Exhibit 10.31

NPS PHARMACEUTICALS, INC.
SEPARATION AND RELEASE OF CLAIMS AGREEMENT

This Separation and Release of Claims Agreement ("Agreement") documents the agreement between
you, Val Antczak,and NPS Pharmaceuticals, Inc., its subsidiaries and affiliates ("NPS") concerning the termination of your
status as an employee of NPS effective December 7, 2007.

RECITALS

1. You have been employed by NPS.  Your employment is being terminated as part of the NPS March 2007
workforce reduction.  Your last day of employment is December 7, 2007.
2. You and NPS desire to resolve any and all disputes that may exist relating to your employment with NPS and the
termination of that employment relationship.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements set forth herein, the
parties mutually agree as follows:

1. Effective Date.  This Agreement is effective on the eighth (8th) day following your signing
this Agreement, provided that you do not revoke your execution of this Agreement as provided in Paragraph 16 below.
2. Severance Benefits.  In reliance on the releases and agreements set forth in this Agreement, NPS will
provide to you the following severance benefits upon the expiration of the revocation period described in Paragraph 16 below and the
unrevoked signing of this Agreement by you.
3. You will receive 78 weeks of standard severance in the gross amount of $411,642 (Four hundred eleven thousand
six hundred forty two dollars) from which normal payroll withholdings will be made.
4. You will receive the benefits to which you are entitled from the 2006 Executive Team Retention Plan benefit (14,413
RSUs with the restriction lifted), available to you 30 days after your termination. Before this stock can be accelerated and available to you in
your E*Trade account, taxes must be paid to NPS. Mr. Jeff Brodsky will contact you with the amount of taxes owing, based on the closing price
of the NPS Common Stock on the 30th day following your termination date.
5. NPS will pay for your COBRA coverage through the end of the month in which your standard severance ends.
Thereafter, you may continue COBRA coverage by paying the entire premium for the remaining period of your COBRA eligibility.
6. You have been given a letter describing your 401K Plan, Section 125 Cafeteria Plan, Personal Time Off
("PTO"), and, if applicable, Stock Purchase Plan benefits.  This letter also explains the effect of the termination of your employment on the group life insurance

---



1. As of the close of business on your termination date all vesting of your stock options will cease, and you will have
ninety (90) days to exercise any vested stock options, and all unvested options will immediately expire. Vested options not exercised prior to
their expiration date will be forfeited.
2. Additionally, you may be entitled to receive benefits under the Executive Team 2007 Restructuring Incentive Target
Program, if the Board of Directors determines that the goals under that Program have been achieved pursuant to the terms of that Program.
3. Consideration Period.  You acknowledge that you have been given forty-five (45)days from receipt of this
Agreement, which includes NPS's ADEA Section 7(f)(1)(H) Disclosure Statement attached as Exhibit A, in which to consider and consult with an
attorney regarding this Agreement.  You acknowledge that you have had an adequate amount of time in which to consult with any person of
your choice about this Agreement prior to signing it.
4. Waiver of Consideration Period.  You may waive the 45-day consideration period by executing the Waiver
of 45-Day Period Under Separation and Release of Claims Agreement, which is attached as Exhibit B.
5. Release by Employee.  As a material inducement to NPS to enter into this Agreement and in consideration
for the payment of the amount set forth in this Agreement, you, for yourself and for all persons claiming by, through, or under you, hereby
absolutely, irrevocably, completely and unconditionally release and discharge NPS and each of NPS's subsidiaries, affiliates, successors,
assigns, agents, directors, officers, employees, representatives, attorneys and all persons acting by, through, under or in concert with any of
them ("Releasees") of and from any and all claims, demands, charges, grievances, damages, debts, liabilities, accounts, costs,
attorney's fees, expenses, liens, future rights, and causes of action of every kind and nature whatsoever based on or in any way arising out of
events or omissions occurring prior to the effective date of this Agreement ("Claims").  The Claims from which you are releasing
Releasees herein include, without limitation, breach of implied or express contract, breach of implied covenant of good faith and fair dealing,
libel, slander, wrongful discharge or termination, infliction of emotional distress, discrimination and any other claims under the Age
Discrimination in Employment Act, the Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, the Fair Labor Standards
Act, the Americans With Disabilities Act, the Utah Antidiscrimination Act, the New Jersey Law Against Discrimination, the Worker Adjustment
and Retraining Notification Act (WARN Act), the Employee Retirement Income Security Act (ERISA), and all other laws prohibiting age, race,
religion, sex, sexual orientation, national origin, color, disability and other forms of discrimination, claims growing out of any legal restrictions on
NPS's right to terminate its employees, and all other claims arising in any way out of your employment relationship with NPS or the termination
of that relationship, whether now known or unknown, suspected or unsuspected, including future rights, based upon or in any way arising out of
events or omissions occurring prior to the effective date of this Agreement.  You specifically waive any and all claims for back pay, front pay, or
any other form of compensation, except as set forth herein.

2

---



1. Representations Regarding Claims.  You represent that you have not previously assigned or transferred,
or attempted to assign or transfer, to any third party, any of the Claims waived and released herein.  You represent that you have not filed any
claim, complaint, charge or lawsuit against NPS or any other Releasee with any governmental agency or any state or federal court, and agree
not to file any lawsuit at any time hereafter concerning your employment relationship with NPS or the termination of that relationship.
2. Additional Consideration.  You acknowledge that the severance benefits provided to you pursuant to this
Agreement are in addition to any sums or payments to which you would be entitled without signing this Agreement.
3. Confidential Information and Company Property.  You are reminded of the terms of the Non-Disclosure
and Non-Competition Agreement which you signed as part of the terms of your employment with NPS and which continues in effect after the
termination of your employment.  Under that agreement, you are required to protect and not disclose any information regarding NPS's
proprietary intellectual property, its financial condition, terms of its business relations, and all other Confidential Information as defined in that
agreement.  Anything you produced as an employee for NPS is the property of NPS.  You are obligated to leave with or return to NPS any such
documents whether tangible property or in electronic form belonging to NPS including, but not limited to, documents or tangible property which
may contain or reflect confidential information or trade secrets of NPS.  Such confidential information and trade secrets may include scientific
data, proprietary ideas, financial information, knowledge of specific business dealings or practices, employee information obtained while
performing your duties, or other matters which NPS attempts to maintain as confidential in the course of its business.  By signing this
Agreement, you certify that you have returned all property of NPS.
4. Legal Fees.  NPS will be entitled to recover from you all reasonable legal fees and costs incurred in the
event that you file a lawsuit against NPS or any Releasee concerning any of the Claims released herein or otherwise breach this
Agreement.
5. Entire Agreement.  This Agreement contains the entire agreement and understanding of NPS and you
concerning the subject matter hereof and this Agreement replaces all prior agreements, whether written or oral.  You acknowledge that NPS has
not made any representations whatsoever not contained in this Agreement to induce you to execute this Agreement and you are not relying on
any such representations in signing this Agreement.

3

---



1. Governing Law.  This Agreement will be construed, enforced and governed in all respects by the laws of
the State of Utah and applicable federal law.  Any legal action regarding this Agreement may be initiated or maintained only in a state or federal
court in Utah.
2. Provisions Severable.  The provisions of this Agreement are severable.  Should any provision of this
Agreement be void, voidable, or unenforceable under any applicable law, such provision will not affect or invalidate any other provision of this
Agreement.
3. Employee Acknowledgement.  You acknowledge that you have read this Agreement carefully and fully
understand this Agreement.  You acknowledge that you have executed this Agreement voluntarily and that you are knowingly and voluntarily
releasing and waiving all Claims you may have against NPS.  You acknowledge that NPS has advised you to consult with an attorney of your
choice prior to signing this Agreement.
4. Non-Disparagement.  You will not disparage or criticize, orally, in writing, by e-mail, on the Internet, or
through any other medium, NPS, its directors, officers, executives, management, employees, or operations to any third person or entity.
5. Confidentiality.  You agree that you and your agents and representatives will keep this Agreement,
including its terms, strictly confidential, and you promise that you will not disclose, either directly or indirectly, any information concerning this
Agreement to anyone, except that:
6. You may disclose this Agreement to your spouse or domestic partner and your legal, financial and tax advisors as
may be necessary for the rendition of professional services, each of whom must agree to be bound by the terms of this confidentiality provision;
and
7. You may disclose this Agreement to the extent required by law, or in an action to enforce this Agreement or arising
from the breach of alleged breach of this Agreement.
8. Revocation Period.  You have seven (7) days from the date on which you sign this Agreement to revoke
this Agreement by providing written notice (by fax, mail, or hand delivery) of your revocation to:

Jeff Brodsky 
Director, Human Resources
NPS Pharmaceuticals, Inc.
550 Hills Drive, 3rd Floor
Bedminster, New Jersey  07921
Fax:  908-450-5351

4

---





|_____________________________________
        Val Antczak

Date: __________________________ |  | NPS Pharmaceuticals, Inc.

By: _____________________________________
                        Andrew Rackear
   Its:SVP, Legal Affairs & General Counsel

Date: _______________________
|------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

5

---

EXHIBIT A
ADEA SECTION 7(f)(1)(H) DISCLOSURE STATEMENT

In connection with NPS Pharmaceuticals, Inc.'s ("Company") March 2007 workforce reduction
program, you are being provided with information regarding (i) any class, unit or group of individuals covered by the program, and any time limits
applicable to the program and (ii) the job title and ages of all individuals selected for the program.  Selected employees are employees of
Company.  Only employees who are being terminated in the Company's March 2007 workforce reduction are selected for the program.
Employees who have been selected for termination are being offered consideration for signing a Separation and Release of Claims Agreement,
a copy of which is being provided to you with this Disclosure Statement.  In order to be entitled to severance pay under the program, you must
sign and return the Separation and Release of Claims Agreement to Jeff Brodsky, Director, Human Resources, within forty-five (45) days after
you receive it.  Once the signed Separation and Release of Claims Agreement is returned, you will have seven (7) days within which to revoke
it.
Attached is a listing of the job titles, selection factors, and ages of employees who were and were not selected for
termination and the offer of consideration for signing a Separation and Release of Claims Agreement.

Location
Title
Age
DepartmentName
Type
Selection FactorNJ
Drug Safety Systems Coord (P)
52
025 - Clnicl Drg Sfty/Phrm
Leaver
Job EliminatedNJ
Sr. Contracts/Outsourcing Mgr.
53
045 - Contracts & Outsourcing
Leaver
# of posts reduced/emp. ranked lowerNJ
Director, Market Research
55
071 - Market Research
Leaver
Job EliminatedNJ
Assoc. Director, Sys. Valid.
47
082 - Computer Resources
Leaver
Job EliminatedNJ
Admin. Associate IV (P)
38
074 - Product Management
Leaver
Job EliminatedNJ
System Architect, Sales & Mark
32
082 - Computer Resources
Leaver
Job EliminatedNJ
Contracts and Outsourcing Spec
49
045 - Contracts & Outsourcing
Leaver
Job EliminatedNJ
Manager, Financial Planning
34
080 - Accounting & Finance
Leaver
Job EliminatedNJ
Receptionist II (P)
30
084 - Physical Facilities
Leaver
Job EliminatedNJ
Project Management Coordinator
28
020 - Project Management
Leaver
Job EliminatedNJ
Assoc. Director, Prof. Ed.
51
039 - Medical Communications
Leaver
Job EliminatedNJ
Clinical Project Assistant
43
030 - Clinical Operations
Leaver
Job EliminatedNJ
Sr. Market Research Analyst
29
071 - Market Research
Leaver
Job EliminatedNJ
Manager, Regulatory Operations
60
053 - Regulatory Operations
Leaver
Job EliminatedNJ
Sr. Clinical Research Sci. I
38
030 - Clinical Operations
Leaver
Job EliminatedNJ
VP, Medical Affairs
44
035 - Medical Affairs
Leaver
Job EliminatedNJ
Assoc. Director, Data Mgmt.
32
031 - Statistics Data Mgmt
Leaver
Job EliminatedNJ
Assoc. Director, Statistics
39
031 - Statistics Data Mgmt
Leaver
Job EliminatedNJ
Sr. Human Resources Generalist
32
070 - Human Resources
Leaver
Job EliminatedNJ
Document/QC Specialist
47
027 - Medical Writing
Leaver
Job EliminatedNJ
Director, Regulatory Affairs
52
032 - Regulatory Affairs
Leaver
Job EliminatedNJ
Director, Info. Sys. Architect
50
082 - Computer Resources
Leaver
Job EliminatedNJ
Coordinator, Prof. Ed.
37
035 - Medical Affairs
Leaver
Job EliminatedNJ
Director, Data Management
45
031 - Statistics Data Mgmt
Leaver
Job EliminatedNJ
Biometrics Specialist
32
031 - Statistics Data Mgmt
Leaver
Job EliminatedNJ
Reg Operations Specialist
27
053 - Regulatory Operations
Leaver
Job EliminatedNJ
Assoc. Director, Stats. Prog.
41
031 - Statistics Data Mgmt
Leaver
Job EliminatedNJ
Supervisor, Office Services
46
084 - Physical Facilities
Leaver
Job EliminatedNJ
Manager, Medical Writing
37
027 - Medical Writing
Leaver
Job EliminatedNJ
Director, Biostatistics
53
031 - Statistics Data Mgmt
Leaver
Job Eliminated6NJ
Assoc. Director, Data Mgmt.
45
031 - Statistics Data Mgmt
Leaver
Job EliminatedNJ
VP, Information Technology
46
082 - Computer Resources
Leaver
Job EliminatedNJ
Assoc. Dir, Drug Safety & PVG
36
025 - Clnicl Drg Sfty/Phrm
Leaver
Job EliminatedNJ
VP, Clinical Development
47
033 - Clinical Research
Leaver
Job EliminatedNJ
Manager, GCP
30
036 - Quality Assurance
Leaver
Job EliminatedNJ
Sr. Director, Drug Saf. & PVG
47
025 - Clnicl Drg Sfty/Phrm
Leaver
Job EliminatedNJ
Assoc. Director, Program Mgmt.
42
020 - Project Management
Leaver
Job EliminatedNJ
Medical Director, GI
45
033 - Clinical Research
Leaver
Job EliminatedNJ
Sr. Manager, Regulatory Ops
47
053 - Regulatory Operations
Leaver
Job EliminatedNJ
Helpdesk Technician (P)
36
082 - Computer Resources
Leaver
Job EliminatedNJ
Clinical Research Scientist II
49
030 - Clinical Operations
Leaver
Job EliminatedNJ
Director, Fin, Plan and Analay
39
080 - Accounting & Finance
StayNJ
Director, Human Resources
34
070 - Human Resources
StayNJ
Director, Regulatory Liaison
44
032 - Regulatory Affairs
StayNJ
Executive Assistant (P)
47
032 - Regulatory Affairs
StayNJ
Executive Assistant
39
029 - Med and Commercial Adm
StayNJ
Sr. Contracts/Outsourcing Mgr.
32
045 - Contracts & Outsourcing
StayNJ
Business Development Spec.
50
061 - Corporate Development
StayNJ
Director, Contracts and Outsou
52
045 - Contracts & Outsourcing
StayNJ
Assoc. Director, Resource Mgmt
34
030 - Clinical Operations
StayNJ
Sr. Director Regulatory Ops
47
053 - Regulatory Operations
StayNJ
Sr. Director, Medical Affairs
58
035 - Medical Affairs
StayNJ
Executive Assistant (CEO)
53
090 - CEO
StayNJ
VP, Commericial Operations
50
074 - Product Management
StayNJ
Executive Assistant
52
060 - Business Development
StayNJ
Director, Clinical Operations
51
030 - Clinical Operations
StayNJ
VP, Alliance Management
49
061 - Corporate Development
StaySL
Director, Corporate Strategy
35
060 - Business Development
Leaver
Job EliminatedSL
Research Associate II
31
007 - Screening
Leaver
Job EliminatedSL
Research Associate I
28
013 - Tissue Culture
Leaver
Job EliminatedSL
Research Associate III
41
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Scientist I
31
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Research Associate II
25
013 - Tissue Culture
Leaver
Job EliminatedSL
Research Info. Spec. II (S)
45
083 - Library
Leaver
Job EliminatedSL
Scientist III
47
001 - SLC Biology
Leaver
Job EliminatedSL
Paralegal, Intellectual Prop.
39
052 - Patents
Leaver
Job EliminatedSL
Scientist III
47
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Research Associate II
27
013 - Tissue Culture
Leaver
Job EliminatedSL
Research Associate III
51
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Research Associate II
29
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Facility Manager
59
084 - Physical Facilities
Leaver
Job EliminatedSL
Discovery Research Analyst
35
082 - Computer Resources
Leaver
Job EliminatedSL
Research Associate II
32
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Manager, In Vivo Core Group
52
001 - SLC Biology
Leaver
Job EliminatedSL
Manager, Animal Facilities
48
001 - SLC Biology
Leaver
Job EliminatedSL
VP, Corp. Law & Assoc. GC
46
050 - Legal
Leaver
Job EliminatedSL
Manager, Res Inf Services (S)
37
083 - Library
Leaver
Job EliminatedSL
Admin. Associate IV (S)
38
050 - Legal
Leaver
Job EliminatedSL
Intellectual Property Counsel
32
052 - Patents
Leaver
Job EliminatedSL
Records Specialist
51
030 - Clinical Operations
Leaver
Job EliminatedSL
Scientist V
56
001 - SLC Biology
Leaver
Job EliminatedSL
Receptionist (S)
37
084 - Physical Facilities
Leaver
Job EliminatedSL
Scientist I
48
001 - SLC Biology
Leaver
Job EliminatedSL
Corporate Safety Manager
40
084 - Physical Facilities
Leaver
Job EliminatedSL
Network Systems Administrator
57
082 - Computer Resources
Leaver
Job EliminatedSL
Helpdesk Technician
23
082 - Computer Resources
Leaver
Job EliminatedSL
IT Support Specialist (S)
33
082 - Computer Resources
Leaver
Job EliminatedSL
Investor Relations Specialist
54
062 - Investor Relations
Leaver
Job EliminatedSL
HR Associate
35
070 - Human Resources
Leaver
Job EliminatedSL
Laboratory Glass Washer (Lab)
50
084 - Physical Facilities
Leaver
Job Eliminated7SL
Research Associate IV
33
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Research Associate IV
31
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Scientist III
44
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Executive Assistant
41
010 - Research Administration
Leaver
Job EliminatedSL
Hardware Support Technician
32
082 - Computer Resources
Leaver
Job EliminatedSL
Scientist IV
45
001 - SLC Biology
Leaver
Job EliminatedSL
Research Associate IV
36
007 - Screening
Leaver
Job EliminatedSL
Sr. Manager, Tissue Culture
44
013 - Tissue Culture
Leaver
Job EliminatedSL
Research Associate I
23
007 - Screening
Leaver
Job EliminatedSL
Scientist II
51
003 - TOR Chemistry
Leaver
Job EliminatedSL
Sr. Director, Corp. Strategy
36
060 - Business Development
Leaver
Job EliminatedSL
Admin. Associate III (S)
26
084 - Physical Facilities
Leaver
Job EliminatedSL
Sr. Systems Administrator
38
082 - Computer Resources
Leaver
Job EliminatedSL
Systems Analyst (S)
35
082 - Computer Resources
Leaver
Job EliminatedSL
Sr. Systems Architect
39
082 - Computer Resources
Leaver
Job EliminatedSL
Admin. Associate IV (S)
36
080 - Accounting & Finance
Leaver
Job EliminatedSL
Payroll Specialist
35
080 - Accounting & Finance
Leaver
Job EliminatedSL
Accounts Payable Specialist
60
080 - Accounting & Finance
Leaver
Job EliminatedSL
Manager, Accounts Payable
36
080 - Accounting & Finance
Leaver
Job EliminatedSL
Sr. Accountant, Comp/Fin. Anl.
37
080 - Accounting & Finance
Leaver
Job EliminatedSL
Scientist I
35
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Human Resources Generalist II
28
070 - Human Resources
Leaver
Job EliminatedSL
Assistant Controller
42
080 - Accounting & Finance
Leaver
Job EliminatedSL
Paralegal, Corp. & Securities
40
050 - Legal
Leaver
Job EliminatedSL
Corporate Counsel
31
050 - Legal
Leaver
Job EliminatedSL
Chief Patent Counsel
44
052 - Patents
Leaver
Job EliminatedSL
Admin. Associate III (S)
26
052 - Patents
Leaver
Job EliminatedSL
Sr. Facilities Technician
36
084 - Physical Facilities
Leaver
Job EliminatedSL
Sr. Director, Admin. Services
46
084 - Physical Facilities
Leaver
Job EliminatedSL
Sr. Network and Sec. Arch II
37
082 - Computer Resources
Leaver
Job EliminatedSL
Corporate Controller
39
080 - Accounting & Finance
Leaver
Job EliminatedSL
Document Management Specialist
27
026 - Preclinical Safety
Leaver
Job EliminatedSL
Records Management Specialist
45
030 - Clinical Operations
Leaver
Job EliminatedSL
Sr. Director, Safety Assess.
51
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Sr. Director, Pre-Clinical SA
47
026 - Preclinical Safety
Leaver
Job EliminatedSL
Sr. Clinical Pharmacokineticis
33
028 - Drug Metabolism (DMPK)
Leaver
Job EliminatedSL
Scientist V
48
001 - SLC Biology
Stay8EXHIBIT B
WAIVER OF 45-DAY PERIOD UNDER SEPARATION and release of claims AGREEMENT
This Waiver of 45-Day Period Under Separation and Release of Claims Agreement ("Waiver") is
executed by Val Antczak on this _____ date of _______, 2007.

RECITALS
1.	You have received the Separation and Release of Claims Agreement ("Agreement") with
NPS Pharmaceuticals, Inc. ("NPS" or "the Company"), which will be effective December 7, 2007.
2.	Your status as an employee of the Company will be terminated as part of the NPS March 2007 workforce
reduction.  You last day of employment is December 7, 2007
3.	Under the Agreement, you will receive certain severance benefits which you would not otherwise be entitled to
receive from NPS.
4.	In consideration of receipt of such severance benefits, you will release all of your claims against the Company in
connection with your employment relationship with NPS and the termination of that relationship pursuant to Paragraph 5 of the Agreement,
including any claims under the Age Discrimination in Employment Act and the Older Workers' Benefit Protection Act.
5.	Pursuant to Paragraph 3 of the Agreement, you have been given forty-five (45) days from receipt of the
Agreement in which to consider and consult with an attorney regarding the Agreement.
6.	You desire to waive this forty-five (45) day period.
WAIVER
Based on the foregoing Recitals, and on the mutual covenants contained herein, you agree as follows:
1.	Effective Date of Waiver.  This Waiver is effective on the date that it is executed by you.
2.	Revocation Period.  You may revoke this Waiver within seven (7) days of execution of this Waiver.  This
Waiver shall become effective on the eighth (8TH) day following your signing of the Waiver.
3.	Exercise of Right of Revocation.  To revoke this Waiver, you must provide written notice (by fax, mail, or
hand delivery) of your revocation to:


9Jeff Brodsky 
Director, Human Resources
NPS Pharmaceuticals, Inc.
550 Hills Drive, 3rd Floor
Bedminster, New Jersey  07921
Fax:  908-450-5351Your revocation, to be effective, must be received by Jeff Brodsky by the end of the seventh (7th) day
after you sign this Waiver.

________________________________
                   Name:  Val Antczak

Date: ___________________________

10

---