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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

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                                   FORM 8-K

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                                CURRENT REPORT
                    PURSUANT TO SECTION 13 OR 15(D) OF THE
                       SECURITIES EXCHANGE ACT OF 1934



               February 11, 1999                                0-16132
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Date of Report (Date of earliest event reported)         Commission File Number


                               CELGENE CORPORATION
             (Exact name of registrant as specified in its charter)


           Delaware                                     22-2711928
- ------------------------------          ---------------------------------------
State or other jurisdiction of          (I.R.S. Employer Identification Number)
incorporation or organization)



                               7 Powder Horn Drive
                            Warren, New Jersey 07059
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              (Address of Principal Executive Offices) (Zip Code)


                                 (908) 271-1001
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              (Registrant's telephone number, including area code)



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Item 5.    Other Events.

           On February 11, 1999,  Celgene  Corporation (the "Company")  issued a
press release  announcing  its results for the fourth  quarter and the full year
1998. Net revenue from  continuing  operations  for the quarter was  $2,665,000,
compared to $315,000 for the fourth  quarter 1997.  Fourth  quarter 1998 revenue
consisted of research  contract  income of $430,000 and gross  product  sales of
THALOMID(TM) (thalidomide) of $2,441,000 ($2,235,000 after deductions). THALOMID
is the Company's first  pharmaceutical  product and was introduced to the market
in late September 1998. The net loss from  continuing  operations for the fourth
quarter 1998 was  $8,375,000,  or $0.51 per share,  and in the  comparable  1997
period the net loss was $8,211,000 or $0.59 per share.

           The  press  release  is  filed as an  exhibit  hereto  and is  hereby
incorporated by reference.

Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits.

      (a)  not applicable

      (b)  not applicable

      (c)  Exhibits

           99 Press Release, dated February 11, 1999.


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                                   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.


Date: February 18, 1999            CELGENE CORPORATION



                                   By:         /s/John W. Jackson
                                        ---------------------------------------
                                        Name:  John W. Jackson
                                        Title: Chairman of the Board and
                                               Chief Executive Officer



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                                  EXHIBIT INDEX


 Exhibit                         Description                             Page
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    99      Press Release, dated February 11, 1999.




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