PHOTOGEN TECHNOLOGIES INC
8-K, 1999-09-29
PHARMACEUTICAL PREPARATIONS
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                            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: September 29, 1999
                             (Date of earliest event reported)


                                PHOTOGEN TECHNOLOGIES, INC.
                  (Exact name of registrant as specified in its charter)


          NEVADA                          0-23553                         36-4010347
(State or other jurisdiction       (Commission File Number)         (I.R.S. Employer of
incorporation or organization)                                       Identification No.)


               7327 OAK RIDGE HIGHWAY, SUITE B
               KNOXVILLE, TENNESSEE                                     37931
               (Address of principal executive offices)              (Zip Code)

                                      (423) 769-4011
                    (Registrant's telephone number including area code)

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ITEM 5.   OTHER EVENTS.

              Photogen Technologies, Inc. (the "Company") issued a press release
announcing that the Company acquired an option to form a joint venture with Mary
J.C. Hendrix, Ph.D.


ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

     (c) The following exhibit is filed with this report:

99             Press release of the Company, dated September 29, 1999,
               announcing that the Company acquired an option to form a joint
               venture with Mary J.C. Hendrix, Ph.D.


                                      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.


                                            Photogen Technologies, Inc.



                                         By:   /s/ John Smolik
                                             -----------------------------
                                             John Smolik, President
Date:     September 29, 1999


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                                  EXHIBIT INDEX

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Exhibit
No.                        Description
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99                         Press release of the Company, dated September 29,
                           1999, announcing that the Company acquired an option
                           to form a joint venture with Mary J.C. Hendrix, Ph.D.
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                                                                      Exhibit 99

FOR IMMEDIATE RELEASE


                      PHOTOGEN TECHNOLOGIES ACQUIRES OPTION
                  TO FORM JOINT VENTURE COMPANY WITH PREEMINENT
                   CANCER RESEARCHER MARY J.C. HENDRIX, PH.D.

         PHOTOGEN BIOTECHNOLOGIES TO FOCUS ON NEW CANCER THERAPIES THAT
                  IDENTIFY GROWTH POTENTIAL AND CONTROL SPREAD

(Knoxville, TN, Sept. 29, 1999) - Photogen Technologies, Inc. (OTC BB: PHGN)
today announced that it has acquired an option from Mary J. C. Hendrix,
Ph.D., professor of anatomy and cell biology and deputy director of the
University of Iowa Cancer Center, to form a new company.

The new company, Photogen Biotechnologies Inc., will initially focus on
commercializing diagnostic and therapeutic products related to diseases such as
prostate and breast cancer.

"As a basic scientist, it is a tremendous privilege to be working with a company
with such translational impact," said Dr. Hendrix. "Working together translating
basic science studies to potential new treatments in the areas of diagnostics
and new therapeutic cancer vaccines will have a major impact in the way cancers
are diagnosed and treated."

Parent company Photogen Technologies will provide $3 million to fund the new
operation. Potential licensing fees stemming from novel ways to enhance vaccine
production could create an early revenue stream.

Under terms of the agreement, Photogen Technologies would own 85% of Photogen
Biotechnologies stock and appoint two of its three directors. Dr. Hendrix would
appoint the third director.

Dr. Hendrix and her colleagues at The University of Iowa recently announced new
findings that as some aggressive cancers progress, they begin to independently
generate their own connections to the body's blood supply. Their findings
provide an alternate explanation to existing research that speculates that all
tumors feed and grow through a process called angiogenisis, the external
stimulation of new blood vessels for nourishment.

The findings, reported in the Sept. 3 issue of SCIENCE and the Sept. issue of
THE AMERICAN JOURNAL OF PATHOLOGY, are especially significant because they
suggest a new family of genes


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that direct tumor cells to form blood vessel-like channels. These new genes
provide drug researchers with more effective targets for the development of
new therapeutic agents. Their findings may also explain why some tumors may
not respond to traditional treatments.

Dr. Hendrix's experience and knowledge of cancer cell genes will provide a
valuable stepping stone to the cancer therapies she will pursue through Photogen
Biotechnologies.

Dr. Hendrix's other research has resulted in the identification of new genetic
markers that are unique to aggressive tumor cells. These newly revealed genes
may be used to develop diagnostic tests to predict the presence or absence of
cancer and to differentiate aggressive from non-aggressive tumors - basically,
which tumors will spread and which will not.

"The implications for the discoveries made in this study are highly
significant," noted Dr. Hendrix. "It is our hope that not only will these new
genetic markers help us differentiate aggressive from non-aggressive tumors but
that new, bolder, more innovative therapeutic strategies can now be formulated
to target these molecular markers."

"We are excited to be working with Dr. Hendrix," said John Smolik, CEO and
president of Photogen Technologies. "While differing somewhat from our primary
focus on photochemistry, this alliance fits nicely with our vision of creating
innovative, non-invasive diagnostics and treatments for cancer and other
diseases."

Dr. Hendrix's Research

The following technologies and research will be part of the newly formed
Photogen Biotechnologies and will include further studies to validate Dr.
Hendrix's initial findings. The discoveries are intended to culminate with new
non-invasive diagnostic tools and treatments for cancer and other diseases.

Dr. Hendrix, who also serves as president-elect of the prestigious FASEB
(Federation of American Societies for Experimental Biologies), has made several
related discoveries with her colleagues complementary to Photogen's diagnostic
technologies, including:

- -    An adhesion molecule that may increase survival rates for prostate cancer
     patients, whose best chances of survival occur when the cancerous cells
     remain localized. Dr. Hendrix found that aggressive prostate cancers do not
     produce a protein called E-cadherin, which acts, in normal cells, much like
     a glue, preventing invasion and spread to other parts of the body. Dr.
     Hendrix has shown that their aggressiveness may be inhibited by genetically
     engineering the prostate cancer cells so that they produce the protein and
     do not spread.


- -    Methods to identify the presence of breast cancer and its growth potential,
     using a group of new marker proteins. By studying these markers, it is
     possible to identify the presence of


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     a tumor and diagnose its metastatic potential, as well as monitor and
     control its progression. These same marker proteins may be used in blood or
     serum-based diagnostics, and may eventually lead to more effective
     molecular-based vaccines against tumors.

Photogen Technologies, Inc. is a development-stage company focused on creating
photodynamic-related healthcare products based on its proprietary multi-photon
excitation and other related technologies. The company has discovered new
methods for using light energy from lasers and X-rays to activate photoactive
agents within deep tissue sufficient to produce a range of beneficial
therapeutic and diagnostic outcomes. These technologies involve methods,
materials and devices that may be used to produce light and photoactive agents
that will destroy diseased cells, remove tissue or identify and diagnose
disease. Photogen's proprietary technology is covered under existing U.S.
patents and additional pending applications in the U.S. and worldwide. The
company has no products or operating revenues at this time.

Statements in this release that are not strictly historical are
"forward-looking" statements that are made pursuant to the safe harbor provision
of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements involve known and unknown risks, which may cause the company's actual
results in the future to differ materially from expected results. These risks
and uncertainties include: the ability of the company to develop a product and
obtain regulatory approval for its use; the ability of the company to
successfully market and sell any products and equipment; the company's ability
to manufacture products in sufficient quantities; the company's ability to
maintain intellectual property protection for its proprietary products, to
defend its existing intellectual property rights from challenges by third
parties, and to avoid infringing intellectual property rights of third parties;
unforeseen operating risks; the company's ability to secure collaborative
agreements with third parties for various research, development, manufacturing,
marketing and other functions; competition; risks associated with the dependence
on manufacturers of the company's proposed products; the availability of capital
to finance planned activities; and the extent to which the clinicians performing
the procedures are able to obtain third-party reimbursement. These risks are
qualified in their entirety by cautionary language and risk factors set forth in
the company's filings with the Securities and Exchange Commission.

Media Contact: Hilary Kaye or Joan Murray at Hilary Kaye Associates (714)
426-0444 (PST) or [email protected]

Investor Relations Contact: Craig Dickson Financial Relations Board (312)
266-7800 (CST)





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