UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b) (c),
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
(AMENDMENT NO. 1)*
Spectrum Pharmaceuticals, Inc.
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(Name of Issuer)
Common Stock, par value $0.001 per share
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(Title of Class of Securities)
84763A108
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(CUSIP Number)
December 31, 2003
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP NO. 84763A108 SCHEDULE 13G PAGE 2 OF 5 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
North Sound Capital LLC (1)(2)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
NUMBER OF 0
SHARES -------------------------------------------------------------
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH 145,459 (3)
REPORTING -------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH
0
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8 SHARED DISPOSITIVE POWER
145,459
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
145,459
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.2%
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12 TYPE OF REPORTING PERSON*
OO
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(1) The ultimate managing member of North Sound Capital LLC is Thomas McAuley.
The Reporting Person may be deemed the beneficial owner of the shares in
its capacity as the managing member of North Sound Legacy Fund LLC, North
Sound Legacy Institutional Fund LLC and North Sound Legacy International
Ltd. (the "Funds"), who are the holders of such shares. As the managing
member of the Funds, the Reporting Person has voting and investment control
with respect to the shares of common stock held by the Funds.
(2) DMG Advisors LLC changed its name to North Sound Capital LLC effective
April 1, 2003.
(3) Includes 86,500 shares issuable upon the exercise of warrants.
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 84763A108 SCHEDULE 13G PAGE 3 OF 5 PAGES
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ITEM 1(a). NAME OF ISSUER:
Spectrum Pharmaceuticals, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
157 Technology Drive
Irvine, California 92618
ITEM 2(a). NAME OF PERSON FILING.
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE.
ITEM 2(c). CITIZENSHIP.
North Sound Capital LLC
53 Forest Avenue, Suite 202
Old Greenwich, CT 06870
Delaware limited liability company
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.001 per share
ITEM 2(e). CUSIP NUMBER:
84763A108
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
Not Applicable
ITEM 4. OWNERSHIP.
The following is information regarding the aggregate number
and percentage of the class of securities of the issuer
identified in Item 1 as of December 31, 2003:
(a) Amount beneficially owned: 145,459 shares of Common
Stock (3)
(b) Percent of Class: 2.2%
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: 0
(ii) shared power to vote or direct the vote:
145,459
(iii) sole power to dispose or direct the
disposition of: 0
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(3) Includes 86,500 shares issuable upon the exercise of warrants.
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CUSIP NO. 84763A108 SCHEDULE 13G PAGE 4 OF 5 PAGES
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(iv) shared power to dispose or direct the
disposition of: 145,459
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [X].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY OR CONTROL PERSON.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
Certification pursuant to Rule 13d-1(c):
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
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CUSIP NO. 84763A108 SCHEDULE 13G PAGE 5 OF 5 PAGES
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 13, 2004
NORTH SOUND CAPITAL LLC
By: /s/ Thomas McAuley
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Name: Thomas McAuley
Title: Chief Investment Officer