content: Page 1 of 3 pages
  
  
  
  
  
                       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):  November 22, 1995
  
  
                               MOLECULAR BIOSYSTEMS, INC.
                (Exact name of registrant as specified in its charter)
  
  
  
     Delaware                       1-10546                 36-30878632
  (State or other juris-        (Commission file            (IRS employer
  diction of incorporation)          number)                identification number)
  
  
  
                  10030 Barnes Canyon Road, San Diego, California  92121
                       (Address of principal executive offices)
  
  
           Registrant's telephone number, including area code:  (619) 452-0681
  
  
  
  <PAGE>
  
  
  Item 5.  Other Events.
  
           On November 22, 1995, the arbitrator in arbitration proceedings between
  Molecular Biosystems,  Inc. (the "Company") and Bracco S.p.A. ("Bracco") entered
  an award  refunding  a portion of the license fee that Bracco paid to MBI in May
  1993 in connection with MBI's license to Bracco of MBI's oral  ultrasound  agent
  technology.
  
           In May 1993,  the Company and Bracco  entered into a license  agreement
  granting Bracco  exclusive  distribution  rights in Europe and the former Soviet
  Union to the  Company's  proprietary  oral  ultrasound  agent  for  imaging  the
  gastrointestinal tract. Bracco paid the Company a $2 million license fee at that
  time and agreed to undertake  certain  product  development  obligations  in the
  territory.
  
           In March 1994,  Bracco  notified  the Company that it wanted to rescind
  the agreement and demanded that the Company  return the $2 million  license fee.
  The Company denied Bracco's claims,  and in January 1995,  Bracco filed a demand
  for arbitration  seeking a return of the license fee and other monetary  relief.
  The Company's  response again denied  Bracco's  claims and asked for damages and
  other monetary relief on the grounds that Bracco's purported decision was in bad
  faith and resulted from its acquisition of the exclusive license for a competing
  imaging agent.
  
           The arbitrator  canceled the license  agreement between the parties and
  awarded Bracco a refund of $1.7 million plus statutory  interest from March 1994
  through  September  1995.  MBI's claims were denied as were other claims made by
  Bracco.  MBI retains full rights to its agent in the territory formerly licensed
  to Bracco.
  
           The Company  does not believe that  payment of the  arbitrator's  award
  will have a material adverse effect on the Company's financial condition.
  
           MBI's  oral  ultrasound  agent,  ORALEX(R),  is  currently  in  Phase 2
  clinical studies in the United States.
  
  
  <PAGE>
  
  
  
           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.
  
  Date:    December 13, 1995.
  
  
  
                                              Molecular Biosystems, Inc.
  
  
                                               By /s/ Steven Lawson
                                                  Steven Lawson
                                                  Vice President, Legal Affairs,
                                                  General Counsel, and Secretary
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text: Page 1 of 3 pages
  
                       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):  November 22, 1995
  
                               MOLECULAR BIOSYSTEMS, INC.
                (Exact name of registrant as specified in its charter)
  
     Delaware                       1-10546                 36-30878632
  (State or other juris-        (Commission file            (IRS employer
  diction of incorporation)          number)                identification number)
  
                  10030 Barnes Canyon Road, San Diego, California  92121
                       (Address of principal executive offices)
  
           Registrant's telephone number, including area code:  (619) 452-0681
  Item 5.  Other Events.
  
           On November 22, 1995, the arbitrator in arbitration proceedings between
  Molecular Biosystems,  Inc. (the "Company") and Bracco S.p.A. ("Bracco") entered
  an award  refunding  a portion of the license fee that Bracco paid to MBI in May
  1993 in connection with MBI's license to Bracco of MBI's oral  ultrasound  agent
  technology.
  
           In May 1993,  the Company and Bracco  entered into a license  agreement
  granting Bracco  exclusive  distribution  rights in Europe and the former Soviet
  Union to the  Company's  proprietary  oral  ultrasound  agent  for  imaging  the
  gastrointestinal tract. Bracco paid the Company a $2 million license fee at that
  time and agreed to undertake  certain  product  development  obligations  in the
  territory.
  
           In March 1994,  Bracco  notified  the Company that it wanted to rescind
  the agreement and demanded that the Company  return the $2 million  license fee.
  The Company denied Bracco's claims,  and in January 1995,  Bracco filed a demand
  for arbitration  seeking a return of the license fee and other monetary  relief.
  The Company's  response again denied  Bracco's  claims and asked for damages and
  other monetary relief on the grounds that Bracco's purported decision was in bad
  faith and resulted from its acquisition of the exclusive license for a competing
  imaging agent.
  
           The arbitrator  canceled the license  agreement between the parties and
  awarded Bracco a refund of $1.7 million plus statutory  interest from March 1994
  through  September  1995.  MBI's claims were denied as were other claims made by
  Bracco.  MBI retains full rights to its agent in the territory formerly licensed
  to Bracco.
  
           The Company  does not believe that  payment of the  arbitrator's  award
  will have a material adverse effect on the Company's financial condition.
  
           MBI's  oral  ultrasound  agent,  ORALEX(R),  is  currently  in  Phase 2
  clinical studies in the United States.
  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.
  
  Date:    December 13, 1995.
  
                                              Molecular Biosystems, Inc.
  
                                               By /s/ Steven Lawson
                                                  Steven Lawson
                                                  Vice President, Legal Affairs,
                                                  General Counsel, and Secretary