EMPLOYMENT AGREEMENT

This AGREEMENT (the “ Agreement ”) is made this 28 ^th day of September, 2006, by and between COUGAR BIOTECHNOLOGY, INC., a Delaware corporation with principal executive offices at 10990 Wilshire Boulevard, Suite 1200, Los Angeles, CA 90024 (the “ Company ”), and ALAN H. AUERBACH (the “ Executive ”).

WHEREAS, the Company currently employs Executive as its President and Chief Executive Officer of the Company; and

WHEREAS, the Company desires to continue employing Executive, and Executive desires to continuing serving the Company, as its President and Chief Executive Officer, upon the terms and subject to the conditions contained in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties hereto hereby agree as follows:

1.   Employment. The Company agrees to employ the Executive, and the Executive agrees to be employed by the Company, upon the terms and subject to the conditions of this Agreement.

2.   Term. The employment of the Executive by the Company as provided in Section 1 shall be for a period of one year commencing on the date hereof, unless sooner terminated in accordance with the provisions of Section 9 below (the “ Term ”); provided, however, that the Term shall be extended automatically for additional one-year periods unless one party shall advise the other in writing at least 60 days before the initial expiration of the Term or an anniversary date thereof that this Agreement shall no longer be so extended.

3.   Duties; Best Efforts; Place of Performance.

(a)   The Executive shall serve as President and Chief Executive Officer of the Company and shall perform, subject to the direction of the Board of Directors of the Company, such duties as are customarily performed by the President and Chief Executive Officer. The Executive shall also have such other powers and duties as may be from time to time directed by the Board of Directors of the Company, provided that the nature of the Executive’s powers and duties so prescribed shall not be inconsistent with the Executive’s position and duties hereunder.

(b)   The Executive shall devote substantially all of his business time, attention and energies to the business and affairs of the Company and shall use his best efforts to advance the best interests of the Company and shall not during the Term be actively engaged in any other business activity, whether or not such business activity is pursued for gain, profit or other pecuniary advantage, that will interfere with the performance by the Executive of his duties hereunder or the Executive’s availability to perform such duties or that will adversely affect, or negatively reflect upon, the Company.

4.   Directorship. The Company shall use its best efforts to cause the Executive to be elected as a member of its Board of Directors throughout the Term and shall include him in the management slate for election as a director at every stockholders meeting during the Term at which his term as a director would otherwise expire. The Executive agrees to accept election, and to serve during the Term, as director of the Company, without any compensation therefor other than as specified in this Agreement.

5.   Compensation. As full compensation for the performance by the Executive of his duties under this Agreement, the Company shall pay the Executive as follows:

(a)   Base Salary . The Company shall pay the Executive a base salary (the “ Base Salary ”) at a rate of $300,000 per annum, payable in equal semi-monthly installments during the Term, or otherwise in accordance with the Company’s regular payroll practices in effect from time to time; provided, however , that notwithstanding the foregoing, the Base Salary shall be retroactive to May 16, 2006. The Board of Directors of the Company shall annually review the Base Salary to determine whether an increase in the amount thereof is warranted.

(b)   Discretionary Bonus . At the sole discretion of the Board of Directors of the Company, the Executive shall be eligible to receive an annual discretionary bonus (the “ Discretionary Bonus ”) in an amount up to $50,000, based upon his performance on behalf of the Company during the prior year. The Discretionary Bonus shall be payable either as a lump-sum payment or in installments as determined by the Board of Directors of the Company in its sole discretion. In addition, the Board of Directors of the Company shall annually review the Discretionary Bonus to determine whether an increase in the amount thereof is warranted.

(c)   Performance Bonus . The Company shall pay the Executive one-time milestone-based bonus payments (each a “ Milestone Bonus ” and collectively, the “ Milestone Bonuses ”), as follows:

“ Market Capitalization ” means the aggregate value of the Company’s issued and outstanding capital stock, as determined by multiplying the closing sale price of the Company’s common stock as reported on the OTC Bulletin Board or such other exchange or automated quotation system as the common stock is then listed or quoted by the total number of issued and outstanding shares of the Company’s capital stock on a fully-diluted basis (i.e., assuming the issuance of all shares issuable upon the exercise of outstanding options, warrants and other convertible securities); provided, however , that in the event the Company has outstanding a class or series of capital stock that is convertible into common stock, the number of issued and outstanding shares of such convertible class or series of stock shall be deemed to be the number of shares of common stock issuable upon conversion thereof. Notwithstanding anything to the contrary contained in this Section 5(c), Executive shall be deemed to have earned the respective Milestone Bonuses only when the Market Capitalization amount applicable to each Milestone Bonus is either (A) maintained for a period of at least twenty (20) consecutive business days, or (B) averages such amount over a period of thirty (30) consecutive business days.

(d)   Withholding . The Company shall withhold all applicable federal, state and local taxes and social security and such other amounts as may be required by law from all amounts payable to the Executive under this Section 5.

(e)   Stock Option Grant . The Company shall grant the Executive a stock option to purchase 336,139 shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) at an exercise price of $4.50 per share (the “ Option ”). The Option shall be governed by the Company’s 2003 Stock Option Plan (the “ Plan ”). For so long as the Executive is an employee of the Company, the Option shall vest, if at all, in four (4) equal and annual installments beginning on May 16, 2007 and each anniversary thereafter until fully vested. Upon termination of Executive’s employment with the Company, for any reason or no reason, Executive’s rights to any portion of the Option that has not yet vested as of the date of such termination shall not vest and all of Executive’s rights to such unvested portion of the Option shall terminate. In the event of a Change of Control (as such term is defined in the Plan), the entire Option shall vest and become immediately exercisable. The Option shall have a term of 10 years from date of grant and the vested Options shall remain exercisable for 90 days from the date that the Executive is no longer an employee of the Company. In connection with such grant, the Executive shall enter into the Company’s standard stock option agreement which will incorporate the foregoing vesting schedule and other terms described in this Section 5(e). The Board shall review the aggregate number of stock options granted to the Executive not less frequently than annually in order to determine whether an increase in the number thereof is warranted.

(f)   Expenses . The Company shall reimburse the Executive for all normal, usual and necessary expenses incurred by the Executive in furtherance of the business and affairs of the Company, including reasonable travel and entertainment, upon timely receipt by the Company of appropriate vouchers or other proof of the Executive’s expenditures and otherwise in accordance with any expense reimbursement policy as may from time to time be adopted by the Company.

(g)   Other Benefits . The Executive shall be entitled to all rights and benefits for which he shall be eligible under any benefit or other plans (including, without limitation, dental, medical, medical reimbursement and hospital plans, pension plans, employee stock purchase plans, profit sharing plans, bonus plans and other so-called “fringe” benefits) as the Company shall make available to its senior executives from time to time.

(h)   Vacation . Executive shall, during the Term, be entitled to a vacation of four (4) weeks per annum, in addition to holidays observed by the Company; provided, however, that Executive shall not be entitled to accrue more than six (6) weeks of accrued vacation time at any given time. In the event that Executive has accrued the maximum of six (6) weeks accrued and unused vacation time, Executive shall cease accruing further vacation time until such time as Executive’s accrued and unused vacation time is less than such maximum amount.

6.   Confidential Information and Inventions.

(a)   The Executive recognizes and acknowledges that in the course of his duties he is likely to receive confidential or proprietary information owned by the Company, its affiliates or third parties with whom the Company or any such affiliates has an obligation of confidentiality. Accordingly, during and after the Term, the Executive agrees to keep confidential and not disclose or make accessible to any other person or use for any other purpose other than in connection with the fulfillment of his duties under this Agreement, any Confidential and Proprietary Information (as defined below) owned by, or received by or on behalf of, the Company or any of its affiliates. “ Confidential and Proprietary Information ” shall include, but shall not be limited to, confidential or proprietary scientific or technical information, data, formulas and related concepts, business plans (both current and under development), client lists, promotion and marketing programs, trade secrets, or any other confidential or proprietary business information relating to development programs, costs, revenues, marketing, investments, sales activities, promotions, credit and financial data, manufacturing processes, financing methods, plans or the business and affairs of the Company or of any affiliate or client of the Company. The Executive expressly acknowledges the trade secret status of the Confidential and Proprietary Information and that the Confidential and Proprietary Information constitutes a protectable business interest of the Company. The Executive agrees: (i) not to use any such Confidential and Proprietary Information for himself or others; and (ii) not to take any Company material or reproductions (including but not limited to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof from the Company’s offices at any time during his employment by the Company, except as required in the execution of the Executive’s duties to the Company. The Executive agrees to return immediately all Company material and reproductions (including but not limited, to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof in his possession to the Company upon request and in any event immediately upon termination of employment.

(b)   Except with prior written authorization by the Company, the Executive agrees not to disclose or publish any of the Confidential and Proprietary Information, or any confidential, scientific, technical or business information of any other party to whom the Company or any of its affiliates owes an obligation of confidence, at any time during or after his employment with the Company.

(c)   The Executive agrees that all inventions, discoveries, improvements and patentable or copyrightable works (“ Inventions ”) initiated, conceived or made by him, either alone or in conjunction with others, during the Term shall be the sole property of the Company to the maximum extent permitted by applicable law and, to the extent permitted by law, shall be “works made for hire” as that term is defined in the United States Copyright Act (17 U.S.C.A., Section 101). The Company shall be the sole owner of all patents, copyrights, trade secret rights, and other intellectual property or other rights in connection therewith. The Executive hereby assigns to the Company all right, title and interest he may have or acquire in all such Inventions; provided, however, that the Board of Directors of the Company may in its sole discretion agree to waive the Company’s rights pursuant to this Section 6(c) with respect to any Invention that is not directly or indirectly related to the Company’s business. The Executive further agrees to assist the Company in every proper way (but at the Company’s expense) to obtain and from time to time enforce patents, copyrights or other rights on such Inventions in any and all countries, and to that end the Executive will execute all documents necessary:

(i)   to apply for, obtain and vest in the name of the Company alone (unless the Company otherwise directs) letters patent, copyrights or other analogous protection in any country throughout the world and when so obtained or vested to renew and restore the same; and

(ii)   to defend any opposition proceedings in respect of such applications and any opposition proceedings or petitions or applications for revocation of such letters patent, copyright or other analogous protection.

(d)   The Executiv