SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A-1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
April 23, 1998
----------------
(Date of Report)
ENTROPIN, INC.
------------------------------------------------------
(Exact Name of Registrant as specified in its charter)
Colorado 33-23693 84-1090424
- ---------------------------- ------------ -------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
45926 Oasis Street, Indio, CA 92201
-----------------------------------------------------------
(Address of principal executive offices including zip code)
(760) 775-8333
---------------------------------------------------
(Registrant's telephone number including area code)
N/A
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS.
- ---------------------
On April 18, 1998, the Registrant entered into an agreement with Western
Center for Clinical Studies, Inc., a California corporation experienced in
managing pharmaceuticals which are at an early stage of development and
providing assistance to companies in the process of taking pharmaceutical
products to the U.S. Food and Drug Administration ("FDA") and through the
approval process (the "Agreement"). WCCS has developed a business plan and will
provide an experienced management team with the intent of developing the
Company's product, Esterom(R), to be able to be used commercially. The Agreement
is for a term of 33 months. Officers of WCCS presently serve in the following
positions in the Company: Daniel L. Azarnoff, President; Lois Rezler, Vice
President of Science and Regulatory Affairs; and, Roy S. Azarnoff, Chief
Operating Officer. WCCS will arrange for and oversee necessary studies and
clinical trials of Esterom(R), form and utilize the services of a Scientific and
Medical Advisory Board for the Company, and develop a distribution plan and
identify and propose strategic partners and/or distributors for the Company's
product. All work performed by WCCS will be provided by employees of WCCS, the
Company's subcontractor.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- ---------------------------------------------------------------------------
(c) The following exhibits are filed with this report:
Exhibit 10.12 Agreement dated April 18, 1998 by and between the
Registrant and the Western Center for Clinical
Studies, Inc. (The Registrant has requested an
order granting confidential treatment of certain
exhibits to the Agreement pursuant to Rule 24b-2
and 17 C.F.R. section 200.80(b)(4)).(1)
--------------
(1) Incorporated by reference from the like numbered exhibit filed
with the Registrant's original Form 8-K dated April 23, 1998,
filed with the SEC on April 23, 1998.
- 2 -
<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.
Date: July 28, 1998
ENTROPIN, INC.
By /s/ Higgins D. Bailey
----------------------------
Higgins D. Bailey
Chairman of the Board
- 3 -
