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 13, 2001




                        HOLLIS-EDEN PHARMACEUTICALS, INC.
             (Exact name of registrant as specified in its charter)



                                    Delaware
                 (State or other jurisdiction of incorporation)



          000-24672                                  13-3697002
    (Commission File No.)                 (IRS Employer Identification No.)


                         9333 Genesee Avenue, Suite 200
                           San Diego, California 92121
              (Address of principal executive offices and zip code)


       Registrant's telephone number, including area code: (858) 587-9333



ITEM 5. OTHER EVENTS.

     On December 13, 2001, Hollis-Eden Pharmaceuticals, Inc., a Delaware
corporation ("Hollis-Eden"), issued a press release announcing the issuance of
1.28 million shares of Hollis-Eden common stock and warrants to purchase up to
128,000 shares of Hollis-Eden common stock. See Exhibit 99.1 for the text of the
press release.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

       EXHIBITS.

     99.1 Press release issued on December 13, 2001 by Hollis-Eden.


                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                             HOLLIS-EDEN PHARMACEUTICALS, INC.


Dated: December 17, 2001  By:  Daniel D. Burgess
                               -----------------------------------------
                               Daniel D. Burgess
                               Chief Operating Officer / Chief Financial Officer
                               (Principle Financial Officer)



                                INDEX TO EXHIBITS

99.1     Press Release issued on December 13, 2001 by Hollis-Eden
         Pharmaceuticals, Inc.

EX-99.1

                                                                    EXHIBIT 99.1


              HOLLIS-EDEN COMPLETES $11.5 MILLION PRIVATE PLACEMENT

     SAN DIEGO, Dec. 13 -- Hollis-Eden Pharmaceuticals, Inc. (Nasdaq:HEPH)
announced today that it has raised $11.5 million in gross proceeds from the sale
of 1.28 million shares of newly issued Hollis-Eden common stock in a private
placement at a price of $9.00 per share. Hollis-Eden also issued to the
investors warrants to purchase up to 128,000 shares of common stock having an
exercise price of $12.00 per share. The warrants are exercisable in cash for a
period of two years. The investors are comprised of a group of qualified
institutional buyers and institutional accredited investors. The Company intends
to use these funds primarily to conduct clinical trials with its immune
regulating hormones in a number of indications.

     Hollis-Eden Pharmaceuticals, Inc. is a development-stage pharmaceutical
company based in San Diego, California, engaged in the development of products
for the treatment of infectious diseases and immune systems disorders.

     The securities sold in this offering have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements. Statements made in this press release may constitute forward-
looking statements and are subject to numerous risks and uncertainties,
including the failure to successfully complete clinical trials and other risks
detailed from time to time in the Company's filings with the Securities and
Exchange Commission. The actual results may differ materially from those
contained in this press release.