UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     )
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o	Preliminary Proxy Statement
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o	Definitive Proxy Statement
x	Definitive Additional Materials
o	Soliciting Material Pursuant to §240.14a-12
Cephalon, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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M31375-P08639 You are receiving this communication because you hold shares in the above named company. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. CEPHALON, INC. *** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on May 10, 2011. CEPHALON, INC. 41 MOORES ROAD FRAZER, PA 19355 Meeting Information Meeting Type: Annual Meeting For holders as of: March 14, 2011 Date: May 10, 2011 Time: 8.30 am EDT Location: Corporate Headquarters 41 Moores Road Frazer, PA 19355 See the reverse side of this notice to obtain proxy materials and voting instructions.

M31376-P08639 How To Vote Please Choose One of the Following Voting Methods Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. XXXX XXXX XXXX Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 26, 2011 to facilitate timely delivery. How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. Before You Vote How to Access the Proxy Materials NOTICE AND PROXY STATEMENT FORM 10-K ANNUAL REPORT Proxy Materials Available to VIEW or RECEIVE: XXXX XXXX XXXX XXXX XXXX XXXX

Voting Items M31377-P08639 1. ELECTION OF DIRECTORS 1f. Kevin E. Moley 1a. J. Kevin Buchi 2. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF THE 2011 EQUITY COMPENSATION PLAN. 3. RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2011. 4. TO APPROVE AN ADVISORY RESOLUTION REGARDING EXECUTIVE COMPENSATION. 1i. Dennis L. Winger 1h. Gail R. Wilensky, Ph.D. 1g. Charles A. Sanders, M.D. 1e. Vaughn M. Kailian 1c. Martyn D. Greenacre 1b. William P. Egan The Board of Directors recommends a vote FOR Proposals 1, 2, 3 and 4 6. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING OR ANY POSTPONEMENTS OR ADJOURNMENTS THEREOF. 5. TO VOTE ON AN ADVISORY BASIS REGARDING THE FREQUENCY OF ADVISORY STOCKHOLDER VOTES REGARDING EXECUTIVE COMPENSATION. The Board of Directors recommends you vote FOR a stockholder vote every 2 years with respect to Proposal 5: 1d. Charles J. Homcy, M.D.

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