MICROCIDE PHARMACEUTICALS INC
10-Q, 2000-08-14
PHARMACEUTICAL PREPARATIONS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 10-Q



(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000

                                       OR

( )  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934


                         Commission file number: 0-28006


                         MICROCIDE PHARMACEUTICALS, INC.
             (Exact name of registrant as specified in its charter)


                  Delaware                                    94-3186021
         (State or other jurisdiction                     (I.R.S. Employer
       of incorporation of organization)                Identification Number)

    850 Maude Avenue, Mountain View, California               94043
     (Address of principal executive offices)               (ZIP Code)


    Registrant's telephone number, including area code:   650-428-1550


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                                  Yes _X_   No ___

Number of shares of Common Stock, no par value, outstanding as of July 31, 2000:
11,343,381

<PAGE>

                         MICROCIDE PHARMACEUTICALS, INC.

                               INDEX FOR FORM 10-Q

                                  JUNE 30, 2000

                                                                           PAGE
                                                                          NUMBER

PART I    FINANCIAL INFORMATION

Item 1.   Financial Statements and Notes

          Condensed Balance Sheets as of June 30, 2000                         3
          and December 31, 1999

          Condensed Statements of Operations for the three and six
          months ended June 30, 2000 and June 30, 1999                         4

          Condensed Statements of Cash Flows for the six months
          ended June 30, 2000 and June 30, 1999                                5

          Notes to Condensed Financial Statements                              6

Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations                                  8

Item 3.   Quantitative and Qualitative Disclosures about Market Risk          12


PART II   OTHER INFORMATION                                                   13

Item 1.   Legal Proceedings

Item 2.   Changes in Securities

Item 3.   Defaults in Senior Securities

Item 4.   Submission of Matters to a Vote of Security Holders

Item 5.   Other Information

Item 6.   Exhibits and Reports on Form 8-K


SIGNATURES                                                                    15


                                       2
<PAGE>

<TABLE>
                                  MICROCIDE PHARMACEUTICALS, INC.

                                      CONDENSED BALANCE SHEETS
                                           (in thousands)

<CAPTION>

                                                               June 30,              December 31,
                                                                 2000                    1999
                                                             -----------             ------------
                                                             (Unaudited)                (Note)
<S>                                                          <C>                     <C>
ASSETS

Current assets:
  Cash and cash equivalents                                    $  4,209               $  5,660
  Short-term investments                                         14,914                 19,208
  Receivables, prepaid expenses and other current assets          1,071                    443
                                                               --------               --------
Total current assets                                             20,194                 25,311

Property and equipment, net                                       6,711                  7,592

Other assets                                                        921                    928
                                                               --------               --------

Total assets                                                   $ 27,826               $ 33,831
                                                               ========               ========


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                                             $    478               $    358
  Accrued compensation                                              976                    984
  Current portion of notes payable                                1,522                  1,440
  Deferred revenue                                                1,043                    387
  Other accrued liabilities                                         718                    695
                                                               --------               --------
Total current liabilities                                         4,737                  3,864

Long-term portion of notes payable                                1,127                  1,907
Accrued rent                                                        226                    257

Stockholders' equity:
  Common stock                                                   68,010                 67,112
  Accumulated deficit                                           (46,214)               (39,243)
  Accumulated other comprehensive loss                              (60)                   (66)
                                                               --------               --------

Total stockholders' equity                                       21,736                 27,803
                                                               --------               --------

Total liabilities and stockholders' equity                     $ 27,826               $ 33,831
                                                               ========               ========

<FN>
NOTE: The balance sheet at December 31, 1999 has been derived from the audited financial statements
at that date but does not include  all of the  information  and  footnotes  required  by  generally
accepted accounting principles for complete financial statements.


                  See Notes to Condensed Financial Statements.
</FN>
</TABLE>

                                       3
<PAGE>

<TABLE>
                                          MICROCIDE PHARMACEUTICALS, INC.

                                         CONDENSED STATEMENTS OF OPERATIONS
                                      (in thousands, except per share amounts)
                                                    (unaudited)

<CAPTION>

                                                      Three Months Ended                   Six Months Ended
                                                           June 30,                            June 30,
                                               -------------------------------      ------------------------------
                                                   2000              1999               2000              1999
                                               --------------    -------------      -------------    -------------
<S>                                            <C>               <C>                <C>              <C>
Revenues:
  Research revenues                             $  1,521           $  1,545           $  2,654           $  3,938
  Other revenues                                    --                 --                 --                  299
                                                --------           --------           --------           --------
       Total revenues                              1,521              1,545              2,654              4,237

Operating expenses:
  Research and development                         4,112              4,457              8,169              9,205
  General and administrative                       1,083                979              1,925              1,984
                                                --------           --------           --------           --------
       Total operating expenses                    5,195              5,436             10,094             11,189
                                                --------           --------           --------           --------

Loss from operations                              (3,674)            (3,891)            (7,440)            (6,952)

Interest and other income, net                       223                248                469                587
                                                --------           --------           --------           --------
       Net loss                                 $ (3,451)          $ (3,643)          $ (6,971)          $ (6,365)
                                                ========           ========           ========           ========

Basic and diluted net loss per share            $  (0.31)          $  (0.33)          $  (0.62)          $  (0.58)
                                                ========           ========           ========           ========

Shares used in computing
   basic and diluted net loss per share           11,309             11,078             11,261             11,052


<FN>
                                    See Notes to Condensed Financial Statements.
</FN>
</TABLE>


                                                         4
<PAGE>

<TABLE>

                                    MICROCIDE PHARMACEUTICALS, INC.

                                  CONDENSED STATEMENTS OF CASH FLOWS
                                            (In thousands)
                           Increase (decrease) in cash and cash equivalents
                                              (unaudited)
<CAPTION>

                                                                        Six Months Ended
                                                                             June 30,
                                                              ---------------------------------------
                                                                   2000                    1999
                                                              ----------------        ---------------
<S>                                                              <C>                     <C>
Cash flows used in operating activities:
Net loss                                                          $ (6,971)              $ (6,365)
Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
Depreciation and amortization                                        1,260                  1,396
Amortization of deferred compensation                                 --                      251
Accrued rent                                                           (31)                   102
Changes in assets and liabilities:
   Receivables, prepaid expenses and other current assets             (628)                (1,831)
   Other assets                                                          7                     42
   Accounts payable                                                    120                   (482)
   Accrued compensation and other accrued liabilities                   15                    (71)
   Deferred revenue                                                    656                     37
                                                                  --------               --------

Net cash used in operating activities                               (5,572)                (6,921)
                                                                  --------               --------

Cash flows used in investing activities:
Purchase of short-term investments                                  (6,700)               (16,212)
Maturities of short-term investments                                11,000                 25,907
Capital expenditures                                                  (379)                  (403)
                                                                  --------               --------

Net cash provided by investing activities                            3,921                  9,292
                                                                  --------               --------

Cash flows from financing activities:
Principal payments on notes payable                                   (698)                  (513)
Net proceeds from issuance of common stock                             898                     91
                                                                  --------               --------

Net cash provided by (used in) financing activities                    200                   (422)
                                                                  --------               --------

Net increase (decrease) in cash and cash equivalents                (1,451)                 1,949
Cash and cash equivalents, beginning of period                       5,660                  7,794
                                                                  --------               --------
Cash and cash equivalents, end of period                          $  4,209               $  9,743
                                                                  ========               ========

Supplemental disclosure of cash flow information:
Interest paid                                                     $    143               $    189
                                                                  ========               ========
<FN>
                             See Notes to Condensed Financial Statements.
</FN>
</TABLE>

                                                   5
<PAGE>


                         MICROCIDE PHARMACEUTICALS, INC.

                     NOTES TO CONDENSED FINANCIAL STATEMENTS

                                  June 30, 2000
                                   (Unaudited)


1.   Summary of Significant Accounting Policies

     Organization and Basis of Presentation

         Microcide Pharmaceuticals,  Inc. (the "Company") is a biopharmaceutical
company  whose  mission  is  to  discover,   develop  and  commercialize   novel
antimicrobials for the improved treatment of serious bacterial, fungal and viral
infections. The Company's discovery and development programs address the growing
problem of bacterial drug  resistance  and the need for improved  antifungal and
antiviral agents through two principal themes: (i) Targeted  Antibiotics,  which
focuses on developing novel antibiotics and antibiotic  potentiators to directly
address existing  bacterial and fungal  resistance  problems,  and (ii) Targeted
Genomics,  which utilizes  bacterial,  fungal and viral genetics to discover new
classes of antimicrobials and other novel treatments for infectious diseases.

         The accompanying  unaudited  condensed  financial  statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-Q and Rule 10-01 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been included.  The results of operations  for the interim  periods shown herein
are not necessarily indicative of operating results for the entire year.

         This unaudited  financial  data should be read in conjunction  with the
financial  statements and footnotes  contained in the Company's annual report on
Form 10-K for the year ended December 31, 1999.

2.   Net Loss per Share

         Basic  earnings  (loss)  per share is  calculated  using  the  weighted
average  number of common  shares  outstanding.  Because the Company is in a net
loss  position,  diluted  earnings  per share is  calculated  using the weighted
average number of common shares  outstanding and excludes the effects of options
which are antidilutive.  Had the Company been in a net income position,  diluted
earnings  per share would have  included the shares used in the  computation  of
basic net loss per share as well as an additional 1,706,304 and 1,513,148 shares
for 2000 and 1999,  respectively,  related to  outstanding  options not included
above (as determined  using the treasury  stock method at the estimated  average
market value).

3.   Comprehensive Loss

         Comprehensive income (loss) is comprised of net income (loss) and other
comprehensive  income (loss). Other comprehensive income (loss) includes certain
changes  in equity  that are  excluded  from net  income  (loss).  Specifically,
unrealized holding gains and losses on our available-for-sale  securities, which
were reported  separately in  stockholders'  equity,  is included in accumulated
other comprehensive  income (loss).  Comprehensive income (loss) for years ended
December  31,  1999,  1998  and  1997 has been  reflected  in the  Statement  of
Stockholders' Equity.


                                       6
<PAGE>

4.   Revenue Recognition

         In December 1999, the Securities and Exchange  Commission  issued Staff
Accounting  Bulletin  No. 101 ("SAB  101"),  "Revenue  Recognition  in Financial
Statements."  SAB 101 summarizes  certain areas of the staff's views in applying
generally  accepted  accounting  principles to revenue  recognition.  SAB 101 is
required to be adopted by December  31,  2000.  The Company is in the process of
assessing the impact of SAB 101 and does not expect that the  implementation  of
SAB 101 will have a material effect.

5.   Subsequent Events

         In  August   2000,   Iconix   Pharmaceuticals,   Inc.   ("Iconix"),   a
biotechnology  company in which  Microcide  held  approximately  a 32% interest,
announced  that it had entered  into a strategic  relationship  with  Motorola's
BioChip  Systems  unit to enable  the  creation  of a  next-generation  chemical
genomic  database.  The partnership  includes a multiyear  agreement under which
Iconix will validate the beta release of Motorola's new CodeLink(TM)  Expression
System and then become one of the first high volume users of the system. As part
of the  relationship,  Motorola  has made an equity  investment  in  Iconix  and
received rights to distribute the resulting Iconix  ChemExpress(TM)  product,  a
large-scale  database  that  connects gene  expression  profiles,  chemicals and
biological  activities within a flexible informatics system, as a part of future
BioChip System solutions. This investment reduced Microcide's holdings in Iconix
to approximately 29%.

                                       7
<PAGE>


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

Overview

         As  part  of  the  Company's  strategy  to  enhance  its  research  and
development  capabilities  and to  fund,  in  part,  its  capital  requirements,
Microcide entered into collaborative  agreements with three major pharmaceutical
companies.  Pursuant to the Company's  collaborative  agreements  with Johnson &
Johnson  ("J&J"),  Daiichi  and Pfizer  (the  "Collaborative  Agreements"),  the
Company has received  license  fees,  milestone  payments  and research  support
payments,  and can potentially  receive  additional  research support  payments,
milestone  payments  and  royalty  payments.   License  payments  are  typically
nonrefundable up-front payments for licenses to develop,  manufacture and market
products, if any, that are developed as a result of the collaboration.  Research
support payments are typically contractually obligated payments to fund research
and  development  over the term of the  collaboration.  Milestone  payments  are
payments  contingent  upon the  achievement  of  specified  milestones,  such as
selection of  candidates  for drug  development,  the  commencement  of clinical
trials or receipt of regulatory approvals.  If drugs are successfully  developed
and commercialized as a result of the Collaborative Agreements, the Company will
receive  royalty  payments based upon the net sales of such drugs.  In addition,
the Company has derived other revenues principally through the sale of molecular
diversity to other  pharmaceutical and biotechnology  companies for use in their
research programs, and through short-term contract research.

         Through June 30, 2000, the Company had received in the aggregate  $52.0
million in license fees,  milestone payments and research support payments under
the Collaborative  Agreements.  The funded research portion of the Collaborative
Agreements  with  Daiichi and J&J  concluded  at the end of the first and fourth
quarters of 1999, respectively. In November 1999, J&J commenced Phase I clinical
trials  of  the  cephalosporin   compound  developed  during  the  Microcide-J&J
Gram-positive  research  collaboration.  In February  2000,  the  November  1995
Daiichi agreement was amended to focus on advancing a particular class of efflux
pump inhibitor  compounds for  pre-clinical  development.  The March 1996 Pfizer
agreement was amended effective March 2000, and funding for the fifth year is at
a reduced amount.

         In May 2000,  the  Company  and  Daiichi  signed a new  joint  research
agreement  for a one year term whereby  Daiichi will  provide  research  support
payments for discovering and developing inhibitors that will overcome the effect
of efflux pumps in Pseudomonas aeruginosa.  The Company also signed an agreement
with Coelacanth Corporation for joint research, in which Coelacanth will provide
novel libraries of compounds for screening in a broad range of Microcide  assays
directed  at  the  identification  of  innovative   antiviral,   antifungal  and
antibacterial  therapeutic  agents.  The agreement  gives the Company  worldwide
rights to develop compounds that emerge from the collaboration, while Coelacanth
will receive  development  milestone  payments and  royalties on product  sales.
Assuming  that the Daiichi and Pfizer  Agreements  are not  terminated  prior to
their  scheduled  expiration  dates,  the Company will be entitled to receive an
additional $2.9 million in research support payments.

         In the  event  that  the  Company  and its  collaborators  achieve  the
specified research and product  development  milestones,  it will be entitled to
receive milestone payments as follows: up to $16.5 million for the first product
and up to $15.5 million for each additional  product  developed  pursuant to the
J&J Agreements,  up to $13.0 million for each product developed  pursuant to the
Daiichi  Agreements and up to $32.5 million for each product developed  pursuant
to the Pfizer Agreements.  The Pfizer Animal Health collaboration provides for a
lower  level of  milestone  payments  than  those  applicable  to  human  health
applications.  Receipt of these milestone  payments is contingent upon achieving
specified research and product development milestones, a number of which may not
be achieved  for several  years,  if ever.  While the  Collaborative  Agreements
provide for royalty  payments on future  products  that may result,  the Company
does not  expect  to  receive  royalties  based  upon net  sales of drugs  for a
significant number of years, if at all.

          The Company has incurred substantial losses in the past and expects to
continue  to incur  operating  losses  over the next  several  years.  Quarterly
results of  operations  are  subject to  significant  fluctuations  based on the
timing and amount of certain revenues earned under the Collaborative Agreements.
Fluctuations  in the  Company's  operating  results

                                       8
<PAGE>

and  market  conditions  for  biotechnology  stocks  in  general  could  have  a
significant  impact on the  volatility  of the market price for the common stock
and on the future price of the common  stock.  The stock market has  experienced
significant  price  and  volume  fluctuations  that are often  unrelated  to the
operating  performance of particular  companies.  The market price of the common
stock,  like that of the securities of many other  biopharmaceutical  companies,
has been and is likely to continue to be highly volatile.

         The biotechnology industry is highly competitive,  and new developments
are  occurring  at  an  increasing  pace.  Competition  from  biotechnology  and
pharmaceutical   companies,   joint   ventures,   academic  and  other  research
institutions and others is intense and is expected to increase. Many competitors
have substantially greater financial, technical and personnel resources than the
Company  has.  Although  the Company  believes  that it has  identified  new and
distinct  approaches  to drug  discovery,  there are other  companies  with drug
discovery programs,  at least some of the objectives of which are the same as or
similar to the Company's.  Competing  technologies  may be developed which would
render the Company's technologies obsolete or non-competitive.

         This Form 10-Q contains  forward-looking  statements based upon current
expectations,  including  statements  with  regard to the  potential  receipt of
additional research support payments,  milestone payments and royalties from the
Company's    collaborative    partners,    the   successful    development   and
commercialization of drugs and the receipt of royalties thereon or sales revenue
therefrom,  and the period of time for which the  Company's  existing  financial
resources,  interest income and future payments under  Collaborative  Agreements
will be  sufficient  to enable  the  Company to  maintain  current  and  planned
operations,  the continuation of the Company's Collaborative Agreements with its
strategic partners,  the potential impact of any latent Year 2000 issues and the
market  risk  of the  Company's  investments.  Such  forward-looking  statements
involve risks and uncertainties,  including,  without limitation, the following.
There is no assurance that any compounds  discovered will  successfully  proceed
through   pre-clinical   development  and  clinical  trials,   obtain  requisite
regulatory  approvals for marketing or result in a commercially  useful product.
There is no  assurance  that the Company  will  successfully  continue  existing
corporate collaborations.  There is no assurance that any development candidates
will be  identified,  that any  selected  development  candidates  will  proceed
through  pre-clinical  trials or will prove safe and  effective for treatment of
humans  or  animals  in  clinical  trials.   There  is  no  assurance  that  the
identification,  selection,  manufacture,  pre-clinical  testing,  and  clinical
testing of development  candidates will not take substantially  longer or not be
substantially  more  expensive  than  contemplated  by the Company.  There is no
assurance  that the Company will be able to obtain on a timely basis  government
regulatory clearance required for clinical testing, manufacturing, and marketing
of its products. There is no assurance that any latent Year 2000 issues will not
have a material  impact on the  Company.  For a  discussion  of other  risks and
uncertainties  affecting the Company's business, see the Company's annual report
on Form 10-K for the year ended December 31, 1999. The Company's  actual results
and timing of certain events may differ significantly from the results discussed
in such forward-looking statements as a result of these or other factors.

Results of Operations

Three Months Ended June 30, 2000 and June 30, 1999

Revenues.  Total revenues for the second quarter of 2000 were $1.5 million,  the
same as in the second  quarter of 1999.  Revenues were largely  derived from the
corporate  collaborations  with Pfizer and Daiichi.  The decline in  comparative
revenues  from J&J and  Pfizer is  offset by an  increase  in  research  support
revenues  from the new  joint  research  agreement  with  Daiichi  and  contract
research revenues from other companies funding exploratory research.

Research and Development  Expenses.  Research and  development  expenses for the
second quarter  decreased from $4.5 million in 1999 to $4.1 million in 2000. The
decrease  was due  primarily to lower  compensation  expenses  resulting  from a
reduction in headcount  and lower  spending for outside  services.  Research and
development expenses are not expected to materially change in the third quarter.

General and Administrative Expenses. General and administrative expenses for the
second quarter were $1.1 million, approximately the same as the first quarter of
1999.

                                       9
<PAGE>

Interest  Income,  net.  Interest  income for the second quarter  decreased from
$365,000  in 1999 to $288,000  in 2000,  primarily  due to a decrease in average
cash  balances.  Interest  expense for the second quarter of 2000 decreased from
$117,000 in the second  quarter of 1999 to $66,000 in the second quarter of 2000
primarily due to the declining balance on an equipment financing loan.

Six Months Ended June 30, 2000 and June 30, 1999

Revenues.  Total  revenues  for the  first  half of 2000 were  $2.7  million,  a
decrease  from $4.2  million in revenues  recognized  in the first half of 1999.
Revenues were largely derived from the corporate  collaborations with Pfizer and
Daiichi.  The decline in  comparative  revenues from Daiichi,  J&J and Pfizer is
offset by an increase in research  support  revenues from the new joint research
agreement  with  Daiichi and contract  research  revenues  from other  companies
funding exploratory research.

Research and Development  Expenses.  Research and  development  expenses for the
first half of 2000  decreased from $9.2 million in 1999 to $8.2 million in 2000.
The decrease was due primarily to lower  compensation  expenses resulting from a
reduction in headcount,  lower research  support  expenses  associated  with the
Company's  antiviral  discovery  program  with  Iconix  and lower  spending  for
research supplies and outside services.

General and Administrative Expenses. General and administrative expenses for the
first half of 2000  decreased from $2.0 million in 1999 to $1.9 million in 2000.
The decrease was due primarily to lower  compensation  expenses resulting from a
reduction in headcount.

Interest Income,  net. Interest income for the first half of 2000 decreased from
$770,000  in 1999 to $610,000  in 2000,  primarily  due to a decrease in average
cash  balances.  Interest  expense  for the first  half of 2000  decreased  from
$188,000 in 1999 to $143,000 in 2000  primarily due to the declining  balance on
an equipment financing loan.

Liquidity and Capital Resources

         The Company has  financed  its  operations  since  inception  primarily
through  the  sale of  equity  securities,  through  funds  provided  under  the
Collaborative Agreements, through other revenues principally consisting of sales
of molecular diversity and contract research and through equipment financing. As
of June 30, 2000, the Company had received $65.7 million from the sale of equity
and $52.0 million in cash from license and milestone  fees and research  support
payments under the Collaborative Agreements.

         Cash, cash equivalents and short-term investments at June 30, 2000 were
$19.1  million  compared to $24.9  million at December  31,  1999.  The decrease
during the first half of 2000 was due  primarily to cash used by  operations  of
$5.6  million,  $379,000  in  capital  expenditures  and  $698,000  utilized  in
financing  activities,  mainly  principal  payments on the  Company's  equipment
financing  arrangement.  This was  partially  offset by $898,000 in net proceeds
from the issuance of common stock from the exercise of stock options.

         The Company  expects  that its  existing  capital  resources,  interest
income and future  payments due under the  Collaborative  Agreements will enable
the Company to maintain current and planned operations at least through 2001. In
the event  that the  Company  requires  additional  funding  at any point in the
future,  the  Company  will seek to raise  such  additional  funding  from other
sources,  including  other  collaborative  arrangements,  and through  public or
private  financings,  including  sales of  equity or debt  securities.  Any such
collaborative  or  licensing  arrangement  could  result in  limitations  on the
Company's ability to control the  commercialization  of resulting drugs, if any,
and could limit profits,  if any,  therefrom.  Any such equity  financing  could
result in dilution to the Company's then-existing stockholders.  There can be no
assurance that additional  funds will be available on favorable terms or at all,
or that such  funds,  if raised,  would be  sufficient  to permit the Company to
continue to conduct its  operations.  If adequate funds are not  available,  the
Company may be required to curtail significantly or eliminate one or more of its
research programs.

                                       10
<PAGE>

Impact of Year 2000

         In prior  periods,  the  Company  has  discussed  its plans and  status
relating to potential computer system  malfunctions  relating to the "Year 2000"
issue,  whereby computer systems would not be able to distinguish  between dates
in the 20th century versus the 21st century. In late 1999, the Company completed
its  assessment,  repair,  upgrade and  replacement of its computer  systems and
research  equipment,  as well as an analysis of the  readiness of third  parties
with whom the Company  interacts.  As a result of its planning  and  remediation
efforts,  the Company experienced no significant  disruptions in its information
technology  and  non-information  technology  systems  and  believes  that those
systems successfully responded to the Year 2000 date change.

         As of June 30, 2000, the Company is not aware of any material  problems
resulting  from Year 2000 issues,  either with its computer  systems or research
equipment with embedded chips or software.  The Company will continue to monitor
its  information  technology  systems  and those of its  suppliers  and  vendors
throughout  the Year 2000 to ensure that any latent Year 2000  matters  that may
arise are addressed  promptly.  Management does not believe that any latent Year
2000  changes will have a material  adverse  impact on the  Company's  financial
condition  or results of  operations.  To date,  costs  related to the Year 2000
issues have not been material.


                                       11
<PAGE>

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

             The following discussion about the Company's market risk disclosure
involves  forward-looking  statements.  The  Company is  exposed to market  risk
related  mainly to changes in interest  rates.  The  Company  does not invest in
derivative financial instruments.

Interest Rate Sensitivity

             The  fair  value  of  the  Company's   investments   in  marketable
securities at June 30, 2000 was $17.6 million.  The Company's  investment policy
is to manage its  marketable  securities  portfolio  to preserve  principal  and
liquidity while maximizing the return on the investment portfolio. The Company's
marketable   securities  portfolio  is  primarily  invested  in  corporate  debt
securities with an average  maturity of under one year and a minimum  investment
grade rating of A or A-1 or better to minimize credit risk.  Although changes in
interest rates may affect the fair value of the marketable  securities portfolio
and cause unrealized gains or losses, such gains or losses would not be realized
unless the investments are sold prior to maturity.

Foreign Currency Exchange Risk

             At this time,  the  Company  does not  participate  in any  foreign
currency  exchange  activities;  therefore,  is not  subject to risk of gains or
losses for changes in foreign exchange rates.


                                       12
<PAGE>

PART II  OTHER INFORMATION

Item 1.  Legal Proceedings

         None.

Item 2.  Changes in Securities

         None.

Item 3.  Defaults in Senior Securities

         None.

Item 4.  Submission of Matters to a Vote of Security Holders

         (a) The Annual Meeting of  Stockholders  of Microcide  Pharmaceuticals,
         Inc. was held on June 15, 2000.

         (b) The following Class I Directors were elected to serve for a term of
         three  years  to  expire  at  the  Company's  2003  Annual  Meeting  of
         Stockholders:

         Name                        Position                Term Expires
         -----------------------     -------------------     ------------
         Daniel L. Kisner, M.D.      Class I Director             2003
         David Schnell, M.D.         Class I Director             2003
         Mark B. Skaletsky           Class I Director             2003


         The following  Class II and III  Directors  continue to serve their
         respective  terms which expire at the Company's  Annual  Meeting of
         Stockholders in the year as noted:

         Name                                    Position           Term Expires
         ----------------------------   --------------------------  ------------
         Keith A. Bostian, Ph.D.        Class III Director                2002
         Hugh Y. Rienhoff, Jr., M.D.    Class II Director                 2001
         James E. Rurka                 Class III Director                2002
         John P. Walker                 Chairman, Class II Director       2001

         (c) The matters  voted upon at the meeting and the voting  results were
         as follows:

          (i)  The  election  of  three  Class I  Directors  for a term of three
               years:

           Name                        For         Against          Not Voted
           ---------------------   -----------   -----------        ---------
           Daniel L. Kisner, M.D.   8,828,240      394,849          2,070,178
           David Schnell, M.D.      8,826,696      396,393          2,070,178
           Mark B. Skaletsky        8,821,009      402,080          2,070,178

          (ii) Approval of amendment  to the  Company's  1993 Amended  Incentive
               Stock  Plan,  increasing  the  number of  shares of Common  Stock
               reserved for issuance from 2,580,000 to 3,030,000:

                 For            Against            Abstain        Not Voted
            --------------    -------------      ------------     ---------
              8,540,631         671,519             10,939        2,070,178


                                       13
<PAGE>



          (iii)Ratification   of  the  appointment  of  Ernst  &  Young  LLP  as
               independent  auditors  for the fiscal  year ending  December  31,
               2000:

                 For            Against            Abstain        Not Voted
            --------------    -------------      ------------     ---------
               9,205,342         8,187              9,560         2,070,178

Item 5.  Other Information

         None.

Item 6.  Exhibits and Reports on Form 8-K

     (a) The following exhibits have been filed with this report:

         10.31 Research  Agreement  by and  between the  Registrant  and Daiichi
               Pharmaceutical Co., Ltd. dated May 8, 2000.

         27.1  Financial Data Schedule

     (b) Reports on Form 8-K.

         No  reports on Form 8-K were filed  during the  quarter  ended June 30,
         2000.


                                       14
<PAGE>

                                   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, thereunto duly authorized.


Dated:   August 14, 2000



                              MICROCIDE PHARMACEUTICALS, INC.
                              -------------------------------
                              (Registrant)



                               /s/  James E. Rurka
                              ------------------------------------------------
                              James E. Rurka
                              President, Chief Executive Officer and Director,
                              (principal executive officer)


                               /s/  Donald D. Huffman
                              ------------------------------------------------
                              Donald D. Huffman
                              Vice President, Finance and Corporate Development,
                              Chief Financial Officer
                              (principal financial and accounting officer)


                                       15


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