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                                                                    EXHIBIT 10.8

                 Compensatory Arrangements of Executive Officers
                 -----------------------------------------------

       The Compensation Committee (the "Committee") of the Board of Directors of
OSI Pharmaceuticals, Inc. ("OSI" or the "Company") approved the 2005 annual base
salaries and 2004 cash bonuses for OSI's executive officers including the
Company's named executive officers (as that term is defined in Item 402 of
Regulation S-K) as set forth in OSI's proxy statement dated February 2, 2005.
The following table sets forth the annual base salary levels of such officers
for 2005 as compared to 2004 as well as the 2004 cash bonuses for each such
officer:

<TABLE>
                  Name and Position                       2004 Base Salary      2005 Base Salary       2004 Bonus
                  -----------------                       ----------------      ----------------       ----------
<CAPTION>
<S>                                                        <C>                     <C>                  <C>

Colin Goddard, Ph.D.                                         $550,000               $600,000            $400,000
Chief Executive Officer

Gabriel Leung                                                $361,000               $380,000            $145,000
Executive Vice President and President, (OSI)
Oncology

Anker Lundemose, M.D., Ph.D., D.Sc.(1)                 (pound)150,000         (pound)175,000       (pound)60,000
Executive Vice President and President, (OSI)
Prosidion

Robert Simon(2)                                              $280,000               $335,000            $100,000
Executive Vice President, Pharmaceutical Development
and Technical Operations

Robert L. Van Nostrand(3)                                    $260,000               $275,000            $135,000
Vice President, Chief Financial Officer and Treasurer

Barbara A. Wood                                              $277,000               $287,000             $90,000
Vice President,  General Counsel and Secretary

Michael G. Atieh(4)                                               n/a               $410,000                 n/a

Nicole Onetto, M.D.(5)                                       $361,000               $375,000(5)         $150,000
Former Executive Vice President, Chief Medical Officer

</TABLE>

(1) During fiscal 2004, Dr. Lundemose received an additional bonus of
    (pound)94,000 related to the identification and successful acquisition by
    Prosidion Limited, OSI's wholly-owned subsidiary, of certain assets from
    Probiodrug AG as per his Employment Agreement.

(2) During 2004, Mr. Simon agreed to relocate from Boulder, Colorado to the
    Company's headquarters in Melville, New York. In connection with his
    relocation, the Company agreed to a relocation package and the forgiveness
    of a $100,000 loan assumed by the Company as part of its 2001 acquisition of
    Gilead Sciences Inc.'s oncology business. The total amount of relocation
    costs reimbursed in 2004 were $251,423 including the forgiveness of the
    loan. The Company anticipates additional payments of relocation costs in
    fiscal 2005.

(3) As of May 31, 2005, Mr. Van Nostrand will assume the role of Senior Vice
    President and Chief Compliance Officer.

(4) As of May 31, 2005, Mr. Atieh will assume the role of Executive Vice
    President, Chief Financial Officer and Treasurer.

(5) Dr. Onetto's employment with the Company terminated as of May 2, 2005. Terms
    of her severance arrangement can be found in the Employment Separation
    Agreement and Release of Legal Rights between the Company and Dr. Onetto,
    filed as an exhibit to OSI's Current Report on Form 8-K filed on April 22,
    2005.


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 Bonuses
 -------

         The Committee's policy of awarding annual bonuses is designed to
specifically relate executive pay to Company and individual performance. All
Company employees, including the executive officers, are assigned a grade level,
and each grade level is assigned a bonus target, a percentage of which is tied
to Company performance and a percentage of which is tied to individual
performance. With respect to executive officers, the percentage tied to the
Company performance is weighted more heavily than the individual performance.
For example, in the case of a bonus for an executive officer with a grade level
of 11, 25% of the bonus is based on individual performance and 75% of the bonus
is based upon Company performance. With regard to each of the two components
(Company performance and individual performance), an employee can earn a range
around the target level (100%). The range for the Company performance component
is 0% to 150% and the percentage is recommended by the CEO each year and
approved by the Committee. The range for the individual performance component is
also 0% to 150% and is based upon individual performance. Individual performance
is measured in accordance with the Company's employee performance management
procedures, and the percentage is recommended by the CEO for the executive
officers and approved by the Committee. For purposes of compensation decisions
for 2004, the Committee measured the Company's performance and that of each
executive officer in fiscal year 2004 against goals established by the executive
officers and ratified by the Committee under the Company's Annual Business Plan
prior to the start of the fiscal year. For 2004, the Committee awarded the
respective executive officers' discretionary bonuses in accordance with the
foregoing process. For 2004, the Company performance component was set at 150%.

         The bonus targets for the executive officers are either set in
accordance with their employment agreements or are based upon their respective
grade levels, the latter of which are currently under review for 2005.

Stock Option Grants
-------------------

         Executive officers are eligible for awards of stock options or shares
of stock pursuant to the Company's Amended and Restated Stock Incentive Plan.
Such awards are made at the discretion of the Committee.

         Annual stock option grants for executive officers are a key element of
the executive officer's total compensation. As for all Company employees, the
stock option grants made annually to the executive officers are made in
accordance with the Company's formula-based policy for granting options.
According to the formula, each grade level is assigned a grant multiple. The
number of options granted to an executive officer is determined by multiplying
the executive officer's salary by the grant multiple and then dividing the
product by a stock price which is determined by the CEO and ratified by the
Committee and is typically a 3-6 month trailing average. In 2004, the CEO
recommended stock option grants for the executive officers based upon the
foregoing criteria, and the Committee reviewed and approved the grants.



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Perquisites
-----------

       The only perquisite granted to executive officers which is not available
to other employees relates to the use of automobiles and is in the form of
either the payment of a car lease or, in lieu thereof, a monthly cash payment.
Currently, Mr. Atieh is the only executive officer who does not receive the
perquisites.




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