CAMBRIDGE NEUROSCIENCE INC
8-K, 1998-07-17
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 (Date of earliest event reported):

                                  JULY 13, 1998

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


  DELAWARE                         0-19193                      13-3319074
  --------                         -------                      ----------
(State or other                 (Commission                  (IRS Employer 
jurisdiction of                 File Number)                 Identification No.)
incorporation)


              ONE KENDALL SQUARE, BUILDING 700, CAMBRIDGE, MA 02139
              -----------------------------------------------------
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (617) 225-0600
                                                           --------------

                            Total Number of Pages 6.
                            Exhibit Index at Page 4.

===============================================================================


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ITEM 5 - OTHER EVENTS

     On July 13, 1998, Cambridge NeuroScience, Inc. (the "Company") issued a
news release announcing that its collaboration with Boehringer Ingelheim
International, GmbH for the development of CERESTAT(1) (aptiganel) will end. The
two companies are in the process of negotiating the specific terms and
conditions of the termination of the collaboration. The information contained in
this news release is incorporated herein by reference and filed as Exhibit 99.8
hereto.

(1)  CERESTAT is a registered trademark of Boehringer Ingelheim International,
     GmbH.

ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS

     (c)  Exhibits.

          99.8 The Company's News Release dated July 13, 1998.




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                                   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.


                                      CAMBRIDGE NEUROSCIENCE, INC.



Date:  July 13, 1998                  /s/ Harry W. Wilcox, III
                                      ----------------------------------------
                                      Harry W. Wilcox, III
                                      President, Chief Executive
                                      Officer and Acting Chief
                                      Financial Officer







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                                  EXHIBIT INDEX



Exhibit
Sequential
Number                         Description
- -----------                    -----------

99.8                           The Company's News Release dated July 13, 1998.



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                                                                  EXHIBIT 99.8


CONTACT:
Harry W. Wilcox                                     Michelle L. Linn
President and C.E.O.                                Vice President
Cambridge NeuroScience, Inc.                        Feinstein Kean Partners Inc.
(617) 225-0600 ext. 119                             (617) 577-8110

FOR IMMEDIATE RELEASE
- ---------------------


                 CAMBRIDGE NEUROSCIENCE AND BOEHRINGER INGELHEIM
                              TO END COLLABORATION

- -- COMPANY FOCUSES ON FUTURE DEVELOPMENT OF CERESTAT AND GLIAL GROWTH FACTOR
   PROGRAM --

CAMBRIDGE, MASSACHUSETTS, JULY 13, 1998 -- Cambridge NeuroScience, Inc. (Nasdaq:
CNSI) today announced that the Company and Boehringer Ingelheim International
GmbH will end their collaboration for the development of CERESTAT(R)
(aptiganel). Based on further evaluation of the data from clinical trials, the
Company plans to pursue development of aptiganel through a new collaboration,
focus on the Allergan/ion channel blocker research program and devote internal
resources to the advancement of the Glial Growth Factor 2 (GGF 2) program.

The collaboration between CNSI and Boehringer Ingelheim was formed in 1995 to
develop aptiganel for the treatment of both traumatic brain injury (TBI) and
stroke. In 1996, the companies commenced Phase III clinical trials for CERESTAT
in TBI and stroke. In the second half of 1997, the Company and Boehringer
Ingelheim announced the discontinuation of patient enrollment into both trials
after interim analyses indicated that continuation of the trials was not
justified. In March 1998, the Company also reported that the trials demonstrated
the drug's safety in TBI patients and identified a potential subset of stroke
patients that may benefit from treatment.

"We have accumulated a significant amount of safety data from over 1,000
individuals who have received aptiganel to date and believe that this can be
used to accelerate its development for a sub-population of stroke patients or a
number of other indications, including pain," said Harry Wilcox, President and
C.E.O. "Based on these data, we plan to pursue additional partnering
opportunities for the future development of aptiganel while continuing to
advance our GGF 2 program. Our goal with GGF 2 is to be in a position to file an
IND before the end of 1999."

Management also noted that although the two companies intend to dissolve the
collaboration, they are currently in the process of negotiating the specific
terms and conditions regarding the termination of the collaboration. Among the
issues remaining are the financial terms associated with CNSI's use of the data
generated by the two companies during the course of the collaboration, the
repayment by CNSI of amounts due Boehringer Ingelheim and the cost Boehringer
Ingelheim will charge CNSI for drug inventory.

                                    - more -


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Cambridge NeuroScience, Inc. is a neuroscience company engaged in the discovery
and development of proprietary pharmaceuticals focusing on nerve cell survival.
The Company is developing products to treat stroke and chronic neurodegenerative
disorders such as multiple sclerosis, peripheral neuropathies and other
degenerative diseases.

This press release may contain forward-looking statements based on the current
expectations of management. There are certain important factors that could cause
results to differ from those anticipated by the statements made above,
including, but not limited to, the ability of the Company to find and maintain a
new relationship with a collaborator for the development of aptiganel, the
results of future clinical trials of aptiganel, and the acceptance by regulatory
authorities of the Company's clinical trial outcomes as a basis for marketing
approval. Additional factors that could affect results are the Company's ability
to establish and maintain collaborative arrangements with third parties for the
Company's other product candidates and programs.


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