XYTRONYX INC
8-K, 1995-10-11
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
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<PAGE>
 
                          __________________________
                          __________________________

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549



                                   FORM 8-K
 


                                CURRENT REPORT
 


                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934

                       Date of Report (Date of earliest
                               event reported):
                               October 11, 1995
 


                                XYTRONYX, INC.
                      ----------------------------------
            (Exact name of registrant as specified in its charter)
 


                                   Delaware
                       --------------------------------
                 (State or other jurisdiction of incorporation
 

                    0-14838                      36-3258753
              -------------------         -------------------------
     (Commissioner File Number)        (IRS Employer Identification Number)
 
 


                            6555 Nancy Ridge Drive
                                   Suite 200
                         San Diego, California  92121
                   -----------------------------------------
              (Address of principal executive offices) (Zip Code)
 
 

Registrant's telephone number,
including area code                   (619) 546-1114
                                      --------------
<PAGE>
 
Item 5. Other Events.


        The News Release dated October 11, 1995, filed as Exhibit 99.40 hereto,
is hereby incorporated into this Report by reference.



Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.


        (c)  Exhibits.  The following exhibit accompanies this Report:
             --------                                                

<TABLE> 
<CAPTION> 
        Exhibit
        Number       Exhibit Description
        ------       -------------------


        <S>          <C> 
        99.40        News Release dated October 11, 1995
</TABLE> 
 



                                  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 hereunto duly authorized.

                                    XYTRONYX, INC.



                                    By:   /s/ DALE SANDER
                                          -----------------------------
                                              Dale Sander
                                              Chief Financial Officer


Date:  October 11, 1995

                                       2
<PAGE>
 
                               Index to Exhibits
                               -----------------

<TABLE> 
<CAPTION> 
                                                                   Sequentially 
Exhibit Number   Description of Exhibit                            Numbered Page
- --------------   ----------------------                            -------------


<S>              <C>                                               <C> 
        99.40          News Release dated October 11, 1995              4, 5
</TABLE> 
 

                                       3

<PAGE>
 
For Immediate Release:
- ----------------------

                 PROCTER & GAMBLE AND XYTRONYX SIGN AGREEMENT
                 --------------------------------------------
                           ON A NEW GUM DISEASE TEST
                           -------------------------

            May Help Dental Professional Detect Gum Disease Better,
            -------------------------------------------------------
                           Improve Disease Treatment
                           -------------------------


     Cincinnati and San Diego (Oct. 11, 1995) -- The Procter & Gamble Company
(NYSE: PG) and Xytronyx, Inc. (AMEX: XYX) have reached an agreement which
provides P&G an option to market Xytronyx's new gum disease test on a worldwide
basis. Terms were not disclosed.

     The new product, called Xytronyx Periodontal Tissue Monitor, already is
approved for sale in Canada, China and several countries in Europe. In practice,
a dental professional inserts a small strip of special absorbent paper between
the tooth and gum of a site suspected of gum disease. Results of the test are
available in a few minutes, following visual inspection of a color change in the
special solution in which the absorbent paper has been placed. The test allows a
dental professional to more accurately assess periodontitis, a common form of
gum disease, and help monitor the effectiveness of treatment methods.

     Currently, dental professionals primarily rely on visual inspection of gum
tissue and other methods, such as mechanical probing, to diagnose gum disease
sites and help evaluate how well they're healing.

     Under the agreement, P&G now has the exclusive right to exercise an option
with Xytronyx to market this new test worldwide, excluding Japan, pending U.S.
Food & Drug Administration (FDA) clearance of the product. As Xytronyx is
seeking FDA clearance, P&G will further evaluate and test it.

     "We're encouraged by what we've seen so far," says J.P. Jones, vice
president, research & development for P&G's health care business. "Although
we're still studying it, this product may be a good tool we can offer dental
professionals to improve their effectiveness in treating their patients with gum
disease."

     Larry Bymaster, chairman and chief executive officer of Xytronyx, adds,
"We're pleased to be working with P&G. They're a global leader in oral care and
have a real commitment to gum disease, with innovative products like Crest plus
Gum Care, Actisite periodontal fiber and Peridex oral rinse. In addition, P&G's
ability to call on thousands of dental professionals internationally makes them
a strong potential marketing partner."


<PAGE>
 
     Xytronyx expects to complete clinical studies on its gum disease test by
April, 1996. Results from those studies will be submitted to the FDA for
clearance to market the test to dental professionals in the U.S.

     Xytronyx, Inc. which is located in San Diego, primarily develops and
commercializes diagnostic health care products. It was started in 1983.

     P&G is committed to becoming one of the leading health care companies in
the world. P&G makes and markets prescription and over-the-counter products in
60 countries. In addition to oral health, P&G's focus for prescription drugs is
in the cardiac, gastrointestinal, respiratory, anti-infectives and bone health
areas. In OTC health care, P&G's leading brands include Vicks cough/cold/flu and
allergy products, Crest, Scope, Metamucil, Pepto-Bismol and Aleve.

     P&G is increasing its investment in health care R&D. Last July, P&G opened
a major facility in Cincinnati dedicated to drug discovery and development. This
new facility, covering more than 1.3 million square feet, now serves as the hub
for P&G's network of health care R&D centers worldwide. P&G is also actively
partnering with a range of leading pharmaceutical and a biotechnology companies
to develop and market innovative therapies. P&G had sales of $33 billion in
fiscal 1994-95.



                                     -end-



For more information, contact:
- ------------------------------
Larry O. Bymaster, Xytronyx, 619/550-3900
James J. Schwartz, P&G, 513/945-8055

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