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):  August 20, 2010

PDL BioPharma, Inc.
(Exact name of Company as specified in its charter)
 
000-19756
(Commission File Number)
 
Delaware
  
94-3023969
(State or Other Jurisdiction of
  
(I.R.S. Employer Identification No.)
Incorporation)
    
 
932 Southwood Boulevard
Incline Village, Nevada  89451
(Address of principal executive offices, with zip code)
 
(775) 832-8500
(Company’s telephone number, including area code)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:
 
¨
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 240.14a-12)
   
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨
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 August 20, 2010, PDL BioPharma, Inc. affirmed that on September 15, 2010 it will redeem all of the Company’s outstanding 2.75% Convertible Subordinated Notes, due August 16, 2023 (the “Notes”).  Holders of the Notes have been provided notice of the redemption by the trustee for the Notes.
 
In accordance with the terms of the Notes, the Notes will be redeemed at a redemption price of 100% of the outstanding principal amount of the Notes to be redeemed, together with accrued and unpaid interest to, but excluding, the redemption date of September 15, 2010, for a total of approximately $1002.22 per $1,000 principal amount of Notes.  Those note holders who elect to convert their Notes into the Company’s common stock on or before September 14, 2010 will be stockholders of record for the Company’s October 1, 2010 dividend payment of $0.50 per share of common stock.
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
PDL BIOPHARMA, INC.
(Company)
  
       
 
By:
/s/ Christine R. Larson  
   
Christine R. Larson
  
   
Vice President and Chief Financial Officer
  
       
 
Dated:  August 20, 2010