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): May 24, 2005

Guilford Pharmaceuticals Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	000-23736	52-1841960
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	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

Not Applicable
______________________________________________
Former name or former address, if changed 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:

[  ]  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-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.05. Costs Associated with Exit or Disposal Activities.

The information set forth under Item 7.01 below is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

On May 24, 2005, Guilford Pharmaceuticals Inc. announced the implementation of a reduction in force of 38 full-time employees as part of the Company's recently-announced strategic plan. The Company currently estimates that it will incur cash severance and outplacement costs of approximately $1.3 million in connection with the reduction, which costs are expected to be paid over the next nine months. Today's actions, combined with the Company's smaller reduction in force in December 2004, are expected to reduce the Company's annual salary and benefits expenses by approximately $6 million, not including associated severance costs.

A copy of the press release announcing the reduction in force, dated March 24, 2005, is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

99.1-Press Release issued by the Registrant on May 24, 2005.

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.
May 24, 2005	By:	Asher M. Rubin, Esq.
		Name: Asher M. Rubin, Esq.
		Title: Senior Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated May 24, 2005

EX-99.1

FOR IMMEDIATE RELEASE

GUILFORD PHARMACEUTICALS IMPLEMENTS STRATEGIC REORGANIZATION TO ALIGN RESOURCES WITH
CORPORATE STRATEGY

BALTIMORE, MD, May 24, 2005 — Guilford Pharmaceuticals Inc. (NASDAQ:GLFD) today announced that it has implemented a restructuring plan that it expects will reduce overall costs and realign its resources to optimally focus on the Company’s key assets, GLIADEL^® Wafer and AQUAVAN^® Injection.

Dean J. Mitchell, President and Chief Executive Officer, remarked “We recently established a new strategy with the goal of transforming Guilford into a focused, market-driven pharmaceutical company positioned to deliver improved shareholder value. As part of this process we selected the key assets on which our future success would be based. Our next step was to align Guilford’s organizational structure with the new strategy to ensure we are optimally resourced to achieve our corporate objectives.”

“Under the restructuring plan announced today we have implemented several actions to improve efficiencies and reduce expenses, while enhancing the focus on our key products, GLIADEL^® and AQUAVAN^®,” continued Mr. Mitchell. “First, we have realigned our sales territories to provide increased sales and marketing focus on GLIADEL^®, while supporting AGGRASTAT^® through the transition process. Second, we have implemented organizational changes, including consolidating our regulatory affairs group into the clinical development organization to better support clinical development activities for AQUAVAN^®.”

“Finally, we have also taken additional measures to streamline our workforce to conserve our financial resources and ensure the alignment of our personnel with our operational needs,” said Mr. Mitchell. “Since December 2004, we have reduced our workforce from 300 to 238 positions. Several of these positions have been eliminated through attrition, while an additional 38 positions have been eliminated today as part of the restructuring plan. While I regret the necessity for such decisions, I firmly believe that the new organization will ensure Guilford is better aligned to achieve its corporate objectives and build shareholder value as we continue to make progress against our new strategy and deliver results.”

As a result of the restructuring plan, the Company currently estimates that it will incur charges of approximately $1.3 million related to severance and outplacement costs. The Company currently expects that these restructuring expenses will be paid over the next nine months. By realigning its personnel, the Company expects to achieve an annualized expense reduction of approximately $6 million.

About Guilford

Guilford Pharmaceuticals Inc. is a pharmaceutical company engaged in the research, development and commercialization of proprietary drugs that target the hospital and neurology markets. 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 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 peripheral nerve injury. For additional prescribing information about GLIADEL® and AGGRASTAT® please see http://www.guilfordpharm.com, under Products / Marketed Products.

Contact: Stacey Jurchison
410 274-5266
jurchisons@guilfordpharm.com

###

This press release contains forward-looking statements that involve risks and uncertainties, including those described in the section entitled “Risk Factors” contained in the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 9, 2005 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, there can be no assurance that the Company will be successful in its efforts to license, partner or divest AGGRASTAT® Injection.