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~~July 1931, ~~2007~~ 2008

ARBIOS SYSTEMS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

000-32603 (Commission File Number)	91-1955323 (I.R.S. Employer Identification No.)
000-32603	91-1955323
1050 Winter Street, Suite 1000 Waltham, Massachusetts (Address of Principal Executive Offices)	02451 (Zip Code)
(Commission File Number)	(I.R.S. Employer Identification No.)

(781) 839-7293

1050 Winter Street, Suite 1000 Waltham, Massachusetts	02451
(Address of Principal Executive Offices)	(Zip Code)

(781) 839-7292

(Registrant’s Telephone Number, Including Area Code)

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 (See General Instruction A.2 below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	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 CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On August 5, 2008, Arbios Systems, Inc. (athe “Company”) announced that it was suspending its operations to focus its efforts on obtaining financing or consummating a strategic transaction. See, Item 8.01 below. In connection with the suspension of its operations, the Company on July 31, 2008 terminated the employment of Shawn Cain, President and Chief Executive Officer, Scott Hayashi, Chief Financial Officer, Jacek Rozga, MD, Ph.D., Chief Scientific Officer, and Susan Papalia, Vice President of Clinical Affairs. Upon the termination of their employments, each of the foregoing officers executed the Company’s standard severance/termination agreement, and each of these officers received a severance payment in the following amount: Shawn Cain (e$46,250, representing three month’s salary), Scott Hayashi ($20,833, representing two month’s salary), Jacek Rozga ($33,333, representing two month’s salary), and Susan Papalia (~~f):~~$28,333, representing ~~Not~~two ~~applicable~~month’s salary).

~~(b) On~~Pursuant ~~September~~ to ~~19,~~a ~~2007~~Consulting Agreement, ~~Walter~~dated ~~Ogier~~August 1, ~~resigned~~2008, asMr. aCain ~~Director,~~has ~~President~~agreed ~~and~~to ~~Chief~~continue ~~Executive~~ to ~~Officer~~provide ofservices to the Company as a part-time consultant for a period of 30 days at a rate of $5,000 ~~effective~~per ~~immediately~~month. The ~~Company~~Consulting ~~thanks~~agreement is renewable for Mr consecutive 30-day periods upon joint agreement. Under the terms of the ~~Ogier~~ consulting ~~for~~agreement, ~~his~~Mr. ~~service~~Cain towill act as the ~~Company~~interim principal executive officer of the company.

~~(c) On~~Pursuant ~~September~~ to ~~19,~~a ~~2007~~Consulting Agreement, ~~the~~dated ~~Company’s~~August ~~Board~~1, of2008, ~~Directors~~Mr. ~~appointed~~Hayashi ~~Shawn~~has P.agreed ~~Cain~~to ~~(age~~ continue ~~41),~~to ~~currently~~provide ~~the~~services ~~Vice~~to ~~President~~the ofCompany ~~Operation~~as ofa ~~the~~part-time ~~Company,~~consultant asfor ~~the~~a ~~interim~~ period ~~President~~of ~~and~~30 ~~Chief~~days ~~Executive~~at ~~Officer~~a torate ~~serve~~of ~~until~~$5,000 ~~his~~per ~~successor~~ month. The Consulting agreement is ~~duly~~ renewable ~~elected~~for ~~and~~consecutive ~~qualified~~30-day orperiods ~~until~~upon ~~his~~joint ~~prior~~agreement. ~~removal~~Mr. orHayashi will act ~~resignation~~as the Company’s interim Chief Financial Officer.

~~Mr.~~ITEM Cain joined the Company as its Vice President of Operations in April 2005 and was previously employed by the Company as a part-time consultant from December 2003 to March 2005 8.01 ~~From~~OTHER June 2003 to March 2005, Mr. Cain was employed at Becton Dickinson’s Discovery Labware, Biologics Business, where he was responsible for the operation of two manufacturing facilities that produced over 900 biologics products. From January 1997 through May 2003, Mr. Cain was the Vice President of Operations for Circe Biomedical, Inc., where he was instrumental in the early development of the bioartificial liver technology, including development the company’s HepatAssistTM product.EVENTS

~~There~~On is August no 5, ~~family relationship~~2008, ~~arrangement~~the orCompany ~~understanding~~issued ~~between~~a ~~Mr.~~press ~~Cain~~release ~~and~~in which it announced that it would ~~any other~~ be ~~person~~focusing ~~pursuant~~its day to ~~which~~day heoperations ~~was~~exclusively ~~appointed~~on asobtaining anfinancing ~~executive~~or consummating ~~officer~~a ofstrategic transaction and, in connection therewith, that the Company’s employees were released from employment in order to preserve the Company’s remaining cash resources. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Mr. Cain will remain an at-will employee and will receive an annual salary of $185,000. Mr. Cain was also granted options to purchase 100,000 shares of the Company’s common stock at an exercise price of $0.49 which vest in accordance with predefined milestones along specific timeframes.

(d) On September 19, 2007, the Company’s Board of Directors appointed Amy Factor to serve as a Director of the Company to fill the vacancy created by the resignation of Mr. Ogier, to serve until the 2008 Annual Meeting of Stockholders. In connection with Ms. Factor’s appointment to the Board of Directors, the Company entered into an arrangement with AFO Advisors, LLC, pursuant the Company engaged Ms. Factor to commit 50% of her time to provide investor relations services to support the Company’s fundraising efforts as well as provide strategic, accounting and financial advice. The Company granted AFO Advisors, LLC 100,000 shares of restricted common stock, 50,000 of which will become unrestricted on January 1, 2008, and 50,000 of which will become unrestricted in accordance with predefined milestones along specific timeframes. In addition, AFO Advisors will be paid $12,500 per month for a period of up to twelve months.

A copy of the press release announcing the resignation of Mr. Ogier and the appointment of Mr. Cain and Ms. Factor is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit No.		Exhibit
10.1		Consulting Agreement, dated August 1, 2008, between the Company and Shawn P. Cain.
10.2		Consulting Agreement, dated August 1, 2008, between the Company and Scott Hayashi.
99.1		Press Release dated August 5, 2008

Exhibit No.		Exhibit
99.1		Press Release dated September 19, 2007

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.

	ARBIOS SYSTEMS, INC.
Date: September 21, 2007	By:	/s/ SHAWN P. CAIN
Date: August 6, 2008	By:	/s/ SHAWN P. CAIN
		Shawn P. Cain, Interim President and Chief Executive Officer
		Shawn P. Cain, Interim President

EXHIBIT INDEX

Exhibit No.		Exhibit
99.1		Press Release dated September 19, 2007
10.1		Consulting Agreement, dated August 1, 2008, between the Company and Shawn P. Cain.
10.2		Consulting Agreement, dated August 1, 2008, between the Company and Scott Hayashi.
99.1		Press Release dated August 5, 2008

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