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Exhibit 10.19
 CONNETICS CORPORATION
1995 EMPLOYEE STOCK PURCHASE PLAN
(As amended and restated through October 13, 2005)
(As amended and restated through May 7, 2004)
(As amended and restated through December 12, 2002)  Adopted by the Board of Directors Feb. 17, 2000
Approved by the Stockholders May 11, 2000
 1. Purpose .
 2. Definitions .
 Board
 Code
 Common Stock
 Company
 Compensation
 Continuous Status as an Employee
 Contributions
 Designated Subsidiaries
 Employee
 Exchange Act
 Offering
 Offering Date
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Offering Period Section 4(a) ,
 Officer
 Option Price Section 7(b)
 Plan
 Purchase Date
 Purchase Period
 Subsidiary
 3. Eligibility .
 Section 5(a)
  4. Offering Periods and Purchase Periods .
 Offering Periods Section 20 Sections 5 13
 Purchase Periods
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5. Participation .
  Section 10
 6. Method of Payment of Contributions .
  Section
10
 Section 3(b) Section 10
 7. Grant of Option .
 provided however, provided further Sections 3(b) 13 Section
7(b)
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The Wall Street Journal
 pro rata
 8. Exercise of Option . Section
10
 9. Delivery .
 10. Voluntary Withdrawal; Termination of Employment .
  Section 15
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11. Automatic Withdrawal . Section 19(a)),
 12. Interest .
     13. Stock Subject to the Plan .
 Section
19(a)
   Section 7(a)
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14. Administration .
 15. Designation of Beneficiary .
   16. Transferability . Section 15 Section 10
 17. Use of Funds .
 18. Reports .
 19. Adjustments Upon Changes in Capitalization; Corporate Transactions .
 Adjustment
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Corporate Transactions either
 (i)     the Purchase Date for his or her option has been changed to the New Purchase
Date and that his or her option will be exercised automatically on the New Purchase
Date, unless prior to such date he or she has withdrawn from the Offering Period as
provided in Section 10; or(ii)     the Company shall pay to the participant on the New Purchase Date an amount in
cash, cash equivalents, or property as determined by the Board that is equal to the
excess, if any, of (A) the Fair Market Value of the shares subject to the option
over (B) the Option Price due had the participants option been exercised
automatically under subsection (b)(i) above. In addition, all remaining accumulated
payroll deduction amounts shall be returned to the participant.
 provided, however
  20. Amendment or Termination .
 Section 19(b) Section 19 Section 20
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21. Notices .
 22. Conditions Upon Issuance of Shares .
 23. Term of Plan; Effective Date . Section
20
 24. Additional Restrictions of Rule 16b-3 .
 25. Plan Approval .
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CONNETICS CORPORATION
1995 EMPLOYEE STOCK PURCHASE PLAN
SUBSCRIPTION AGREEMENT
  (Please note that no fractional percentages are permitted).
  not
   
 
   (Please print)
 (Address)
 _______________________
 (Relationship)
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I hereby agree to notify the Company in writing within 30 days after the date of any such
disposition, and I will make adequate provision for federal, state or other tax withholding
obligations, if any, which arise upon the disposition of the Common Stock
  I understand that this tax summary is only a summary and is subject to change
     (necessary if beneficiary is not spouse):
 (Signature)
 (Print name)
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CONNETICS CORPORATION
1995 EMPLOYEE STOCK PURCHASE PLAN
CHANGE OF STATUS NOTICE
 
 o Withdrawal From 1995 Employee Stock Purchase Plan
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o Change of Beneficiary
   (Please print)
 (Address)
 (Relationship)
   
 
   (necessary if beneficiary is not spouse):
 (Signature)
 (Print name)
 2