ALTH Allos Therapeutics, Inc. (MM)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At a meeting of the Compensation Committee of the Board of Directors of Allos Therapeutics, Inc. (the “ Company ”) held on February 25, 2008, the Compensation Committee determined and approved 2007 cash bonus awards and 2008 base salaries and target bonus awards (expressed as a percentage of base salary) for the Company’s “named executive officers” (as defined in Item 402(a)(3) of Regulation S-K promulgated by the Securities and Exchange Commission).  The 2007 cash bonus awards and 2008 base salaries and target bonus awards (expressed as a percentage of base salary) for the named executive officers are set forth on Exhibit 10.1 attached hereto and incorporated herein by reference.

The Compensation Committee also reviewed and approved, at the same meeting, the 2008 corporate and individual performance objectives to be evaluated by the Compensation Committee in connection with the determination of 2008 bonus awards for the named executive officers.  The 2008 corporate objectives generally target the achievement of specific research and development, commercial planning, manufacturing and corporate development milestones that are considered to be important to the achievement of the Company’s long-term strategic goals.  The 2008 individual objectives for the named executive officers (other than the Chief Executive Officer, whose bonus is tied entirely to the achievement of corporate objectives) focus on contributions that are generally consistent with and support the corporate objectives or are otherwise intended to contribute to the success of the Company.

The 2008 corporate objectives and 2008 target bonus award (expressed as a percentage of base salary) for the Chief Executive Officer were also reviewed and approved by the full Board of Directors at a meeting held on February 25, 2008.