8-K

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): December 18, 2008

ATHEROGENICS, INC.

(Exact Name of Registrant as Specified in its Charter)

Georgia	0-31261	58-2108232
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification Number)

8995 Westside Parkway

Alpharetta, GA  30009

(Address of principal executive offices)

Registrant's telephone number, including area code (678) 336-2500

_________________

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):

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

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

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

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

Item 8.01 Other Events

AtheroGenics, Inc. (the “Company”) is required to file monthly operating reports in the United States Bankruptcy Court for the Northern District of Georgia (the “Bankruptcy Court”). On December 18, 2008, the Company filed its monthly operating report for the month ended November 30, 2008 with the Bankruptcy Court.  Selected financial information for the month of November included in the monthly operating report (the “Selected Financial Information”) is attached hereto as Exhibit 99.1.

The information contained in the Selected Financial Information is preliminary and subject to revision, and the Company cautions readers not to place undue reliance upon this information. The Selected Financial Information is unaudited, in a format prescribed by applicable bankruptcy laws, and has not been prepared in conformity with generally accepted accounting principles. The information in the Selected Financial Information might not be indicative of the Company’s financial condition or operating results for the period that would be reflected in the Company’s financial statements or in a periodic report filed pursuant to the Securities Exchange Act of 1934, as amended. The information set forth in the Selected Financial Information should not be viewed as indicative of future results and should not be used for investment purposes.

Item 9.01.  Financial Statements and Exhibits.

The following exhibit is furnished as part of this current report on Form 8-K.

Exhibit No.		Description
99.1	–	Selected Financial Information

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.

	ATHEROGENICS, INC.
Date:  December 22, 2008	By:  MARK P. COLONNESE
	Mark P. Colonnese
	Executive Vice President, Commercial Operations
	and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
99.1	–	Selected Financial Information

EX-99.1

EXHIBIT 99.1

ATHEROGENICS, INC.

(Debtor-in-Possession)

BALANCE SHEET

November 30, 2008

(Unaudited)

Assets
Current assets:
Cash and cash equivalents	$    50,983,965
Prepaid expenses	829,726
Accounts receivable	51,332
Total current assets	51,865,023
Equipment and leasehold improvements, net of accumulated depreciation
and amortization	1,288,544
Total assets	$    53,153,567
Liabilities and Shareholders' Deficit
Current liabilities:
Accounts payable	$         125,900
Accrued compensation	260,607
Accrued and other liabilities	65,568
Total current liabilities not subject to compromise	452,075
Prepetition liabilities	306,666,622
Shareholders' deficit
Common stock	218,706,283
Warrants	598,361
Accumulated deficit	(473,269,774	)
Total shareholders' deficit	(253,965,130	)
Total liabilities and shareholders' deficit	$    53,153,567

ATHEROGENICS, INC.

(Debtor-in-Possession)

STATEMENT OF OPERATIONS

For the month ended November 30, 2008

(Unaudited)

Revenues	$                  —
Operating expenses (1):
Research and development	728,410
General and administrative	441,225
Total operating expenses	1,169,635
Operating loss	(1,169,635	)
Interest and other income	—
Interest expense	—
Net loss before reorganization items	(1,169,635	)
Reorganization items, net	(74,039	)
Net loss	$    (1,243,674	)
Net loss per share –
basic and diluted	$             (0.03	)
Weighted average shares
outstanding – basic and diluted	39,518,492

(1) Operating expenses include non-cash depreciation expense of $195,375.