8-K

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): March 17, 2004

ViroPharma Incorporated

(Exact name of issuer as specified in charter)

DELAWARE	0-021699	23-2789550
(State or Other Jurisdiction of Incorporation or Organization)	(Commission file number)	(I.R.S. Employer Identification Number)

405 EAGLEVIEW BOULEVARD

EXTON, PENNSYLVANIA 19341

(Address of principal executive offices)

(610) 458-7300

(Registrant’s telephone number, including area code)

Item 5 - Other Events.

As is more fully described in the attached press release that is incorporated herein by reference, on March 17, 2004, ViroPharma Incorporated announced entering into an agreement in principle to settle its securities litigation.

Item 7 - Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits

Exhibit No.	Description
99	ViroPharma Incorporated Press Release dated March 17, 2004

Signatures

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

	VIROPHARMA INCORPORATED
Date: March 18, 2004	By:	/s/ Thomas F. Doyle
		Thomas F. Doyle
		Vice President, General Counsel and Secretary

Index to Exhibits

Exhibit No.	Description
99	ViroPharma Incorporated Press Release dated March 17, 2004

EX-99

EXHIBIT 99

Contact: Vincent J. Milano Vice President, CFO and Treasurer VIROPHARMA INCORPORATED Phone (610) 321-6225

VIROPHARMA INCORPORATED

Enters Into Agreement in Principle to Settle Securities Litigation

Exton, PA March 17, 2004 - VIROPHARMA INCORPORATED (Nasdaq: VPHM) today announced that it has entered into an agreement in principle to settle its current class action securities litigation. The proposed settlement will be paid from the company’s insurance coverage and will not result in the payment of any funds by the company. The proposed settlement is subject to the approval of the court.

About ViroPharma Incorporated

ViroPharma Incorporated is committed to the development and commercialization of products that address serious diseases treated by physician specialists and in hospital settings. ViroPharma is currently focused on drug development activities in viral diseases including cytomegalovirus (CMV) and hepatitis C (HCV).

The information in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. A number of factors could cause actual results to differ materially from the Company’s assumptions and expectations. These are set forth in the cautionary statements included in ViroPharma’s most recent Form 10-Q and Form 10-K filed with the Securities and Exchange Commission.

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