8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Current Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 3, 2004

GUILFORD PHARMACEUTICALS INC.

(Exact name of registrant as specified in its
charter)

Delaware	0-23736	52-1841960
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

6611 Tributary Street
Baltimore, Maryland	21224
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (410) 631-6300

(Former name or former address, if changed since last report)

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INFORMATION TO BE INCLUDED IN THE REPORT

Item 5.	Other Events.
	On May 3, 2004, the Company issued a press release announcing the resignation of Andrew R. Jordan, Executive Vice President, Finance and Administration and Chief Financial Officer, effective May 31st. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 7.	Financial Statements, Pro Forma Financial Information and Exhibits
	(c)      Exhibits

99.1 Press Release of Guilford Pharmaceuticals Inc. issued May 3, 2004

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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 hereunto duly authorized.

	Guilford Pharmaceuticals Inc.
Date: May 5, 2004	By:	/s/ Asher M. Rubin Asher M. Rubin Vice President, General Counsel and Secretary

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INDEX TO EXHIBITS

Exhibit
Number	Exhibit Description	Page
99.1	Press Release dated May 3, 2004	5

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Guilford Pharmaceuticals Announces Resignation
of Andrew R. Jordan, Chief Financial Officer

BALTIMORE, May 3 — Guilford Pharmaceuticals Inc. (Nasdaq: GLFD) announced today that Andrew R. Jordan, Executive Vice President, Finance and Administration and Chief Financial Officer, resigned from the Company, effective May 31st, and has accepted a new position as Senior Vice President and Chief Financial Officer with Odyssey Pharmaceuticals Inc. Guilford has commenced a search for a replacement.

Craig R. Smith, M.D., Chairman, President and Chief Executive Officer of Guilford, commented, “Since joining Guilford in 1993, Andy has played a pivotal role in shepherding the Company through a period of substantial growth. He has built a first-rate Finance and Accounting department and led us through numerous transactions that have kept Guilford financially strong through the years. Everyone at Guilford owes Andy a debt of gratitude for his loyal and devoted service to the Company.”

“Making the decision to leave Guilford was very difficult,” remarked Andrew Jordan. “I continue to believe in the Company’s mission and have great confidence in Guilford’s future. Guilford is poised for success both on the commercial and clinical development fronts over the next several years. I have enjoyed working with the Guilford management team and all of the employees at Guilford these past ten years. The position I have accepted will offer me new opportunities and challenges that are very appealing to me.”

About Guilford

Guilford Pharmaceuticals Inc. is a fully integrated pharmaceutical company engaged in the research, development and commercialization of products that target the hospital market. Presently, Guilford markets two commercial products, GLIADEL® Wafer (polifeprosan 20 with carmustine implant), for the treatment of brain cancer, and AGGRASTAT® Injection (tirofiban hydrochloride), a glycoprotein GP IIb/IIIa receptor antagonist used for the treatment of acute coronary syndrome (ACS). Guilford’s product pipeline includes a novel anesthetic, AQUAVAN® Injection, and drugs for treating Parkinson’s disease and post-prostatectomy erectile dysfunction.

CONTACT: Stacey Jurchison, Director, Corporate Communications, Guilford Pharmaceuticals, (410) 631-5022; jurchisons@guilfordpharm.com. www.guilfordpharm.com.

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