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: August 25, 2006

(Date of earliest event reported)




Aradigm Corporation

(Exact name of registrant as specified in its charter)





CA

(State or other jurisdiction 
of incorporation)


0-28402

(Commission File Number)


94-3133088

(IRS Employer 
Identification Number)






3929 Point Eden Way

(Address of principal executive offices)

 

94545

(Zip Code)




510-265-9000
(Registrant's telephone number, including area code)




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:


 
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 1.01. Entry into a Material Definitive Agreement



On August 25, 2006 the Company entered into an Asset Purchase Agreement with Zogenix, Inc. (f/k/a SJ2 Therapeutics, Inc.),  pursuant to which the Company sold its Intraject subcutaneous delivery technology and related assets to Zogenix as of August 25, 2006. Additional details regarding the transaction are set forth in the press release dated August 28, 2006 attached as Exhibit 99.1.



Item 2.01. Completion of Acquisition or Disposition of Assets



The contents of Item 1.01 are incorporated into this Item 2.01 in their entirety.

Item 9.01. Financial Statements and Exhibits


(a) Financial statements:

             None

(b) Pro forma financial information:

             None

(c) Shell company transactions:

             None

(d) Exhibits

             99.1       Press Release of Aradigm Corporation dated August 28, 2006



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.








Dated: August 28, 2006



ARADIGM CORPORATION

By:  /s/ Thomas C. Chesterman                      

     Thomas C. Chesterman

     SVP and Chief Financial Officer







Exhibit Index



Exhibit No.
Description


99.1
Press Release of Aradigm Corporation dated August 28, 2006