8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 27, 2006
                                                          ----------------------

                           Interleukin Genetics, Inc.
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             (Exact Name of Registrant as Specified in Its Charter)

                                    Delaware
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                  (State or Other Jurisdiction of Incorporation)

             001-32715                              94-3123681
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      (Commission File Number)           (IRS Employer Identification No.)


               135 Beaver Street Waltham, MA                     02452
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          (Address of Principal Executive Offices)             (Zip Code)

                                 (781) 398-0700
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              (Registrant's Telephone Number, Including Area Code)


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          (Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     |_| Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))





Item 1.01 Entry into a Material Definitive Agreement.

Kenneth Kornman, DDS, Ph.D.
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     On March 31, 2006, the Registrant entered into an Employment Agreement with
its President, Chief Executive Officer, and Chief Scientific Officer, Kenneth S.
Kornman. Under the Agreement, Dr. Kornman will be employed for a period of three
years, will receive a base salary at an annual rate of $340,000 and will be
eligible to receive annual bonuses solely at the discretion of the Board of
Directors. While Dr. Kornman remains employed by the Registrant, he will receive
a grant of 12,500 shares of common stock of the Registrant on the first three
anniversaries of March 30, 2006. Dr. Kornman will be entitled to participate in
employee benefit plans that the Registrant provides or may establish for the
benefit of its executives management generally (for example, group life,
disability, medical, dental and other insurance, retirement pension,
profit-sharing and similar plans). While Dr. Kornman remains employed by the
Registrant, he will receive $3,296 annually for reimbursement of life insurance
premiums and $600 per month as an automobile allowance.

     Pursuant to the Agreement, if Dr. Kornman is terminated for Cause (as
defined in the Agreement) or leaves without Good Reason (as defined in the
Agreement), the Registrant shall not be obligated to make any further payment to
Dr. Kornman (other than accrued and unpaid base salary and expenses to the date
of termination), or continue to provide any benefit (other than benefits which
have accrued pursuant to any plan or by law) to Dr. Kornman under the Agreement.
Under the Agreement termination as a result of Dr. Kornman's death or disability
is treated effectively as a termination for Cause.

     If Dr. Kornman is terminated by the Registrant without Cause or if Dr.
Kornman terminates his employment with the Registrant for Good Reason (as
defined in the Agreement), then, in addition to the accrued salary and benefits,
Dr. Kornman shall be entitled to: (i) salary continuation at the salary Dr.
Kornman was receiving at the time of termination for a period of up to twelve
(12) months following termination; and (ii) continued participation in any
employee health plan to which Dr. Kornman was a participant prior to his
termination, with the premiums paid on the same basis as when Dr. Kornman had
participated as an employee, for up to twelve (12) months following termination.

     If Dr. Kornman is terminated by the Registrant upon a Cessation of the
Business (as defined in the Agreement) Dr. Kornman shall be entitled to (i)
salary continuation at the salary Dr. Kornman was receiving at the time of
termination for a period of up to three (3) months following termination; and
(ii) continued participation in any employee health plan to which Dr. Kornman
was a participant prior to his termination, with the premiums paid on the same
basis as when Dr. Kornman had participated as an employee, for up to three (3)
months following termination.

     If Dr. Kornman is terminated by the Registrant without Cause (as defined in
the Agreement), Dr. Kornman terminates his employment with the Registrant for
Good Reason (as defined in the Agreement), or the term of the Agreement expires,
then Dr. Kornman shall be permitted to exercise any then-outstanding stock
options for a period of up to two years from such termination.




Philip R. Reilly, MD, JD
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     On March 31, 2006, the Registrant entered into an Amended and Restated
Employment Agreement with Philip R. Reilly. Under the Agreement, Dr. Reilly will
be employed for a period of two years (plus up to one additional year by mutual
agreement), will receive a base salary at an annual rate of $185,000 and will be
eligible to receive annual bonuses solely at the discretion of the Board of
Directors. While Dr. Reilly remains employed by the Registrant, he will receive
a grant of 3,000 shares of common stock of the Registrant on September 30, 2006
and an additional 7,000 shares of common stock on March 30, 2007. Dr. Reilly
will be entitled to participate in employee benefit plans that the Registrant
provides or may establish for the benefit of its executive management generally
(for example, group life, disability, medical, dental and other insurance,
retirement pension, profit-sharing and similar plans). While Dr. Reilly remains
employed by the Registrant, he will receive $3,296 annually for reimbursement of
life insurance premiums and $600 per month as an automobile allowance. Dr.
Reilly will also receive up to $6,000 as reimbursement of legal fees incurred in
negotiating the Agreement.

     Pursuant to the Agreement, if Dr. Reilly is terminated for Cause (as
defined in the Agreement) or leaves without Good Reason (as defined in the
Agreement), the Registrant shall not be obligated to make any further payment to
Dr. Reilly (other than accrued and unpaid base salary and expenses to the date
of termination), or continue to provide any benefit (other than benefits which
have accrued pursuant to any plan or by law) to Dr. Reilly under the Agreement.
Under the Agreement termination as a result of Dr. Reilly's death or disability
is treated effectively as a termination for Cause.

     If Dr. Reilly is terminated by the Registrant without Cause (as defined in
the Agreement) or upon a Cessation of the Business (as defined in the Agreement)
or if Dr. Reilly terminates his employment with the Registrant for Good Reason
(as defined in the Agreement), then, in addition to the accrued salary and
benefits, Dr. Reilly shall be entitled to: (i) salary continuation at the salary
Dr. Reilly was receiving at the time of termination for a period of up to six
(6) months following termination; and (ii) continued participation in any
employee health plan to which Dr. Reilly was a participant prior to his
termination, with the premiums paid on the same basis as when Dr. Reilly had
participated as an employee, for up to six (6) months following termination.

     If Dr. Reilly is terminated by the Registrant without Cause (as defined in
the Agreement), Dr. Reilly terminates his employment with the Registrant for
Good Reason (as defined in the Agreement), or the term of the Agreement expires,
then Dr. Reilly shall be permitted to exercise any then-outstanding stock
options for a period of up to two years from such termination.

Gregg Mayer
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     On March 31, 2006, the Registrant announced that it had hired Gregg Mayer,
48, as its Chief Business Officer. Prior to joining the Company, Mr. Mayer had
been employed by Epix Pharmaceuticals, Inc. since April 1998 initially as Vice
President of Marketing and most recently as Vice President of Corporate
Relations. Mr. Mayer holds a B.B.A. from The University of Texas at Austin and
earned an M.B.A. in marketing, international business and finance from the
Kellogg Graduate School of Management at Northwestern University. Mr. Mayer will
initially be paid an annual salary of $240,000 and will receive a grant of 8,000
shares of restricted common stock that will vest on the first anniversary of his
date of hire. Mr. Mayer will be an "at will" employee of the Company.




Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.

     On March 30, 2006, the Registrant announced the appointments of Kenneth S.
Kornman as Chief Executive Officer and Gregg Mayer as Chief Business Officer.
The Registrant also announced that Philip R. Reilly had stepped down as Chief
Executive Officer but will remain as Chairman of the Board of Directors and a
part-time consultant to the Registrant. A copy of the press release is being
furnished pursuant to this Item 5.02 as Exhibit 99.1 to this Current Report on
Form 8-K.

Item 9.01 Financial Statements and Exhibits.

     (c)  The following exhibit is furnished with this report:

Exhibit No.         Description
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   99.1             Press Release dated March 31, 2006.






                                    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 hereunto duly authorized.


                                            Interleukin Genetics, Inc.
                                            --------------------------
                                            (Registrant)



Date: March 31, 2006                        /s/ KENNETH S. KORNMAN
                                            ------------------------------
                                            Kenneth S. Kornman
                                            Chief Executive Officer, President
                                            and Chief Scientific Officer
                                            (Signature)

EX-99.1

                                                                    Exhibit 99.1

Interleukin Genetics Announces Changes in Executive Management; Move Signals
Shift to Commercial Priorities

    WALTHAM, Mass.--(BUSINESS WIRE)--March 31, 2006--Interleukin
Genetics, Inc. (AMEX:ILI) today announced changes in its executive
management team intended to accelerate development and
commercialization of products utilizing its genetic based intellectual
property.
    Kenneth S. Kornman, DDS, Ph.D., founder, President and Chief
Scientific Officer of the Company, will assume the additional role of
Chief Executive Officer, effective immediately. Dr. Kornman will
continue to oversee the relationship with the Company's primary
strategic partner, Alticor, to facilitate the launch of genetic tests
globally.
    The Company also announced the addition of Gregg Mayer as Chief
Business Officer. Mr. Mayer has extensive business strategy, marketing
and product commercialization experience with Abbott Diagnostics,
Chiron Diagnostics, and most recently at EPIX Pharmaceuticals where he
was Vice President of Strategic Marketing and Communications. Mr.
Mayer will lead the efforts to build product and testing revenues
beyond the current commercialization partnership with Alticor.
    Philip R. Reilly, MD, JD will continue in his position as Chairman
of the Board of Directors but has stepped down as CEO. This will allow
Dr. Reilly to focus exclusively on growing Interleukin's genetic
testing business. He has signed a two-year part-time employment
agreement with the Company and will develop genetic testing
opportunities with executive management while continuing to provide
valuable strategic insight to the Board.
    Dr. Ramon Mohanlal, who joined the Company last year as Chief
Medical officer, will continue to lead the business strategy and
product development in therapeutics and pharmacogenetics.
    "We are very pleased to announce these important changes to our
executive team," said Dr. Reilly. "As we focus the Company's
priorities on providing genetic testing services and developing new
therapeutic and preventive products, we are reshaping the management
responsibilities to support these strategic business objectives, " Dr.
Reilly added. "Having served the Company as CEO for six years, I
believe that I can best serve the Company and its shareholders by
working to maximize the success and expansion of our genetic testing
business. In addition, I look forward to expanding and supporting the
application of the science and technology of genetic testing, long a
special interest of mine, and a key to the future growth of
Interleukin Genetics in the near term."
    Dr. Kornman, who founded the Company more than a decade ago, is
deeply committed to making Interleukin Genetics a leader in the new
field of personalized health care. Two years ago the Company began
building a genetic testing lab. "It is certainly gratifying to see the
genetic testing laboratory processing hundreds of tests daily derived
from our intellectual property," said Dr. Kornman. "I am especially
excited about working with our strategic partner, Alticor, as we
expand this business globally. "As we look to grow our Company through
new channels," added Dr. Kornman, "Gregg Mayer, who has had a long,
successful career in both the medical diagnostics and biotechnology
sectors, brings the partnering expertise Interleukin needs. In
addition to his deep experience in commercializing diagnostic
products, Gregg has the skills to help drive other lines of business
that we plan to pursue."

    About Interleukin

    Interleukin Genetics is a biotechnology company focused on
developing personalized health products. The company uses functional
genomics to help in the development of risk assessment tests,
pharmacogenetic tests, nutritional and therapeutic products based on
the genetic variations in people. Interleukin's current programs focus
on cardiovascular disease, osteoporosis, periodontal disease and
weight management. Interleukin expects that these programs will lead
to products that will personalize the selection of nutritional and
therapeutic products and enable the managed care industry to improve
patient care and better allocate resources. For more information about
Interleukin and its ongoing programs, please visit
http://www.ilgenetics.com.

    Certain statements contained herein are "forward-looking"
statements including statements regarding our ability to develop
diagnostic, personalized nutritional and therapeutic products to
prevent or treat diseases of inflammation and other genetic
variations, our ability to screen nutritional compounds for their
effects on inflammatory responses and other genetic variations, given
specific genetic patterns and our ability to make progress in
advancing our core technologies. Because such statements include risks
and uncertainties, actual results may differ materially from those
expressed or implied by such forward-looking statements. Factors that
could cause actual results to differ materially from those expressed
or implied by such forward-looking statements include, but are not
limited to, our ability to develop diagnostic, personalized
nutritional and therapeutic products to prevent or treat diseases of
inflammation and other genetic variations, our ability to screen
nutritional compounds for their effects on inflammatory responses and
other genetic variations, given specific genetic patterns, our ability
to obtain and maintain CLIA certification of our CLIA registered
testing laboratory, our ability to complete all of our key milestones
with regard to Alticor programs, our ability to make progress in
advancing our core technologies and our ability to launch new
commercial products and those risks and uncertainties described in our
annual report on Form 10-K for the year ended December 31, 2005 filed
with the Securities and Exchange Commission. We disclaim any
obligation or intention to update these forward-looking statements.

    CONTACT: For Interleukin Genetics:
             Kenneth S. Kornman, 781-398-0700