Exhibit 10.53


    EXHIBIT
      10.53

    


    DIRECTOR
      COMPENSATION ARRANGEMENTS

    


    Board
      Service

    


    Our
      non-employee directors receive grants of common stock, stock options or
      restricted stock units to compensate them for their service on the Board of
      Directors each year, with the number of securities determined as set forth
      below. Non-employee directors do not receive any other compensation, in the
      form
      of cash or otherwise, for service on the Board of Directors or its committees,
      other than reimbursement of reasonable expenses and as described below under
      the
      caption “Service with Respect to ARIAD Gene Therapeutics, Inc.”. Directors who
      are also employees of the Company do not receive any additional compensation
      for
      their service on the Board of Directors.

    


    
      	
              Upon
                election to the Board of Directors

            	 	
              25,000
                stock options

            
	 	 	 
	
              Upon
                re-election to the Board of Directors (every three years)

            	 	
              20,000
                stock options

            
	 	 	 
	
              Annually

            	 	
              10,000
                shares of common stock or 10,000 restricted stock units, at each
                director’s election

            


    

    


    All
      awards
      are granted under our 2006 Long Term Incentive Plan. The stock options have
      a
      term of ten years and vest one-third annually over three years, with an exercise
      price equal to the fair market value of our common stock on the date of grant.
      Each continuing director may elect at his or her discretion to receive the
      annual stock grants in the form of shares of common stock or restricted stock
      units, each of which will be fully vested upon grant. Issuance of shares upon
      liquidation of stock units will be subject to payment limitations under Section
      409A of the Internal Revenue Code.

     

    


    Service
      with Respect to ARIAD Gene Therapeutics, Inc.

    


    On
      March
      6, 2007, upon recommendation of the Compensation Committee, our Board of
      Directors, with Harvey J. Berger, M.D. and Jay R. LaMarche abstaining, revised
      our director compensation arrangements to provide additional compensation to
      the
      independent and disinterested directors of the Board, or the Independent
      Directors, for their service in connection with the evaluation of strategic
      alternatives with respect to acquiring the 20% minority interest of the
      Company’s subsidiary, ARIAD Gene Therapeutics, Inc., or AGTI, that ARIAD
      Pharmaceuticals, Inc. does not currently own. The Independent Directors consist
      of all of the directors other than Dr. Berger and Mr. LaMarche, who own shares
      of the common stock of AGTI. The revised compensation arrangements provide
      that
      each Independent Director will receive, in addition to compensation received
      under our existing director compensation arrangements noted above, a one-time
      cash payment of $10,000 on or about April 1, 2007. In addition, for each past
      and future meeting of the Independent Directors related to their evaluation
      of
      the strategic alternatives regarding AGTI, each such director will receive
      $1,000 for each such meeting attended in person and $500 for each such meeting
      attended by phone; provided that the aggregate of all fees paid (including
      the
      one-time fee) shall not exceed $25,000 per director.