On December 3, 2012, the Board of Directors of Cell Therapeutics, Inc. (the "Company") approved an amendment to the Company's Shareholder Rights Agreement dated as of December 28, 2009, between the Company and Computershare Trust Company, N.A., as Rights Agent, as amended by that certain First Amendment to Shareholder Rights Agreement dated as of August 31, 2012 (as so amended, the "Rights Plan"). The following description of the terms of the amendment does not purport to be complete and is qualified in its entirety by reference to the amendment, which is attached hereto as Exhibit 4.1 and is incorporated herein by reference.

The amendment amends the definition of "Final Expiration Date" under the Rights Plan from the close of business on the third anniversary of January 7, 2010, or the record date, to the close of business on December 3, 2015. The amendment also decreases the exercise price of the preferred stock purchase rights ("Rights") under the Rights Plan from $14.00 to $8.00. The Rights were initially distributed as a dividend on each share of the Company's common stock, no par value per share ("Common Stock"), outstanding on January 7, 2010, and currently trade with each outstanding share of Common Stock.

Please see the disclosure set forth under Item 1.01, which is incorporated by reference into this Item 3.03.

(d) Exhibits

Exhibit
Number       Description

4.1          Second Amendment to Shareholder Rights Agreement, dated as of December
             6, 2012, between Cell Therapeutics, Inc. and Computershare Trust
             Company, N.A., as Rights Agent.