8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934

September 19, 2005
Date of Report (Date of earliest event reported)

SPECTRUM PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-28782	93-0979187
(State or other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
157 Technology Drive
Irvine, California		92618
(Address of principal executive offices)		(Zip Code)

(949) 788-6700
(Registrant’s telephone number, including area code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

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:

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

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

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

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

TABLE OF CONTENTS

	Item 8.01 Other Events.
	Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.
SIGNATURES
EXHIBIT 99.1

Item 8.01 Other Events.

On September 19, 2005, Spectrum Pharmaceuticals, Inc. (the “Company”) announced the completion of the previously announced sale of 8,000,000 shares of its common stock at a price of $5.25 per share for aggregate proceeds of approximately $42 million and six-year warrants to purchase up to approximately 4,000,000 shares of common stock at an exercise price of $6.62 per share, in a registered direct offering to certain institutional investors. The shares of common stock and warrants were issued pursuant to an effective shelf registration statement on Form S-3 (file number 333-121612).

On September 19, 2005, the Company issued a press release announcing the completion of this transaction. The text of the press release is set forth in Exhibit 99.1 attached to this report and incorporated herein by this reference.

Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits

Exhibits:	Description of Document
99.1	Press Release dated September 19, 2005.

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 hereunto duly authorized.

Date: September 19, 2005

SPECTRUM PHARMACEUTICALS, INC.
By:	/s/ Shyam Kumaria
Name:		Shyam Kumaria
Title:		V.P. Finance

-2-

EX-99.1

EXHIBIT 99.1

Contact:

      Laurie Little

      Sr. Director, Investor Relations

      (949) 743-9216

Spectrum Pharmaceuticals Completes $42 Million Public
Offering with Leading Biotech Institutional Investors

     IRVINE, Calif., September 19, 2005 – Spectrum Pharmaceuticals, Inc. (Nasdaq: SPPI) today announced that it has raised approximately $42 million through the issuance of approximately 8 million shares of its common stock at a price of $5.25 per share. In addition, purchasers of the common stock received six-year warrants to purchase up to approximately 4 million shares of the Company’s common stock at an exercise price of $6.62 per share. The shares of common stock and warrants were issued pursuant to an effective shelf registration statement.

     Rodman and Renshaw LLC acted as the exclusive placement agent for the offering. The net proceeds from the offering realized by the Company will be used for general corporate purposes.

     “This financing reinforces our balance sheet, providing sufficient cash to fund our current operations and clinical development initiatives and to continue executing on our business strategy,” stated Rajesh C. Shrotriya, M.D., Chairman, Chief Executive Officer and President. “We are pleased to welcome the addition of several new leading biotech investors to our stockholder base and to realize continued support from our long-term investors.”

About Spectrum Pharmaceuticals

     Spectrum Pharmaceuticals is a specialty pharmaceutical company engaged in the business of acquiring, developing and commercializing prescription drug products for the treatment of cancer and other unmet medical needs. By leveraging its operational flexibility and regulatory proficiency, and using the extensive research and development capabilities of its strategic alliance partners, Spectrum has built a diversified portfolio of proprietary and generic drug products in various stages of development and regulatory approval. For more information, please visit our website at www.spectrumpharm.com.

Forward-looking statements

     This press release may contain forward-looking statements regarding future events and the future performance of Spectrum Pharmaceuticals that involve risks and uncertainties that could cause actual results to differ materially. These statements include but are not limited to statements that relate to our business and its future, the Company’s operational flexibility and regulatory proficiency, the extensive research and development capabilities of the Company’s strategic alliance partners, that the net proceeds from the offering realized by the Company will be used for general corporate purposes, will provide sufficient cash to fund the Company’s current operations and clinical development initiatives to continue executing on our business strategy and any statements that relate to the intent, belief, plans or expectations of Spectrum or its management, or that are not a statement of historical fact. Risks that could cause actual results to differ include the possibility that our existing and new drug candidates, may not prove safe or effective, the possibility that our existing and new drug candidates may not receive approval from the FDA, and other regulatory agencies in a timely manner or at all, the possibility that our existing and new drug candidates, if approved, may not be more effective, safer or more cost efficient than competing drugs, the possibility that price and other competitive pressures may make the marketing and sale of our generic drugs not commercially feasible, the possibility that we may incur large unanticipated expenses, the possibility that our efforts to acquire or in-license and develop additional drug candidates may fail, our lack of revenues, our limited experience in establishing strategic alliances, our limited marketing experience, our limited experience with the generic drug industry, our dependence on third parties for clinical trials, manufacturing, distribution and quality control and other risks that are described in further detail in the Company’s reports filed with the Securities and Exchange Commission.

###