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) September 2330, 2011 (September 28, 2011)

Cephalon, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	0-19119	23-2484489
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

41 Moores Road
Frazer, Pennsylvania		19355
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code (610) 344-0200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On September 2328, 2011, ~~Cephalon, Inc.~~we ~~(the “Company”)~~ received a subpoena duces tecum from the U.S. ~~Attorney’s~~Department ~~Office~~of ~~for~~Justice ~~the~~requesting ~~Southern~~documents ~~District~~regarding ofcertain ~~New~~promotional ~~York~~practices ~~pursuant~~relating to ~~its authority under~~ the ~~Health~~Company’s ~~Insurance~~products, ~~Portability~~NUVIGIL® (armodafinil) and ~~Accountability Act requesting records regarding TREANDA~~PROVIGIL® (~~bendamustine hydrochloride~~modafinil). The Company is in the process of responding to the subpoena and intends to cooperate fully.

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.

	CEPHALON, INC.	~~CEPHALON, INC.~~
Date: September 26, 2011		By:	/s/ Gerald J. Pappert
Date: September 30, 2011	By:	/s/ Gerald J. Pappert
		Gerald J. Pappert	~~Gerald J. Pappert~~
		Executive Vice President and General Counsel	~~Executive Vice President and General Counsel~~

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