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.     )

 

Filed by the Registrant  x

 

Filed by a Party other than the Registrant  o

 

Check the appropriate box:

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Preliminary Proxy Statement

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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

o

Definitive Proxy Statement

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Definitive Additional Materials

o

Soliciting Material Pursuant to §240.14a-12

 

ImmunoGen, 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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(1)

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(2)

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(3)

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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

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IMMUNOGEN, INC.

** IMPORTANT NOTICE **

Regarding the Availability of Proxy Materials

 

You are receiving this communication because you hold shares in the above company, and the materials you should review before you cast your vote are now available.

 

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

IMMUNOGEN,  INC.

830  WINTER

STREET WALTHAM,  MA  02451

 

Shareholder Meeting to be held on 11/12/08

 

Proxy Materials Available

 

·

Notice and Proxy Statement

 

2008 Annual Report

 

PROXY MATERIALS - VIEW OR RECEIVE

 

You can choose to view the materials online or receive a paper or e-mail copy. There is NO charge for requesting a copy. Requests, instructions and other inquiries will NOT be forwarded to your investment advisor.

 

To facilitate timely delivery please make the request as instructed below on or before 10/29/08.

 

HOW TO VIEW MATERIALS VIA THE INTERNET

 

Have the 12 Digit Control Number(s) available and visit:  www.proxyvote.com

 

HOW TO REQUEST A COPY OF MATERIALS

 

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 12 Digit Control Number (located on the following page) in the subject line.

 

See the Reverse Side for Meeting Information and Instructions on How to Vote

 

R1IMN1

 


 

Meeting Information

 

Meeting Type:

Annual

Meeting Date:

11/12/08

Meeting Time:

11:00 a.m. EST

For holders as of:

09/17/08

 

Meeting Location:

 

Company Headquarters

830 Winter Street

Waltham, MA 02451

 

Meeting Directions:

 

For Meeting Directions, Please Go To:

http://www.immunogen.com/wt/page/directions

 

How To Vote

 

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.

 

Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your notice in hand when you access the web site and follow the instructions.

 

R1IMN2

 


 

Voting  items

 

THE BOARD OF DIRECTORS RECOMMENDS YOU VOTE “FOR” ITEMS 1, 2 AND 3.

 

Item 2.

 

Election of Directors:

 

Nominees:

 

01)

 

Mitchel Sayare, Ph.D.

02)

 

David W. Carter

03)

 

Mark Skaletsky

04)

 

Joseph J. Villafranca Ph.D.

05)

 

Nicole Onetto, MD

06)

 

Stephen C. McCluski

07)

 

Richard J. Wallace

08)

 

Daniel M. Junius

 

Item 1.

 

To fix the number of members of the Board of Directors at eight (8)

 

 

 

Item 3.

 

To approve an amendment to the 2006 Employee, Director and Consultant Equity Incentive Plan to increase the number of shares of common stock authorized for issuance thereunder

 

R1IMN3

 


 

R1IMN4