8-K

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                       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: SEPTEMBER 2, 1998
                        (DATE OF EARLIEST EVENT REPORTED)


                          GUILFORD PHARMACEUTICALS INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                   DELAWARE               0-23736               52-1841960
  (State or other jurisdiction of       (Commission          (I.R.S. Employer
   incorporation or organization)       File Number)      Identification Number)


                              6611 TRIBUTARY STREET
                               BALTIMORE, MARYLAND
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
                                      21224
                                   (ZIP CODE)

                                 (410) 631-6300
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

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     ITEM 5.  OTHER EVENTS

     Effective September 2,1998, a Committee of the Board of Directors Guilford
     Pharmaceuticals Inc. (the "Company") authorized a common stock repurchase
     program of up to one million shares of the Company's common stock in the
     aggregate. The Company will purchase its common stock in the open market or
     in block transactions from time to time as it deems appropriate. Guilford
     Pharmaceuticals has implemented the repurchase plan since it believes that
     at recent market prices its common stock represents an attractive economic
     value.

     ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

EXHIBIT NUMBER DESCRIPTION

99.1           Press Release, dated September 2, 1998, entitled "Guilford 
               Pharmaceuticals Inc. Announces Stock Repurchase Plan ".

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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.


                                        GUILFORD PHARMACEUTICALS INC.


Date:  September 2, 1998                  By: /s/ Craig R. Smith, M.D.
                                          -------------------------------------
                                          Craig R. Smith, M.D.
                                          President and Chief Executive Officer

EX-99.1

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                                                                    EXHIBIT 99.1

FOR IMMEDIATE RELEASE   Contact:    Angela Rubin
                                    Guilford Pharmaceuticals Inc.
                                    (410) 631-6449

                                    Brad Miles (media)
                                    BMC
                                    Jonathan Fassberg (investor)
                                    The Trout Group
                                    (212) 477-9007


          GUILFORD PHARMACEUTICALS INC. ANNOUNCES STOCK REPURCHASE PLAN

Baltimore, MD, September 2, 1998 -- Guilford Pharmaceuticals Inc. (Nasdaq: GLFD)
today announced that a Committee of the Company's Board of Directors has
authorized a common stock repurchase program of up to one million shares of the
Company's common stock in the aggregate. The Company will purchase its common
stock in the open market or in block transactions from time to time as it deems
appropriate. Guilford Pharmaceuticals has implemented the repurchase plan since
it believes that at recent market prices its common stock represents an
attractive economic value.

Guilford Pharmaceuticals Inc. is a biopharmaceutical company engaged in the
development of polymer-based therapeutics for brain and other cancers, and novel
products for the diagnosis and treatment of neurological diseases, including
Parkinson's Disease, Alzheimer's disease, stroke, head trauma, spinal cord
injuries, multiple sclerosis, peripheral neuropathies and cocaine addiction.

                                      # # #


Internet address:       http://www.guilfordpharm.com
For Press Releases:     http://www.prnewswire.com

This press release contains forward-looking statements that involve risk and
uncertainties, including those described in the section entitled "Risk Factors"
contained in the Company's Annual Report on Form 10-K for the year ended
December 31, 1997, that could cause the Company's actual results and experience
to differ materially from anticipated results and expectations expressed in
these forward-looking statements. Among other things, the one million shares
authorized for the repurchase program is a maximum limit, and the Company in its
discretion may not complete the repurchase of all such shares due to fluctuating
market conditions or other reasons.