SYNAPTIC PHARMACEUTICAL CORP
8-K, 1999-03-05
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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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): March 4, 1999

                       SYNAPTIC PHARMACEUTICAL CORPORATION
               (Exact Name of Registrant as Specified in Charter)

                                    Delaware
                 (State or Other Jurisdiction of Incorporation)

             0-27324                               22-285-9704
    (Commission File Number)            (I.R.S. Employer Identification No.)

                                215 College Road
                         Paramus, New Jersey 07652-1431
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (201) 261-1331




                                Page 1 of 5 Pages

<PAGE>



Item 5.                    Other Events.

         On March 4, 1999, Synaptic  Pharmaceutical  Corporation (the "Company")
issued a press  release  announcing  that its  corporate  partner  Eli Lilly and
Company  ("Lilly") has delayed the beginning of the Phase III clinical trials of
the migraine  compound  identified as part of the Company's  collaboration  with
Lilly.  A copy of the press  release is  attached as Exhibit 99 to this Form 8-K
and incorporated by reference herein.






Item 7.                    Exhibits.


Exhibit No.    Description                                           Page
- -----------    ----------------------------------                    ----

99              Press Release dated March 4, 1999                      4



                                Page 2 of 5 Pages

<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 hereunto duly authorized.

Date:  March 5, 1999
                                            SYNAPTIC PHARMACEUTICAL CORPORATION
                                            (Registrant)


                                            By: /s/Kathleen P. Mullinix
                                                ----------------------------
                                            Name:  Kathleen P. Mullinix
                                            Title: Chairman, President and 
                                                    Chief Executive Officer




                                Page 3 of 5 Pages

<PAGE>



                                                                  EXHIBIT 99
                                                                  ----------


FOR IMMEDIATE RELEASE   
                                  Contact:   Kathleen P. Mullinix, Ph.D.
                                             Chairman, President and
                                              Chief Executive Officer
                                             Synaptic Pharmaceutical Corporation
                                             (201) 261-1331, ext. 103

                                             Stacy Lipschitz
                                             Ruder Finn, Inc.
                                             (212) 583-2757



                 SYNAPTIC PHARMACEUTICAL MIGRAINE PROGRAM UPDATE

PARAMUS,  N.J.,  March 4, 1999 - Synaptic  Pharmaceutical  Corporation  (Nasdaq:
SNAP) has been  informed  by Eli Lilly and  Company  that Lilly has  temporarily
delayed the  beginning  of Phase III clinical  trials of the  migraine  compound
(LY334370) identified as part of Synaptic's collaboration with Lilly. The reason
for the delay,  according  to Lilly,  is to enable  Lilly to collect  additional
information  that will help assess the safety and  tolerability of the compound.
Lilly  is  considering  revisions  to the  clinical  study  protocols  based  on
discussions  with the FDA since the week of  February  18,  1999.  The Phase III
clinical trials had been scheduled to commence in March.

Migraine  headache is a condition  that involves  periodic  throbbing  headaches
often accompanied by nausea and vomiting.  It is believed that the prevalence of
migraine in the general  population  may be as high as 10 percent.  Loss in work
productivity  provides  an  economic  reason  for  improved  therapies  in  this
underserved  market.  The market for migraine therapies is estimated to be about
$1.2 billion today and could grow to  approximately  $3 billion by the year 2000
because  awareness of existing  therapies  will  increase as new drugs enter the
marketplace.

LY334370 is a selective  serotonin 1F agonist  (SSOFRA),  which represents a new
class of potential  treatments for migraine  headache.  Data from three Phase II
clinical trials conducted by Lilly indicated that the compound is efficacious in
the treatment of migraine  without the  cardiovascular  side effects  associated
with other treatments currently on the market.

Synaptic Pharmaceutical  Corporation has developed "human receptor-targeted drug
design  technology," in which cloned human receptors are used as targets for the
design of potential  drugs.  The company is engaged in  collaborations  with two
pharmaceutical companies in addition to Lilly.

                                    - more -

                                Page 4 of 5 Pages

<PAGE>


This press release contains "forward looking  statements"  within the meaning of
Section 27A of the  Securities  Act of 1933,  and Section 21E of the  Securities
Exchange  Act of  1934.  Such  statements  include,  but  are  not  limited  to,
statements  that are not  historical  facts,  including  those  relating  to the
migraine  clinical  trials.  Such  statements  involve risks and  uncertainties,
including,  but not  limited  to,  those  risks and  uncertainties  relating  to
difficulties or delays in development,  testing, regulatory approval, production
and marketing of the companies'  drug  candidates,  any unexpected  adverse side
effects or inadequate  therapeutic  efficacy of the companies'  drug  candidates
that could slow or prevent product development  efforts,  competition within the
companies'  anticipated product markets,  the uncertainty of product development
in the  pharmaceutical  industry,  the uncertainty of patent  protection for the
companies'  intellectual property or trade secrets and other risks detailed from
time to time  in  filings  Synaptic  makes  with  the  Securities  and  Exchange
Commission,  including its annual report on Form 10-K and its quarterly  reports
on Forms 10-Q. Such statements are based on management's  current  expectations,
but actual results may differ materially due to various factors, including those
risks and uncertainties mentioned or referred to in this press release.


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