Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SPECTRUM PHARMACEUTICALS INC
 2. Date of Event Requiring Statement (Month/Day/Year)
09/04/2012		 3. Issuer Name and Ticker or Trading Symbol
ALLOS THERAPEUTICS INC [ALTH]
(Last)
(First)
(Middle)
11500 SOUTH EASTERN AVENUE, SUITE 240, 		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HENDERSON, NV 89052		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 117,769,357 (4)
I (1) (2) (3)
See notes (1) (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SPECTRUM PHARMACEUTICALS INC
11500 SOUTH EASTERN AVENUE, SUITE 240
HENDERSON, NV 89052		     X    
SAPPHIRE ACQUISITION SUB, INC.
C/O SPECTRUM PHARMACEUTICALS, INC.
11500 SOUTH EASTERN AVENUE, SUITE 240
HENDERSON, NV 89052		     X    

Signatures

SPECTRUM PHARMACEUTICALS, INC., By: /s/ Brett L. Scott, Name: Brett L. Scott, Its: Senior Vice President and Acting Chief Financial Officer 09/06/2012
**Signature of Reporting Person Date
SAPPHIRE ACQUISITION SUB, INC., By: /s/ Brett L. Scott, Name: Brett L. Scott, Its: Chief Financial Officer 09/06/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Sapphire Acquisition Sub, Inc. ("Merger Sub") is wholly owned by Spectrum Pharmaceuticals, Inc. ("Spectrum"). Each of Merger Sub and Spectrum may be referred to individually as a "Reporting Person" and collectively as the "Reporting Persons." Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person assumes responsibility for the accuracy or completeness of information supplied by any other Reporting Person.
(2) On April 4, 2012, Spectrum, Merger Sub and Allos Therapeutics, Inc. ("Allos") entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Spectrum and Merger Sub commenced a tender offer (the "Offer") to purchase all of Allos' issued and outstanding shares of Common Stock, including the associated rights to purchase shares of Series A Junior Participating Preferred Stock (the shares of the common stock of Allos, together with the associated rights, collectively referred to as the "Shares") in exchange for $1.82 per share, net to the seller in cash, without interest, less any applicable withholding taxes, plus one contingent value right to receive additional consideration of $0.11 per share in cash upon the achievement of specified milestones, upon the terms and conditions set forth in the offer to purchase.
(3) The Offer expired at 5:00 p.m., New York City time, on Tuesday, September 4, 2012. The depositary of the Offer has advised Parent and Purchaser that a total of 96,259,850 Shares had been validly tendered and not properly withdrawn upon expiration of the Offer (including 2,368,241 Shares subject to guaranteed delivery procedures). On September 4, 2012, Purchaser accepted for payment all such Shares in accordance with the terms of the Offer. In addition, on September 4, 2012, Purchaser acquired an additional 23,877,928 Shares upon exercise of its right to purchase additional newly issued shares of Allos as provided for in the Merger Agreement.
(4) On September 4, 2012, Purchaser beneficially owned the sum of 93,891,429 Shares validly tendered and not properly withdrawn upon the expiration of the Offer (excluding Shares subject to guaranteed delivery) and 23,877,928 Shares upon exercise of its right to purchase additional newly issues shares of Allos as provided for in the Merger Agreement.

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