ASSIGNMENT OF LEASE

EXHIBIT 10.63B

ASSIGNMENT OF LEASE

             THIS ASSIGNMENT (the “Assignment”), dated as of this 22nd day of March, 2001, is made between Shaman Pharmaceuticals, Inc., a Delaware corporation, (“Assignor”) and Tularik Inc., a Delaware corporation (“Assignee”), with reference to the following:

RECITALS:

             WHEREAS, Assignor is the tenant under that certain Industrial Lease Agreement dated January 1, 1993, as amended with Grand/Roebling Investment Company (“Landlord”) for the premises located in the City of South San Francisco, County of San Mateo, State of California, commonly known as 213 East Grand Avenue, 217 East Grand Avenue, 317 Roebling Road, and 333 Roebling Road (the “Premises”);

             WHEREAS, Assignor desires to assign all its right, title and interest in the Lease to Assignee under the terms and conditions set forth in Stipulation Regarding Assumption and Assignment of Lease by and among Assignor, Assignee and Landlord (the “Stipulation”) filed with the Bankruptcy Court for the Northern District of California in Debtor’s Chapter 11 reorganization bankruptcy case (the “Court”); and

             WHEREAS, the Stipulation and this Assignment have been approved by an order of the Court (the “Order”);

             NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the payment of the amounts and performance of the obligations set forth in the Stipulation, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

             1.          Assignment and Assumption.  This Assignment shall take effect on the later of March 26, 2001 or the eleventh (11th) calendar day following entry of the Order, which Order has not been stayed or reversed during the ten days following its entry (the “Effective Date”).  On the Effective Date, Assignee shall pay to Assignor the Debtor’s Proceeds set forth in the Stipulation; Assignee shall pay to Landlord the amounts required by paragraph 2 of the Stipulation; Assignee (as tenant) and Landlord (as landlord) shall execute and deliver to one another an amendment to the Lease consistent with the Stipulation; and Assignor shall deliver possession of the Premises to Assignee, subject only to those listed on Schedule 1 attached hereto.  Except for the existing $128,080 security deposit on deposit with Landlord (which amount has been forfeit to Landlord by Assignor), Assignor assigns and transfers to Assignee all its right, title and interest in the Lease; and except as otherwise set forth in the Stipulation, Assignee accepts the assignment and assumes and agrees to perform as a direct obligation to Landlord, all the provisions of the Lease to the extent relating to events occurring from and after the Effective Date and the obligations assumed by Assignee in paragraphs 4 and 5 of the Stipulation, except for Assignor’s Responsibilities under paragraph 2 below and except as expressly modified in the Stipulation.  From and after the Effective Date, Assignor shall have no obligations under the Lease, except as set forth in the Stipulation and the next paragraph.