November 1, 1999 (the "Plan") is hereby amended, effective January 1,
2002, as follows:

1.   Article I shall be amended and restated in its entirety as follows:

     The Amgen Supplemental Retirement Plan (the "Plan") was established by
     Amgne Inc. (the "Company") effective as of January 1, 1993, was amended and
     restated effective January 1, 1998, and was amended and restated again
     effective November 1, 1999. The purpose of this Plan is to provide benefits
     to employees of the Company and certain of its affiliates and subsidiaries
     whose Matching Contributions and Nonelective Contributions are limited
     under the Amgen Inc. Retirement and Savings Plan (the "Retirement Plan"),
     whether because of statutory limitations or because of employee deferrals
     to the Amgen Nonqualified Deferred Compensation Plan (the "NQDC"). The
     Company intends that the Plan will aid in retaining and attracting
     employees of exceptional ability by providing them with these benefits.

2.   Section 2.7 shall be amended and restated in its entirety as follows:

     2.7 Compensation has the same meaning as such term has under the Retirement
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     Plan, except that, for purposes of this Plan, Compensation is not limited
     by the Salary Cap, includes amounts that are deferred into the NQDC, but
     does not include any foreign assignment differential, that is, an amount
     paid to you to compensate for costs unique to an overseas assignment.

3.   A new Section 2.14 shall be added and all Sections under Article 2 are
     hereby renumbered accordingly, and any references to any Sections under
     Article 2 in the Plan are hereby amended to refer to the Sections as
     renumbered hereunder:

     2.14 NQDC means the Amgen Nonqualified Deferred Compensation Plan.
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4.   Section 3.1 shall be amended and restated in its entirety as follows:

     3.1 Eligibility.  You are eligible to elect to receive credits in your
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     Account as provided in Section 4.2 of the Plan during the time you are a
     Regular Full-Time Employee and either your Compensation for the relevant
     calendar year is in excess of the Salary Cap, or you elect to make a
     deferral into the NQDC.

5.   Section 4.2 shall be amended and restated in its entirety as follows:

     4.2 Credits.  The Company will credit your Account with your share of
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     Matching Credits and Core Credits.



          (a)  Core Credits. The amount of Core Credits to be credited to your
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               account will be determined by calculating first what you would
               have received as a nonelective contribution under the Retirement
               Plan as if the Salary Cap were not in effect, and as if you had
               not deferred any amounts under the NQDC, less the amount of
               nonelective contributions that were actually contributed on your
               behalf to the Retirement Plan.

          (b)  Matching Credits. The amount of Matching Credits to be credited
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               to your account will be the amount of matching contributions that
               would have been made on your behalf under the Retirement Plan had
               the Salary Cap not been in effect, and had you not deferred any
               amounts under the NQDC, based on your Deferral Commitment in
               effect at the time your Compensation reaches the Salary Cap for
               the year (provided that you can demonstrate to the Company that
               you have set aside for investment an amount equal to the amount
               you were prevented from deferring because of the Salary Cap),
               less the amount of matching contributions that were actually
               contributed on your behalf to the Retirement Plan.

To record this Second Amendment to the Plan as set forth herein, the Company has
caused its authorized officer to execute this document this 1st day of February,
                                                            ---        --------
2002.


                                   AMGEN INC.


                                   By:    /s/ Brian M. McNamee
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                                   Title: Senior Vice President, Human Resources
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