Item 8.01. Other Events.

On December 17, 2012 Galena Biopharma, Inc. ("we," "us," "our," "Galena," or the "Company") announced that it intends to offer shares of its common stock and warrants to purchase shares of its common stock in an underwritten public offering. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering. On December 17, 2012 we issued a press release announcing the offering. A copy of the press release is attached to this Current Report as Exhibit 99.1. A preliminary copy of the form of warrant which will be offered as part of the underwritten public offering is attached to this Current Report as Exhibit 99.2.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

We are filing as part of this report the exhibits listed on the accompanying Index to Exhibits, which information is incorporated herein by reference.

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