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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
INTERDEALER QUOTATION SYSTEM
FILED PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 AND RULE 13a-17
OR 15d-17 THEREUNDER
CYTOGEN CORPORATION
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(Exact name of issuer as specified in charter)
600 College Road East, CN 5308, Princeton, NJ 08540-5308
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(Address of principal executive officer)
Issuer's telephone number, including area code (609) 987-8200
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I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of 5% or more in the number of shares
outstanding:
5. Title of security Common Stock, par value $.01 per share
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6. Number of shares outstanding before the change 34,413,003
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7. Number of shares outstanding after the change 44,270,955
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8. Effective date of change October 20, 1995
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9. Method of change:
Specify method (such as merger, acquisition, exchange, distribution, stock
split, reverse split, acquisition of stock for treasury, etc.): On October 20,
1995, Cellcor, Inc. ("Cellcor") was merged with and into Cellcor Acquisition
Corp., a wholly-owned subsidiary of Cytogen Corporation (the "Merger").
Give brief description of transaction: In connection with the Merger, each
outstanding share of Cellcor common stock was converted into the right to
receive .60 shares of Cytogen Common Stock and each outstanding share of Cellcor
Convertible Preferred Stock was converted into the right to receive 218.94
shares of Cytogen Common Stock, for an aggregate of 4,713,564 shares of Cytogen
Common Stock. In addition, 5,144,388 shares of Cytogen common stock were
purchased by record holders of Cellcor common stock in the subscription
offering made by Cytogen to such Cellcor common stockholders.
II. CHANGE IN NAME OF ISSUER
1. Name prior to change
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2. Name after change
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3. Effective date of charter amendment changing name
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4. Date of shareholder approval of change, if required
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Date October 27, 1995 /s/ T. Jerome Madison
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(Officer's signature and title)
T. Jerome Madison,
Vice President and Chief Financial Officer