Washington
|
91-1549568
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
Stephen
M. Graham, Esq.
Orrick,
Herrington & Sutcliffe LLP
The
Orrick Building
405
Howard Street
San
Francisco, California 94105
(415)
773-5700
|
David
J. Poston
Chief
Financial Officer
Targeted
Genetics Corporation
1100
Olive Way, Suite 100
Seattle,
Washington 98101
(206)
623-7612
|
Title
of Securities
to
Be Registered
|
Number
to Be
Registered(1)
|
Proposed
Maximum
Offering
Price Per Share(2)
|
Proposed
Maximum
Aggregate
Offering Price(2)
|
Amount
of
Registration
Fee
|
Common
Stock, par value $0.01 per share, authorized but unissued under the
Stock
Incentive Plan
|
1,250,000
|
$3.18
|
$3,975,000
|
$122.03
|
(1)
|
Pursuant
to Rule 416 under the Securities Act of 1933, as amended, this
registration statement also covers additional securities that may
be
issued under the Stock Incentive Plan as a result of any future stock
split, stock dividend, recapitalization or similar
transactions.
|
(2)
|
Estimated
solely for the purpose of calculating the registration fee pursuant
to
Rule 457(h) under the Securities Act of 1933, as amended. The price
per
share is estimated to be $3.18, based on the average of the high
and low
prices of the registrant’s common stock on June 6, 2007, as reported on
the NASDAQ Capital Market.
|
TARGETED GENETICS CORPORATION | ||
|
|
/s/
H. Stewart Parker
|
By: |
H.
Stewart Parker
|
|
President and Chief Executive Officer | ||
Signature
|
Title
|
/s/
H. Stewart Parker
H.
Stewart Parker
|
President,
Chief Executive Officer and Director (Principal Executive
Officer)
|
/s/ David J. Poston David
J. Poston
|
Vice President, Finance, Chief Financial Officer, and Treasurer (Principal Financial and Principal Accounting Officer) |
/s/ Jeremy L. Curnock Cook Jeremy
L. Curnock Cook
|
Chairman of the Board and Director |
/s/ Jack L. Bowman Jack
L. Bowman
|
Director |
/s/ Joseph M. Davie Joseph
M. Davie
|
Director |
/s/ Roger L. Hawley Roger
L. Hawley
|
Director |
/s/ Nelson L. Levy Nelson
L. Levy, Ph.D., M.D.
|
Director |
/s/ Michael Perry Michael
Perry
|
Director |
Exhibit
Number
|
Description
|
5.1
|
Opinion
of Orrick, Herrington & Sutcliffe LLP regarding the legality of the
common stock being registered
|
10.1
|
Targeted
Genetics Corporation Stock Incentive Plan
|
23.1
|
Consent
of Independent Registered Public Accounting Firm
|
23.2
|
Consent
of Orrick, Herrington & Sutcliffe LLP (included in
Exhibit 5.1)
|
24.1
|
Power
of Attorney (included in signature
page)
|