10Q Q1 2001 EXH10.154



                                                          Exhibit 10.154



Exhibit B

PROMISSORY NOTE

$300,000South San Francisco, California

January 2, 2000

For Value Received, the undersigned hereby
unconditionally, promises to pay to the order of Axys Pharmaceuticals,
Inc., a Delaware corporation (the "Company"), at the offices of
the Company, 180 Kimball Way, South San Francisco, California, or at such other
place as the holder hereof may designate in writing, in lawful money of the
United States of America and in immediately available funds, the principal sum
of Three Hundred Thousand Dollars ($300,000) and interest accrued from the date
hereof on the unpaid principal at the rate of 5.61% per annum, or the maximum
rate permissible by law (which under the laws of the State of California shall
be deemed to be the laws relating to permissible rates of interest on commercial
loans), whichever is less, compounded annually, as follows:
Principal Repayment.  The outstanding principal amount
hereunder shall be due and payable in full on January 2, 2004 and

Interest Payments. Interest shall be compounded
annually (calculated on the basis of a 365-day year for the actual number of
days elapsed) and shall be payable in arrears on the Principal Repayment
Date.



In addition, and notwithstanding the foregoing, provided that
the undersigned continues to render services to the Company through each such
date, the Company will forgive one thirty-sixth (1/36th) of the
principal amount of the Note and any accrued interest thereon on the first day
of each calendar month following the date hereof.  In the event the undersigned
ceases providing services to the Company, whether as an employee, consultant, or
member of the Company's Board of Directors, for any reason or no reason, the
principal and all accrued interest due under this Note shall become due and
payable in full no later than thirty (30) days after the date of such final
cessation of service (but in no event later than the Principal Repayment Date);
provided, however, that in the event the undersigned is terminated without Cause
or due to death or disability or that the undersigned terminates his employment
for Good Reason, the Company will concurrently therewith forgive all remaining
principal and interest due under the Note.  Capitalized terms used herein
without definition shall be defined to have the same meaning as such terms have
in that certain Employment Agreement dated as of January 2, 2001 between the
Company and the undersigned.

This Note may be prepaid at any time without penalty. All
money paid toward the satisfaction of this Note shall be applied first to the
payment of interest as required hereunder and then to the retirement of the
principal.  

The full amount of this Note is secured by a pledge of any
shares of Common Stock of the Company that the undersigned may purchase from
time to time through the exercise of Company stock options, and is subject to
all of the terms and provisions of that form of Pledge Agreement between the
undersigned and the Company, attached as Exhibit A.

The undersigned hereby represents and agrees that the amount
due under this Note are not consumer debt, and are not incurred primarily for
personal, family or household purposes, but are for business and commercial
purposes only.

The undersigned hereby waives presentment, protest and notice
of protest, demand for payment, notice of dishonor and all other notices or
demands in connection with the delivery, acceptance, performance, default or
endorsement of this Note.

The holder hereof shall be entitled to recover, and the
undersigned agrees to pay when incurred all costs and expenses of collection of
this Note, including without limitation, reasonable attorneys' fees.

This Note shall be governed by, and construed, enforced and
interpreted in accordance with, the laws of the State of California, excluding
conflict of laws principles that would cause the application of laws of any
other jurisdiction.  



Signed ____________________________

Paul Hastings