SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 23, 2007

Array BioPharma Inc.
(Exact name of registrant as specified in its charter)

Delaware   000-31979   84-1460811
(State or Other
Jurisdiction of
Incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 
 
 
 
 
3200 Walnut Street, Boulder, Colorado   80301
(Address of Principal Executive Offices)   (Zip Code)

Registrant's telephone number, including area code: (303) 381-6600

(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 (see General Instruction A.2. below):

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 April 23, 2007, Array BioPharma Inc. issued a press release announcing that it has filed a preliminary prospectus supplement with the Securities and Exchange Commission for the sale of 7,000,000 shares of its common stock in an underwritten public offering pursuant to an existing shelf registration statement. The full text of this press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d)
Exhibits.

99.1
Press release dated April 23, 2007 entitled "Array BioPharma Inc. Announces Proposed Public Offering of Common Stock."

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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.


 
 
ARRAY BIOPHARMA INC.

Date: April 23, 2007
 
By:
 
/s/ Robert E. Conway
Robert E. Conway
Chief Executive Officer

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EXHIBIT INDEX

Exhibit No.
    
99.1   Press release dated April 23, 2007 entitled "Array BioPharma Inc. Announces Proposed Public Offering of Common Stock."

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