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 Exchange Act of 1934
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| Date of Report (Date of Earliest Event Reported): | | February 6, 2007 |
Cell Genesys, Inc.
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(Exact name of registrant as specified in its charter)
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| Delaware | 000-19986 | 94-3061375 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 500 Forbes Boulevard, South San Francisco, California | | 94080 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | (650) 266-3000 |
Not Applicable
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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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On December 29, 2006 we gave notice to our stockholders that a Special Meeting of Stockholders would be held on February 6, 2007 in order to approve a proposed exchange of outstanding stock options for options to purchase a lesser number of shares at an exercise price equal to the fair value of the Company’s common stock on the date such new options are granted ("the Option Exchange Program"), as described in our Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on December 29, 2006.
On February 6, 2007, a quorum of our stockholders voted against the Option Exchange Program. The results of the voting are as follows: For 9,062,270, Against 21,837,646 and Abstain 243,156.
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.
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| | | Cell Genesys, Inc. |
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| February 6, 2007 | | By: | | /s/ Sharon E. Tetlow
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| | | | | Name: Sharon E. Tetlow |
| | | | | Title: Chief Financial Officer |
