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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):January 28, 2005

ARQULE, INC.

(Exact Name of Registrant as Specified in its Charter)
         
Delaware   000-21429   04-3221586
         
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (I.R.S. Employer
Identification No.)

19 Presidential Way
Woburn, MA

(Address of principal executive offices)

01801

(Zip code)

(781) 994-0300

(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))

 

 

Section 8. – Other Events

Item 8.01. Other Events

     On January 28, 2005, the Company issued a press release announcing that it closed its previously announced offering. The Company sold an aggregate of 5,788,095 shares of its common stock at the purchase price of $5.25 per share, for aggregate gross proceeds of $28,559,248.82.

     A copy of the Company’s press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Section 9. – Financial Statements and Exhibits

Item 9.01(c) Exhibits

     99.1 Press Release dated January 28, 2005

 

 

SIGNATURES

     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.

         
  ARQULE, INC.
 		  
Date: January 31, 2005  By:   /s/ J. David Jacobs    
    J. David Jacobs   
    Vice President, Legal and General Counsel