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):

March 10, 2006

AUTOIMMUNE INC.

(Exact Name of Registrant as specified in its charter)

DELAWARE	0-20948	13-348-9062
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1199 Main Street, Pasadena, CA	91103
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (626) 792-1235

Not Applicable

(Registrant’s name or former address, if change 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-d(b))

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

Item 2.02. Results of Operations and Financial Condition.

AutoImmune Inc. issued a press release on March 10, 2006 announcing its financial results for the quarter and year ended December 31, 2005, a copy of which is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this Item 2.02 and the exhibit attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liability of that section, and it shall not be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit 99.1 Press Release dated March 10, 2006

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: March 14, 2006	AUTOIMMUNE INC.
	By:	/s/ Diane M. McClintock
	Name:	Diane M. McClintock
	Title:	Director of Finance and Treasurer

EX-99.1

Exhibit 99.1

AutoImmune Inc. 1199 Madia Street Pasadena, CA 91103 Phone: 626-792-1235 Fax: 626-792-1236

Contact:

Robert C. Bishop, Ph.D.

Chairman and Chief Executive Officer

AutoImmune Inc.

626-792-1235

website: http://www.autoimmuneinc.com

FOR IMMEDIATE RELEASE

AUTOIMMUNE INC. REPORTS 2005 FOURTH QUARTER AND YEAR END

FINANCIAL RESULTS

Pasadena, California, March 10, 2006 - AutoImmune Inc. (OTCBB: AIMM) today reported a net loss of $0.10 million, or $0.01 per share basic and diluted, for the three months ended December 31, 2005, compared with a net loss of $0.20 million, or $0.01 per share basic and diluted, for the three months ended December 31, 2004. For the year ended December 31, 2005, the net loss was $0.67 million, or $0.04 per share basic and diluted, compared with a net loss of $0.76 million, or $0.04 per share basic and diluted for the same period in 2004. As of December 31, 2005, the Company reported $9.3 million in cash and marketable securities as compared to $10.0 million in cash and marketable securities as of December 31, 2004.

Robert C. Bishop, Ph.D., Chairman of the Board and Chief Executive Officer stated, “Colloral LLC, our joint venture with Deseret Laboratories Inc. for dietary supplements, successfully completed a direct mail test program during the fourth quarter and has begun expansion of that effort to a larger group of potential customers. The ultimate success of this initiative will be determined by the product re-order rate which translates into ongoing revenue for the venture.” For the past two quarters, AutoImmune has consolidated Colloral LLC for financial reporting purposes in accordance with FIN 46 “Consolidation of Variable Interest Entities.” Clinical trials of products using AutoImmune technology remain ongoing under the direction of the Company’s licensees.

AutoImmune has exclusively licensed certain of its intellectual property rights to BioMS Medical Corp., a Canadian company. Under the license agreement, BioMS makes monthly diligence payments to AutoImmune and has a royalty obligation on sales of its lead drug MBP8298, a treatment for secondary progressive multiple sclerosis, should it reach the market. On February 7, 2006, BioMS announced that it had received a third positive review by the Data Safety Monitoring Board on its Phase II/III human clinical trial of MBP8298.

AutoImmune has also exclusively licensed certain of its intellectual property rights to Teva Pharmaceutical Industries, Ltd. Teva is conducting a Phase II study looking at two different doses of an oral formulation of COPAXONE^® (glatiramer acetate), a product for the treatment of multiple sclerosis. The oral formulation utilizes the intellectual property rights licensed from AutoImmune. If Teva is successful in bringing this product to market, AutoImmune will receive both a milestone payment and a royalty on sales under its license agreement.

AutoImmune is a biopharmaceutical company involved in the development of a new class of mucosally administered therapies for the treatment of autoimmune and cell-mediated inflammatory diseases and conditions.

This release contains forward-looking statements which involve risks and uncertainties. The Company’s actual results may differ significantly from results discussed in the forward-looking statements due to a number of important factors, including, but not limited to the uncertainties of clinical trial results, the Company’s dependence on third parties for licensing revenue, and the risks of technological change and competition. These factors are more fully discussed in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission in the section “Business-Risk Factors” The discussion in the Annual Report on Form 10-K is hereby referenced into this release.

- Financial Chart Follows -

AUTOIMMUNE INC.

STATEMENT OF OPERATIONS

(Unaudited)

	Three months ended December 31,						Year ended December 31,
	2004			2005			2004			2005
Revenue	$	37,000		$	60,000		$	130,000		$	179,000
Costs and expenses:
Research and development		67,000			(35,000	)		326,000			154,000
General and administrative		114,000			286,000			608,000			890,000
Total costs and expenses		181,000			251,000			934,000			1,044,000
Interest income		42,000			92,000			138,000			304,000
Equity in net loss of unconsolidated affiliate		(95,000	)		—			(95,000	)		(130,000	)
Other income		—			—			—			25,000
		(53,000	)		92,000			43,000			199,000
Net income (loss)		($197,000	)		($99,000	)		($761,000	)		($666,000	)
Net income (loss) per share - basic		($0.01	)		($0.01	)		($0.04	)		($0.04	)
Net income (loss) per share - diluted		($0.01	)		($0.01	)		($0.04	)		($0.04	)
Weighted average common shares outstanding - basic		16,919,623			16,919,623			16,919,623			16,919,623
Weighted average common shares outstanding - diluted		16,919,623			16,919,623			16,919,623			16,919,623

CONDENSED BALANCE SHEET

(Unaudited)

	December 31, 2004		December 31, 2005
Cash and marketable securities	$	9,996,000	$	9,285,000
Other current assets		37,000		136,000
Other assets		5,000		—
Total assets	$	10,038,000	$	9,421,000
Current liabilities	$	108,000	$	157,000
Total stockholders’ equity		9,930,000		9,264,000
Total liabilities and equity	$	10,038,000	$	9,421,000