content: <PAGE>
   
                        SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, DC  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 16, 1997
  
  
                            ANSAN PHARMACEUTICALS, INC.
  --------------------------------------------------------------------------------
               (Exact name of registrant as specified in its charter)
  
                 Delaware                                       94-3171943
  --------------------------------------------------------------------------------
  (State of Incorporation or Organization)                   (I.R.S. Employer
                                                               Identification no.)
  
  400 Oyster Point Boulevard, Suite 435, South San Francisco, CA    94080
  --------------------------------------------------------------------------------
          (Address of principal executive offices)                (Zip Code)
  
  
  
  Registrant's telephone no., including area code:  (415) 635-0200
                                                    --------------
  
  
                                   NOT APPLICABLE
  --------------------------------------------------------------------------------
           (Former name or former address, if changed since last report)
  
                                        -1-
  <PAGE>
   
  ITEM 5.  OTHER EVENTS
           ------------
  Ansan Pharmaceuticals, Inc. ("Ansan") has entered into an Agreement and Plan of
  Reorganization and Merger with Discovery Laboratories, Inc., a privately-held
  development stage biotechnology company, ("Discovery") pursuant to which
  Discovery will be merged with and into Ansan (the "Merger"). The parties also
  entered into a Stock Purchase Agreement pursuant to which Discovery has
  purchased shares of a new class of convertible preferred stock of Ansan for
  aggregate cash consideration of $1,300,000, representing a common stock
  equivalent price of approximately $1.40 per share. In connection with these
  transactions, Ansan has entered into a Sublicense Agreement with Titan
  Pharmaceuticals, Inc. ("Titan") Ansan's principal stockholder, pursuant to which
  Titan will receive an exclusive worldwide sublicense to certain butyrate
  compounds for certain indications in exchange for Titan's payment of a 2%
  royalty on net sales and Titan's transfer to Ansan of all of its equity holdings
  in Ansan. The sublicense includes the anti-cancer agent Privarex, currently in
  Phase I testing for solid tumors. The Sublicense Agreement is subject to
  consummation of the Merger.
  
  The closing of the Merger, which is expected to occur in November 1997, is
  subject to customary closing conditions, including approval by the stockholders
  of Ansan and Discovery. If the Merger is completed, it is anticipated that the
  shareholders of Discovery will be issued securities representing approximately
  90% of the outstanding stock of the combined entity. In connection with the
  Merger, Ansan will seek stockholder approval to effect a reverse stock split. In
  the event the Merger is not completed, the preferred stock held by Discovery
  may, under certain circumstances, be convertible into shares of common stock
  representing 51% of Ansan's outstanding shares and Discovery has the right to
  terminate the Merger Agreement if Ansan's securities are delisted from the
  Nasdaq Stock Market prior to consummation of the Merger. In such circumstances,
  Ansan would have the right to redeem the preferred shares for $1,300,000, plus a
  redemption premium of $13,000 per month.
  
       Assuming the equity investment by Discovery had occurred as of June 30, 
  1997, set forth below is preliminiary pro forma Balance Sheet Data for Ansan as 
  of June 30, 1997.
  
                                       ANSAN
                     PRELIMINARY PRO FORMA BALANCE SHEET DATA
              
              June 30, 1997
              -------------
  
  Working Capital         2,660,976
  
  Total Assets            3,118,205
  
  Capital Surplus         1,748,832
  
  
                                        -2-
  <PAGE>
   
  ITEM 7.   EXHIBITS
            --------
  
  2.1       Agreement and Plan of Reorganization and Merger between Ansan
            Pharmaceuticals, Inc. and Discovery Laboratories, Inc. dated July 16,
            1997. ("Merger Agreement")
  
  2.2       Certificate of Designation of Series B Convertible Preferred Stock of
            Ansan Pharmaceuticals, Inc. to be filed with the Delaware Secretary
            of State in connection with the merger. (Exhibit A to Merger
            Agreement)
  
  2.3       Certificate of Merger between Ansan Pharmaceuticals, Inc. and
            Discovery Laboratories, Inc. (Exhibit B to Merger Agreement)
  
  2.4       Preferred Stock Purchase Agreement dated as of July 16, 1997 by and
            between Ansan Pharmaceuticals, Inc. and Discovery Laboratories,
            Inc. ("Stock Purchase Agreement")
  
  3.1       Certificate of Designation of Series A Convertible Preferred Stock of
            Ansan Pharmaceuticals, Inc. filed with the Delaware Secretary of State
            on July 16, 1997. (Exhibit B to Stock Purchase Agreement)
  
  
                                        -3-
  <PAGE>
   
                                     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.
  
                                ANSAN PHARMACEUTICALS, INC.
  
  
  
  Date:  July 16, 1997          By:       /s/ Vaughan Shalson
                                   ------------------------------------
                                   Vaughan Shalson, President and Chief
                                   Executive Officer
  
                                        -4-
  <PAGE>
   
                                   EXHIBIT INDEX
  
  <TABLE> 
  <CAPTION> 
  
  Exhibit
    No.        Exhibit
  -------      -------
  <C>         <S> 
   2.1         Agreement and Plan of Reorganization and Merger between Ansan
               Pharmaceuticals, Inc. and Discovery Laboratories, Inc. dated July
               16, 1997. 
  
   2.2         Certificate of Designation of Series B Convertible Preferred Stock
               of Ansan Pharmaceuticals, Inc. to be filed with the Delaware
               Secretary of State in connection with the merger.
  
   2.3         Certificate of Merger between Ansan Pharmaceuticals, Inc. and
               Discovery Laboratories, Inc.
  
   2.4         Preferred Stock Purchase Agreement dated as of July 16, 1997 by and
               between Ansan Pharmaceuticals, Inc. and Discovery Laboratories,
               Inc.
  
   3.1         Certificate of Designation of Series A Convertible Preferred Stock
               of Ansan Pharmaceuticals, Inc. filed with the Delaware Secretary of
               State on July 16, 1997.
  </TABLE> 
  
  
                                        -5-
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text: SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, DC  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 16, 1997
  
                            ANSAN PHARMACEUTICALS, INC.
  --------------------------------------------------------------------------------
               (Exact name of registrant as specified in its charter)
  
                 Delaware                                       94-3171943
  --------------------------------------------------------------------------------
  (State of Incorporation or Organization)                   (I.R.S. Employer
                                                               Identification no.)
  
  400 Oyster Point Boulevard, Suite 435, South San Francisco, CA    94080
  --------------------------------------------------------------------------------
          (Address of principal executive offices)                (Zip Code)
  
  Registrant's telephone no., including area code:  (415) 635-0200
                                                    --------------
  
                                   NOT APPLICABLE
  --------------------------------------------------------------------------------
           (Former name or former address, if changed since last report)
  
                                        -1-
  ITEM 5.  OTHER EVENTS
           ------------
  Ansan Pharmaceuticals, Inc. ("Ansan") has entered into an Agreement and Plan of
  Reorganization and Merger with Discovery Laboratories, Inc., a privately-held
  development stage biotechnology company, ("Discovery") pursuant to which
  Discovery will be merged with and into Ansan (the "Merger"). The parties also
  entered into a Stock Purchase Agreement pursuant to which Discovery has
  purchased shares of a new class of convertible preferred stock of Ansan for
  aggregate cash consideration of $1,300,000, representing a common stock
  equivalent price of approximately $1.40 per share. In connection with these
  transactions, Ansan has entered into a Sublicense Agreement with Titan
  Pharmaceuticals, Inc. ("Titan") Ansan's principal stockholder, pursuant to which
  Titan will receive an exclusive worldwide sublicense to certain butyrate
  compounds for certain indications in exchange for Titan's payment of a 2%
  royalty on net sales and Titan's transfer to Ansan of all of its equity holdings
  in Ansan. The sublicense includes the anti-cancer agent Privarex, currently in
  Phase I testing for solid tumors. The Sublicense Agreement is subject to
  consummation of the Merger.
  
  The closing of the Merger, which is expected to occur in November 1997, is
  subject to customary closing conditions, including approval by the stockholders
  of Ansan and Discovery. If the Merger is completed, it is anticipated that the
  shareholders of Discovery will be issued securities representing approximately
  90% of the outstanding stock of the combined entity. In connection with the
  Merger, Ansan will seek stockholder approval to effect a reverse stock split. In
  the event the Merger is not completed, the preferred stock held by Discovery
  may, under certain circumstances, be convertible into shares of common stock
  representing 51% of Ansan's outstanding shares and Discovery has the right to
  terminate the Merger Agreement if Ansan's securities are delisted from the
  Nasdaq Stock Market prior to consummation of the Merger. In such circumstances,
  Ansan would have the right to redeem the preferred shares for $1,300,000, plus a
  redemption premium of $13,000 per month.
  
       Assuming the equity investment by Discovery had occurred as of June 30, 
  1997, set forth below is preliminiary pro forma Balance Sheet Data for Ansan as 
  of June 30, 1997.
  
                                       ANSAN
                     PRELIMINARY PRO FORMA BALANCE SHEET DATA
              
              June 30, 1997
              -------------
  
  Working Capital         2,660,976
  
  Total Assets            3,118,205
  
  Capital Surplus         1,748,832
  
                                        -2-
  ITEM 7.   EXHIBITS
            --------
  
  2.1       Agreement and Plan of Reorganization and Merger between Ansan
            Pharmaceuticals, Inc. and Discovery Laboratories, Inc. dated July 16,
            1997. ("Merger Agreement")
  
  2.2       Certificate of Designation of Series B Convertible Preferred Stock of
            Ansan Pharmaceuticals, Inc. to be filed with the Delaware Secretary
            of State in connection with the merger. (Exhibit A to Merger
            Agreement)
  
  2.3       Certificate of Merger between Ansan Pharmaceuticals, Inc. and
            Discovery Laboratories, Inc. (Exhibit B to Merger Agreement)
  
  2.4       Preferred Stock Purchase Agreement dated as of July 16, 1997 by and
            between Ansan Pharmaceuticals, Inc. and Discovery Laboratories,
            Inc. ("Stock Purchase Agreement")
  
  3.1       Certificate of Designation of Series A Convertible Preferred Stock of
            Ansan Pharmaceuticals, Inc. filed with the Delaware Secretary of State
            on July 16, 1997. (Exhibit B to Stock Purchase Agreement)
  
                                        -3-
  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.
  
                                ANSAN PHARMACEUTICALS, INC.
  
  Date:  July 16, 1997          By:       /s/ Vaughan Shalson
                                   ------------------------------------
                                   Vaughan Shalson, President and Chief
                                   Executive Officer
  
                                        -4-
  EXHIBIT INDEX
  Exhibit
    No.        Exhibit
  -------      -------
  2.1         Agreement and Plan of Reorganization and Merger between Ansan
               Pharmaceuticals, Inc. and Discovery Laboratories, Inc. dated July
               16, 1997. 
  
   2.2         Certificate of Designation of Series B Convertible Preferred Stock
               of Ansan Pharmaceuticals, Inc. to be filed with the Delaware
               Secretary of State in connection with the merger.
  
   2.3         Certificate of Merger between Ansan Pharmaceuticals, Inc. and
               Discovery Laboratories, Inc.
  
   2.4         Preferred Stock Purchase Agreement dated as of July 16, 1997 by and
               between Ansan Pharmaceuticals, Inc. and Discovery Laboratories,
               Inc.
  
   3.1         Certificate of Designation of Series A Convertible Preferred Stock
               of Ansan Pharmaceuticals, Inc. filed with the Delaware Secretary of
               State on July 16, 1997.
  -5-