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):

November 17, 2005

AVANT IMMUNOTHERAPEUTICS, INC.

(Exact name of registrant as specified in charter)

Delaware	0-15006	13-3191702
(State or other jurisdiction	(Commission file number)	(IRS employer
of incorporation)		identification no.)

119 Fourth Avenue

Needham, Massachusetts  02494-2725

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code:

(781) 433-0771

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:

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

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

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

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

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

On November 17, 2004, the Board of Directors of AVANT Immunotherapeutics, Inc. (the “Company”) appointed Dr. Alf A. Lindberg and Dr. Francis R. Cano to the Company’s Board of Directors.  The Company’s Board of Directors is evaluating Board committee assignments for Dr. Lindberg and Dr. Cano and expects to appoint Dr. Lindberg and Dr. Cano to a committee in the coming months.  There is no arrangement or understanding pursuant to which Dr. Lindberg or Dr. Cano was appointed to the Company’s Board of Directors, nor are there any transactions or proposed transactions to which the Company and Dr. Lindberg or Dr. Cano are, or will be, a party.  As of the date of this report, neither Dr. Lindberg nor Dr. Cano has entered into any transaction requiring disclosure under Item 404(a) of Regulation S-K.

Dr. Lindberg

Dr. Lindberg is currently the Chief Executive Officer of Nobel Web AB, the official website of the Nobel Foundation, and is a non-executive Director of Catella Health Care and Medivir AB in Sweden, Pharmexa A/S in Denmark, Proteome Sciences plc in the United Kingdom, Pharmavent Partners in France and Vaxin Inc. in the United States.  From 1993 through 2003, Dr. Lindberg was an adjunct professor in Microbiology at the Karolinska Institutet.  In 1995, he was appointed Executive Vice President of R&D at Pasteur Merieux Connaught (from 2000 Aventis Pasteur, and from 2005 sanofi pasteur) in Lyon, France, a position he held until his retirement in 2001.  From 1992 to 1995, Dr. Lindberg held the position of Chief Scientific Officer and Head of R&D at Wyeth-Lederle Vaccines in Pearl River, New York.

Dr. Lindberg obtained his baccalaureate in Malmö, Sweden in 1959, and his MD and PhD degrees at the Karolinska Institutet, Stockholm, Sweden in 1971.  He was an NIH postdoctoral fellow at Stanford University Medical School from 1972 to 1974. In 1977, Dr. Lindberg was appointed associate professor in Bacteriology at the Karolinska Institutet.  In 1982, he became professor and chairman of the Department of Clinical Bacteriology, Karolinska hospital, Karolinska Institutet.  In 1983, he assumed the same position at Huddinge University Hospital, Karolinska Institutet.  From 1984 to 1991, he was also Head of the Clinical Research Center at Huddinge University Hospital.  From 1985 to 1993, Dr. Lindberg was a member of the Nobel Assembly and its Nobel Committee, which selects the Nobel Laureates in Physiology and Medicine, at the Karolinska Institutet.  During 1991 and 1992, he was the secretary of the Medicine Prize and a member of the Board of Directors of the Nobel Assembly.

Dr. Cano

Dr. Cano served as Chairman and Chief Executive Officer of Vaxin Inc. since 2003 and as a director since 2001. In 1996, Dr. Cano started Cano Biotechnology Corp., where he consulted with vaccine leaders, small private and public biotechnology companies, venture groups, and universities.  From 1992 to 1996, he served as President and Chief Operating Officer of Aviron, a public biotechnology company focused on developing viral vaccines for disease prevention. Dr. Cano began his career as a microbiologist in the vaccines division of Lederle Laboratories and, during his 21-year career there, he licensed seven human vaccines. He left Lederle Laboratories as Vice President and General Manager of the vaccines division.  Dr. Cano received his Ph.D. degree in Microbiology from Pennsylvania State University and performed his postdoctoral work at the Institute of Microbiology at Rutgers University.  Dr. Cano sits on the Boards of Biomerica, Inc., Lancer Orthodontics, Inc. and Arbor Vita Corporation.

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Item 7.01.  Regulation FD Disclosure.

On November 21, 2005, the Company issued a Press Release announcing the appointments of Dr. Lindberg and Dr. Cano to the Company’s Board of Directors.  A copy of the Press Release is furnished as Exhibit 99.1 hereto and by this reference made a part hereof.

Item 9.01.  Financial Statements and Exhibits.

     (c) Exhibits

Exhibit Number	Description of Exhibit
99.1	AVANT Immunotherapeutics, Inc. Press Release, dated November 21, 2005

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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, thereunto duly authorized.

	AVANT IMMUNOTHERAPEUTICS, INC.
Dated: November 21, 2005	By:	/s/ Avery W. Catlin
		Avery W. Catlin
		Title:	Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

     The following designated exhibit is filed herewith:

Exhibit Number	Description of Exhibit
99.1	AVANT Immunotherapeutics, Inc. Press Release, dated November 21, 2005

5

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE/November 21, 2005

Una S. Ryan, Ph.D.	Avery W. Catlin	For Media:
President and CEO	Chief Financial Officer	Joan Kureczka
AVANT Immunotherapeutics, Inc.	AVANT Immunotherapeutics, Inc.	Kureczka/Martin Associates
(781) 433-0771	(781) 433-0771	(415) 821-2413
	info@avantimmune.com	jkureczka@comcast.net

AVANT STRENGTHENS ITS BOARD OF DIRECTORS WITH THE ADDITION
OF TWO VACCINE INDUSTRY LEADERS

NEEDHAM, MA (November 21, 2005): AVANT Immunotherapeutics, Inc. (NASDAQ: AVAN) today announced that two leading executives from the vaccine industry have joined AVANT’s Board of Directors. Alf A. Lindberg, M.D., Ph.D. was formerly Executive Vice President of R&D at Pasteur Merieux Connaught (now sanofi pasteur) and formerly Chief Scientific Officer and Head of R&D at Wyeth Vaccines. Francis R. Cano, Ph.D. was formerly Chairman and Chief Executive Officer of Vaxin Inc. and formerly President and Chief Operating Officer of Aviron, following a 21-year career in vaccine development at Lederle Laboratories, a division of American Cyanamid.

“We are very pleased that Drs. Alf Lindberg and Frank Cano have agreed to join AVANT’s Board of Directors,” said Una Ryan, Ph.D., President and Chief Executive Officer of AVANT. “They both bring to the Board extensive and relevant management experience in the development of successful vaccines and pharmaceuticals that complements the current expertise of our board.”

“In particular,” Dr. Ryan continued, “Alf’s experience in leading the R&D efforts at two major vaccine companies, Wyeth Vaccines and sanofi pasteur, and his international stature in vaccine R&D will be invaluable not only for AVANT’s own R&D efforts, but for our ability to expand our pipeline through access to new, emerging technologies and products worldwide. Similarly, Frank’s extensive experience related to vaccine development and manufacturing at both large and small companies, including his experience in leading Aviron’s development of FluMist^Ò, provides an excellent understanding of the requirements needed to advance a late-stage R&D pipeline such as AVANT’s. Such insights are particularly critical to AVANT at this stage in our company’s development.”

About Dr. Lindberg

Dr. Lindberg is currently the Chief Executive Officer of Nobel Web AB, the official website of the Nobel Foundation, and is a non-executive Director of Catella Health Care and Medivir AB in Sweden, Pharmexa A/S in Denmark and Proteome Sciences plc in the United Kingdom. From 1993 through 2003, he was an adjunct professor in Microbiology at the Karolinska Institutet.  In 1995, he was appointed Executive Vice President of R&D at Pasteur Merieux Connaught (from 2000 Aventis Pasteur, and from 2005 sanofi pasteur) in Lyon, France, a position he held until his retirement in 2001. From 1992 to 1995, Dr. Lindberg held the position of Chief Scientific Officer and Head of R&D at Wyeth Vaccines in Pearl River, New York.

Dr. Lindberg obtained his baccalaureate in Malmö, Sweden in 1959, and his M.D. and Ph.D. degrees at the Karolinska Institutet, Stockholm, Sweden in 1971. He was a NIH postdoctoral fellow at Stanford University Medical School from 1972 to 1974. In 1977, Dr. Lindberg was appointed associate professor in Bacteriology at the Karolinska Institutet. In 1982, he became professor and chairman of the Department of Clinical Bacteriology, Karolinska Hospital, Karolinska Institutet. In 1983, he assumed the same position at Huddinge University Hospital, Karolinska Institutet. From 1984 to 1991, he was also Head of the Clinical Research Center at Huddinge University Hospital. From 1985 to 1993, Dr. Lindberg was a member of the Nobel Assembly and its Nobel Committee, which selects the Nobel Laureates in Physiology and Medicine, at the Karolinska Institutet.  During 1991 and 1992, he was the secretary of the Medicine Prize and a member of the Board of Directors of the Nobel Assembly.

About Dr. Cano

Dr. Cano served as Chairman and Chief Executive Officer of Vaxin Inc. since 2003 and as a director since 2001. In 1996, Dr. Cano started the Cano Biotechnology Corp., where he consulted with vaccine leaders, small private and public biotechnology companies, venture groups, and universities.  From 1992 to 1996, he served as President and Chief Operating Officer of Aviron, a public biotechnology company focused on developing viral vaccines for disease prevention. Dr. Cano began his career as a microbiologist in the vaccines division of Lederle Laboratories and during his 21-year career there he licensed seven human vaccines. He left Lederle Laboratories as Vice President and General Manager of the vaccines division. Dr. Cano received his Ph.D. degree in Microbiology from Pennsylvania State University and performed his postdoctoral work at the Institute of Microbiology at Rutgers University. Dr. Cano sits on the Boards of Biomerica, Inc., Lancer Orthodontics, Inc. and Arbor Vita Corporation.

About AVANT Immunotherapeutics, Inc.

AVANT Immunotherapeutics, Inc. discovers and develops innovative vaccines and therapeutics that harness the human immune system to prevent and treat disease. Six of AVANT’s products are in clinical development, including a treatment to reduce complement-mediated tissue damage associated with cardiac bypass surgery and a novel vaccine for cholesterol management. AVANT is also developing a pipeline of bacteria-fighting products for biodefense, travelers’ vaccines, and global health needs based on AVANT’S rapid-protecting, single-dose, oral and temperature stable vaccine technology.

Additional information on AVANT Immunotherapeutics, Inc. can be obtained through our site on the World Wide Web:  http://www.avantimmune.com.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: This release includes forward-looking statements which reflect AVANT’s current views with respect to future events and financial performance.  These forward-looking statements are based on management’s beliefs and assumptions and information currently available.  The words “believe”, “expect”, “anticipate”, “intend”, “estimate”, “project” and similar expressions which do not relate solely to historical matters identify forward-looking statements.  Investors should be cautious in relying on forward-looking statements because they are subject to a variety of risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed in any such forward-looking statements.  These factors include, but are not limited to: (1) the integration of multiple technologies and programs; (2) the ability to adapt AVANT’s vectoring systems to develop new, safe and effective orally administered vaccines against anthrax and plague or other bioterrorism threats or emerging health care threats; (3) the ability to successfully complete development and commercialization of TP10, CETi-1, CholeraGarde® (Peru-15), Ty800 and other products; (4) the cost, timing, scope and results of ongoing safety and efficacy trials of TP10, CETi-1, CholeraGarde® (Peru-15), Ty800 and other preclinical and clinical testing; (5) the ability to successfully complete product research and further development, including animal, pre-clinical and clinical studies of TP10, CETi-1, CholeraGarde® (Peru-15), Ty800 and other products; (6) the ability of the Company to manage multiple late stage clinical trials for a variety of product candidates; (7) the volume and profitability of product sales of Megan®Vac 1, Megan®Egg and other future products; (8) the process of obtaining regulatory approval for the sale of RotarixÒ in major commercial markets, as well as the timing and success of worldwide commercialization of RotarixÒ by our partner, GlaxoSmithKline; (9) GSK’s strategy and business plans to launch and supply Rotarix ® worldwide, including in the US and other major markets; (10) changes in existing and potential relationships with corporate collaborators; (11) the availability, cost, delivery and quality of clinical and commercial grade materials supplied by contract manufacturers; (12) the timing, cost and uncertainty of obtaining regulatory approvals to use TP10, CETi-1, CholeraGarde® (Peru-15) and Ty800, among other purposes, for adults undergoing cardiac surgery, to raise serum HDL cholesterol levels and to protect travelers and people in endemic regions from diarrhea causing diseases, respectively; (13) the ability to obtain substantial additional funding; (14) the ability to develop and commercialize products before competitors and that are superior to the alternatives developed by competitors; (15) the ability to retain certain members of management; and (16) other factors detailed from time to time in filings with the Securities and Exchange Commission.  We expressly disclaim any responsibility to update forward-looking statements.