--------------------------------------------------------------------------------
--------------------------------------------------------------------------------


                                  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



           January 27, 2000                               0-16132
    -------------------------------              ----------------------------
            Date of Report                        Commission File Number
  (Date of earliest event reported)




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




              Delaware                                   22-2711928
   ---------------------------------              --------------------------
    (State or other jurisdiction of                   (I.R.S. Employer
     incorporation or organization)                 Identification Number)



                               7 POWDER HORN DRIVE
                            WARREN, NEW JERSEY 07059
           ------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                                 (732) 271-1001
           ------------------------------------------------------------
              (Registrant's telephone number, including area code)

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

<PAGE>




ITEM 5.      OTHER EVENTS.

                  On January  27,  2000,  Celgene  Corporation  (the  "Company")
issued a press  release  announcing  its results  for the three  months and year
ended December 31, 1999.

                  The press release is filed as an exhibit  hereto and is hereby
incorporated by reference.

ITEM 7.      FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.


         (a)      not applicable

         (b)      not applicable

         (c)      Exhibits

                  99       Press Release, dated January 27, 2000.




                                        2

<PAGE>




                                   SIGNATURES


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


Date: January 27, 2000                               CELGENE CORPORATION



                                            By: /s/ John W. Jackson
                                                --------------------------------
                                       Name:   John W. Jackson
                                       Title:  Chairman of the Board and
                                               Chief Executive Officer




                                       3
<PAGE>


                                                   EXHIBIT INDEX

      EXHIBIT                   DESCRIPTION                           PAGE
----------------    ---------------------------------------     ----------------

      99.1          Press Release, dated January 27, 2000.





                                       4

<PAGE>

                                                                    Exhibit 99.1

FOR IMMEDIATE RELEASE
---------------------

                                             CONTACT:    ROBERT J. HUGIN
                                                         SENIOR VP AND CFO
                                                         CELGENE CORPORATION
                                                         (732) 271-4102

         CELGENE CORPORATION ANNOUNCES FOURTH QUARTER RESULTS

WARREN,  NJ (JANUARY 27, 2000) - Celgene  Corporation  (NASDAQ:  CELG) announced
today  results for the three  months and year ended  December  31,  1999.  Total
revenues  for the three  months  ended  December  31,  1999  were $9.4  million,
consisting of product  sales of  THALOMID(R)  (thalidomide)  of $9.0 million and
$425,000 of revenues from research contracts. For the comparable period in 1998,
total  revenues  were $2.7  million,  consisting of product sales of THALOMID of
$2.2 million and $430,000 of revenues from research contracts.  The $9.0 million
of THALOMID sales for the three months ended December 31, 1999  represents a 42%
increase  over the $6.3  million in THALOMID  sales for the three  months  ended
September 30, 1999. The net loss applicable to common stockholders for the three
months ended  December 31, 1999 was $2.8 million,  or $0.16 per share,  compared
with $8.4 million, or $0.51 per share, for the comparable period in 1998.

Total revenues in 1999 were $26.2  million,  compared with $3.8 million in 1998.
Total  revenues in 1999  consisted of product sales of THALOMID of $24.1 million
and $2.1 million of revenues from  research  contracts.  Total  revenues in 1998
consisted of product  sales of THALOMID of $3.3 million and $535,000 of revenues
from research contracts.  The net loss applicable to common stockholders in 1999
was $21.8 million, or $1.28 per share, compared with $25.1 million, or $1.55 per
share, in 1998.


<PAGE>

January 27, 2000
Page 2

The net loss  applicable  to common  stockholders  for the three months and year
ended December 31, 1999 includes a tax benefit of $3.0 million from  the sale of
a portion of Celgene's  New Jersey tax loss  carryforwards.  The 1998 results of
operations  included a one time gain of $7.0  million from the sale of Celgene's
discontinued chiral chemical intermediate business.

Research and  development  expenses for the three months ended December 31, 1999
were $5.3 million, an 8% increase over the research and development  expenses of
$4.9 million for the previous  three-month  period.  This increase was primarily
due to increased  clinical  trial costs,  primarily for  ATTENADE(TM).  Selling,
general and administrative expenses were $8.4 million for the three months ended
December 31, 1999, a 27% increase over the selling,  general and  administrative
expenses of $6.6 million for the previous three-month period.  This increase was
primarily  due  to  the  expansion  of  Celgene's  sales  and  commercialization
organization and increased warehousing and distribution expenses.

Research  and  development  expenses  for the year ended  December 31, 1999 were
$19.6  million,  compared  with $19.8  million in 1998.  Although  research  and
development  expenses  remained  little  changed  year over  year,  spending  on
clinical  trials for THALOMID,  ATTENADE,  SelCIDs(TM)  and IMiDs(TM)  increased
significantly,  but was offset by  decreased  expenses  related to the  THALOMID
regulatory  approval process and spending on pre-clinical  toxicology.  In 1999,
selling,  general and administrative expenses were $26.2 million,  compared with
$16.2  million in 1998.  This  increase was  primarily  due to the  expansion of
Celgene's sales and commercialization organization and increased warehousing and
distribution expenses,

<PAGE>

January 27, 2000
Page 3


including  Celgene's  System for Thalidomide  Education and  Prescribing  Safety
(S.T.E.P.S.(TM))   program  which  is  designed  to  facilitate   the  safe  and
appropriate use of THALOMID.

Celgene   Corporation,   headquartered   in  Warren,   NJ,  is  an   independent
biopharmaceutical   company   engaged   in  the   discovery,   development   and
commercialization of small molecule drugs for cancer and immunological diseases.
Please feel free to visit Celgene's website: http://www.Celgene.com.

This release contains certain forward-looking statements which involve known and
unknown  risks,  delays,  uncertainties  and other  factors not under  Celgene's
control which may cause actual  results,  performance or achievements of Celgene
to be materially  different from the results,  performance or other expectations
implied by these  forward-looking  statements.  These factors include actions by
the Food and Drug  Administration  and other regulatory  authorities,  and those
factors  detailed  in  Celgene's   filings  with  the  Securities  and  Exchange
Commission, such as reports on Forms 10-K, 10-Q and 8-K.

                                      # # #

<PAGE>

                              CELGENE CORPORATION

                         CONSOLIDATED FINANCIAL RESULTS

<TABLE>
<CAPTION>

                                                                       ---------------------------------------------------
                                                                          THREE MONTHS ENDED            YEAR ENDED
                                                                             DECEMBER 31,              DECEMBER 31,
                                                                       ------------------------- -------------------------
                                                                                1998        1999         1998         1999
                                                                       ------------- ----------- ------------ ------------
                                                                              (UNAUDITED)               (UNAUDITED)

<S>                                                                    <C>           <C>         <C>          <C>
In thousands, except per share data

STATEMENTS OF OPERATIONS DATA:
Revenues:
 Product sales .......................................................   $ 2,235      $  8,988    $   3,266    $  24,052
 Research contracts ..................................................       430           425          535        2,158
                                                                         -------      --------    ---------    ---------
   Total Revenues ....................................................     2,665         9,413        3,801       26,210
Expenses:
 Cost of goods sold ..................................................       223           906          282        2,983
 Research and development ............................................     5,804         5,280       19,772       19,646
 Selling, general and administrative .................................     5,011         8,389       16,219       26,236
                                                                         -------      --------    ---------    ---------
   Total expenses ....................................................    11,038        14,575       36,273       48,865
                                                                         -------      --------    ---------    ---------
Operating loss .......................................................    (8,373)       (5,162)     (32,472)     (22,655)
Other--income (expense), net .........................................        (2)       (701)           449       (2,144)
                                                                         -------      --------    ---------    ---------
Loss before tax benefit...............................................    (8,375)       (5,863)     (32,023)     (24,799)
Tax benefit...........................................................        --         3,018           --        3,018
                                                                         -------      --------    ---------    ---------
Loss from continuing operations ......................................    (8,375)       (2,845)     (32,023)     (21,781)
Gain from discontinued operations, net ...............................        --            --        6,955           --
Accretion of premium payable on preferred stock and warrants .........        --            --           25           --
                                                                         -------      --------    ---------    ---------
Net loss applicable to common stockholders ...........................   $(8,375)     $ (2,845)   $ (25,093)   $ (21,781)
                                                                         =======      ========    =========    =========
Per share--basic and diluted:
 Loss from continuing operations, net ................................   $ (0.51)     $  (0.16)   $   (1.98)   $   (1.28)
 Net loss applicable to common stockholders ..........................   $ (0.51)     $  (0.16)   $   (1.55)   $   (1.28)
                                                                         =======      ========    =========    =========
Weighted average number of shares of common stock
 outstanding .........................................................    16,449        17,334       16,160       17,012
</TABLE>

<TABLE>
<CAPTION>
                                                                        ---------------------------
                                                                               DECEMBER 31,
                                                                        ---------------------------
                                                                                 1998          1999
                                                                        ------------- -------------
                                                                                (UNAUDITED)

<S>                                                                     <C>           <C>

In thousands
BALANCE SHEET DATA:

Cash and cash equivalents and marketable securities available for sale   $    5,124    $   19,527
Total assets ..........................................................      11,928        32,334
Long term convertible notes ...........................................       8,349        38,495
Total stockholders' deficit ...........................................      (3,733)      (15,709)
</TABLE>
[{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 14252}]
{"company-data": {"conformed-name": "CELGENE CORP /DE/", "cik": "0000816284", "assigned-sic": "8731", "irs-number": "222711928", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-16132", "film-number": "514030"}, "business-address": {"street1": "7 POWDER HORN DR", "city": "WARREN", "state": "NJ", "zip": "07059", "phone": "9082711001"}, "mail-address": {"street1": "7 POWDER HORN DRIVE", "street2": "P O BOX 4914", "city": "WARREN", "state": "NJ", "zip": "07059"}}
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

                                  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

           January 27, 2000                               0-16132
    -------------------------------              ----------------------------
            Date of Report                        Commission File Number
  (Date of earliest event reported)

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

              Delaware                                   22-2711928
   ---------------------------------              --------------------------
    (State or other jurisdiction of                   (I.R.S. Employer
     incorporation or organization)                 Identification Number)

                               7 POWDER HORN DRIVE
                            WARREN, NEW JERSEY 07059
           ------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (732) 271-1001
           ------------------------------------------------------------
              (Registrant's telephone number, including area code)

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
ITEM 5.      OTHER EVENTS.

                  On January  27,  2000,  Celgene  Corporation  (the  "Company")
issued a press  release  announcing  its results  for the three  months and year
ended December 31, 1999.

                  The press release is filed as an exhibit  hereto and is hereby
incorporated by reference.

ITEM 7.      FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (a)      not applicable

         (b)      not applicable

         (c)      Exhibits

                  99       Press Release, dated January 27, 2000.

                                        2
SIGNATURES

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

Date: January 27, 2000                               CELGENE CORPORATION

                                            By: /s/ John W. Jackson
                                                --------------------------------
                                       Name:   John W. Jackson
                                       Title:  Chairman of the Board and
                                               Chief Executive Officer

                                       3
EXHIBIT INDEX

      EXHIBIT                   DESCRIPTION                           PAGE
----------------    ---------------------------------------     ----------------

      99.1          Press Release, dated January 27, 2000.

                                       4
Exhibit 99.1

FOR IMMEDIATE RELEASE
---------------------

                                             CONTACT:    ROBERT J. HUGIN
                                                         SENIOR VP AND CFO
                                                         CELGENE CORPORATION
                                                         (732) 271-4102

         CELGENE CORPORATION ANNOUNCES FOURTH QUARTER RESULTS

WARREN,  NJ (JANUARY 27, 2000) - Celgene  Corporation  (NASDAQ:  CELG) announced
today  results for the three  months and year ended  December  31,  1999.  Total
revenues  for the three  months  ended  December  31,  1999  were $9.4  million,
consisting of product  sales of  THALOMID(R)  (thalidomide)  of $9.0 million and
$425,000 of revenues from research contracts. For the comparable period in 1998,
total  revenues  were $2.7  million,  consisting of product sales of THALOMID of
$2.2 million and $430,000 of revenues from research contracts.  The $9.0 million
of THALOMID sales for the three months ended December 31, 1999  represents a 42%
increase  over the $6.3  million in THALOMID  sales for the three  months  ended
September 30, 1999. The net loss applicable to common stockholders for the three
months ended  December 31, 1999 was $2.8 million,  or $0.16 per share,  compared
with $8.4 million, or $0.51 per share, for the comparable period in 1998.

Total revenues in 1999 were $26.2  million,  compared with $3.8 million in 1998.
Total  revenues in 1999  consisted of product sales of THALOMID of $24.1 million
and $2.1 million of revenues from  research  contracts.  Total  revenues in 1998
consisted of product  sales of THALOMID of $3.3 million and $535,000 of revenues
from research contracts.  The net loss applicable to common stockholders in 1999
was $21.8 million, or $1.28 per share, compared with $25.1 million, or $1.55 per
share, in 1998.
January 27, 2000
Page 2

The net loss  applicable  to common  stockholders  for the three months and year
ended December 31, 1999 includes a tax benefit of $3.0 million from  the sale of
a portion of Celgene's  New Jersey tax loss  carryforwards.  The 1998 results of
operations  included a one time gain of $7.0  million from the sale of Celgene's
discontinued chiral chemical intermediate business.

Research and  development  expenses for the three months ended December 31, 1999
were $5.3 million, an 8% increase over the research and development  expenses of
$4.9 million for the previous  three-month  period.  This increase was primarily
due to increased  clinical  trial costs,  primarily for  ATTENADE(TM).  Selling,
general and administrative expenses were $8.4 million for the three months ended
December 31, 1999, a 27% increase over the selling,  general and  administrative
expenses of $6.6 million for the previous three-month period.  This increase was
primarily  due  to  the  expansion  of  Celgene's  sales  and  commercialization
organization and increased warehousing and distribution expenses.

Research  and  development  expenses  for the year ended  December 31, 1999 were
$19.6  million,  compared  with $19.8  million in 1998.  Although  research  and
development  expenses  remained  little  changed  year over  year,  spending  on
clinical  trials for THALOMID,  ATTENADE,  SelCIDs(TM)  and IMiDs(TM)  increased
significantly,  but was offset by  decreased  expenses  related to the  THALOMID
regulatory  approval process and spending on pre-clinical  toxicology.  In 1999,
selling,  general and administrative expenses were $26.2 million,  compared with
$16.2  million in 1998.  This  increase was  primarily  due to the  expansion of
Celgene's sales and commercialization organization and increased warehousing and
distribution expenses,
January 27, 2000
Page 3

including  Celgene's  System for Thalidomide  Education and  Prescribing  Safety
(S.T.E.P.S.(TM))   program  which  is  designed  to  facilitate   the  safe  and
appropriate use of THALOMID.

Celgene   Corporation,   headquartered   in  Warren,   NJ,  is  an   independent
biopharmaceutical   company   engaged   in  the   discovery,   development   and
commercialization of small molecule drugs for cancer and immunological diseases.
Please feel free to visit Celgene's website: http://www.Celgene.com.

This release contains certain forward-looking statements which involve known and
unknown  risks,  delays,  uncertainties  and other  factors not under  Celgene's
control which may cause actual  results,  performance or achievements of Celgene
to be materially  different from the results,  performance or other expectations
implied by these  forward-looking  statements.  These factors include actions by
the Food and Drug  Administration  and other regulatory  authorities,  and those
factors  detailed  in  Celgene's   filings  with  the  Securities  and  Exchange
Commission, such as reports on Forms 10-K, 10-Q and 8-K.

                                      # # #
CELGENE CORPORATION

                         CONSOLIDATED FINANCIAL RESULTS
---------------------------------------------------
                                                                          THREE MONTHS ENDED            YEAR ENDED
                                                                             DECEMBER 31,              DECEMBER 31,
                                                                       ------------------------- -------------------------
                                                                                1998        1999         1998         1999
                                                                       ------------- ----------- ------------ ------------
                                                                              (UNAUDITED)               (UNAUDITED)
In thousands, except per share data

STATEMENTS OF OPERATIONS DATA:
Revenues:
 Product sales .......................................................   $ 2,235      $  8,988    $   3,266    $  24,052
 Research contracts ..................................................       430           425          535        2,158
                                                                         -------      --------    ---------    ---------
   Total Revenues ....................................................     2,665         9,413        3,801       26,210
Expenses:
 Cost of goods sold ..................................................       223           906          282        2,983
 Research and development ............................................     5,804         5,280       19,772       19,646
 Selling, general and administrative .................................     5,011         8,389       16,219       26,236
                                                                         -------      --------    ---------    ---------
   Total expenses ....................................................    11,038        14,575       36,273       48,865
                                                                         -------      --------    ---------    ---------
Operating loss .......................................................    (8,373)       (5,162)     (32,472)     (22,655)
Other--income (expense), net .........................................        (2)       (701)           449       (2,144)
                                                                         -------      --------    ---------    ---------
Loss before tax benefit...............................................    (8,375)       (5,863)     (32,023)     (24,799)
Tax benefit...........................................................        --         3,018           --        3,018
                                                                         -------      --------    ---------    ---------
Loss from continuing operations ......................................    (8,375)       (2,845)     (32,023)     (21,781)
Gain from discontinued operations, net ...............................        --            --        6,955           --
Accretion of premium payable on preferred stock and warrants .........        --            --           25           --
                                                                         -------      --------    ---------    ---------
Net loss applicable to common stockholders ...........................   $(8,375)     $ (2,845)   $ (25,093)   $ (21,781)
                                                                         =======      ========    =========    =========
Per share--basic and diluted:
 Loss from continuing operations, net ................................   $ (0.51)     $  (0.16)   $   (1.98)   $   (1.28)
 Net loss applicable to common stockholders ..........................   $ (0.51)     $  (0.16)   $   (1.55)   $   (1.28)
                                                                         =======      ========    =========    =========
Weighted average number of shares of common stock
 outstanding .........................................................    16,449        17,334       16,160       17,012
---------------------------
                                                                               DECEMBER 31,
                                                                        ---------------------------
                                                                                 1998          1999
                                                                        ------------- -------------
                                                                                (UNAUDITED)
In thousands
BALANCE SHEET DATA:

Cash and cash equivalents and marketable securities available for sale   $    5,124    $   19,527
Total assets ..........................................................      11,928        32,334
Long term convertible notes ...........................................       8,349        38,495
Total stockholders' deficit ...........................................      (3,733)      (15,709)