LA JOLLA PHARMACEUTICAL CO
10-Q, 1998-11-12
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

MARK ONE
   [X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
             SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
             SEPTEMBER 30, 1998

                                       OR

   [ ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
             SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
             _________ TO _______


Commission File Number:  0-24274


                         LA JOLLA PHARMACEUTICAL COMPANY
             (Exact Name of Registrant as Specified in its Charter)

                DELAWARE                                        33-0361285
     (State or Other Jurisdiction of                         (I.R.S. Employer
     Incorporation or Organization)                        Identification No.)

         6455 NANCY RIDGE DRIVE                                   92121
              SAN DIEGO, CA                                     (Zip Code)
(Address of Principal Executive Offices)

       Registrant's Telephone Number, Including Area Code: (619) 452-6600


Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.    YES  X   NO ___

The number of shares of the Registrant's common stock, $.01 par value,
outstanding at October 31, 1998 was 20,075,233.




<PAGE>   2

                         LA JOLLA PHARMACEUTICAL COMPANY
                                    FORM 10-Q
                                QUARTERLY REPORT


                                      INDEX

<TABLE>
<S>                                                                                      <C>
COVER PAGE.................................................................................1

INDEX .....................................................................................2

PART I.  FINANCIAL INFORMATION

      ITEM 1.  Financial Statements

      Balance Sheets as of September 30, 1998 (Unaudited) and December 31, 1997............3

      Statements of Operations (Unaudited) for the three months and nine months ended
      September 30, 1998 and 1997..........................................................4

      Statements of Cash Flows (Unaudited) for the nine months ended September 30, 1998
      and 1997.............................................................................5

      Notes to Financial Statements (Unaudited)............................................6

      ITEM 2.  Management's Discussion and Analysis of Financial Condition and
               Results of Operations.......................................................7

      ITEM 3.  Quantitative and Qualitative Disclosures About Market Risk..................*


PART II.  OTHER INFORMATION

      ITEM 1.  Legal Proceedings...........................................................*

      ITEM 2.  Changes in Securities.......................................................*

      ITEM 3.  Defaults upon Senior Securities.............................................*

      ITEM 4.  Submission of Matters to a Vote of Security Holders.........................*

      ITEM 5.  Other information...........................................................*

      ITEM 6.  Exhibits and Reports on Form 8-K...........................................11


SIGNATURE.................................................................................12
</TABLE>



* No information provided due to inapplicability of item.



                                       2
<PAGE>   3

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS


                         LA JOLLA PHARMACEUTICAL COMPANY
                                 BALANCE SHEETS
                                 (in thousands)

<TABLE>
<CAPTION>
                                                          September 30,            December 31,
                                                              1998                     1997
                                                         -------------             ------------
                                                          (Unaudited)                 (Note)
<S>                                                       <C>                       <C>     
ASSETS
Current assets:
      Cash and cash equivalents                              $ 14,099                $ 11,999
      Short-term investments                                    6,902                  14,979
      Other current assets                                        452                     658
                                                             --------                --------
           Total current assets                                21,453                  27,636

Property and equipment, net                                       599                     946
Patent costs and other assets, net                              1,225                   1,064
                                                             --------                --------

           Total assets                                      $ 23,277                $ 29,646
                                                             ========                ========

LIABILITIES AND STOCKHOLDERS' EQUITY 
Current liabilities:
      Accounts payable                                       $    251                $  1,256
      Accrued expenses                                            458                     880
      Accrued payroll and related expenses                        421                     377
      Deferred revenue -- related party                         2,270                   1,277
      Current portion of obligations under capital leases          20                     133
                                                             --------                --------
           Total current liabilities                            3,420                   3,923

Noncurrent portion of obligations under capital leases             --                       8

Commitments

Stockholders' equity:
      Common stock                                                185                     182
      Additional paid-in capital                               80,423                  80,304
      Deferred compensation                                        --                     (30)
      Accumulated deficit                                     (60,751)                (54,741)
                                                             --------                --------
           Total stockholders' equity                          19,857                  25,715
                                                             --------                --------

           Total liabilities and stockholders' equity        $ 23,277                $ 29,646
                                                             ========                ========
</TABLE>

Note: The balance sheet at December 31, 1997 has been derived from audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements.



See accompanying notes.



                                       3
<PAGE>   4

                         LA JOLLA PHARMACEUTICAL COMPANY

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                    (in thousands, except per share amounts)


<TABLE>
<CAPTION>
                                             Three Months Ended          Nine Months Ended
                                                September 30,               September 30,
                                            -------------------         --------------------
                                              1998       1997             1998        1997
                                            --------    -------         --------     -------
<S>                                         <C>         <C>             <C>          <C>    
Revenue from collaborative agreement --
    related party                           $ 1,839     $ 2,297         $ 6,005      $ 6,791

Expenses:
  Research and development                    3,344       3,659          10,589       10,132
  General and administrative                    711         630           2,363        2,177
                                            -------     -------         -------      -------
      Total expenses                          4,055       4,289          12,952       12,309
                                            -------     -------         -------      -------
Loss from operations                         (2,216)     (1,992)         (6,947)      (5,518)

Interest expense                                 (1)        (10)             (6)         (50)
Interest income                                 292         352             943        1,062
                                            -------     -------         -------      -------

Net loss and comprehensive net loss         $(1,925)    $(1,650)        $(6,010)     $(4,506)
                                            =======     =======         =======      =======

Basic and diluted net loss per share         $ (.10)     $ (.09)         $ (.33)      $ (.26)
                                            =======     =======         =======      =======

Shares used in computing basic and
diluted net loss per share                   18,523      17,445          18,290       17,338
                                            =======     =======         =======      =======
</TABLE>



See accompanying notes.



                                       4
<PAGE>   5

                         LA JOLLA PHARMACEUTICAL COMPANY

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)


<TABLE>
<CAPTION>
                                                           Nine Months Ended
                                                             September 30,
                                                         ---------------------
                                                           1998         1997
                                                         --------    --------
<S>                                                      <C>         <C>
OPERATING ACTIVITIES
Net loss                                                 $(6,010)    $ (4,506)
Adjustments to reconcile net loss to net cash (used
for) provided by operating activities:
    Depreciation and amortization                            286          446
    Deferred compensation amortization                        22           95
    Changes in operating assets and liabilities:
        Receivable-- related party                            --        4,000
        Other current assets                                 206          373
        Accounts payable and accrued expenses             (1,427)      (1,602)
        Accrued payroll and related expenses                  44           43
        Deferred revenue-- related party                     993        2,293
                                                         -------      -------

Net cash (used for) provided by operating activities      (5,886)       1,142

INVESTING ACTIVITIES
Decrease in short-term investments                         8,077        1,652
Deletions (additions) to property and equipment               86         (259)
Increase in patent costs and other assets                   (186)        (198)
                                                         -------      -------

Net cash provided by investing activities                  7,977        1,195

FINANCING ACTIVITIES
Net proceeds from issuance of common stock                   130        3,940
Payments on obligations under capital leases                (121)        (580)
                                                         -------      -------

Net cash provided by financing activities                      9        3,360

Net increase in cash and cash equivalents                  2,100        5,697
Cash and cash equivalents at beginning of period          11,999        6,613
                                                         -------      -------

Cash and cash equivalents at end of period               $14,099      $12,310
                                                         =======      =======

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid                                            $     6      $    50
                                                         =======      =======

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND
FINANCING ACTIVITIES:
Adjustment to deferred compensation for terminations     $     8      $    15
                                                         =======      =======
</TABLE>



See accompanying notes.



                                       5
<PAGE>   6

                         LA JOLLA PHARMACEUTICAL COMPANY

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

                               SEPTEMBER 30, 1998


1.   BASIS OF PRESENTATION

The accompanying unaudited financial statements of La Jolla Pharmaceutical
Company (the "Company") have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
three and nine months ended September 30, 1998 are not necessarily indicative of
the results that may be expected for other quarters or the year ended December
31, 1998. For more complete financial information, these financial statements,
and the notes thereto, should be read in conjunction with the audited financial
statements for the year ended December 31, 1997 included in the Company's Form
10-K filed with the Securities and Exchange Commission.


2.   ACCOUNTING POLICIES

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and disclosures made in
the accompanying notes to the financial statements. Actual results could differ
from those estimates.

COMPREHENSIVE INCOME

On January 1, 1998, the Company adopted Statement of Financial Accounting
Standard No. 130, "Reporting Comprehensive Income" ("SFAS 130"). SFAS 130
requires that all components of comprehensive income, including net income, be
reported in the financial statements in the period in which they are recognized.
Comprehensive income is defined as the change in equity during the period from
transactions and other events and circumstances from non-owner sources. Net
income and other comprehensive income, including unrealized gains and losses on
investments, shall be reported, net of their related tax effect, to arrive at
comprehensive income. The Company's comprehensive net loss and net loss are the
same and therefore the adoption of SFAS 130 did not have an impact on the
financial statements.

SEGMENT INFORMATION

On January 1, 1998, the Company adopted Statement of Financial Accounting
Standard No. 131, "Segment Information" ("SFAS 131"). SFAS 131 redefines
segments and requires companies to report financial and descriptive information
about their operating segments. The Company has determined that it operates in
one business segment and therefore the adoption of SFAS 131 did not affect the
Company's financial statements.



                                       6
<PAGE>   7

                         LA JOLLA PHARMACEUTICAL COMPANY

3.   SUBSEQUENT EVENT -- COLLABORATIVE AGREEMENT

In October 1998, the Company issued 1,538,402 shares of common stock to Abbott
Laboratories for an aggregate purchase price of $4,000,000 in accordance with
the terms of the Company's collaborative agreement with Abbott Laboratories.


PART I. FINANCIAL INFORMATION

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

     The discussion below includes forward-looking statements, including without
limitation those dealing with the Company's drug development plans and clinical
trials, its relationship with Abbott Laboratories ("Abbott"), and other matters
described in terms of the Company's plans and expectations. The forward-looking
statements involve risks and uncertainties and a number of factors, both
foreseen and unforeseen, could cause actual results to differ from the Company's
current expectations. The Company's ongoing Phase II/III clinical trial of LJP
394, the Company's drug candidate for the treatment of lupus, could result in a
finding that LJP 394 is not effective in producing a sustained reduction of
dsDNA antibodies in large patient populations or does not provide a meaningful
clinical benefit. The Company's other potential drug candidates are at earlier
stages of development and involve comparable risks. Payments by Abbott to the
Company are contingent upon progress of clinical trials and the Company's
achievement of certain other milestones that might not be met. The relationship
with Abbott could be terminated by either party for various reasons. Clinical
trials could be delayed and could have negative or inconclusive results.
Additional risk factors include the uncertainty of future revenue from product
sales or other sources such as collaborative relationships, the uncertainty of
future profitability, the Company's dependence on patents and other proprietary
rights, the Company's limited manufacturing capabilities and the Company's lack
of marketing experience. Readers are cautioned not to place undue reliance upon
forward-looking statements, which speak only as of the date hereof, and the
Company undertakes no obligation to update forward-looking statements to reflect
events or circumstances occurring after the date hereof. Interested parties are
urged to review the risks described below and in other reports and registration
statements of the Company filed with the SEC from time to time.

OVERVIEW

     Since its inception in May 1989, the Company has devoted substantially all
of its resources to the research and development of technology and potential
drugs to treat antibody-mediated diseases. The Company has never generated any
revenue from product sales and has relied upon private and public investors,
revenues from collaborative agreements, equipment lease financings and interest
income on invested cash balances for its working capital. The Company has been
unprofitable since inception and expects to incur substantial additional
operating losses for at least the next several years as it increases
expenditures on research and development and allocates significant and
increasing resources to its manufacturing, clinical trials, and marketing
activities. The Company's activities to date are not as broad in depth or scope
as the activities it must undertake in the future, and the Company's historical
operations and the financial information reported below are not indicative of
its future operating results or financial condition.



                                       7
<PAGE>   8

                         LA JOLLA PHARMACEUTICAL COMPANY

     The Company expects that losses will fluctuate from quarter to quarter as a
result of differences in the timing of expenses incurred and potential revenues
from collaborative arrangements. Some of these fluctuations may be significant.
The Company's research and development expenses are expected to increase
significantly in the future as the Company increases its development efforts. As
of September 30, 1998, the Company's accumulated deficit was approximately $60.8
million.

     The Company's business is subject to significant risks including, but not
limited to, the risks inherent in its research and development efforts,
including clinical trials, uncertainties associated with both obtaining and
enforcing its patents and with the patent rights of others, the lengthy,
expensive and uncertain process of seeking regulatory approvals, uncertainties
regarding government reforms and of product pricing and reimbursement levels,
technological change and competition, manufacturing uncertainties and dependence
on its collaborative relationship with Abbott. Even if the Company's product
candidates appear promising at an early stage of development, they may not reach
the market for numerous reasons. Such reasons include the possibilities that the
products will be ineffective or unsafe during clinical trials, will fail to
receive necessary regulatory approvals, will be difficult to manufacture on a
large scale, will be uneconomical to market or will be precluded from
commercialization by proprietary rights of third parties. All of the Company's
product development efforts are based upon technologies and therapeutic
approaches that are unproven. There can be no assurance that LJP 394 will
reliably induce or sustain suppression of disease-causing antibodies, or that
LJP 394 will prove to be safe or effective. Furthermore, clinical trials of LJP
394 may be viewed as a test of the Company's entire Tolerance Technology
approach. If these clinical trials are unsuccessful, the applicability of the
Company's Tolerance Technology to other antibody-mediated diseases will be
highly uncertain.

RESULTS OF OPERATIONS

     The Company earned $1.8 and $6.0 million in revenue from its collaborative
agreement with Abbott in the three and nine months ended September 30, 1998,
respectively, and earned $2.3 million and $6.8 million in revenue for the same
periods in 1997. Payments received in advance under the collaborative agreement
with Abbott are recorded as deferred revenue until earned. Total cash payments
of approximately $7.0 million were received in advance under the collaborative
agreement with Abbott during the first nine months of 1998, of which
approximately $2.2 million was received in the three months ended September 30,
1998. As of September 30, 1998, deferred revenue was approximately $2.3 million.
The receipt of payments and the recognition of revenue from the collaborative
agreement with Abbott may vary significantly from quarter to quarter and from
year to year depending on the level of research effort expended and the timing
of milestone payments. There can be no assurance that the Company will realize
any further revenue from the Abbott arrangement or any other collaborative
arrangement.

     Research and development expenses decreased to $3.3 million for the third
quarter of 1998 from $3.7 million for the same period in 1997. For the nine
months ended September 30, 1998, research and development expense increased to
$10.6 million from $10.1 million for the same period in 1997. The decrease in
the third quarter in 1998 from the third quarter in 1997 was primarily due to
the direct payment of certain clinical trials-related expenses by Abbott
beginning in the fourth quarter of 1997 and the timing of purchases for the
production of LJP 394 for the clinical trials. The increase in the nine months
ended September 30, 1998 compared to the same period in 1997 was due to the
expenses associated with the expansion of the Company's research and development
programs, an increase in manufacturing scale-up activities and increased
facilities expenditures. The Company's research and development expenses are
expected to increase significantly in the future as the organization grows,
efforts to develop additional drug candidates are intensified and potential
products progress into and through clinical trials.



                                       8
<PAGE>   9

                         LA JOLLA PHARMACEUTICAL COMPANY

     General and administrative expenses increased to $711,000 for the third
quarter of 1998, from $630,000 for the same period in 1997. For the nine months
ended September 30, 1998, general and administrative expense increased to $2.4
million from $2.2 million for the same period in 1997. Several factors
contributed to this increase, including expanded business development and
investor relations activities. The Company expects general and administrative
expenses to increase in the future in order to support increased research and
development and manufacturing scale-up activities.

     Interest income decreased to $292,000 for the third quarter of 1998 from
$352,000 for the same period in 1997. For the nine months ended September 30,
1998, interest income decreased to $943,000 from $1.1 million for the same
period in 1997. The decrease was due to lower investment balances. For the third
quarter of 1998, interest expense decreased to $1,000 from $10,000 for the same
period in 1997. For the nine months ended September 30, 1998, interest expense
decreased to $6,000 from $50,000 for the same period in 1997. The decrease was
the result of decreases in the Company's capital lease obligations as compared
to the same period in 1997.

LIQUIDITY AND CAPITAL RESOURCES

     As of September 30, 1998, the Company had incurred a cumulative net loss
since inception of approximately $60.8 million, and had financed its operations
through private and public offerings of its securities, payments under
collaborative agreements, capital and operating lease transactions, and interest
income on its invested cash balances. As of September 30, 1998, the Company had
raised $79.8 million in net proceeds since inception from sales of equity
securities.

     At September 30, 1998, the Company had $21.0 million in cash, cash
equivalents and short-term investments, as compared to $27.0 million at December
31, 1997. The Company's working capital at September 30, 1998 was $18.0 million,
as compared to $23.7 million at December 31, 1997. The decrease in cash, cash
equivalents and short-term investments resulted from the continued use of the
Company's cash toward expenses of ongoing clinical and research and development
programs and related general and administrative expenses. The decrease in
working capital is primarily due to the use of cash for net operating expenses
in the first three quarters of 1998. The Company invests its cash in corporate
and United States government-backed debt instruments.

     As of September 30, 1998, the Company had acquired an aggregate of $4.0
million in property and equipment, of which approximately $196,000 of total
fixed assets costs remains financed under capital lease obligations. In
addition, the Company leases its office and laboratory facilities and certain
property and equipment under operating leases. The Company has no material
commitments for the acquisition of property and equipment but anticipates
increasing investment in property and equipment in connection with the
enhancement of its research and development and manufacturing facilities and
capabilities.

     The Company intends to use its financial resources to fund manufacturing
scale-up activities including the production of LJP 394 for clinical trials,
research and development efforts, and for working capital and other general
corporate purposes. The amounts actually expended for each purpose may vary
significantly depending upon numerous factors, including the results of clinical
trials, the timing of regulatory applications and approvals, and technological
developments. Expenditures will also depend upon the establishment and progress
of collaborative arrangements, contract research and the availability of other
financing. There can be no assurance that these funds will be available on
acceptable terms, if at all.



                                       9
<PAGE>   10

                         LA JOLLA PHARMACEUTICAL COMPANY

     The Company anticipates that its existing capital and interest earned
thereon and anticipated funding from the Abbott collaboration will be sufficient
to fund the Company's operations as currently planned through 1999. The
Company's future capital requirements will depend on many factors including
continued scientific progress in its research and development programs, the size
and complexity of these programs, the scope and results of clinical trials, the
time and costs involved in applying for regulatory approvals, the costs involved
in preparing, filing, prosecuting, maintaining and enforcing patent claims,
competing technological and market developments, the ability of the Company to
maintain its collaborative arrangement with Abbott and to establish and maintain
additional collaborative relationships, and the cost of manufacturing scale-up
and effective commercialization activities and arrangements. The Company expects
to incur significant net operating losses each year for at least the next
several years as it expands its current research and development programs and
increases its general and administrative expenses to support a larger, more
complex organization. It is possible that the Company's cash requirements will
exceed current projections and that the Company will therefore need additional
financing sooner than currently expected.

     The Company has no current means of generating cash flow from operations,
and its lead drug candidate, LJP 394, will not generate revenues, if at all,
until it has been proven safe and effective, has received regulatory approval,
and has been successfully commercialized, a process that is expected to take at
least the next several years. The Company's other drug candidates are much less
developed than LJP 394. There can be no assurance that the Company's product
development efforts with respect to LJP 394 or any other drug candidate will be
successfully completed, that required regulatory approvals will be obtained, or
that any product, if introduced, will be successfully marketed or achieve
commercial acceptance. Accordingly, the Company must continue to rely upon
outside sources of financing to meet its capital needs for the foreseeable
future.

     Abbott's funding of the development costs for LJP 394 and milestone
payments are expected to continue to enhance the Company's short-term liquidity
by minimizing the expenditure of the Company's own funds on further development
of LJP 394. However, the Company anticipates increasing expenditures on the
development of other drug candidates, and over time, the Company's consumption
of cash will necessitate additional sources of financing. Furthermore, the
Company has no internal sources of liquidity, and termination of the Abbott
arrangement would have a serious adverse effect on the Company's ability to
generate sufficient cash to meet its needs.

     The Company will continue to seek capital through any appropriate means,
including issuance of its securities and establishment of additional
collaborative arrangements. However, there can be no assurance that additional
financing will be available on acceptable terms, and the Company's negotiating
position in its capital-raising efforts may worsen as it continues to use its
existing resources. Financing through collaborative arrangements is uncertain
because payments under the Company's collaborative agreement with Abbott are
subject to certain termination rights, including those related to progress in
clinical trials for LJP 394, and there is no assurance that the Company will be
able to enter into further collaborative relationships.

IMPACT OF YEAR 2000

     The "Year 2000 Issue" is the result of computer programs written using two
digits rather than four to define the applicable year. As a result, these
computer programs may not properly recognize calendar dates beginning in the
year 2000. This problem may cause systems to fail or miscalculate causing
disruptions of operations, including a temporary inability to process
transactions or engage in similar normal business activities.

     Based on recent assessments, the Company believes that it has an effective
program in place to resolve the Year 2000 Issue in a timely manner, that its
total internal Year 2000 Issue costs for information



                                       10
<PAGE>   11

                         LA JOLLA PHARMACEUTICAL COMPANY

technology and non-information technology systems will be minimal and that its
Year 2000 conversion requirements will be achieved through routine upgrades to
its software programs. The Company expects these upgrades to be completed by the
second quarter of 1999. These costs and the expected completion date are based
on management's best estimates; there can be no assurance that these estimates
will be achieved and actual results could differ materially from those
anticipated.

     The Company's plan to resolve the Year 2000 Issue involves the following
four phases: assessment, remediation, testing and implementation. To date, the
Company has completed the assessment phase for approximately 65% of the systems
that could be significantly affected by the Year 2000 Issue and has determined
that the majority of the systems assessed so far do not require remediation to
be Year 2000 compliant. In addition, the Company has initiated communications
with most of its significant suppliers to determine the extent to which the
Company's systems are vulnerable to those third parties' failure to remediate
their own Year 2000 Issues. There can be no assurance that the systems of other
companies on which the Company's systems rely will be timely converted and will
not have an adverse effect on the Company's systems.

     The Company currently has no contingency plans in place in the event it
does not complete all phases of the Year 2000 program. The Company plans to
evaluate the status of completion in the second quarter of 1999 and determine
whether such a plan is necessary.


PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)   EXHIBITS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Exhibit
Number   Description
- --------------------------------------------------------------------------------
<S>      <C>
3.1      Intentionally omitted

3.2      Bylaws of the Company (1)

3.3      Restated Certificate of Incorporation of the Company (2)

27       Financial Data Schedule (3)
</TABLE>
- --------------------------------------------------------------------------------
  *  This exhibit is a management contract or compensatory plan or arrangement.
(1)  Previously filed with the Company's Registration Statement on Form S-1 (No.
     33-76480) as declared effective by the Securities and Exchange Commission
     on June 3, 1994 and incorporated herein by reference.
(2)  Previously filed with the Company's annual report on Form 10-K for the
     fiscal year ended December 31, 1994 and incorporated herein by reference.
(3)  Filed herein.

         (b)  REPORTS ON FORM 8-K

              None








                                       11
<PAGE>   12

                         LA JOLLA PHARMACEUTICAL COMPANY

                                    SIGNATURE

                               SEPTEMBER 30, 1998


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


                                        La Jolla Pharmaceutical Company


Date:  November 12, 1998                By: /s/ Wood C. Erwin
                                            ------------------------------------
                                            Wood C. Erwin
                                            Vice President Finance
                                            Chief Financial Officer
                                            Signed both on behalf of the 
                                            Registrant and as Principal 
                                            Accounting Officer.








                                       12
<PAGE>   13

                         LA JOLLA PHARMACEUTICAL COMPANY


                                INDEX TO EXHIBITS


<TABLE>
<CAPTION>
                                                                    Sequentially
Exhibit                                                               Numbered
Number                               Exhibit                            Page
- -------                              -------                        ------------
<S>            <C>                                                  <C>
27             Financial Data Schedule                                   14
</TABLE>













                                       13

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               SEP-30-1998
<CASH>                                          14,099
<SECURITIES>                                     6,902
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                   452
<PP&E>                                           3,982
<DEPRECIATION>                                 (3,383)
<TOTAL-ASSETS>                                  23,277
<CURRENT-LIABILITIES>                            3,420
<BONDS>                                              0
                                0
                                          0
<COMMON>                                           185
<OTHER-SE>                                      19,672
<TOTAL-LIABILITY-AND-EQUITY>                    23,277
<SALES>                                              0
<TOTAL-REVENUES>                                 6,005
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                12,952
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   6
<INCOME-PRETAX>                                (6,010)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            (6,010)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (6,010)
<EPS-PRIMARY>                                    (.33)
<EPS-DILUTED>                                    (.33)
        

</TABLE>


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