DEFA14A 1 a2134416zdefa14a.htm DEFA14A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant ý
Filed by a Party other than the Registrant o
Check the appropriate box:
o		Preliminary Proxy Statement
o		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o		Definitive Proxy Statement
ý		Definitive Additional Materials
o		Soliciting Material Pursuant to §240.14a-12

NEORX CORPORATION
(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
ý	No fee required.
o	Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
	(1)	Title of each class of securities to which transaction applies:
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	(4)	Proposed maximum aggregate value of transaction:
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o	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
	(1)	Amount Previously Paid:
	(2)	Form, Schedule or Registration Statement No.:
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		Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

[NeoRx Letterhead]

April 20, 2004

Via Overnight Mail

[Name and address of Record Holder of Series B Stock]

Re:: NeoRx Corporation
Proxy Materials and Notice of Annual Meeting of Shareholders

Dear Series B Shareholder:

Enclosed are the Notice of Annual Meeting, Proxy Statement, Proxy Card and Annual Report to Shareholders of NeoRx Corporation.

Our records indicate that as of March 19, 2004, the Record Date for the Annual Meeting, you held shares of NeoRx Series B Convertible Preferred Stock ("Series B Shares").

As described in detail in the enclosed Proxy Statement, holders of Series B Shares have full voting rights and powers equal to the voting rights and powers of the holders of NeoRx common stock and are entitled to vote with the common stock as one class at the Annual Meeting. You are entitled to cast the number of votes equal to the number of shares of NeoRx common stock into which your Series B Shares could be converted on the Record Date. This results in 2,000 votes for each Series B Share, subject to the 4.99% Series B voting cap (if applicable to you).

YOUR VOTE IS IMPORTANT. THE PRESENCE OF HOLDERS OF A MAJORITY OF THE SHARES ENTITLED TO VOTE AT THE ANNUAL MEETING, IN PERSON OR REPRESENTED BY PROXY, IS NECESSARY TO CONSTITUTE A QUORUM.

PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY IN THE ENCLOSED POSTAGE- PAID ENVELOPE.

Very truly yours,

Jack Bowman
Chairman and CEO