8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 26, 2011

AMAG PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

001-10865	04-2742593
(Commission File Number)	(IRS Employer Identification No.)
100 Hayden Avenue
Lexington, Massachusetts	02421
(Address of principal executive offices)	(Zip Code)

(617) 498-3300

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

xWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.  Results of Operations and Financial Condition.

The following information and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

On July 26, 2011, AMAG Pharmaceuticals, Inc., or the Company, issued a press release regarding its operating results and revenues for the quarter ended June 30, 2011 and its intention to hold a conference call to discuss the Company’s financial results, commercial progress, development programs, and recent announcement of the execution of a definitive merger agreement with Allos Therapeutics, Inc. A copy of the Company’s press release is furnished herewith as Exhibit 99.1.

Item 8.01.  Other Events.

On July 26, 2011, the Company issued a press release regarding its intention to hold a conference call to discuss, among other items, the recent announcement of the execution of a definitive merger agreement with Allos Therapeutics, Inc.

Additional Information and Where You Can Find It

This report does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger between AMAG and Allos will be submitted to the respective stockholders of AMAG and Allos for their consideration.

AMAG will file a Registration Statement on Form S-4 containing a joint proxy statement/prospectus of Allos and AMAG and other documents concerning the proposed acquisition with the Securities and Exchange Commission (the “SEC”). Investors are urged to read the joint proxy statement/prospectus when it becomes available and other relevant documents filed with the SEC because they will contain important information. Security holders may obtain a free copy of the proxy statement/prospectus (when it is available) and other documents filed by Allos and AMAG with the SEC at the SEC’s website at www.sec.gov. The joint proxy statement/prospectus and other documents may also be obtained for free by contacting Allos’ Investor Relations by e-mail at investorrelations@allos.com, by telephone at (303) 426-6262 or by mail at Investor Relations, Allos Therapeutics, Inc., 11080 CirclePoint Road, Suite 200, Westminster, CO 80020 or by contacting AMAG’s Investor Relations by e-mail at cmiceli@amagpharma.com, by telephone at (617) 498-3361 or by mail at Investor Relations, AMAG Pharmaceuticals, Inc., 100 Hayden Avenue, Lexington, MA 02421.

Allos, AMAG, certain of their respective directors, executive officers, members of management and employees may, under the rules of the SEC, be deemed to be participants in the solicitation of proxies in connection with the proposed merger. Information regarding Allos’ directors and executive officers and their beneficial ownership of Allos’ common stock is also set forth in Allos’ annual proxy statement on Schedule 14A filed with the SEC on April 29, 2011. This document is available free of charge at the SEC’s website at www.sec.gov or by going to Allos’ Investors page on its corporate website at www.allos.com. Information concerning AMAG’s directors and executive officers and their beneficial ownership of AMAG’s common stock is set forth in AMAG’s annual proxy statement on Schedule 14A filed with the SEC on April 18, 2011. This document is available free of charge at the SEC’s website at www.sec.gov or by going to AMAG’s Investors page on its corporate website at www.amagpharma.com. Additional information regarding the persons who may, under the rules of the SEC, be deemed “participants” in the solicitation of proxies in connection with the proposed merger, and a description of their direct and indirect interests in the proposed merger, which may differ from the interests of Allos’ investors or AMAG’s investors generally, will be set forth in the joint proxy statement/prospectus when it is filed with the SEC.

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Forward-Looking Statements

This report contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” “continue,” and other similar terminology or the negative of these terms, are intended to identify such forward-looking statements, but their absence does not mean that a particular statement is not forward-looking. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that may cause actual results to differ materially from those anticipated by the forward-looking statements. These statements are not guarantees of future performance, involve risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate. Examples of such forward looking statements include Allos and AMAG’s expectations with respect to the synergies, costs and other anticipated financial impacts of the proposed transaction; future financial and operating results of the combined company; the combined company’s plans, objectives, expectations and intentions with respect to future operations; approval of the proposed transaction by requisite stockholders; the satisfaction of the closing conditions to the proposed transaction; and the timing of the completion of the proposed transaction. In any forward-looking statement in which AMAG or Allos expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement or expectation or belief will result or be achieved or accomplished. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: failure of Allos or AMAG stockholders to approve the proposed transaction; the challenges and costs of closing the proposed transaction, integrating the two companies, and restructuring the combined company; the possibility that the expected synergies will not be realized, or will not be realized within the expected time period; the ability to retain key employees; and other economic, business, competitive, and/or regulatory factors affecting the businesses of Allos and AMAG generally, including those set forth in the filings of Allos and AMAG with the Securities and Exchange Commission, especially in the “Risk Factors” section of Allos’ Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 10, 2011, the “Risk Factors” section of AMAG’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 9, 2011, and in Allos’ and AMAG’s other periodic reports and filings with the SEC. Allos and AMAG cautions investors not to place undue reliance on the forward-looking statements contained herein. All forward-looking statements are based on information currently available to Allos and AMAG on the date hereof, and Allos and AMAG underdertake no obligation to revise or update these forward-looking statements to reflect events or circumstances after the date of this press release, except as required by law.

Item 9.01.   Financial Statements and Exhibits.

(d)  Exhibits.

The Company hereby furnishes the following exhibit:

99.1Press Release dated July 26, 2011.

99.2Copy of presentation slides of the Company during July 26, 2011 conference call.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AMAG PHARMACEUTICALS, INC.
By:	/s/ Joseph L. Farmer
	Joseph L. Farmer
	General Counsel and Senior Vice
	President of Legal Affairs
Date: July 26, 2011

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EXHIBIT INDEX

Exhibit  Number	Description
99.1	Press Release dated July 26, 2011.
99.2	Copy of presentation slides of the Company during July 26, 2011 conference call.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

AMAG Announces Financial Results for the Second Quarter and Six Months Ended June 30, 2011

LEXINGTON, MA (July 26, 2011) — AMAG Pharmaceuticals, Inc. (NASDAQ: AMAG), a biopharmaceutical company focused on the development and commercialization of a therapeutic iron compound to treat iron deficiency anemia, today reported unaudited consolidated financial results for the second quarter ended June 30, 2011.

Business Update

·Total revenues for the second quarter ended June 30, 2011 were $15.4 million, of which $12.8 million were net product revenues from Feraheme® (ferumoxytol) Injection for Intravenous (IV) use.

·Total Feraheme provider demand(1) and launch incentive program utilization for the second quarter increased 24% from the first quarter of 2011 to approximately 25,000 grams, nearly all of which was for use in the non-dialysis chronic kidney disease (CKD) setting.

·On July 19, the Company entered into a definitive merger agreement with Allos Therapeutics, Inc. Under the terms of the transaction, Allos stockholders will receive 0.1282 shares of AMAG common stock for each share of Allos common stock they own.  The transaction is subject to shareholder approval and other customary closing conditions.

“We are pleased with the significant increase in Feraheme provider demand as compared to the first quarter of 2011,” commented Brian J.G. Pereira, MD, President and Chief Executive Officer of AMAG Pharmaceuticals, Inc. “With the positive momentum building for Feraheme, it is the appropriate time to leverage our selling, general and administrative expenses to support an additional product. We believe that the addition of FOLOTYN® to our product portfolio will enable us to gain valuable synergies and create additional shareholder value.”

Second Quarter 2011 Financial Results (unaudited)

As of June 30, 2011, the Company’s cash, cash equivalents and investments totaled approximately $264 million.

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Total revenues for the quarter ended June 30, 2011 were $15.4 million compared to $18.8 million for the same period in 2010.  The change in total revenues in the 2011 period is due to lower expected provider demand from the dialysis segment principally due to the implementation of the Medicare prospective payment system, offset, in part, by increased demand from non-dialysis CKD sites of care.

Total operating costs and expenses for the quarter ended June 30, 2011 were $35.6 million compared to $40.7 million for the same period in 2010.  The decrease in total operating costs and expenses in the 2011 period is primarily due to decreased selling, general and administrative expenses associated with the commercialization of Feraheme, partially offset by increased research and development costs associated with the Company’s global iron deficiency anemia (IDA) registrational program.

The Company reported a net loss of $19.6 million, or a loss of $0.92 per basic and diluted share, for the quarter ended June 30, 2011 compared to a net loss of $21.3 million, or a loss of $1.01 per basic and diluted share, for the same period in 2010.

For the six months ended June 30, 2011, the Company reported total revenues of $28.8 million, as compared to revenues of $32.1 million for the same period in 2010.  The change in total revenues in 2011 versus the comparable 2010 period was primarily due to expected lower provider demand from the dialysis segment due to the implementation of the Medicare prospective payment system, offset, in part, by increased demand from non-dialysis sites of care.

Total operating costs and expenses for the six months ended June 30, 2011 were $71.8 million, as compared to $77.5 million for the same period in 2010.  The decrease in total operating costs and expenses in the 2011 period is primarily due to decreased selling, general and administrative expenses associated with the commercialization of Feraheme, partially offset by increased research and development costs associated with the Company’s global iron deficiency anemia (IDA) registrational program.  Net loss for the six months ended June 30, 2011 was $41.9 million or a loss of $1.98 per basic and diluted share as compared to a net loss of $44.4 million, or a loss of $2.16 per basic and diluted share for the same period in 2010.

Conference Call and Webcast Access

AMAG Pharmaceuticals, Inc. will host a conference call and webcast with slides today at 4:30 p.m. ET to discuss the Company’s financial results, commercial progress, development programs, and recent announcement of the execution of a definitive merger agreement with Allos Therapeutics, Inc.

To access the conference call via telephone, dial (877) 412-6083 from the United States or (702) 495-1202 for international access.  A telephone replay of the conference call will be available from approximately 7:30 p.m. ET on July 26 until midnight July 28.  To access the replay, dial (855) 859-2056 from the United States or (404) 537-3406 for international access.

A live webcast of the conference call and accompanying slides will be accessible through the Investors section of the Company’s website at www.amagpharma.com beginning at 4:30 p.m. ET.  Following the

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conference call, the webcast replay will be available at approximately 7:30 p.m. ET and will be archived on the AMAG Pharmaceuticals, Inc. website until midnight August 26, 2011.

About AMAG Pharmaceuticals, Inc.

AMAG Pharmaceuticals, Inc. is a biopharmaceutical company focused on the development and commercialization of a therapeutic iron compound to treat iron deficiency anemia. For additional company information, please visit www.amagpharma.com.

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AMAG Pharmaceuticals, Inc.

Condensed Consolidated Statements of Operations

(unaudited, amounts in thousands, except for per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2011			2010			2011			2010
Revenues:
Product sales, net	$	13,081		$	16,226		$	24,103		$	29,521
License fee, collaboration and royalty revenues	2,321			2,601			4,684			2,612
Total revenues	15,402			18,827			28,787			32,133
Operating costs and expenses (1):
Cost of product sales	2,082			1,884			5,123			2,894
Research and development expenses	16,695			14,784			30,261			27,152
Selling, general and administrative expenses	16,826			24,004			36,460			47,460
Total operating costs and expenses	35,603			40,672			71,844			77,506
Operating Loss	(20,201		)	(21,845		)	(43,057		)	(45,373		)
Interest and dividend income, net	452			404			1,012			875
Other (expense) income	(209		)	6			(208		)	10
Net loss before income taxes	(19,958		)	(21,435		)	(42,253		)	(44,488		)
Income tax benefit	396			111			396			111
Net loss	$	(19,562	)	$	(21,324	)	$	(41,857	)	$	(44,377	)
Net loss per share - basic and diluted:	$	(0.92	)	$	(1.01	)	$	(1.98	)	$	(2.16	)
Weighted average shares outstanding used to compute net loss per share:
Basic and diluted	21,167			21,017			21,156			20,504
(1) Stock based compensation included in operating costs and expenses
Cost of product sales	$	157		$	125		$	352		$	200
Research and development	639			1,333			1,281			2,538
Selling, general and administrative	1,825			3,477			5,463			6,498

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AMAG Pharmaceuticals, Inc.

Condensed Consolidated Balance Sheets

(unaudited, amounts in thousands)

	June 30, 2011		December 31, 2010
Cash and cash equivalents	$	79,956	$	112,646
Short-term investments	159,237		147,619
Accounts receivable, net	4,813		5,785
Inventories	15,126		16,344
Receivable from collaboration	871		441
Other current assets	5,567		7,949
Total current assets	265,570		290,784
Net property, plant & equipment	10,130		11,235
Long-term investments	25,079		33,597
Other assets	460		460
Total assets	$	301,239	$	336,076
Accounts payable	$	2,549	$	4,553
Accrued expenses and other short-term liabilities	29,467		25,555
Deferred revenues	6,346		6,603
Total current liabilities	38,362		36,711
Deferred revenues	48,244		51,292
Other long-term liabilities	2,615		2,787
Total long-term liabilities	50,859		54,079
Total stockholders’ equity	212,018		245,286
Total liabilities and stockholders’ equity	$	301,239	$	336,076

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About Feraheme

In the United States, Feraheme® (ferumoxytol) Injection for Intravenous (IV) use is indicated for the treatment of iron deficiency anemia in adult chronic kidney disease (CKD) patients. Feraheme received marketing approval from the U.S. Food and Drug Administration on June 30, 2009 and was commercially launched by AMAG in the U.S. shortly thereafter. For additional product information, please visit www.feraheme.com.

The important safety information below is based on the United States prescribing information.

Important Safety Information About Feraheme

Indication and contraindications

Feraheme is indicated for the treatment of iron deficiency anemia in adult patients with chronic kidney disease. Feraheme is contraindicated in patients with known hypersensitivity to Feraheme or any of its components.

Warnings and precautions

Serious hypersensitivity reactions, including anaphylactic-type reactions, some of which have been life-threatening and fatal, have been reported in patients receiving Feraheme.  Observe patients for signs and symptoms of hypersensitivity during and after Feraheme administration for at least 30 minutes and until clinically stable following completion of each administration.  Only administer the drug when personnel and therapies are immediately available for the treatment of anaphylaxis and other hypersensitivity reactions. Anaphylactic type reactions, presenting with cardiac/cardiorespiratory arrest, clinically significant hypotension, syncope, and unresponsiveness have been reported in the post-marketing experience. In clinical studies, serious hypersensitivity reactions were reported in 0.2% (3/1,726) of subjects receiving Feraheme. Other adverse reactions potentially associated with hypersensitivity (e.g., pruritus, rash, urticaria or wheezing) were reported in 3.7% (63/1,726) of subjects. Severe adverse reactions of clinically significant hypotension have been reported in the post-marketing experience. In clinical studies, hypotension was reported in 1.9% (33/1,726) of subjects, including three patients with serious hypotensive reactions. Monitor for signs and symptoms of hypotension following each Feraheme injection. Excessive therapy with parenteral iron can lead to excess storage of iron with the possibility of iatrogenic hemosiderosis. Patients should be regularly monitored for hematologic response during parenteral iron therapy, noting that lab assays may overestimate serum iron and transferrin bound iron values in the 24 hours following administration of Feraheme. As a superparamagnetic iron oxide, Feraheme may transiently affect magnetic resonance diagnostic imaging studies for up to 3 months following the last Feraheme dose. Feraheme will not affect X-ray, CT, PET, SPECT, ultrasound, or nuclear imaging.

Adverse reactions

In clinical trials, the most commonly occurring adverse reactions in Feraheme treated patients versus oral iron treated patients reported in > 2% of chronic kidney disease patients were diarrhea (4.0% vs. 8.2%), nausea (3.1% vs. 7.5%), dizziness (2.6% vs. 1.8%), hypotension (2.5% vs. 0.4%), constipation (2.1%

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vs. 5.7%) and peripheral edema (2.0% vs. 3.2%). In clinical trials, adverse reactions leading to treatment discontinuation and occurring in 2 or more Feraheme treated patients included hypotension, infusion site swelling, increased serum ferritin level, chest pain, diarrhea, dizziness, ecchymosis, pruritus, chronic renal failure, and urticaria.

Post-marketing safety experience

The following adverse reactions have been identified during post-approval use of Feraheme. Because these reactions are reported voluntarily from a population of uncertain size, it is not always possible to reliably estimate their frequency or establish a causal relationship to drug exposure.

The following serious adverse reactions have been reported from the post-marketing spontaneous reports with Feraheme: life-threatening anaphylactic-type reactions, cardiac/cardiorespiratory arrest, clinically significant hypotension, syncope, unresponsiveness, loss of consciousness, tachycardia/rhythm abnormalities, angioedema, ischemic myocardial events, congestive heart failure, pulse absent, and cyanosis. These adverse reactions have occurred up to 30 minutes after the administration of Feraheme injection. Reactions have occurred following the first dose or subsequent doses of Feraheme.

For full prescribing information, please visit www.feraheme.com.

Additional Information and Where You Can Find It

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger between AMAG and Allos will be submitted to the respective stockholders of AMAG and Allos for their consideration.

AMAG will file a Registration Statement on Form S-4 containing a joint proxy statement/prospectus of Allos and AMAG and other documents concerning the proposed acquisition with the Securities and Exchange Commission (the “SEC”).  Investors are urged to read the joint proxy statement/prospectus when it becomes available and other relevant documents filed with the SEC because they will contain important information.  Security holders may obtain a free copy of the proxy statement/prospectus (when it is available) and other documents filed by Allos and AMAG with the SEC at the SEC’s website at www.sec.gov.  The joint proxy statement/prospectus and other documents may also be obtained for free by contacting Allos’ Investor Relations by e-mail at investorrelations@allos.com, by telephone at (303) 426-6262 or by mail at Investor Relations, Allos Therapeutics, Inc., 11080 CirclePoint Road, Suite 200, Westminster, CO 80020 or by contacting AMAG’s Investor Relations by e-mail at cmiceli@amagpharma.com, by telephone at (617) 498-3361 or by mail at Investor Relations, AMAG Pharmaceuticals, Inc., 100 Hayden Avenue, Lexington, MA 02421.

Allos, AMAG, certain of their respective directors, executive officers, members of management and employees may, under the rules of the SEC, be deemed to be participants in the solicitation of proxies in connection with the proposed merger.  Information regarding Allos’ directors and executive officers and their beneficial ownership of Allos’ common stock is also set forth in Allos’ annual proxy statement on Schedule 14A filed with the SEC on April 29, 2011. This document is available free of charge at the SEC’s

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website at www.sec.gov or by going to Allos’ Investors page on its corporate website at www.allos.com.  Information concerning AMAG’s directors and executive officers and their beneficial ownership of AMAG’s common stock is set forth in AMAG’s annual proxy statement on Schedule 14A filed with the SEC on April 18, 2011.  This document is available free of charge at the SEC’s website at www.sec.gov or by going to AMAG’s Investors page on its corporate website at www.amagpharma.com.  Additional information regarding the persons who may, under the rules of the SEC, be deemed “participants” in the solicitation of proxies in connection with the proposed merger, and a description of their direct and indirect interests in the proposed merger, which may differ from the interests of Allos’ investors or AMAG’s investors generally, will be set forth in the joint proxy statement/prospectus when it is filed with the SEC.

Forward-looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Any statements contained herein which do not describe historical facts, including but not limited to, our statements regarding our belief that the addition of FOLOTYN® to our product portfolio will enable us to gain valuable synergies and create additional shareholder value, are forward-looking statements which involve risks and uncertainties that could cause actual results to differ materially from those discussed in such forward-looking statements.

Such risks and uncertainties include: the failure of Allos or AMAG stockholders to approve the proposed transaction; the challenges and costs of closing the proposed transaction, integrating the two companies, restructuring the combined company; the possibility that the expected synergies will not be realized, or will not be realized within the expected time period; the ability to retain key employees; and other economic, business, competitive, and/or regulatory factors affecting the businesses of Allos and AMAG generally, including those set forth in the filings of Allos and AMAG with the Securities and Exchange Commission, especially in the “Risk Factors” section of Allos’ Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 10, 2011, the “Risk Factors” section of AMAG’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 9, 2011, and in Allos’ and AMAG’s other periodic reports and filings with the SEC. We caution you not to place undue reliance on any forward-looking statements, which speak only as of the date they are made.

We disclaim any obligation to publicly update or revise any such statements to reflect any change in expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.

(1) IMS Health DDD Data (in grams) through the period ending July 1, 2011.

AMAG Pharmaceuticals, Inc. Contacts

Amy Sullivan, 617-498-3303

Carol Miceli, 617-498-3361

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EX-99.2

Exhibit 99.2

2Q 2011 Financial Results JULY 26, 2011 1

Forward-Looking Statements 2 Forward-looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Any statements contained herein which do not describe historical facts, including but not limited to, our statements regarding our belief that the addition of FOLOTYN® to our product portfolio will enable us to gain valuable synergies and create additional shareholder value, our beliefs in the strategic, commercial and financial rationale for the merger, our expectations regarding the future cash flow impact of the merger on the combined company, our expectations regarding the combined net product revenues and expenses of the combined company, our expectation to achieve cash flow neutrality by year-end 2013, our expectation regarding the combined company’s cash position, and the expanded timing of decisions with respect to European and Canadian review of our Feraheme marketing applications are forward-looking statements which involve risks and uncertainties that could cause actual results to differ materially from those discussed in such forward-looking statements. Such risks and uncertainties include: the failure of Allos or AMAG stockholders to approve the proposed transaction; the challenges and costs of closing the proposed transaction, integrating the two companies, restructuring the combined company; the possibility that the expected synergies and additional cost savings will not be realized, or will not be realized within the expected time period; the ability to retain key employees; and other economic, business, competitive, and/or regulatory factors affecting the businesses of Allos and AMAG generally, including those set forth in the filings of Allos and AMAG with the Securities and Exchange Commission, especially in the “Risk Factors” section of Allos’ Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 10, 2011, the “Risk Factors” section of AMAG’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 9, 2011, and in Allos’ and AMAG’s other periodic reports and filings with the SEC. We caution you not to place undue reliance on any forward-looking statements, which speak only as of the date they are made. We disclaim any obligation to publicly update or revise any such statements to reflect any change in expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.

Important Merger Information and Additional Information and Where to Find It This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger between AMAG and Allos will be submitted to the respective stockholders of AMAG and Allos for their consideration. AMAG will file a Registration Statement on Form S-4 containing a joint proxy statement/prospectus of Allos and AMAG and other documents concerning the proposed acquisition with the Securities and Exchange Commission (the “SEC”). Investors are urged to read the joint proxy statement/prospectus when it becomes available and other relevant documents filed with the SEC because they will contain important information. Security holders may obtain a free copy of the proxy statement/prospectus (when it is available) and other documents filed by Allos and AMAG with the SEC at the SEC’s website at www.sec.gov. The joint proxy statement/prospectus and other documents may also be obtained for free by contacting Allos’ Investor Relations by e-mail at investorrelations@allos.com, by telephone at (303) 426-6262 or by mail at Investor Relations, Allos Therapeutics, Inc., 11080 CirclePoint Road, Suite 200, Westminster, CO 80020 or by contacting AMAG’s Investor Relations by e-mail at cmiceli@amagpharma.com, by telephone at (617) 498-3361 or by mail at Investor Relations, AMAG Pharmaceuticals, Inc., 100 Hayden Avenue, Lexington, MA 02421. Allos, AMAG, certain of their respective directors, executive officers, members of management and employees may, under the rules of the SEC, be deemed to be participants in the solicitation of proxies in connection with the proposed merger. Information regarding Allos’ directors and executive officers and their beneficial ownership of Allos’ common stock is also set forth in Allos’ annual proxy statement on Schedule 14A filed with the SEC on April 29, 2011. This document is available free of charge at the SEC’s website at www.sec.gov or by going to Allos’ Investors page on its corporate website at www.allos.com. Information concerning AMAG’s directors and executive officers and their beneficial ownership of AMAG’s common stock is set forth in AMAG’s annual proxy statement on Schedule 14A filed with the SEC on April 18, 2011. This document is available free of charge at the SEC’s website at www.sec.gov or by going to AMAG’s Investors page on its corporate website at www.amagpharma.com. Additional information regarding the persons who may, under the rules of the SEC, be deemed “participants” in the solicitation of proxies in connection with the proposed merger, and a description of their direct and indirect interests in the proposed merger, which may differ from the interests of Allos’ investors or AMAG’s investors generally, will be set forth in the joint proxy statement/prospectus when it is filed with the SEC. 3

Agenda Opening Remarks – Brian Pereira, CEO Commercial – Gary Zieziula, Chief Commercial Officer Merger with Allos Therapeutics – Brian Pereira, CEO Q&A Session 4

OPENING REMARKS Brian Pereira, Chief Executive Officer 5

Business Update – 2Q 2011 Strong product revenue growth $15.4 million in total revenues, including $12.8 million in Feraheme net product revenues 24% increase in provider demand compared to 1Q11 Continued progress on market expansion for Feraheme European and Canadian regulatory review progressing well, expect decisions in 2011 Enrollment ongoing in global registrational IDA clinical program; currently 65% enrolled Strategic merger provides operating leverage and product diversification On July 19, 2011 we entered into a definitive merger agreement with Allos Therapeutics, subject to shareholder approval 6

COMMERCIAL Gary Zieziula, Chief Commercial Officer 7

2Q11 Commercial Update $15.4 million in total revenues, including $12.8 million in Feraheme net product revenues Provider demand increased 24% quarter-over-quarter Growth in all target segments Level playing field for non-dialysis CKD product labels Feraheme label update June 2011 Decreased observation period to 30 minutes Modifications to the Contraindications and Warnings and Precautions sections Venofer label update July 2011 Addition of 30 minute observation period Similar modifications to the Contraindications and Warning and Precautions sections 8

9 24% Demand Growth Quarter-over-Quarter Sources: IMS Health Monthly DDD derived grams and launch incentive program utilization, excluding returns by launch incentive program customers. Feraheme Grams

29% Increase in Hematology/Oncology Provider Demand Feraheme Grams 10 Market Share (percent) Sources: IMS Health Monthly DDD derived grams

33% Increase in Hospital Provider Demand Feraheme Grams 11 Market Share (percent) Sources: IMS Health Monthly DDD derived grams

5% Increase in Nephrology Provider Demand 12 Feraheme Grams Market Share (percent) Sources: IMS Health Monthly DDD derived grams

2Q 2011 Feraheme Commercial Summary Provider demand increased 24% quarter-over quarter Momentum building in hematology/oncology clinics and hospitals – high-volume sites of care where non-dialysis CKD patients receive IV iron Label changes to Feraheme and Venofer create a level playing field 13

COMMERCIAL RATIONALE of ALLOS MERGER Gary Zieziula, Chief Commercial Officer 14

Strong Strategic Commercial Fit Improved Access, Reach & Promotional Activity for Both Brands Common call points Hematology/oncology clinics, academic and community hospitals GPOs KOLs Increases account access & penetration 100% coverage of target accounts for both brands1 Increases share of voice for both brands Folotyn improves access for Feraheme 1. ZS Associates analysis, 2011.

Favorable Market Dynamics of Merger 1.SDI CKD / IDA & PTCL Analysis, based on ICD-9 code data 2010 Data (Raw physician count, n = 2,943) 2. Internal Allos target list analysis ~83% of community Hem / Onc physicians that treat PTCL also treat IDA in CKD1 ~75% target Feraheme accounts overlap with Folotyn target accounts2 AMAG Target Accts Allos Target Accts ~75% Overlap CKD - IDA: Chronic Kidney Disease – Iron Deficient Anemia Overlapping customer base facilitates increasing brand awareness & maximizing trial, use and adoption for both brands

ALLOS MERGER Brian Pereira, Chief Executive Officer 17

Strategic Rationale of Merger Based on conservative cases, deal provides $20 million in incremental cash flows in 2013; increasing to approximately $50M by 2016 Overlapping call points in hematology/oncology and hospitals provides enhanced access for Feraheme Largest non-dialysis CKD market segments for IV iron today Potential to expand/improve customer base ahead of IDA launch Folotyn strengthens hematology/oncology relationships ahead of regulatory decision on Feraheme for broad IDA indication Fits with long-term strategy of building a profitable specialty pharmaceutical company in area of high strategic interest (hematology/oncology) 18

NewCo Conservative Revenue Expectations Conservative case combined net product revenues in 2013 of at least $125 million ~$70 million of Feraheme CKD net product revenues (US and EU) ~$55 million of Folotyn US net product revenues Assumptions: Current US labels/indications for Folotyn and Feraheme EU and Canadian approval for Feraheme for CKD Potential upside: Feraheme CKD and Folotyn revenue growth and synergies Feraheme IDA approval EU approval for Folotyn in 2012 19

NewCo Expense Expectations Companies had estimated $215 - $230 million in combined cash operating expenses for full year 2011 (excluding COGS) NewCo cash operating expenses in 2013 expected to be no greater than $120 million (excluding COGS) Synergies of $55 to $60 million annually, majority achieved in first fiscal year through elimination of redundant personnel, consolidation of locations, elimination of duplicative structures and expenses Additional $10 to $20 million of annual cost savings to be achieved starting in 2013 through additional commercial and clinical development cost reductions ~$30 million in reduction of clinical trial expenses associated with IDA program completion in 2012 Potential upside: EU approval of Folotyn in 2012 leading to 50/50 split in clinical trial costs with Mundipharma from 60/40 split today 20

NewCo Conservative Cash Expectations Management is committed to driving NewCo to cash flow breakeven by year-end 2013, earlier than with Feraheme alone Approximately $20 million in incremental annual cash flow generated by deal in 2013, increasing to at least $50 million by 2016 NewCo cash position not expected to fall below $220 million Includes $33 million in milestones associated with Feraheme EU and Canadian approvals and launches Potential to deliver more to NewCo cash position and bottom line: Approximately $500 million in additional partner milestones Feraheme IDA approval Folotyn label expansions Folotyn EU approval in 2012 21

Potential Upside to Conservative Case Revenues Feraheme CKD and Folotyn revenue synergies through expanded share of voice and access Feraheme sales from US IDA approval/launch Folotyn sales from label expansions (first-line PTCL and rrCTCL) Folotyn use derived from results of investigator sponsored research Royalties Feraheme ex-US IDA royalties Earlier Folotyn EU royalties Milestones Up to $187 million additional milestones related to Feraheme clinical and commercial success Up to $310.5 million related to Folotyn regulatory and commercial progress and sales R&D Expenses 60/40 transitions to 50/50 cost sharing with Mundipharma for Folotyn external clinical trial costs 22

Focused on Building Long-term Value for Shareholders We believe the merger with Allos Therapeutics Expands access to hematology/oncology for Feraheme in CKD and broad IDA indications Leverages existing commercial infrastructure and cost-base in hematology/oncology space Spreads public company costs over larger revenue base Provides further revenue opportunities and diversification through new geographical markets and additional indications NewCo’s center of gravity is hematology/oncology Feraheme and Folotyn share this critical call point An area of high strategic interest (much greater than renal) Strategically positions NewCo for future growth and value generation through additional product acquisitions or licensing 23

Q&A 24