Exhibit 10.84

AMENDMENT NO. 2 TO LOAN AGREEMENT

AMENDMENT NO. 2 to LOAN AGREEMENT entered into as of June 17, 2009 (this "Amendment") by and between
Pharmacyclics, Inc., a Delaware corporation having a principal place of business at 995 E. Arques Avenue, Sunnyvale, CA 94085-4521
(the "Company"), Robert W. Duggan & Associates and Blazon Corporation Profit Sharing Plan (the
"Lender");

WHEREAS, on December 30, 2008, the Company entered into a loan transaction with Lender for $5,000,000 (the "Initial
Loan"), but through inadvertent documentation, the Company entered into a loan agreement (the "Initial Loan
Agreement") with Robert W. Duggan & Associates and issued a note in the face amount of $5,000,000 to Robert W. Duggan
& Associates (the "Initial Note");

WHEREAS, on March 31, 2009, the Company entered into an additional loan transaction with Lender for $1,400,000 (the
"Second Loan,", and together with the Initial Loan, the "Loan"), but again entered into Amendment No. 1 to Loan
Agreement for the amount of the Second Loan with Robert W. Duggan & Associates and issued a First Amended and Restated
Unsecured Promissory Note in the face amount of $6,400,000 to Robert W. Duggan & Associates;

WHEREAS, on December 30, 2008 the Initial Loan was made by Lender and not by Robert W. Duggan & Associates;

WHEREAS, on March 31, 2009 the Second Loan was made by Lender and not by Robert W. Duggan & Associates; and

WHEREAS, the Company, Robert W. Duggan & Associates and the Lender wish to correct the Initial Loan Agreement and
Amendment No. 1 to Loan Agreement to show that the Initial Loan and Second Loan were made by Lender and not by Robert W.
Duggan & Associates, and the Company has agreed to issue a second amended and restated unsecured promissory note to the
Lender upon the terms and conditions set forth herein to document such correction.

NOW, THEREFORE, in consideration of the premises, and the representations, warranties and agreements hereinbelow stated,
and for other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:

1.	Robert W. Duggan & Associates hereby represents and warrants that:

(a)	the Initial Note was delivered back to the Company or was destroyed; and

(b)	the First Amended and Restated Unsecured Promissory Note shall be delivered back to the Company on the date
hereof.

2.	Robert W. Duggan & Associates acknowledges that the Company owes no further rights or obligations to it under the
Initial Loan Agreement, Amendment No. 1 to Loan Agreement, the Initial Note or First Amended and Restated Unsecured Promissory
Note.

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3.	The Lender hereby agrees to all the terms and conditions of, and makes all representations and warranties as provided in,
the Initial Loan Agreement, as amended by Amendment No. 1 to Loan Agreement, and by any further amendments as provided
herein.

4.	Definitions.  All capitalized terms herein shall have the meanings ascribed to them in the Initial Loan Agreement and
Amendment No. 1 to Loan Agreement, unless otherwise defined herein.

5.	Modifications of Initial Loan Agreement and Amendment No. 1 to Loan Agreement.  From and after the date hereof,
the definition of Lender in the Initial Loan Agreement and Amendment No. 1 to Loan Agreement is hereby modified and amended to be
defined as Blazon Corporation Profit Sharing Plan (the "Lender")

6.	Full Force and Effect.  All terms, conditions and covenants contained in the Initial Loan Agreement and Amendment
No. 1 to Loan Agreement shall remain in full force and effect except as specifically amended herein.  The Initial Loan Agreement and
Amendment No. 1 to Loan Agreement, as amended hereby is ratified and confirmed.

7.	No Oral Changes.  This Amendment may not be changed, modified, discharged or terminated nor any of its
provisions waived orally, but only by an agreement in writing signed by the party against whom enforcement of any change,
modification, discharge, termination or waiver is sought.  From and after the date hereof, all references to the Loan Agreement in the
Note shall mean the Loan Agreement as modified pursuant to the terms of Amendment No. 1 to Loan Agreement and this
Amendment.

8.	Successors and Assigns.  This Amendment shall bind the Company and the successors and assigns of the
Company and shall bind and inure to the benefit of the Lender, and successors and assigns of Lender and all subsequent holders of
the Note.

9.	Counterparts.  This Amendment may be executed in several counterparts, each of which shall constitute an original,
and all of which, when taken together, shall constitute but one instrument.

IN WITNESS WHEREOF, the undersigned have executed this Second Amendment to Loan Agreement on the date above first
written.

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IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first set forth above.

|PHARMACYCLICS, INC.                                    |                          | Blazon Corporation Profit Sharing Plan                    
|------------------------------------------------------ | ------------------------ | ----------------------------------------------------------
|995 E. Arques Avenue
Sunnyvale, California  94085-4521 |                          | [                         ]                               
|                                                       |                          |                                                           
|By:                                                    | /s/ Glenn C. Rice, Ph.D. |                                                           
|                                                       | Name:                    | Glenn C. Rice, Ph.D.                                      
|                                                       | Title:                   | President, Chief Operating Officer and Director           
|                                                       |                          |                                                           
|                                                       |                          |                                                           
|                                                       |                          | ROBERT W. DUGGAN & ASSOCIATES                             
|                                                       |                          | 1933 Cliff Drive, Suite 30
Santa Barbara, California 93107
|                                                       |                          |                                                           
|                                                       |                          |                                                           
|                                                       |                          |                                                           
|                                                       |                          |                                                           

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Exhibit A

June 17, 2009

Pharmacyclics, Inc.
Second Amended and Restated Unsecured Promissory Note

$6,400,000

This SECOND AMENDED AND RESTATED UNSECURED PROMISORY NOTE is made as of the 17th day of June, 2009 by
and between Pharmacyclics, a Delaware corporation (the "Company"), and Blazon Corporation Profit Sharing Plan (the
"Lender"), or its successors and assigns.

RECITALS:

A.	On December 30, 2008, Lender made a loan (the "Initial Loan") to the Company in the original principal amount
of Five Million Dollars ($5,000,000).

B.	On March 31, 2009, Lender made an additional loan (the "Second Loan") to the Company in the original principal
amount of One Million Four Hundred Thousand Dollars ($1,400,000).

NOW, THEREFORE, FOR VALUE RECEIVED, the Company hereby promises to pay to Lender, or its successors and assigns, the
principal amount of Six Million Four Hundred Thousand Dollars ($6,400,000), together with interest computed in accordance with the
terms of this Note below (the "Loan"), on or before the earlier of (i) July 1, 2010 or (ii) upon the closing of the Offering (the
"Maturity Date"), provided that the note shall only accelerate up to the amount of net proceeds raised in the Offering.

This Note is given pursuant to that certain Second Amendment to Loan Agreement ("Second Amendment"), dated June
17th, 2009 by and between the Company, Robert W. Duggan & Associates and the Lender, amending that certain Loan Agreement
dated December 30, 2008, as amended on March 31, 2009, by and between the Company and Robert W. Duggan & Associates
(the "Initial Loan Agreement" and together with the Second Amendment, the "Loan Agreement"), and is entitled
to the benefits of the Loan Agreement.  The Loan Agreement provides, among other things, (i) for the making of the Loan by the Lender
to the Company in the aggregate amount of $6,400,000, the indebtedness of the Company evidenced by this Note, and (ii) for Events of
Default, and for acceleration of the maturity of the unpaid principal amount of this Note upon the happening of certain stated events and
also for prepayments on account of the principal hereof prior to the maturity hereof upon the terms and conditions therein specified.
Defined terms used and not otherwise defined herein have the same meanings given such terms in the Loan Agreement.

1. Payments, Replacement of Note.
2. Miscellaneous.

2.1    Successors and Assigns.  All covenants, agreements and undertakings in this Note by and on behalf of any of the parties
hereto shall inure to the benefit of and be binding upon the respective heirs, administrators, personal representatives, successors and
assigns of the parties hereto.  The Lender may assign its rights under this Note and the other Loan Documents.

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IN WITNESS WHEREOF, the Company has caused this Note to be duly executed on the date hereof.

|PHARMACYCLICS, INC. |                          |                                                
|------------------- | ------------------------ | -----------------------------------------------
|                    |                          |                                                
|                    |                          |                                                
|By:                 | /s/ Glenn C. Rice, Ph.D. |                                                
|                    | Name:                    | Glenn C. Rice, Ph.D.                           
|                    | Title:                   | President, Chief Operating Officer and Director

A-3

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