-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C5ghKxYCmA6Rs4JbFGCntAcaN8q9tcDr2r1BKFF3V/QJJgesWo9lIv6BJsM4bkEJ 8lUQb98FqhYkAQbSpXjKTw== 0001144204-05-033698.txt : 20051102 0001144204-05-033698.hdr.sgml : 20051102 20051102170419 ACCESSION NUMBER: 0001144204-05-033698 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051102 DATE AS OF CHANGE: 20051102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CELLEGY PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000887247 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 820429727 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-125787 FILM NUMBER: 051173990 BUSINESS ADDRESS: STREET 1: 1000 MARINA BOULEVARD STREET 2: SUITE 300 CITY: BRISBANE STATE: CA ZIP: 94005 BUSINESS PHONE: 6506162200 MAIL ADDRESS: STREET 1: 1000 MARINA BOULEVARD STREET 2: SUITE 300 CITY: BRISBANE STATE: CA ZIP: 94005 424B3 1 v028253.htm Unassociated Document

PROSPECTUS SUPPLEMENT
 
Filed Pursuant to Rule 424(b)(3)
Dated November 2, 2005
 
Registration No. 333-125787
 

PROSPECTUS SUPPLEMENT
DATED NOVEMBER 2, 2005
TO PROSPECTUS DATED
JULY 8, 2005 OF

CELLEGY PHARMACEUTICALS, INC.
 
5,050,543 SHARES
COMMON STOCK
___________________
 
This prospectus supplement includes information reported by Cellegy Pharmaceuticals, Inc. on a Report on Form 8-K previously filed with the Securities and Exchange Commission as well as certain other information. This prospectus supplement, together with the prospectus listed above, is to be used by certain holders of the above-referenced securities or by their transferees, pledgees, donees or their successors in connection with the offer and sale of the above referenced securities. This prospectus supplement should be read in conjunction with the prospectus dated July 8, 2005, as amended and supplemented, which is to be delivered with this prospectus supplement. All capitalized terms used but not defined in the prospectus supplement shall have the meanings given them in the prospectus.
 
The following information is added to the prospectus listed above:

Plan of Distribution

The Plan of Distribution section in the prospectus is supplemented with the following paragraph:

On September 14, 2005, Cellegy received a determination letter following a hearing by the Listing Qualifications Panel of the Nasdaq Stock Market indicating that the Company’s common stock would transfer from the Nasdaq National Market to the Nasdaq SmallCap Market. Effective at the opening of business on September 16, 2005, Cellegy’s common stock began trading on the Nasdaq SmallCap Market.  The transfer from the Nasdaq National Market was due to the Company not satisfying the $50 million market capitalization requirement of Nasdaq Marketplace Rule 4450(b)(1)(A).  As a result of the transfer from the Nasdaq National Market, in order to comply with the securities laws of certain states, if applicable, the shares will be sold in such jurisdictions only through registered or licensed brokers or dealers. In addition, in certain states, the shares may not be sold unless the shares have been registered or qualified for sale in the applicable state or an exemption from the registration or qualification requirements is available and is complied with.


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