ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On October 25, 2012, we held a special meeting in lieu of annual meeting of stockholders (the "Meeting"). A total of 43,460,497 shares of our common stock outstanding as of September 14, 2012, the record date for the Meeting, were eligible to receive notice of and vote at the Meeting.

At the Meeting, our stockholders voted to reelect our incumbent Class I directors, Thomas Rockwell Mackie, James S. Manuso and John E. Niederhuber, for a three-year term. The results of this vote were as follows:

Broker Nominee For Withheld Non-Votes Thomas Rockwell Mackie 22,292,992 2,535,155 0 James S. Manuso 22,292,062 2,536,085 0 John E. Niederhuber 22,306,858 2,521,289 0

Our stockholders also approved at the Meeting an amendment to our 2006 Stock Incentive Plan, previously approved by the Board of Directors, which increased the number of shares of our common stock authorized for issuance thereunder to 10,000,000 from 7,000,000. The results of this vote were as follows:

Broker For Against Abstain Non-Votes 21,104,322 3,556,399 167,426 0

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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Number Title
10.1 Novelos Therapeutics, Inc. 2006 Stock Incentive Plan, as amended

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