8-K

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

June 4, 2003

Date of Report (Date of earliest event reported)

ESSENTIAL THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in Charter)

DELAWARE	0-28006	94-3186021
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

78 Fourth Avenue, Waltham, MA 02451

(Address of Principal Executive Offices) (Zip Code)

(781) 647-5554

(Registrant’s telephone number, including area code)

Item 7.    Financial Statements and Exhibits

(c) Exhibits.

Exhibit No.	Description
99.1	Initial Monthly Operating Report of Essential Therapeutics, Inc.

Item 9.    Regulation FD Disclosure

As previously reported, on May 1, 2003, Essential Therapeutics, Inc., a Delaware company (the “Company”), and the Company’s wholly owned subsidiaries, Maret Corporation and The Althexis Company, Inc., filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (Case Nos. 03-11317(MFW), 03-11318(MFW) and 03-11319(MFW)).

On June 4, 2003, the Company filed the initial monthly operating report (the “Initial Monthly Operating Report”) with the U.S. Bankruptcy Court. A copy of this report is attached hereto as Exhibit 99.1.

In accordance with General Instruction B.2 of Form 8-K, the information in Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information and exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such a filing. This report (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

The Initial Monthly Operating Report attached as an exhibit hereto contains financial information that has not been audited or reviewed by independent accountants and may be subject to future reconciliation and adjustments. The Initial Monthly Operating Report is in a format prescribed by the Office of the United States Trustee and is not a complete set of financial statements prepared in accordance with generally accepted accounting principles. The Initial Monthly Operating Report contains information for periods different from those required in the Company’s reports pursuant to the Exchange Act. The information in the Initial Monthly Operating Report might not be indicative of the Company’s financial condition or operating results for the periods that would be reflected in the Company’s financial statements or in its reports pursuant to the Exchange Act. The information set forth in the Initial Monthly Operating Report should not be viewed as indicative of future results and should not be used for investment purposes.

The Company filed a plan of reorganization with the U.S. Bankruptcy Court. The Company does not expect that any such plan, if and when confirmed by the Court, would include a capital structure in which existing common equity would retain any value.

Forward-Looking Statements

This Form 8-K, including the exhibit attached hereto, contains statements that are forward-looking within the meaning of Section 27a of the Securities Act and Section 21e of the Exchange Act. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and that actual results could differ materially as a result of known and unknown risks and uncertainties, including: various regulatory issues, the outcome of the Company’s chapter 11 proceeding, the results of the Company’s in-licensing efforts, general economic conditions, future trends, and other risks, uncertainties and factors disclosed in the Company’s most recent Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission.

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: June 11, 2003	ESSENTIAL THERAPEUTICS, INC. (Debtor and Debtor-In-Possession) (Registrant)
	By:	/s/ Paul J. Mellett
		Paul J. Mellett, Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer)

EX-99.1

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re: Essential Therapeutics, Inc., et al.	Case No. 03-11317 (MFW)
Debtor	Chapter: 11

INITIAL MONTHLY OPERATING REPORT

File report and attachments with Court and submit copy to United States Trustee within 15 days after order for relief.

Certificates of insurance must name United States Trustee as a party to be notified in the event of policy cancellation. Bank accounts and checks must bear the name of the debtor, the case number, and the designation “Debtor in Possession.” Examples of acceptable evidence of Debtor in Possession Bank accounts include voided checks, copy of bank deposit agreement/certificate of authority, signature card, and/or corporate checking resolution.

REQUIRED DOCUMENTS	Document Attached	Explanation Attached
12-Month Cash Flow Projection (Form IR-1)	Yes
Certificates of Insurance:
Workers Compensation	Yes
Property	Yes
General Liability	Yes
Vehicle	Yes
Other:
Evidence of Debtor in Possession Bank Accounts
Tax Escrow Account	N/A
General Operating Accounts	Yes
Other:
Other:

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the documents attached are true and correct to the best of my knowledge and belief.

/s/ Paul J. Mellett Signature of Debtor	06/03/2003
	Date
Signature of Joint Debtor	Date
Signature of Authorized Individual*	Date
Printed Name of Authorized Individual	Title of Authorized Individual

*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

FORM IR

(9/99)

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
In re: Essential Therapeutics, Inc., et al.	Case No. 03-11317 (MFW)
Debtor	Chapter: 11
Fleet Bank
Account Number: 9429246901
ABA: 011000138
100 Federal Street
9th Floor
Mailcode: MADE1009G
Boston, MA 02110
Fleet Bank
Account Number: 9427759535
ABA: 011000138
100 Federal Street
9th Floor
Mailcode: MADE1009G
Boston, MA 02110
Fleet Bank
Account Number: 9412142452
ABA: 011000138
100 Federal Street
9th Floor
Mailcode: MADE1009G
Boston, MA 02110
Fleet Bank
Account Number: 9429240139
ABA: 011000138
100 Federal Street
9th Floor
Mailcode: MADE1009G
Boston, MA 02110
Silicon Valley Bank
Account Number: 05027950-71
ABA: 121140399
3003 Tasman Drive
Santa Clara, CA 95054
Silicon Valley Bank
Account Number: 05027950-72
ABA: 121140399
3003 Tasman Drive
Santa Clara, CA 95054

In re: Essential Therapeutics, Inc., et al Case No.: 03-11317 (MFW)

Cash Flow Projections for the 12 Month Period: May 1, 2003 through April 30, 2004

Form MOR-1

	May-03		Jun-03		Jul-03		Aug-03		Sep-03		Oct-03		Nov-03		Dec-03		Jan-04		Feb-04		Mar-04	Apr-04
Cash, Beginning of Month	18,484,973		18,137,591		18,049,855		17,723,796		17,254,772		16,831,489		16,462,072		16,165,155		15,895,113		15,603,209		15,301,306	15,545,028
Receipts
Cash Sales	—		—		—		—		—		—		—		—		—		—		—	—
Accounts Receivable	—		—		—		—		—		—		—		—		—		—		—	—
Loans and Advances	100,466		20,625		—		—		28,625		—		—		20,625		—		—		535,625	—
Sale of Assets	37,022		540,000		—		—		—		—		—		—		—		—		—	—
Other (See attached)	540,660		391,385		370,359		820,019		—		—		—		—		—		—		—	—
Total Receipts	678,148		952,010		370,359		820,019		28,625		—		—		20,625		—		—		535,625	—
Disbursements
Net Payroll	326,627		230,202		185,571		127,962		108,392		108,392		108,392		108,392		112,728		112,728		112,728	112,728
Payroll Taxes	48,994		34,530		27,836		19,194		16,259		16,259		16,259		16,259		16,909		16,909		16,909	16,909
Sales, Use and Other Taxes	10,000		—		—		10,000		—		—		10,000		—		—		10,000		—	—
Inventory Purchases	—		—		—		—		—		—		—		—		—		—		—	—
Secured Rental/Leases	57,750		57,750		57,750		132,797		82,766		82,766		82,766		82,766		82,766		82,766		82,766	82,766
Insurance	—		—		—		60,000		—		—		—		—		—		—		—	130,000
Administrative & Selling	13,500		13,500		13,500		13,500		13,500		13,500		13,500		13,500		13,500		13,500		13,500	13,500
Other (See attached)	368,659		503,765		204,261		825,589		130,991		41,000		41,000		41,000		41,000		41,000		41,000	41,000
Professional Fees	200,000		200,000		200,000		100,000		100,000		100,000		25,000		25,000		25,000		25,000		25,000	25,000
U.S. Trustee Fees	—		—		7,500		—		—		7,500		—		3,750		—		—		—	3,750
Court Costs	—		—		—		—		—		—		—		—		—		—		—	—
Total Disbursements	1,025,530		1,039,747		696,418		1,289,043		451,908		369,417		296,917		290,667		291,903		301,903		291,903	425,653
Net Cash Flow	(347,382	)	(87,737	)	(326,059	)	(469,024	)	(423,283	)	(369,417	)	(296,917	)	(270,042	)	(291,903	)	(301,903	)	243,722	(425,653	)
Cash, End of Month	18,137,591		18,049,855		17,723,796		17,254,772		16,831,489		16,462,072		16,165,155		15,895,113		15,603,209		15,301,306		15,545,028	15,119,375

In re: Essential Therapeutics, Inc., et al Case No.: 03-11317 (MFW)

Continuation Sheet for Initial MOR-1

Other Receipts

	May-03		Jun-03		Jul-03		Aug-03		Sep-03		Oct-03		Nov-03		Dec-03		Jan-04		Feb-04		Mar-04		Apr-04
Other Receipts
Sublease income-Naxcor		50,359		50,359		50,359		50,359		—		—		—		—		—		—		—		—
Return of Portola security deposit		—		—		—		150,000
Return of PG&E utility deposit		—		—		—		124,660
Fujisawa R&D reimbursement		75,000		245,000		320,000		120,000		—		—		—		—		—		—		—		—
Fujisawa FTE reimbursement		375,000		—		—		375,000		—		—		—		—		—		—		—		—
J&J Patent reimbursement		40,302		—		—		—		—		—		—		—		—		—		—		—
Pfizer Patent reimbursement		—		45,616		—		—		—		—		—		—		—		—		—		—
SPAH Patent Reimbursement		—		50,410		—		—		—		—		—		—		—		—		—		—
Total Other Receipts	$	540,660	$	391,385	$	370,359	$	820,019	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

In re: Essential Therapeutics, Inc., et al Case No.: 03-11317 (MFW)

Continuation Sheet for Initial MOR-1

Other Disbursements

	May-03		Jun-03		Jul-03		Aug-03		Sep-03		Oct-03		Nov-03		Dec-03		Jan-04		Feb-04		Mar-04		Apr-04
Other Disbursements
Severance	$	185,378	$	312,515	$	23,011	$	490,789	$	34,991	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Consultants		47,775		36,250		36,250		31,000		31,000		31,000		31,000		31,000		31,000		31,000		31,000		31,000
Decontamination Costs		40,000		20,000		10,000		50,000		50,000		—		—		—		—		—		—		—
Contract Services		85,506		125,000		125,000		5,000		5,000		5,000		5,000		5,000		5,000		5,000		5,000		5,000
Travel expenses		10,000		10,000		10,000		10,000		10,000		5,000		5,000		5,000		5,000		5,000		5,000		5,000
Prepetition payments		—		—		—		238,800		—		—		—		—		—		—		—		—
Total Other Disbursements	$	368,659	$	503,765	$	204,261	$	825,589	$	130,991	$	41,000	$	41,000	$	41,000	$	41,000	$	41,000	$	41,000	$	41,000