BIOSPHERE MEDICAL INC
8-K, 2000-08-04
PHARMACEUTICAL PREPARATIONS
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                                  UNITED STATES
                       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 28, 2000


                             BIOSPHERE MEDICAL, INC.
         --------------------------------------------------------------
             (Exact name of registrant as specified in its Charter)



        Delaware                     0-23678                      04-3216867
 -------------------------         ------------               -----------------
(State or Other Jurisdiction       (Commission                  (IRS Employer
   of Incorporation)               File Number)              Identification No.)



               1050 Hingham St. Rockland, Massachusetts 02370
              ----------------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (781) 681-7900


                     111 Locke Drive, Marlborough, MA 01752
              ----------------------------------------------------
          (Former Name or Former Address if Changed Since Last Report)



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ITEM 5.  OTHER  EVENTS.      On July 31,  2000,  BioSphere  Medical,  Inc.  (the
     "Company")  issued a press  release  (which is  attached  hereto as Exhibit
     99.1) to announce  that it had  completed a private  placement of shares of
     its Common  Stock,  $.01 par value per share (the  "Shares"),  to  selected
     institutional and accredited  investors (the  "Purchasers"),  for aggregate
     proceeds of  approximately  $13.0 million or $11.00 per share.  The Company
     expects to promptly  file a resale  registration  statement  on Form S-3 on
     behalf of the  Purchasers  for the purposes of  registering  the Shares for
     resale from time to time by the Purchasers.




ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS

(C)      Exhibits.

         99.1 The Registrant's Press Release dated July 31, 2000.











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                                    SIGNATURE

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 hereto duly authorized.





                                               BioSphere Medical, Inc.
                                               (Registrant)




Date:       August 4, 2000                     /s/ Robert M. Palladino
                                               --------------------------------
                                               Vice President and
                                               Chief Financial Officer







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EXHIBIT INDEX


Exhibit                                                             Sequential
Number                            Description                     Page Number(s)

99.1                      The Registrant's Press Release
                          dated July 31, 2000                           5











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