Exhibit 10.1

«NUM»

NONSTATUTORY STOCK OPTION

Option Grant #«Option_Type» «NUM»

«First_Name» «Middle_Name» «Last_Name», Optionee:

GILEAD SCIENCES, INC. (the “Company”), pursuant to its 2004 Equity Incentive Plan, as amended (the “Plan”), has this day granted to you, the optionee named above, an option to purchase shares of the common stock of the Company (the “Common Stock”). This option is not intended to qualify and will not be treated as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended from time to time (the “Code”).

The details of your option are as follows:

1. The total number of shares of Common Stock subject to this option is «Shares_Granted». Subject to the limitations contained herein, this option shall become exercisable over the period described below:

The number of shares noted on the first line above, if any, will fully vest on the first anniversary of the grant date, as noted by the date listed under “Full Vest Date”. With respect to each subsequent line, the shares listed, if any, will fully vest in equal quarterly installments, beginning one quarter after the Full Vest Date on the previous line and ending on the corresponding Full Vest Date for the shares at issue. Fractional shares will be rounded down to the nearest whole number.

2. (a)  The exercise price of this option is US Dollars «Option_Price» per share, being not less than the fair market value of the Common Stock on the date of grant of this option.

    (b) Payment of the exercise price per share is due in full in cash upon exercise of all or any part of each installment which has become exercisable by you. Notwithstanding the foregoing, this option may be exercised pursuant to a program developed under Regulation T as promulgated by the Federal Reserve Board which results in the receipt of cash (or check) by the Company prior to the issuance of Common Stock.

3. In no event may this option be exercised for any number of shares which would require the issuance of anything other than whole shares.

4. Notwithstanding anything to the contrary contained herein, this option may not be exercised unless the shares issuable upon exercise of this option are then registered under the US Securities Act of 1933 (the “Act”) or, if such shares are not then so registered, the Company has determined that such exercise and issuance would be exempt from the registration requirements of the Act.

5. The term of this option commences on the date hereof and, unless sooner terminated as set forth below or in the Plan, terminates on «Expiration_Date_Period_1» (which date shall be no more than ten (10) years from the date this option is granted).

In no event may this option be exercised on or after the date on which it terminates. This option shall terminate prior to the expiration of its term as follows: three (3) months after the termination of your Continuous Active Service (as described in Section 2(o) of the Plan) with the Company or an affiliate of the Company (as defined in the Plan) for any reason or for no reason unless:

(a) such termination of Continuous Active Service occurs after you have completed three (3) or more years of Continuous Active Service and your age plus years of Continuous Active Service equal seventy (70) or more, in which event the option shall terminate on the earlier of the termination date set forth above or one (1) year following such termination of Continuous Active Service; or

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(b) such termination of Continuous Active Service is due to your permanent and total disability (within the meaning of Section 422(c)(6) of the Code), in which event the option shall terminate on the earlier of the termination date set forth above or twelve (12) months following such termination of Continuous Active Service; or

(c) such termination of Continuous Active Service is due to your death, in which event the option shall terminate on the earlier of the termination date set forth above or twelve (12) months after your death; or

( d) during any part of such three (3)-month period the option is not exercisable solely because of the condition set forth in paragraph 4 above, in which event the option shall not terminate until the earlier of the termination date set forth above or until it shall have been exercisable for an aggregate period of three (3) months after the termination of Continuous Active Service; or

(e) exercise of the option within three (3) months after termination of your Continuous Active Service with the Company or with an affiliate would result in liability under Section 16(b) of the US Securities Exchange Act of 1934, in which case the option will terminate on the earlier of (i) the termination date set forth above, (ii) the tenth (10th) day after the last date upon which exercise would result in such liability or (iii) six (6) months and ten (10) days after the termination of your Continuous Active Service with the Company or an affiliate.

However, this option may be exercised following termination of Continuous Active Service only as to that number of shares as to which it was exercisable on the date of termination of Continuous Active Service under the provisions of paragraph 1 of this option.

6. (a)  This option may be exercised, to the extent specified above, by delivering a notice of exercise together with the exercise price to the Secretary of the Company, or to such other person as the Company may designate, during regular business hours, together with such additional documents or representations as the Company may then require pursuant to subparagraph 9(b) of the Plan. Copies of the notice of exercise form are available on from the Stock Plan Administrator.

    (b) By exercising this option you agree that the Company may require you to enter an arrangement providing for the payment by you to the Company of any tax withholding obligation of the Company arising by reason of (i) the exercise of this option; (ii) the lapse of any substantial risk of forfeiture to which the shares are subject at the time of exercise; or (iii) the disposition of shares acquired upon such exercise.

7. This option is not transferable, except by will or by the laws of descent and distribution, and is exercisable during your life only by you.

8. This option is not an employment or service contract and nothing in this option shall be deemed to create in any way whatsoever any obligation on your part to continue in the service of the Company, or of the Company to continue your service with the Company. In the event that this option is granted to you in connection with the performance of services as a consultant or director, references to employment, employee and similar terms shall be deemed to include the performance of services as a consultant or a director, as the case may be, provided, however, that no rights as an employee shall arise by reason of the use of such terms.

9. Any notices provided for in this option or the Plan shall be given in writing and shall be deemed effectively given upon receipt or, in the case of notices delivered by the Company to you, five (5) days after deposit in the United States mail, postage prepaid, addressed to you at the address specified below or at such other address as you hereafter designate by written notice to the Company.

10. This option is subject to all the provisions of the Plan, a copy of which is attached hereto and its provisions are hereby made a part of this option, including without limitation the provisions of paragraphs 5, 6, 7, and 8 of the Plan relating to option provisions, and is further subject to all interpretations, amendments, rules and regulations which may from time to time be promulgated and adopted pursuant to the Plan. In the event of any conflict between the provisions of this option and those of the Plan, the provisions of the Plan shall control.

11. This option and the Plan set forth all of the rights and liabilities with respect to this option.

12. This option is the entire understanding between the optionee and the Company and its affiliates regarding the acquisition of stock in the Company and supersedes all prior oral and written agreements on that subject with the exception of any stock options previously granted to the optionee under the Plan, the Company’s 1987 Stock Purchase Plan,

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«NUM»

the Company’s 1987 Incentive Stock Option Plan, the Company’s 1987 Supplemental Stock Option Plan, the Company’s 1991 Stock Option Plan, the Company’s 1995 Non-Employee Directors’ Stock Option Plan, the rights to purchase stock granted to the optionee under the Company’s 1991 Employee Stock Purchase Plan or any stock options originally granted to the optionee under the Vestar, Inc. 1988 Stock Option Plan, the NeXstar Pharmaceuticals, Inc. 1993 Incentive Stock Plan or the Triangle Pharmaceuticals, Inc. 1996 Stock Incentive Plan.

Dated «Option_Date»

ATTACHMENT:

2004 Equity Incentive Plan

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Exhibit 10.2

GILEAD SCIENCES, INC.

NONSTATUTORY STOCK OPTION

[DIRECTOR NAME] , Optionee:

GILEAD SCIENCES, INC. (the “Company”), pursuant to its 2004 Equity Incentive Plan (the “Plan”), has this day granted to you, the optionee named above, an option to purchase shares of the common stock of the Company (the “Common Stock”). This option is not intended to qualify and will not be treated as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended from time to time (the “Code”).

The details of your option are as follows:

1. The total number of shares of Common Stock subject to this option is [Number of Shares] . Subject to the limitations contained herein, this option shall be exercisable with respect to each installment shown below on or after the date of earliest exercise (vesting) applicable to such installment, as follows:

2. (a)  The exercise price of this option is $ [XX.xx] ([amount in words] Dollars and xx/100 cents) per share.

(b) Payment of the exercise price is due in full upon exercise of all or any part of each installment which has become exercisable by you. You may elect to make payment of the exercise price under one of the following alternatives, all as set forth more fully in the Plan: (i) in cash upon exercise; (ii) provided that the Company’s stock is publicly traded, payment by delivery of shares of Common Stock already owned by you, free and clear of any liens; or (iii) payment by a combination of the methods set forth in clauses (i) and (ii). Notwithstanding the foregoing, this option may be exercised pursuant to a program developed under Regulation T as promulgated by the Federal Reserve Board which results in the receipt of cash (or check) by the Company prior to the issuance of Common Stock.

3. In no event may this option be exercised for any number of shares which would require the issuance of anything other than whole shares.

4. Notwithstanding anything to the contrary contained herein, this option may not be exercised unless the shares issuable upon exercise of this option are then registered under the Securities Act of 1933 (the “Securities Act”) or, if such shares are not then so registered, the Company has determined that such exercise and issuance would be exempt from the registration requirements of the Securities Act.

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5. The term of this option commences on the date hereof and, unless sooner terminated as set forth below or in the Plan, terminates on [ Expiration date ] (which date shall be ten (10) years from the date this option is granted). In no event may this option be exercised on or after the date on which it terminates. This option shall terminate prior to the expiration of its term as follows: three (3) years after the termination of your service as a non-employee director or employee of or consultant to the Company or an affiliate of the Company (as defined in the Plan) for any reason or for no reason.

However, this option may be exercised following such termination of service only as to that number of shares as to which it was exercisable on the date of such termination under the provisions of paragraph 1 of this option.

6 . This option may be exercised, to the extent specified above, by delivering a notice of exercise together with the exercise price to the Secretary of the Company, or to such other person as the Company may designate, during regular business hours, together with such additional documents as the Company may then require pursuant to subparagraph 6(f) of the Plan. Copies of the notice of exercise form are available from the Stock Plan Administrator.

7. This option is not transferable except by will, by the laws of descent and distribution or pursuant to a domestic relations order, and is exercisable during your life only by you or a transferee pursuant to a domestic relations order. Notwithstanding the foregoing, you may, by delivering written notice to the Company in a form satisfactory to the Company, designate a third party who, in the event of your death, shall thereafter be entitled to exercise this option.

8. This option is not an employment or consulting agreement and nothing in this option shall be deemed to create in any way whatsoever any obligation on your part to continue in the service of the Company, or of the Company to continue your service with the Company.

9. Any notices provided for in this option or the Plan shall be given in writing and shall be deemed effectively given upon receipt or, in the case of notices delivered by the Company to you, five (5) days after deposit in the United States mail, postage prepaid, addressed to you at the address specified below or at such other address as you hereafter designate by written notice to the Company.

10. This option is subject to all the provisions of the Plan, a copy of which is attached hereto and its provisions are hereby made a part of this option, including without limitation the provisions of paragraphs 5, 6, 7, and 8 of the Plan relating to option provisions, and is further subject to all interpretations, amendments, rules and regulations which may from time to time be promulgated and adopted pursuant to the Plan. In the event of any conflict between the provisions of this option and those of the Plan, the provisions of the Plan shall control.

11. This option and the Plan set forth all of the rights and liabilities with respect to this option.

12. This option is the entire understanding between the optionee and the Company and its affiliates regarding the acquisition of stock in the Company and supersedes all prior oral and written agreements on that subject with the exception of any stock options previously granted to the optionee under the Plan, the Company’s 1987 Stock Purchase Plan, the Company’s 1987 Incentive Stock Option

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Plan, the Company’s 1987 Supplemental Stock Option Plan, the 1991 Stock Option Plan, the 1995 Non-Employee Directors’ Stock Option Plan, the rights to purchase stock granted to the optionee under the Company’s 1991 Employee Stock Purchase Plan or any stock options originally granted to the optionee under the Vestar, Inc. 1988 Stock Option Plan, the NeXstar Pharmaceuticals, Inc. 1993 Incentive Stock Plan or the Triangle Pharmaceuticals, Inc. 1996 Stock Incentive Plan.

Dated [Date of Grant]

ATTACHMENT:

2004 Equity Incentive Plan

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The undersigned:

(a) Acknowledges receipt of the foregoing option and understands that all rights and liabilities with respect to this option are set forth in the option and the Plan; and

(b) Acknowledges that as of the date of grant of this option, it sets forth the entire understanding between the undersigned optionee and the Company and its affiliates regarding the acquisition of stock in the Company and supersedes all prior oral and written agreements on that subject with the exception of any stock options previously granted to the optionee by the Company, and the following agreements only [if none, so state]:

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Ladies and Gentlemen:

This constitutes notice under my Nonstatutory Stock Option that I elect to purchase the number of shares for the price set forth below.

By this exercise, I agree to provide such additional documents as you may require pursuant to the terms of the 1995 Non-Employee Directors’ Stock Option Plan.

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Exhibit 10.3

Gilead Sciences Corporate Bonus Plan – US Employees

Effective January 1, 2006

Plan Objectives

The objectives of the Corporate Bonus Plan (the “Plan”) are to:

Eligibility

All Gilead Sciences employees are eligible to participate in the Plan for each performance year, subject to the following exceptions:

An employee who joins the company before November of the performance year may be eligible for a prorated bonus, depending on their length of service that year. An employee who changes job grades during the performance year may be eligible for a bonus based on the length of time in each grade, and the respective bonus target that would apply.

Unless the terms of an applicable severance plan provide otherwise, a participant who terminates employment (or gives notice of his or her intent to terminate) for reasons other than death or disability prior to the payment date (normally in March following the performance year) will not be eligible for a bonus award.

For individuals with direct management responsibility, the payment of individual bonuses is contingent on submission to HR, completed and signed performance evaluations for the participant’s direct reports at least two weeks prior to the bonus payment date. Participants who are responsible for submitting direct report performance evaluations and fail to submit those evaluations by March 31 in the year of payment, will not be eligible for a bonus award.

Target Bonus Awards

Target bonus awards are determined and communicated to eligible employees annually. The Chief Executive Officer determines target bonus awards for employees at the level of Vice President and below, and the Board of Directors or its Compensation Committee (the “Board”) determines target bonus awards for employees at the level of Senior Vice President and above. Target bonus awards may be modified from time to time.

Award Determination

Actual bonus payouts can range from 0 to 1.5 times target, based on individual and company performance.

Following are the weightings of the individual and company performance components used for US employees in determining the actual bonus award amounts:

Individual performance is evaluated based on achievement of goals and objectives as reflected in the employee’s written performance objectives for the year. Individuals who have people management responsibility (e.g., one or more direct reports) will have a portion of their bonus payment based on their performance as a manager. These requirements are listed on the annual Gilead G&O form and are valued at 20% of the person’s Goals and Objectives.

Criteria for assessing company performance will be determined and approved by the Board at the beginning of each Plan year. After the end of each Plan year, the Board will assess the extent to which corporate goals have been met, identify any unplanned achievements that have been accomplished and approve an overall percentage of goals achieved with respect to the corporate component of the Plan. This percentage of corporate goal achievement, together with the percentage of achievement for the individual component, will be used to calculate bonus payouts for individuals who participate in the Plan.

An individual must achieve at least 50% of his or her individual objectives to be eligible for the corporate component payout. Gilead Sciences must achieve at least 50% of the company objectives in order for the corporate component payout to occur. Gilead’s senior management (or, in the case of bonuses potentially payable to employees at the level of Senior Vice President and above, the Board) has discretion in determining whether each of these thresholds has been achieved.

Employees who have elected to participate in Gilead’s Employee Stock Purchase Plan and/or 401(k) Plan will have the applicable funds withheld from their bonus payment.

Other Provisions

The Board reserves the right to interpret, modify, suspend or terminate this Plan at any time.

The designation of an employee as a participant will not give the employee any right to be retained in the employ of Gilead Sciences and its affiliates and the ability of Gilead Sciences and its affiliates to dismiss or discharge the employee at any time and for any reason is specifically reserved.

No participant will have the right to alienate, assign, encumber, hypothecate or pledge his or her interest in any award under the Plan, voluntarily or involuntarily, and any attempt to so dispose of any such interest will be void.

Employees at the level of Senior Vice President and above participate in the Gilead Sciences, Inc. Code Section 162(m) Bonus Plan (the “162(m) Plan”) rather than this Plan. As provided in the 162(m) Plan, bonuses awarded under that plan will be determined by reference to the terms and conditions of this Plan, provided that if the terms and conditions of the two plans conflict, bonuses under the 162(m) Plan will be governed by the terms and conditions of the 162(m) Plan and Section 162(m) of the Internal Revenue Code. Accordingly, this Plan makes reference to employees at the level of Senior Vice President and above solely for purposes of administration of the 162(m) Plan. Any bonuses determined under the 162(m) Plan but administered by reference to this Plan (including the application of the provisions under “Award Determination” above pursuant to which the maximum award determined under the 162(m) Plan may be reduced by the Board) will be paid under the 162(m) Plan. If the 162(m) Plan is not approved by Gilead’s stockholders, it will not become effective, and employees at the level of Senior Vice President and above will not be eligible for annual bonuses under either the 162(m) Plan or this Plan.

Exhibit 10.4

GILEAD SCIENCES, INC.

CODE SECTION 162(m) BONUS PLAN

Effective January 1, 2006

To Be Submitted to Stockholders for Approval May 10, 2006

1. Purpose of the Plan . The purpose of the Plan is to provide a link between compensation and performance, to motivate participants to achieve corporate performance objectives and to enable the Company to attract and retain high quality Eligible Employees.

2. Definitions . As used herein, the following definitions shall apply:

(a) “ Board ” means the Board of Directors of the Company.

(b) “ Bonus ” means a cash payment made pursuant to the Plan.

(c) “ Code ” means the Internal Revenue Code of 1986, as amended.

(d) “ Committee ” means the Compensation Committee of the Board.

(e) “ Company ” means Gilead Sciences, Inc., a Delaware corporation.

(f) “ Corporate Bonus Plan ” means the Gilead Sciences, Inc. Corporate Bonus Plan, as amended from time to time.

(g) “ Covered Employee ” means an Employee who is a “covered employee” under Section 162(m) of the Code.

(h) “ Director ” means a member of the Board.

(i) “ Eligible Employee ” means an Employee who holds the title of Senior Vice President or above and, but for having the title of Senior Vice President or above, would be eligible to participate in the Corporate Bonus Plan.

(j) “ Employee ” means any person who is in the employ of the Company, subject to the control and direction of the Company as to both the work to be performed and the manner and method of performance. Neither service as a Director nor payment of a director’s fee by the Company shall be sufficient to constitute “employment” by the Company.

(k) “ Performance-Based Compensation ” means compensation qualifying as “performance-based compensation” under Section 162(m) of the Code.

(l) “ Performance Goal ” means any measurable criterion tied to the success of the Company and based on one or more of the business criteria described in Section 7.

(m) “ Plan ” means the Gilead Sciences, Inc. Code Section 162(m) Bonus Plan.

3. Administration of the Plan .

(a) The Co mmittee . The Plan shall be administered by the Committee (or a subcommittee of the Committee) which shall be comprised solely of two or more Directors eligible to serve on a committee awarding Bonus payments qualifying as Performance-Based Compensation.

(b) Powers of the Committee . Subject the provisions of the Plan (including any other powers given to the Committee hereunder), the Committee shall have the authority, in its discretion:

(i) to establish Performance Goals;

(ii) to construe and interpret the terms of the Plan and Bonuses awarded under the Plan;

(iii) to establish additional terms, conditions, rules or procedures for the administration of the Plan; provided, however, that no Bonus shall be awarded under any such additional terms, conditions, rules or procedures with terms or conditions which are inconsistent with the provisions of the Plan; and

(iv) to take such other action, not inconsistent with the terms of the Plan, as the Committee deems appropriate.

(c) Indemnification . In addition to such other rights of indemnification as they may have as members of the Board, members of the Committee who administer the Plan shall be defended and indemnified by the Company to the extent permitted by law on an after-tax basis against all reasonable expenses (including attorneys’ fees), actually and necessarily incurred in connection with the defense of any claim, investigation, action, suit or proceeding, or in connection with any appeal therein, to which they or any of them may be a party by reason of any action taken or failure to act under or in connection with the Plan, or any Bonus awarded hereunder, and against all amounts paid by them in settlement thereof (provided such settlement is approved by the Company) or paid by them in satisfaction of a judgment in any such claim, investigation, action, suit or proceeding, except in relation to matters as to which it shall be adjudged in such claim, investigation, action, suit or proceeding that such person is liable for gross negligence, bad faith or intentional misconduct; provided, however, that within 30 days after the institution of such claim, investigation, action, suit or proceeding, such person shall offer to the Company, in writing, the opportunity at the Company’s expense to handle and defend the same.

4. Coverage . Eligible Employees are covered by the Plan.

5. Coordination with Corporate Bonus Plan; No Duplication of Benefits . While this Plan is in effect, Eligible Employees shall not be eligible to participate in the Corporate Bonus Plan. Bonuses awarded under this Plan shall be determined by reference to the terms and conditions of the Corporate Bonus Plan, but such reference is intended solely as a means of administering this Plan and the Corporate Bonus Plan in a similar manner, subject, however, to all of the limitations on and procedures applicable to Bonuses set forth in this Plan document. To

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the extent the terms and conditions set forth in this Plan document are in conflict with those of the Corporate Bonus Plan or are required to apply in order for Bonuses to qualify as Performance-Based Compensation, the terms and conditions set forth in this Plan document shall control.

6. Terms and Conditions of Bonus Awards .

(a) Pre-Established Performance Goals . Payment of Bonuses shall be based solely on account of the attainment of one or more pre-established, objective Performance Goals. The Committee shall establish one or more objective Performance Goals with respect to each Eligible Employee in writing not later than 90 days after the commencement of the period of service to which the Performance Goals relate, provided that the outcome of the Performance Goals is substantially uncertain at the time of their establishment. Performance Goals shall be based solely on one or more of the business criteria described in the Section 7.

(b) Committee Discretion . The Committee, in determining the amount of Bonus actually paid to an Eligible Employee, shall not have the discretion to increase the amount of the Bonus that otherwise would be payable upon the attainment of the Performance Goals but may decrease the amount of such Bonus in its sole discretion. The exercise of such discretion to decrease the amount of a Bonus may be based on such performance criteria as may have been established under the Corporate Bonus Plan or on such other criteria as the Committee may choose to apply.

(c) Committee Certification . Prior to the payment of any Bonus, the Committee shall certify in writing that the Performance Goals were satisfied.

(d) Individual Limitations on Awards . Notwithstanding any other provision of the Plan, the maximum amount of any Bonus paid to a Covered Employee in any fiscal year is $5,000,000.

7. Business Criteria .

(a) Permitted Criteria . Performance Goals established by the Committee may be based on any one of, or combination of, the following: (i) revenue, (ii) achievement of specified milestones in the discovery and development of one or more of the Company’s products, (iii) achievement of specified milestones in the commercialization of one or more of the Company’s products, (iv) achievement of specified milestones in the manufacturing of one or more of the Company’s products, (v) expense targets, (vi) share price (including, but not limited to, growth measures and total shareholder return), (vii) earnings per share, (viii) operating margin, (ix) gross margin, (x) return measures (including, but not limited to, return on assets, capital, equity, or sales), (xi) net sales growth, (xii) productivity ratios, (xiii) operating income, (xiv) net operating profit, (xv) net earnings or net income (before or after taxes), (xvi) cash flow (including, but not limited to, operating cash flow, free cash flow, and cash flow return on capital), (xvii) earnings before or after interest, taxes, depreciation, and/or amortization, (xviii) economic value added, (xix) market share, and (xx) working capital targets.

(b) Authorized Adjustments . The Committee is authorized to make adjustments in the method of calculating the attainment of Performance Goals for a Performance

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Period as follows: (i) to exclude restructuring and/or other non-recurring charges; (ii) to exclude exchange rate effects, as applicable, for non-U.S. dollar denominated net sales and operating earnings; (iii) to exclude the effects of changes to generally accepted accounting principles required by the Financial Accounting Standards Board; (iv) to exclude the effects of statutory adjustments to corporate tax rates; (v) to exclude the effects of “extraordinary items” as determined under generally accepted accounting principles; (vi) to exclude any other unusual, non-recurring gain or loss or other extraordinary item; (vii) to respond to, or in anticipation of, any unusual or extraordinary corporate item, transaction, event or development; (viii) to respond to, or in anticipation of, changes in applicable laws, regulations, accounting principles or business conditions; (ix) to exclude the dilutive effects of acquisitions or joint ventures; (x) to assume that any business divested by the Company achieved Performance Goals at targeted levels during the balance of a Performance Period following such divestiture; (xi) to exclude the effect of any change in the outstanding shares of common stock of the Company by reason of any stock dividend or split, stock repurchase, reorganization, recapitalization, merger, consolidation, spin-off, combination or exchange of shares or other similar corporate change, or any distribution to common stockholders other than regular cash dividends; (xii) to reflect a corporate transaction, such as a merger, consolidation, separation (including spin-off or other distribution of stock or property by a corporation), or reorganization (whether or not such reorganization comes within the definition of such term in Section 368 of the Code); and (xiii) to reflect any partial or complete corporate liquidation.

8. Effective Date and Term of Plan . The Plan shall become effective on January 1, 2006, but only if approved by the Company stockholders at the 2006 annual meeting. Assuming that such stockholder approval is obtained, the Plan shall continue in effect until the Board terminates it or until stockholder approval again is required for the Plan to meet the requirements of Code Section 162(m) but is not obtained.

9. Amendment, Suspension or Termination of the Plan . The Board may at any time amend, suspend or terminate the Plan at any time.

10. Unfunded Obligation . Eligible Employees eligible to participate in the Plan shall have the status of general unsecured creditors of the Company. Any amounts payable to such Employees pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. The Company shall not be required to segregate any monies from its general funds, or to create any trusts, or establish any special accounts with respect to such obligations. Employees shall have no claim against the Company for any changes in the value of any assets that may be invested or reinvested by the Company with respect to the Plan.

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Exhibit 10.5

GILEAD SCIENCES, INC.

SEVERANCE PLAN

(as amended through May 9, 2005)

TABLE OF CONTENTS

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GILEAD SCIENCES, INC.

SEVERANCE PLAN

(As amended through May 9, 2005)

The Gilead Sciences, Inc. Severance Plan (the “Plan”) was adopted by the Company effective January 29, 2003 and amended and restated on March 23, 2004. The Plan was subsequently amended on May 9, 2005. The Plan replaces all severance or similar plans or programs of the Company previously in effect. The Company has no severance or similar plan or program other than this Plan. However, the Triangle Pharmaceuticals, Inc. Severance Program shall remain in effect until January 23, 2004 and shall provide benefits to current and former employees of Triangle Pharmaceuticals, Inc. who were involuntarily terminated prior to such date as set forth in Section XVII(h) of this Plan.

The purpose of the Plan is to provide a Severance Pay Benefit to certain Eligible Employees whose employment with the Company terminates. The Company is the Plan Administrator for purposes of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).

Capitalized terms used in this Plan shall have the meaning set forth in Section XVII.

An Eligible Employee shall commence participation in the Plan upon the later of (i) January 29, 2003, or (ii) his or her date of hire.

A Participant’s participation in the Plan shall terminate upon the occurrence of the earliest of the following:

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Under no circumstances shall a Participant be construed as having terminated employment or be eligible for a Severance Pay Benefit because he or she terminates employment with the Company for the purpose of accepting employment with the entity that effectuates a Change in Control, its subsidiaries or affiliates.

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The business decisions that may result in a Participant qualifying for a Severance Pay Benefit are decisions to be made by the Company in its sole discretion. In making these decisions, similarly situated organizations, locations, functions, classifications, and/or Participants need not be treated in the same manner. The date selected by the Company to terminate the Participant’s employment is within its sole discretion.

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This Section IV(b)(ii)(2) may be waived in writing by the Company in its sole discretion.

If the Participant has received payment under the Plan in excess of the Severance Pay Benefit, as reduced in Section IV(b)(ii), the Participant must agree as a condition of reemployment that such excess will be repaid to the Company.

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No interest shall be paid on a Severance Pay Benefit.

If a Participant dies after qualifying for a Severance Pay Benefit but before such benefit is completely paid, the balance of the Severance Pay Benefit shall be paid in a lump sum to the Participant’s Beneficiary.

Although the Company expects to continue the Plan indefinitely, inasmuch as future conditions cannot be foreseen, (subject to Sections VII(b) and (c)) the Company reserves the right to amend or terminate the Plan at any time by action of its board of directors or by action of a committee or individual(s) acting pursuant to a valid delegation of authority of the board of directors. However, no amendment or termination shall adversely affect the right to:

Notwithstanding Section VII(a) of the Plan, and except to the extent required to comply

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with applicable law, no termination of the Plan and no amendment described below shall be effective if adopted within six months before or at any time after the public announcement of an event or proposed transaction which would constitute a Change in Control (as such term is defined prior to such amendment); provided, however, that such an amendment or termination of the Plan may be effected, even if adopted after such a public announcement, if (a) the amendment or termination has been adopted after any plans have been abandoned to cause the event or effect the transaction which, if effected, would have constituted the Change in Control, and the event which would have constituted the Change in Control has not occurred, and (b) within a period of six months after such adoption, no other event constituting a Change in Control has occurred, and no public announcement of a proposed transaction which would constitute a Change in Control has been made, unless thereafter any plans to effect the Change in Control have been abandoned and the event which would have constituted the Change in Control has not occurred.

The amendments prohibited by this Section VII(b) include any amendment which is executed (or would otherwise become effective) at the request of a third party who effectuates a Change in Control or any amendment which, if adopted and given effect would:

For purposes of this Section VII(b), approval by the Company shall mean written approval (by a person or entity within the Company that has authority to do so) of the subsequent execution of such Plan amendment or termination.

No person shall take any action that would directly or indirectly have the same effect as any of the prohibited amendments or termination described in this Section VII(b).

To the full extent permitted by law and except as provided in the Plan, no Severance Pay Benefit shall be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or charge, and any attempt to do so shall be void.

The Plan shall be binding upon the Company, its Successors and Assigns. Notwithstanding that the Plan may be binding upon such Successors and Assigns by operation of law, the Company shall require any Successor or Assign to expressly assume and agree to be bound by the Plan in the same manner and to the same extent that the Company would be if no succession or assignment had taken place.

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This Plan is governed by and shall be construed in accordance with ERISA and, to the extent not preempted by ERISA, with the laws of the State of California.

The Company is the “Plan Sponsor” and the “Plan Administrator” of the Plan as such terms are used in ERISA.

The Company in its capacity as Plan Administrator of the Plan is the named fiduciary that has the authority to control and manage the operation and administration of the Plan. The Company shall make such rules, regulations, interpretations and computations and shall take such other action to administer the Plan as it may deem appropriate. The Company shall have the sole discretion to interpret the provisions of the Plan and to determine eligibility for benefits pursuant to the objective criteria set forth in the Plan. In administering the Plan, the Company shall at all times discharge its duties with respect to the Plan in accordance with the standards set forth in section 404(a)(l) of ERISA. The Company may engage the services of such persons or organizations to render advice or perform services with respect to its responsibilities under the Plan as it shall determine to be necessary or appropriate. Such persons or organizations may include (without limitation) actuaries, attorneys, accountants and consultants.

Upon receipt of a request for review, the Company shall appoint a Review Panel that shall consist of three or more individuals. The Review Panel shall be the named fiduciary that shall have authority to act with respect to appeals from denial of benefits under the Plan.

Any person or group of persons may serve in more than one fiduciary capacity with respect to the Plan.

The responsibilities of the Company under the Plan shall be carried out on its behalf by its officers, employees and agents. The Company may delegate any of its fiduciary responsibilities under the Plan to another person or persons pursuant to a written instrument that specifies the fiduciary responsibilities so delegated to each such person.

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In communications with its employees and in any other activities relating to the Plan, the Company shall comply with the rules, regulations, interpretations, computations and instructions that were issued to administer the Plan. With respect to matters relating to the Plan, directors, officers and employees of the Company shall act on behalf or in the name of the Company in their capacity as directors, officers and employees and not as individual fiduciaries.

All claims for benefits and all inquiries concerning the Plan or present or future rights to benefits under the Plan, shall be submitted to the Plan Administrator in writing and addressed as follows: “Gilead Sciences, Inc., Plan Administrator under the Gilead Sciences, Inc. Severance Plan, 333 Lakeside Drive, Foster City, CA 94404 “ or such other location as communicated to the Participant. A claim for benefits shall be signed by the Participant, or if a Participant is deceased, by such Participant’s spouse, designated beneficiary or estate, as the case may be.

In the event that any claim for benefits is denied, in whole or in part, the Plan Administrator shall notify the claimant in writing of such denial and of the right to a review thereof. Such written notice shall set forth in a manner calculated to be understood by the claimant, specific reasons for such denial, specific references to the Plan provision on which such denial is based, a description of any information or material necessary to perfect the claim, an explanation of why such material is necessary and an explanation of the Plan’s review procedure and a statement regarding the claimant’s right to bring a civil action under ERISA section 502(a) following an adverse benefit determination on review. Such written notice shall be given to the claimant within 90 days after the Plan Administrator receives the claim, unless special circumstances require an extension of time of up to an additional 90 days for processing the claim. If such an extension of time for processing is required, written notice of the extension shall be furnished to the claimant prior to the termination of the initial 90-day period. This notice of extension shall indicate the special circumstances requiring the extension of time and the date by which the Plan Administrator expects to render its decision on the claim for benefits. The claimant shall be permitted to appeal such denial in accordance with the Review Procedure set forth below.

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The Plan Administrator shall appoint a “Review Panel,” consisting of three or more individuals who may (but need not) be employees of the Company. The Review Panel shall be the named fiduciary that has the authority to act with respect to any appeal from a denial of benefits.

Any person whose claim for benefits is denied in whole or in part, or such person’s duly authorized representative, may appeal from such denial by submitting a request for a review of the claim to the Review Panel within 60 days after receiving written notice of such denial from the Plan Administrator. A request for review shall be in writing and shall be addressed as follows: “Review Panel under the Gilead Sciences, Inc. Severance Plan, 333 Lakeside Drive, Foster City, CA 94404” or such other location as communicated to the Participant. A request for review shall set forth all of the grounds on which it is based, all facts in support of the request and any other matters that the claimant deems pertinent. As part of the review procedure, the claimant or the claimant’s duly authorized representative may submit written comments, documents, records and other information related to the claim. The Review Panel will consider all comments, documents, records and other information submitted by the claimant or the claimant’s duly authorized representative relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination. The claimant will be provided, upon request and free of charge, reasonable access to and copies of all documents, records or other information (all of which must not be privileged) relevant to the benefit claim. The Review Panel may require the claimant to submit such additional facts, documents or other material as it may deem necessary or appropriate in making its review.

The Review Panel shall act on each request for review and notify the claimant within 60 days after receipt thereof unless special circumstances require an extension of time, up to an additional 60 days, for processing the request. If such an extension for review is required, written notice of the extension shall be furnished to the claimant within the initial 60-day period. The Review Panel shall give prompt, written notice of its decision to the claimant and to the Plan Administrator. In the event that the Review Panel confirms the denial of the claim for benefits, in whole or in part, such notice shall set forth, in a manner calculated to be understood by the claimant, the specific reasons for such denial, specific references to the Plan provisions on which the decision is based, a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to and copies of all documents, records and other information relevant to the benefit claim, a statement describing any voluntary appeal procedures offered by the Plan and the claimant’s right to obtain information about such procedures, and a statement informing the claimant of his or her right to bring a civil action under ERISA section 502(a).

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The Review Panel shall establish such rules and procedures, consistent with the Plan and with ERISA, as it may deem necessary or appropriate in carrying out its responsibilities under this Section XII. The Review Panel may require a claimant who wishes to submit additional information in connection with an appeal from the denial of benefits to do so at the claimant’s own expense.

No legal action for benefits under the Plan shall be brought unless and until the claimant:

All Severance Pay Benefits under the Plan shall be paid by the Company. The Plan shall be unfunded and benefits hereunder shall be paid only from the general assets of the Company.

The Employer Identification Number (EIN) assigned to the Plan Sponsor (Gilead Sciences, Inc.) by the Internal Revenue Service is 94-3047598. The Plan Number (PN) assigned to the Plan by the Plan Sponsor pursuant to instructions of the Internal Revenue Service is 508.

The date of the end of the year for the purpose of maintaining the Plan’s fiscal records is December 31.

The agent for the service of legal process with respect to the Plan is the Secretary of Gilead Sciences, Inc., 333 Lakeside Drive, Foster City, CA 94404. The service of legal process may also be made on the Plan by serving the Plan Administrator.

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The “Plan Sponsor” and the “Plan Administrator” of the Plan is Gilead Sciences, Inc., 333 Lakeside Drive, Foster City, CA 94404; 650-522-5800 or such other location as communicated to the Participant. The Plan Administrator is the named fiduciary charged with responsibility for administering the Plan.

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ERISA requires Gilead Sciences, Inc., as the Plan Administrator of a benefit plan sponsored by the Company, to make available for your examination the Plan documents under which the Plan is established and operated.

The pertinent Plan documents include official Plan texts and any other documents under which the Plan is established or operated, and applicable collective bargaining agreements.

These Plan documents are available for your examination at the Plan Administrator’s office, 333 Lakeside Drive, Foster City, CA 94404, and at certain other locations such as the Company’s Human Resources offices.

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If an Eligible Employee’s Continuous Service is interrupted and the Eligible Employee subsequently returns to a status that constitutes Continuous Service, such prior Continuous Service shall be disregarded for all purposes of the Plan except that if an Eligible Employee is reemployed within one year following termination of Continuous Service, all prior Continuous Service and the time period between the date of termination and reemployment will be considered Continuous Service.

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Pursuant to the authority granted by resolutions adopted by the board of directors of Gilead Sciences, Inc. on January 29, 2003, the Company has caused its authorized officer to execute the foregoing Plan as adopted effective as of that date.

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APPENDIX A

Chief Executive Officer

Severance Benefits

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APPENDIX B

Executive Vice President and

Senior Vice President

Severance Benefits

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APPENDIX C

Vice President and Senior Advisor

Severance Benefits

Senior Advisors shall not be entitled to any benefits under Section B of this Appendix C.

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APPENDIX D

Severance Benefits for Eligible Employees

other than Chief Executive Officer,

Executive Vice President, Senior Vice President,

Vice President and Senior Advisor

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Note: An Employee who has not completed six or more months of Continuous Service and whose employment with all members of the Affiliated Group has terminated other than 12 months following a Change in Control is not entitled to any benefits under the Plan.

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