Delaware
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000-14879
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22-2322400
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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650
College Road East, CN 5308, Suite 3100, Princeton,
NJ
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08540
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(Address
of Principal Executive Offices)
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(Zip
Code)
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
1.01
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Entry
Into a Material Definitive Agreement; Item 3.02 Unregistered Sales
of Equity
Securities.
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Item
9.01
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Financial
Statements and
Exhibits.
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Exhibit
No.
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Description
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10.1
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Securities
Purchase Agreement between the Company and each of the Purchasers
dated as
of June 28, 2007. Filed as an exhibit to the Company's Current Report
on
Form 8-K, filed with the Commission on July 2, 2007, and incorporated
herein by reference.
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10.2
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Form
of Common Stock Purchase Warrant issued by the Company in favor of
each
Purchaser. Filed as an exhibit to the Company's Current Report on
Form
8-K, filed with the Commission on July
2, 2007, and incorporated herein by reference.
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10.3
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Registration Rights Agreement
between the Company and each of the Purchasers dated as of June 28,
2007. Filed as an exhibit to the Company's Current Report on Form
8-K,
filed with the Commission on July 2, 2007, and incorporated herein
by
reference.
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10.4
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Engagement
Agreement between the Company, Rodman & Renshaw, LLC and Roth Capital
Partners, LLC. Filed herewith.
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99.1
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Press
Release of the Company dated June 29, 2007. Filed as an exhibit to
the
Company's Current Report on Form 8-K, filed with the Commission on
July 2,
2007, and incorporated herein by
reference.
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CYTOGEN
CORPORATION
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By:
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/s/ William
J. Thomas
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William
J. Thomas,
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Senior
Vice President and General Counsel
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Exhibit
No.
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Description
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10.1
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Securities
Purchase Agreement between the Company and each of the Purchasers
dated as
of June 28, 2007. Filed as an exhibit to the Company's Current Report
on
Form 8-K, filed with the Commission on July 2, 2007, and incorporated
herein by reference.
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10.2
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Form
of Common Stock Purchase Warrant issued by the Company in favor of
each
Purchaser. Filed as an exhibit to the Company's Current Report on
Form
8-K, filed with the Commission on July 2, 2007, and incorporated
herein by
reference.
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10.3
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Registration Rights Agreement
between the Company and each of the Purchasers dated as of June 28,
2007. Filed as an exhibit to the Company's Current Report on Form
8-K,
filed with the Commission on July 2, 2007, and incorporated herein
by
reference.
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10.4
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Engagement
Agreement between the Company, Rodman & Renshaw, LLC and Roth Capital
Partners, LLC. Filed herewith.
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99.1
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Press
Release of the Company dated June 29, 2007. Filed as an exhibit to
the
Company's Current Report on Form 8-K, filed with the Commission on
July 2,
2007, and incorporated herein by
reference.
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