Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]
Check the appropriate box:

[_]  Preliminary Proxy Statement
[_]  Confidential, for Use of the Commission Only (as permitted by Rule
[_]  Definitive Proxy Statement
[_]  Definitive Additional Materials
[X]  Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12

                              NEOTHERAPEUTICS, INC.
                (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):
[X]  No fee required.
[_]  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:

     (2) Aggregate number of securities to which transaction applies:

     (3) Per unit price or other underlying value of transaction computed
         pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
         filing fee is calculated and state how it was determined):

     (4) Proposed maximum aggregate value of transaction:

     (5) Total fee paid:


[_]  Fee paid previously with preliminary materials.

[_]  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.:

     (3) Filing Party:

     (4) Date Filed:



MEDIA RELATIONS                                         SHAREHOLDER RELATIONS
Jon Siegal                                              Carol Gruetter
Ronald Trahan Associates (RTA) Inc.                     NeoTherapeutics Inc.
(508) 647-9782, ext. 15                                 (949) 788-6700, ext. 236

            NeoTherapeutics to Hold a Special Meeting of Stockholders
                     and Announces Additional Restructuring

IRVINE, Calif., July 23, 2002 -- NeoTherapeutics, Inc. (NASDAQ: NEOT) announced
today that its Board of Directors voted to authorize a 25 for 1 share reverse
split of its outstanding common stock, subject to stockholder approval. The
Board also voted to obtain stockholder approval in advance for certain market
financings, subject to specified limitations. A special meeting of
NeoTherapeutics' stockholders will be held on September 5, 2002 to consider
these proposals. Stockholders of record on July 24, 2002 will be entitled to
vote in this special meeting. More information on these proposals and the
meeting will be available in a forthcoming proxy statement.

NeoTherapeutics' Board of Directors also approved the cessation of the research
operations of the Company's subsidiary, NeoGene Technologies, Inc.

"We took these actions as part of our restructuring of the Company", said Sam
Gulko, NeoTherapeutics' Senior Vice President Finance and CFO. "Nasdaq requires
the Company to maintain, among other things, a minimum share price and the
reverse stock split should allow us to meet this requirement. It will also
increase the number of shares available for purposes of potential future
financings as well as, we believe, make our stock more attractive to
institutional investors. We anticipate that our decision to terminate research
operations at NeoGene will reduce our annual expenses by approximately $2.4
million, based on NeoGene's operating costs for 2001."

"This action to terminate most of NeoGene's operations was based on our need to
reduce expenses and return to our core product-oriented businesses. In our
current circumstances, it is not feasible for us to fund NeoGene for the period
of time necessary to allow its discoveries to become commercial products. This
restructuring allows us to focus on our core business, the discovery and
development of pharmaceutical products in neurology and oncology," said Alvin
Glasky, Ph.D. NeoTherapeutics' Chairman, CEO and Chief Scientific Officer and
NeoGene's President.

NeoTherapeutics seeks to create value for stockholders through the discovery and
out-licensing of drugs for central nervous system disorders and the in-licensing
and commercialization of anti-cancer drugs. Neotrofin(TM) is in clinical
development in Parkinson's disease, spinal cord injury and chemotherapy-induced
neuropathy. The Company's lead oncology drug, satraplatin, is being prepared for
a phase 3 study in prostate cancer. Additional anti-cancer drugs are in phase 1
and 2 human clinical trials, and the Company has a rich pipeline of pre-clinical
neurological drug candidates. For additional information visit the Company's web
site at

NeoTherapeutics will file a proxy statement with the Securities and Exchange
Commission ("SEC") in connection with the stockholders' meeting described above
which will be sent to the stockholders seeking their approval of the proposals.
Investors and security holders are urged to read the proxy statement when it
becomes available because it will contain important information. When filed,
this document, and any other relevant documents filed, may be obtained free of
charge at the website maintained by the SEC at "" or by requesting
it in writing from NeoTherapeutics, Inc., Attn: Investor Relations, 157
Technology Drive, Irvine, California 92618. NeoTherapeutics and its officers and
directors may be deemed to be participants in the solicitation of proxies from
NeoTherapeutics stockholders in favor of the proposals. A description of the
direct and indirect interests of NeoTherapeutics' executive officers and
directors in NeoTherapeutics will be included in the proxy statement.

This press release may contain forward-looking statements regarding future
events and the future performance of NeoTherapeutics that involve risks and
uncertainties that could cause actual results to differ materially. These risks
are described in further detail in the Company's reports filed with the SEC.

                                      # # #