EXHIBIT
10.24  January 21,
2008  Bruce
Bennett 4785
Keswick Court San
Diego, CA  92130  Dear
Bruce:  We are pleased to offer you
the position of Vice President, Manufacturing within Allos Therapeutics, Inc.
(Allos or the Company).  This offer
is contingent upon our satisfactory completion of your reference and background
checks, drug screening and verification of your eligibility to work within the
United States, which can be confirmed with identification documents brought
with you on your first day of work.  This
position serves as a member of the senior management team, and reports directly
to me as President and Chief Executive Officer; provided,
however, that unless otherwise determined by the Companys Board of
Directors (the Board), you will not be deemed to be an officer of the Company
under the Companys corporate bylaws or otherwise.  You will receive a biweekly
salary of $8,846.15, which is an annual equivalent salary of $230,000.  Your salary will be reviewed annually in
connection with the Companys employee performance review and appraisal process
and will be subject to such annual increases, if any, as may be determined
based upon a review of your individual performance and contributions to the
Company during the calendar year.  You
will also be eligible to participate in the Companys Corporate Bonus Plan (the
Plan), pursuant to which you will be eligible for an annual bonus award to be
determined in accordance with the terms of the Plan. For 2008, it is
anticipated that your target bonus award under the Plan will equal 25% of your
actual base salary earned in 2008, weighted 60% to the achievement of the
Companys corporate objectives and 40% to the achievement of individual
objectives determined by the Compensation Committee of the Board or the Companys
Chief Executive Officer.  A copy of the
Corporate Bonus Plan will be provided to you.  In addition you will be
granted options to purchase 100,000 shares of Allos common stock with a per
share exercise price equal to the fair market value of a share of Allos common
stock on the date of the grant.  We
anticipate that the date of the grant will be no later than the tenth day of
the month, or if not a business day, the next succeeding business day, following
the month in which you commence employment with the Company.  Provided that you remain an employee of the
Company on the applicable vesting date, 25% of the options will vest on the
first anniversary of the date of grant and the remaining 75% of the options
will vest in equal monthly installments over the next three years.  The options will be subject to the terms and
conditions of the Companys 2000 Stock Incentive Compensation Plan and standard
form of stock option agreement, copies of which will be provided to you.  Along with cash compensation
and stock options, you will be eligible for all Allos benefits upon
commencement of employment.  While
benefit programs may change from time to time, our current benefit plans
include Life, Accidental Death and Dismemberment, Long Term Disability, Medical,
Vision and Dental Insurance.  Allos
offers a standard 401(k) retirement savings plan and a 125 tax-free
reimbursement plan.  You will be eligible
for the elective 401(k) plan upon commencement of employment.  Allos matches 50% of your 401(k) contributions
up to a maximum annual match of $5,000. 
Allos does not offer a pension or profit sharing plan.  Subject to Allos vacation policy, you will
accrue vacation on a monthly basis at an annual rate of three weeks.  1


It
is understood and agreed that you will commute between your residence and the
Companys facilities (wherever located) for work as and when directed by the
Companys Chief Executive Officer or as otherwise required to perform your
duties, and your expenses incurred while traveling between your residence and
the Companys facilities will be reimbursed to you as business expenses until
such date as the Company requests you to relocate your residence within a
reasonable distance of the Companys corporate headquarters (wherever located)
(the Relocation Request).  It is anticipated that you will commute for
the first six (6) to nine (9) months of employment.  Commencing upon the date of
the Companys Relocation Request, the Company will reimburse you up to a
maximum of $125,000 for the following relocation costs: (a) customary
closing costs incurred by you in connection with the sale of your current
residence in California, including brokerage commissions and reasonable
attorneys fees, (b) customary closing costs incurred by you in connection
with the purchase of a new residence within a reasonable distance of the
Companys corporate headquarters (wherever located), (c) customary and
reasonable costs of moving you and your family, including personal effects, to
your new residence within a reasonable distance of the Companys corporate
headquarters (wherever located); and (d) customary and reasonable
commuting and temporary living expenses for you and your family for up to six
months (collectively, the Reimbursement Amount),
subject in all cases to the submission of properly documented receipts.  To the extent that the Reimbursement Amount
is taxable as income to you, upon substantiation of the amount of income tax
imposed on the Reimbursement Amount, the Company will pay you an amount equal
to such tax (the First Iteration Tax Payment),
provided that the Company will not gross-up
or otherwise pay your tax on the First Iteration Tax Amount.  Notwithstanding the foregoing, if you fail to
relocate your residence within a reasonable distance of the Companys corporate
headquarters within six months after the date of the Companys Relocation
Request, then you will reimburse the Company for all amounts previously paid to
you under this paragraph and the immediately preceding paragraph and you will
no longer be eligible to receive any payments under this paragraph or the
immediately preceding paragraph.  The
Company makes no representations regarding the proper tax treatment of Employees
business expenses and relocation costs that are reimbursed under this paragraph
and the immediately preceding paragraph and you are responsible for obtaining
independent advice from your own personal tax advisor.  Upon joining Allos you will
receive an Allos employee handbook and be expected to sign the Companys
standard form of confidentiality and inventions assignment agreement, a copy
which is enclosed for your review.  It is
the Companys policy that its employees maintain confidential any confidential
information that they may have received or had access to while working for
previous employers.  In addition, it is
the Companys policy that its employees not bring to Allos any documents or
property belonging to their previous employers. 
Also, please advise us immediately if you are subject to any agreements
with any previous employers or third parties (such as confidentiality
agreements, non-solicitation agreements, non-competition agreements, etc.) that
may limit or in any way impact your ability to perform your job
responsibilities at Allos.  This employment offer letter
is not intended to create or constitute an employment agreement or contract
between you and Allos.  It is also
important for you to understand that Colorado is an at will employment
state.  This means that you will have the
right to terminate your employment relationship with Allos at any time for any
reason.  Similarly, Allos will have the
right to terminate its employment relationship with you at any time for any
lawful reason.  This employment offer
letter sets forth the entire agreement and understanding of the parties hereto
with regard to your employment by the Company and supersedes any and all prior
agreements, arrangements and understandings, written or oral, pertaining to the
subject matter hereof.  2


Bruce, we are very excited
about having you join our team!  Please
acknowledge your acceptance of our offer by returning a signed copy of this
letter.  Sincerely,/s/ Paul L. BernsPaul L. Berns President and Chief
Executive Officer  I
accept this offer of employment with Allos Therapeutics and plan to begin work
on January 22, 2008.  Signature:
  
  Date:/s/ Bruce Bennett
  
  January 22, 2008  3