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): July 14, 2006

La Jolla Pharmaceutical Company
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	0-24274	33-0361285
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
6455 Nancy Ridge Drive, San Diego, California		92121
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (858) 452-6600

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 1.01 Entry into a Material Definitive Agreement.

On July 17, 2006, La Jolla Pharmaceutical Company (the "Company") announced that Michael Tansey, B.Sc., MB ChB, M.D., FFPM, has joined the Company as Chief Medical Officer. From 1996 until 2003, Dr. Tansey, 58, was Chief Medical Officer of Pharmacia and Upjohn and then Chief Medical Officer and Senior Vice President of Medical Development and a member of the Chief Executive's Operations Committee for Pharmacia Corporation. He has also previously held positions of increasing responsibility at Rhone-Poulenc-Rorer, Glaxo and Hoechst. Dr. Tansey founded a consulting group, Competitive Drug Development LLC, in 2003 and has since guided more than twelve companies in the United States, Europe and Asia to optimize their development processes and plans. During this time, Dr. Tansey also worked part-time as Director of Clinical Operations for a contract clinical research organization and as part-time Chief Medical Officer for NovaCardia, a biotechnology company. He is a member of the board of directors of invivod ata Inc. and VivoMetrics, Inc.

The Company and Dr. Tansey have entered into an employment offer letter dated July 10, 2006 and executed July 14, 2006 (the "Offer Letter"). The Offer Letter provides that Dr. Tansey will receive, as a regular, part-time employee (i) an annual base salary of $199,500, which is based on a part-time work schedule of 65% of his time devoted to his employment with the Company, (ii) a non-guaranteed annual bonus with a target amount of up to 35% of his base salary, with the exact amount to be determined each year based on Dr. Tansey's and the Company's performance with respect to performance objectives established by the Company's board of directors (iii) a payment of $9,600 per year for supplemental medical coverage whereby, as a condition to this payment, Dr. Tansey must decline the Company's medical plan during open enrollment periods, and (iv) reimbursement of up to $2,500 per month for expenses actually and reasonably incurred by Dr. Tansey for temporary housing for a p eriod of up to six months from Dr. Tansey's start date or until Dr. Tansey obtains permanent housing, whichever occurs earlier.

In accordance with the Offer Letter, on July 17, 2006, the compensation committee of the Company’s board of directors granted Dr. Tansey options to purchase 113,000 shares of common stock of the Company, with 33% of the shares vesting on the first anniversary date of the grant and the remaining 67% of the shares vesting ratably on a monthly basis over the next two years.

Copies of the Offer Letter and the press release announcing the appointment of Dr. Tansey as Chief Medical Officer are attached hereto as Exhibits 10.1 and 99.1, respectively, and they are incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this report on Form 8-K:

Exhibit No. Description

10.1 Employment Offer Letter, dated July 10, 2006 and executed July 14, 2006, by and between the Company and Michael Tansey

99.1 Press Release, dated July 17, 2006

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.

	La Jolla Pharmaceutical Company
July 18, 2006	By:	/s/ Gail A. Sloan
		Name: Gail A. Sloan
		Title: Vice President of Finance and Secretary

Exhibit Index

Exhibit No.	Description
10.1	Employment Offer Letter, dated July 10, 2006 and executed July 14, 2006, by and between the Company and Michael Tansey
99.1	Press Release, dated July 17, 2006

EX-10.1

EXHIBIT 10.1

July 10, 2006

Michael Tansey, BSc, MB ChB, MD, FFPM
7651 Country Club Drive
La Jolla, CA 92037

Dear Mike:

On behalf of La Jolla Pharmaceutical Company, I am pleased to offer you the position of Chief Medical Officer. This position will report to Deirdre Gillespie, M.D. in her position as President & CEO. Your start date will be Monday, July 17, 2006. Upon joining the Company, as a regular, part-time, exempt employee on your date of hire, La Jolla Pharmaceutical Company will provide you with a biweekly salary of $7,673.08 ($199,500.00 annualized figure). This figure is based on our mutually agreed part time schedule of 65% and is subject to change should there be a modification to this agreement. Your compensation will be payable biweekly less payroll deductions and all required withholdings, effective on your start date. In addition to your regular salary, you will be eligible to receive a target bonus of up to 35% of your base salary, with any bonus for year 2006 being prorated. This bonus will be determined by the achievement of goals tied to your position and the achievement of overall Corporate goals and is subject to approval by the Company’s Board of Directors.

In addition, La Jolla Pharmaceutical Company’s management will recommend to the Board of Directors that the Company grant you an incentive stock option to buy 113,000 shares of LJP common stock in accordance with the Company’s current stock option plan.

Furthermore, La Jolla Pharmaceutical Company agrees to pay you $9,600.00 per year employed for supplemental medical coverage. As a condition, you will decline the company’s medical plan during open enrollment periods. La Jolla Pharmaceutical Company further agrees to reimburse up to $2,500.00 per month for expenses actually and reasonably incurred by you for temporary housing for a maximum period of six months from your start date or until such time as you obtain permanent housing, whichever is earlier, as long as you are employed by the Company.

You will be eligible for the Company’s vacation, sick leave, holidays, 401k, medical, dental and vision benefits on your start date. Details about these and other employee benefit plans are available for your review.

As a La Jolla Pharmaceutical Company employee, you will be expected to abide by the Company’s rules, policies and regulations, in accordance with our standard employment practices. Prior to employment, you will be required to sign an agreement covering the Company’s Invention and Confidential Information. This offer will also be contingent upon the successful completion of LJP’s background screening process.

You may terminate your employment with La Jolla Pharmaceutical Company at any time and for any reason whatsoever, simply by notifying La Jolla Pharmaceutical Company. Likewise, La Jolla Pharmaceutical Company may terminate your employment or change your employment status at any time whatsoever, with or without cause or advance notice. Since La Jolla Pharmaceutical Company’s standard policy does not provide for agreements guaranteeing employment for any specific period of time, this offer is not intended to be construed as an employment contract or a guarantee of benefits.

The employment terms in this letter supersede any other agreements or promises made to you by anyone, whether oral or written. As required by law, this offer is subject to satisfactory proof of your right to work in the United States. Please see the attached Employment Eligibility Verification for a list of acceptable documents you will need to provide upon within three (3) days of date of hire.

To accept this offer of employment under the terms described above, please sign the enclosed Invention and Confidential Information Agreement and one copy of this letter and return them to me at La Jolla Pharmaceutical Company.

Should you have any questions, please do not hesitate to call. We look forward to having you join our organization and are confident that this will result in a mutually advantageous relationship.

Please note that if this offer is not accepted in writing as of Monday, July 17, 2006 at 5:00 p.m. Pacific Standard Time, it will become null and void.

Sincerely,

/s/ Deirdre Gillespie
Deirdre Gillespie, MD
President & CEO

/s/ Michael Tansey	7/14/06
Michael Tansey, BSc, MB ChB, MD, FFPM	Date

Enclosures

EXHIBIT 99.1

MICHAEL TANSEY, M.D. JOINS LA JOLLA PHARMACEUTICAL COMPANY AS CHIEF MEDICAL OFFICER

SAN DIEGO, July 17th, 2006 — La Jolla Pharmaceutical Company (Nasdaq: LJPC) today announced that Michael Tansey, B.Sc., MB ChB, M.D., FFPM, has joined the Company as Chief Medical Officer.

Dr. Tansey had been Chief Medical Officer and Senior Vice President at Pharmacia Corp. until its acquisition by Pfizer Inc. in 2003. He has more than 25 years of experience working at major pharmaceutical companies where he has had increasing responsibility for all aspects of product development, including global clinical development plans, clinical and medical operations, regulatory affairs, and post- approval clinical marketing support.

“Adding Mike’s depth of experience to our team further increases my confidence that we can expeditiously and successfully complete our ongoing global Phase 3 trial, which is the largest lupus study ever conducted,” said Deirdre Y. Gillespie, M.D., President and Chief Executive Officer of La Jolla Pharmaceutical Company. “Mike’s strong international experience will also add significant value to our efforts, given the current European regulatory review of our Marketing Authorization Application (MAA) for Riquent^®.” Riquent (abetimus sodium) is the Company’s drug candidate for the treatment of lupus kidney disease. The MAA was filed in March 2006.

From 1996 until 2003, Dr. Tansey was Chief Medical Officer of Pharmacia and Upjohn and then Chief Medical Officer and Senior Vice President of Medical Development and a member of the Chief Executive’s Operations Committee for Pharmacia Corporation. Previously, he held positions of increasing responsibility at Rhone-Poulenc-Rorer, Glaxo and Hoechst.

Dr. Tansey founded a consulting group, Competitive Drug Development LLC, in 2003 and has since guided more than 12 companies in the United States, Europe and Asia to optimize their development processes and plans. During this time, Dr. Tansey also worked part-time as Director of Clinical Operations for a contract clinical research organization and as part-time Chief Medical Officer for NovaCardia, a biotechnology company. He is a member of the board of directors of invivodata Inc. and VivoMetrics, Inc.

Dr. Tansey received a medical degree from Manchester University in the United Kingdom and a Doctorate from the University of Cape Town in South Africa for experimental and clinical studies into the metabolic aspects of myocardial infarction. He is an Associate Fellow of the American College of Cardiology and a Fellow of the Faculty of Pharmaceutical Medicine, Royal College of Physicians.

About La Jolla Pharmaceutical Company

La Jolla Pharmaceutical Company is a biotechnology company developing therapeutics for antibody-mediated autoimmune diseases and inflammation afflicting several million people around the world. The Company is developing Riquent® for the treatment of lupus kidney disease, a leading cause of sickness and death in patients with lupus. The Company is also developing small molecules to treat various other autoimmune and inflammatory conditions. The Company’s common stock is traded on The Nasdaq Stock Market under the symbol LJPC. For more information about the Company, visit its website: http://www.ljpc.com.

The forward-looking statements in this press release involve and will involve significant risks and uncertainties, and a number of factors, both foreseen and unforeseen, could cause actual results to differ materially from our current expectations. Forward-looking statements include those that express a plan, belief, expectation, estimation, anticipation, intent, contingency, future development or similar expression. The results from our clinical trials of Riquent, our drug candidate for the treatment of systemic lupus erythematosus (lupus), and any other drug candidate that we may develop, may not ultimately be sufficient to obtain regulatory clearance to market Riquent either in the United States or Europe, and we may be required to conduct additional clinical studies to obtain marketing approval. There can be no assurance, however, that we will have the necessary resources to complete any current or future trials or that any such trials will be sufficient to obtain marketing approval. The analysis of the data from our Phase 3 trial of Riquent showed that the trial did not reach statistical significance with respect to its primary endpoint, time to renal flare, or with respect to its secondary endpoint, time to treatment with high-dose corticosteroids or cyclophosphamide. Our blood test to measure the binding affinity for Riquent is experimental, has not been validated by independent laboratories and will likely be reviewed as part of the Riquent approval process. Our SSAO inhibitor program is at a very early stage of development and involves comparable risks. We depend on patents and other proprietary rights, and our ability to develop and sell our products in the future may be adversely affected by the intellectual property rights of third parties. Readers are cautioned to not place undue reliance upon forward-looking statements, which speak only as of the date hereof, and we undertake no obligation to update forward-looking statements to reflect events or circumstances occurring after the date hereof. Interested parties are urged to review additional risks described in our Annual Report on Form 10-K for the year ended December 31, 2005, and in other reports and registration statements that we file with the Securities and Exchange Commission from time to time.

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