CELLEGY PHARMACEUTICALS INC
8-K, 1999-08-18
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 30, 1999


                          Cellegy Pharmaceuticals, Inc.
                    ----------------------------------------
             (Exact name of Registrant as specified in its charter)


                                   California
                               -------------------
                 (State or other jurisdiction of incorporation)


           0-26372                                       82-0429727
        ------------                                   --------------
        (Commission                                   (IRS Employer
         File Number)                                 Identification No.)


  349 Oyster Point Boulevard, Suite 200, South San Francisco, California 94080
- --------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip code)


                                  650-616-2200
                   -------------------------------------------
              (Registrant's telephone number, including area code)


This report on Form 8-K consists of 5 sequentially  numbered pages.  The exhibit
index is located at sequentially numbered page 4.


<PAGE>


Item 5:  Other Events.

         Issuance Of Common Stock

                  On  August  2,  1999,  Cellegy   Pharmaceuticals,   Inc.  (the
         "Company")  announced the issuance of 1,561,000 shares of the Company's
         Common  Stock in a  private  placement  effective  on July 30,  1999 to
         certain parties.

Item 7:  Financial Statements and Exhibits.

(c)      Exhibits.

         The following exhibit is filed herewith:

                  20.01    Press Release


<PAGE>


                                    SIGNATURE

                  Pursuant to the requirements of the Securities Exchange Act of
1934,  Registrant  has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



Date:  August 18, 1999               By:
                                         -------------------------------------
                                              A. Richard Juelis
                                              Chief Financial Officer


<PAGE>


                                INDEX TO EXHIBITS



Exhibit                                                            Sequentially
Number                  Description of Exhibit                     Numbered Page
- ------                  ----------------------                     -------------

20.01                   Press Release



                                  EXHIBIT 20.01

                                  Press Release
                        CELLEGY PHARMACEUTICALS COMPLETES
                             $10.1 MILLION FINANCING

South San Francisco, California, August 2, 1999 - Cellegy Pharmaceuticals,  Inc.
(NASDAQ:  CLGY) announced the completion of a private placement of approximately
1.6 million  shares of its common  stock,  resulting  in $10.1  million of gross
proceeds to the Company.

Participants in the financing included the Tisch Family Interests,  Janus Global
Life Sciences Fund,  funds managed by GMT Capital Corp., and K. Michael Forrest,
president and chief executive officer of Cellegy. Janus is a new investor in the
Company;   the  other   participants  are  increasing  their  current  ownership
positions. The transaction was self-managed by Cellegy.

"This  financing  gives us the  ability to  continue  rapid  development  of our
late-stage  products," commented K. Michael Forrest. "We plan to achieve several
milestones  in  the  second  half  of  the  year,  notably,  completion  of  our
multi-center  Phase III clinical  trial using  Anogesic(R)  for the treatment of
anal  fissures,  and  obtaining  final  data  from a Phase  II  trial  with  our
transdermal testosterone gel."

Cellegy  Pharmaceuticals  is engaged in the  development  of a new generation of
prescription  drugs and high performance  cosmeceutical  products based upon its
patented  topical and  transdermal  delivery  technologies.  The Company's  lead
prescription drug is Anogesic,  a  nitroglycerin-based  product,  which has been
tested  extensively as a treatment for anal fissures and  hemorrhoids.  Clinical
studies published in the New England Journal of Medicine and The Lancet reported
that use of  nitroglycerin  ointment  promotes healing of chronic anal fissures,
decreases  pain and, in many cases,  eliminates  the need for  surgery.  Besides
Anogesic, Cellegy is developing a transdermal testosterone gel for the treatment
of male hypogonadism, a condition that can result in decreased energy and libido
in men.  Cellegy  has also  developed a line of high  performance  cosmeceutical
products.

This press release contains certain forward-looking  statements.  Actual results
relating  particularly  to  ongoing  clinical  trials  using  Anogesic  and  the
successful  commercialization  of this and other products may differ  materially
from those discussed above. For more information  regarding  financial  results,
including risk factors, refer to the Company's Quarterly Report on Form 10-Q for
the quarter  ended June 30,  1999,  and Annual  Report on Form 10-K for the year
ended December 31, 1998.

The Company has scheduled a conference  call for  Wednesday,  August 4th at 1:30
p.m. PDT to provide an update of recent  events.  You are welcome to participate
by calling (800) 416-4607.

Company Contacts:          (650) 616-2200
                           www.cellegy.com
Richard Juelis                                       K. Michael Forrest
VP, Finance & CFO                                    President & CEO

                                    - # # # -



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