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): September 14, 2005
Manhattan
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
|
000-27282
(Commission
File Number)
|
36-3898269
(IRS
Employer Identification
No.)
|
810
Seventh Avenue, 4th Floor
|
10019
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(212)
582-3950
(Registrant's
telephone number, including area code)
(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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
Manhattan
Pharmaceuticals, Inc. (the “Company”) received written notice on September 14,
2005 from two of its directors, Joshua A. Kazam and David M. Tanen, informing
the Company of their resignation from the Company’s board of directors. The
resignations were effective immediately.
Neither
Mr. Kazam nor Mr. Tanen identified any disagreement with the Company or its
management as a reason for their resignations. Rather, both indicated that
they
have stepped down from the board because their obligations to their principal
business limits the time they have available to serve as directors of the
Company. The Company appreciates the contributions that both Messrs. Kazam
and
Tanen have made to the Company and thanks them for their service.
The
Company's board of directors has determined not to
fill the vacancies resulting from these resignations. Instead, the size of
the
board will be reduced from nine to seven persons, which the board believes is a more
appropriate size for the needs of the Company at this time.
SIGNATURE
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.
|
|
|
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Manhattan
Pharmaceuticals, Inc. |
|
|
|
Date:
September 20, 2005 |
By: |
/s/
Nicholas J. Rossettos |
|
Nicholas
J. Rossettos |
|
Chief
Financial Officer |