UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934




       Date of Report (Date of earliest event reported): December 31, 2006

                               CELGENE CORPORATION
             (Exact name of registrant as specified in its charter)


           Delaware                       0-16132                22-2711928
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(State or other jurisdiction     (Commission File Number)      (IRS Employer
      of incorporation)                                      Identification No.)

       86 Morris Avenue, Summit, New Jersey                        07901
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     (Address of principal executive offices)                    (Zip Code)

       Registrant's telephone number, including area code: (908) 673-9000


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         (Former name or former address, if changed since last report.)




Check the appropriate box below if the Form 8-K filing is intended to
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[ ]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
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[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
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[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))



ITEM 5.02   DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
            APPOINTMENT OF PRINCIPAL OFFICERS.

            On January 2, 2007, Celgene Corporation announced that its Board of
            Directors elected Sol J. Barer, Ph.D., Chief Executive Officer, to
            the additional position of Chairman of the Board, effective
            immediately. John W. Jackson, Chairman of the Board, retired from
            that position and as a member of the Board of Directors on December
            31, 2006.

            Attached hereto as Exhibit 99.1 is the Press Release announcing such
            action.

ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS.

            Exhibit 99.1  Press Release dated January 2, 2007 announcing the
                          election of Sol J. Barer, Ph.D., Chief Executive
                          Officer, to the additional position of Chairman of the
                          Board, effective immediately.





                                   SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                        CELGENE CORPORATION


Date: January 3, 2007                   By: /s/ David W. Gryska
                                        -------------------------------------
                                            Name:  David W. Gryska
                                            Title: Chief Financial Officer



EXHIBIT INDEX




Exhibit No.       Description
-----------       -----------

   99.1           Press Release dated January 2, 2007 announcing the election of
                  Sol J. Barer, Ph.D., Chief Executive Officer, to the
                  additional position of Chairman of the Board, effective
                  immediately.