UNITED STATES

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)

~~December~~November 3021, ~~2005~~2006

AKESIS PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Nevada	000-27409	84-1409219
(State or other jurisdiction ofincorporation)	(Commission File Number)	(IRS EmployerIdentification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

888 Prospect Street, Suite 320

La Jolla, California 92037

(Address of principal executive offices, including zip code)

(858) 454-4311

(Registrant’s telephone number, including area code)

N/A

(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:

¨	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 1.01.

Entry into a Material Definitive Agreement.

On ~~December~~November 3021, ~~2005~~ 2006, we entered into a ~~Common~~Securities ~~Stock and Warrant~~ Purchase Agreement (the “Agreement”) with certain accredited investors (the “Investors”) ~~and~~pursuant ~~consummated~~to ~~the~~which, ~~initial~~among ~~closing~~other ~~thereunder.~~things, ~~Under~~we ~~the~~raised ~~Agreement,~~an weaggregate ~~are~~of ~~authorized~~$3,510,000 through tothe ~~(a) sell~~sale upand toissuance 2of 5,~~000~~850,000 shares of our Common Stock at a purchase price per share of $20.0060 ~~and~~ (~~b) issue warrants to purchase up to 1,000,000 shares of our Common Stock (~~the “Financing”). ~~For~~Pursuant ~~each~~to ~~two~~the ~~(2) shares of Common Stock purchased~~Agreement, ~~each~~we ~~investor~~also ~~received~~issued ~~warrant~~warrants ~~coverage to purchase one~~ (1the “Warrants”) ~~share~~ ~~of Common~~to ~~Stock.~~purchase ~~The~~877,500 ~~warrants are exercisable for~~ shares of our Common Stock, ~~for~~exercisable ~~three years from the date of the initial closing~~ at ana ~~exercise~~ price per share ofequal to $30.0060. AtEach ~~the~~investor ~~initial~~had ~~closing~~the ~~held~~right onto ~~December 30,~~elect ~~2005,~~to weeither ~~sold~~(a) receive ~~175,000~~a ~~shares~~Warrant ~~of Common Stock and in connection therewith, issued warrants~~ to purchase ~~87,500~~such number of shares of our Common Stock. Weequal ~~may~~to ~~sell~~ the ~~remainder~~product obtained ofby multiplying (x) the aggregate number of shares ~~and~~purchased ~~issue~~by the ~~remainder~~investor ofin the ~~warrants~~Financing ~~until~~by ~~February~~(y) 0.15, ~~2006.~~exercisable ~~All~~at ~~the~~a ~~shares~~price ~~and~~per ~~warrant~~share ~~issuances~~equal ~~under the~~to ~~Agreement~~$0.60; ~~were~~or ~~exempt~~(b) enter ~~from~~into a registration byrights ~~virtue~~agreement ofwith ~~Section 4(2)~~us. ofAll Investors in the ~~Securities~~Financing ~~Act~~elected ofto ~~1933,~~receive asa ~~amended.~~Warrant Aand ~~copy~~accordingly, ofwe ~~the~~did ~~Common~~not ~~Stock~~enter ~~and~~into ~~Warrant~~the ~~Purchase~~registration ~~Agreement~~rights isagreement ~~filed~~with ~~herewith~~any ~~as Exhibit 10~~investor.1 ~~and~~The isWarrants ~~incorporated~~shall ~~herein~~terminate ~~by reference.~~upon Athe ~~copy~~earlier of ~~the~~three ~~Warrant~~years tofrom ~~Purchase~~the ~~Common~~date ~~Stock~~of isthe ~~filed~~closing ~~herewith~~or asa ~~Exhibit~~change of ~~4.1~~control ~~and~~of isour ~~incorporated herein by reference~~company.

OnIn ~~January~~the 5Financing, ~~2006,~~Avalon weVentures ~~entered into Finder Agreements with each of VRIM~~VII, ~~INC~~L.P. ~~and Phil McConkey~~ (~~the~~ “~~Finder Agreements~~Avalon”) ~~pursuant~~purchased ~~to which VRIM and Mr. McConkey provided finders’ services in connection with the Financing. Pursuant to each Finder Agreement~~5, VRIM and Mr. McConkey will each receive (a) a cash fee equal to one percent (1%) of all funds invested by investors introduced by such finder (excluding amounts paid by investors upon exercise of warrants)000,000 ~~and (b) warrants to purchase such number of~~ shares of Common Stock ~~equal to 11% of the shares purchased by investors introduced to us by such finder. The warrants are exercisable~~ for ~~five years from the date of issuance at an exercise price per share of~~ $~~2.00. To date~~3,000,000 weand ~~have~~received ~~issued~~a ~~two~~Warrant ~~warrants on January 6, 2006~~ to purchase ~~an aggregate of 19~~750,~~250~~000 shares of Common Stock ~~to VRIM and Mr~~. ~~McConkey~~ ~~pursuant~~Kevin toKinsella, ~~their~~a ~~respective~~beneficial ~~Finder~~owner ~~Agreements.~~of ~~VRIM~~our ~~and~~common ~~Mr. McConkey~~stock, ~~shall~~a beholder ~~entitled~~of to warrants ~~with respect~~ to ~~any~~purchase ~~investors~~common ~~they~~stock ~~introduce~~and tomember usof inour ~~connection~~board ~~with~~of ~~the Financing~~directors, ~~provided~~is ~~that~~a wemanaging ~~agree~~member toof ~~accept~~Avalon ~~investment~~GP, ~~amounts~~LLC, ~~from~~which ~~any~~is ~~such investors. The warrant issuances pursuant to~~ the ~~Finder~~general ~~Agreements~~partner ~~were exempt from registration by virtue~~ of ~~Section 4(2)~~Avalon. ofJay ~~the Securities Act of 1933~~Lichter, asour ~~amended.~~President Aand ~~copy~~Chief ofExecutive ~~the~~Officer ~~form~~and ofan ~~the~~optionholder ~~Finder Agreement is filed herewith as Exhibit 10.2~~ and ismember ~~incorporated herein by reference. A copy~~ of ~~the~~our ~~form~~board of ~~the~~directors, ~~Warrant to Purchase Common Stock~~ is ~~filed~~a ~~herewith~~venture aspartner ~~Exhibit~~of 4Avalon.2 ~~and is incorporated herein by reference.~~

InOn ~~connection~~November 17, ~~with~~2006, our board of directors approved and ratified a letter agreement (the ~~Company’s~~“Finders ~~efforts~~Agreement”) with Globalvest Partners, LLC (“Globalvest”) pursuant to ~~consummate~~which Globalvest provided finders’ services in connection with the Financing. Pursuant to the ~~officers~~Finders ofAgreement, ~~the Company~~Globalvest ~~agreed~~will toreceive (a) a ~~reduction~~cash infee ~~salaries~~equal to eight percent (8%) of all funds invested by investors introduced by such finder, ~~effective~~and as(b) a warrant to purchase such number of ~~November~~shares of Common Stock equal to the quotient obtained by dividing (x) 1six percent (6%) of the gross proceeds received by investors introduced to us by Globalvest by (y) $0.60, ~~2005~~exercisable at a price per share equal to $0.60. ~~Accordingly,~~On the ~~salaries~~date ~~for~~of ~~each~~the closing of ~~Edward~~the ~~Wilson~~Financing, ~~the~~Globalvest ~~Company’s~~received ~~Chief~~a ~~Executive~~cash ~~Officer~~fee ~~and~~equal ~~President~~to $26,400 and ~~John~~a T.warrant ~~Hendrick~~to purchase 33,000 shares of our Common Stock, exercisable at a price per share equal to $0.60. The warrant shall terminate upon the earlier of five years from the closing of the Financing or a change of control of our Company’s. ~~Chief~~For ~~Financial~~nine months following the closing of the ~~Officer~~Financing, ~~were~~Globalvest ~~each~~shall ~~reduced~~have the right to ~~$1,200~~receive ~~per~~fees for any investors it previously introduced to us who purchase our Common Stock in a private placement during that nine-month period. The warrant contains cashless exercise provisions, and Globalvest has piggyback registration rights for the shares underlying the warrant.

The issuances of the shares of Common Stock and Warrants under the Agreement and the issuance of the warrant under the Finders Agreement were exempt from registration by virtue of Section 4(2) of the Securities Act of 1933, as amended. A copy of the Agreement is filed herewith as Exhibit 10.1 and is incorporated herein by reference. A copy of the form of Warrant is filed herewith as Exhibit 4.1 and is incorporated herein by reference. A copy of the Finders Agreement is filed herewith as Exhibit 10.2 and is incorporated herein by reference. A copy of the warrant issued to Globalvest is filed herewith as Exhibit 4.2 and is incorporated herein by reference. The registration rights agreement is not being filed as we did not enter into such agreement.

Following the closing of the Financing, we will pay Jay Lichter, our President, Chief Executive Officer and a member of our board of directors, a cash bonus of $100,000 and an annual salary of $150,000 effective as of November 16, 2006. Following the closing of the Financing, we will also pay John Hendrick, our Chief Financial Officer, a cash bonus of $106,300 and an annual salary of $100,000 effective as of November 16, 2006. In addition, effective as of November 17, 2006, we will pay each non-employee director $3,000 per board meeting attended in person and $1,500 per board meeting attended telephonically. The non-employee Chairman of our audit committee will receive $3,000 per audit committee meeting attended (whether in person or telephonically) and all other non-employee members of the audit committee will receive $1,500 per audit committee meeting attended (whether in person or telephonically).

Item 3.02.

Unregistered Sales of Equity Securities.

See Section 1.01 with respect to shares and warrants issued in connection with the transactions contemplated by the Agreement and the ~~Finder~~Finders ~~Agreements~~Agreement.

Item 8.01.

Other Events.

On ~~January~~November 627, 2006, we issued a press release announcing the Financing. A copy of this press release is attached hereto as Exhibit 99.1. This summary is qualified in its entirety by reference to Exhibit 99.1 to this current report. The press release and the information therein are being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits.

(cd) Exhibits.

Exhibit No.		Description
4.1		Form of Warrant to Purchase Common Stock issued pursuant to that certain ~~Common~~Securities ~~Stock and Warrant~~ Purchase Agreement dated ~~December~~November 3021, ~~2005~~2006 between the Company and the purchasers therein.
4.2		~~Form of~~ Warrant to Purchase Common Stock ~~issued~~dated ~~pursuant~~November to21, ~~the~~2006 ~~Finder~~between ~~Agreements~~the inCompany ~~connection~~and ~~with~~Globalvest ~~the~~Partners, ~~Financing~~LLC.
10.1		~~Common~~Securities ~~Stock and Warrant~~ Purchase Agreement dated ~~December~~November 3021, ~~2005~~2006 between the Company and the purchasers therein.
10.2		~~Form~~Finders ofAgreement ~~Finder~~dated ~~Agreement~~November in8, ~~connection~~2006 ~~with~~between the ~~Financing~~Company and Globalvest Partners, LLC.
99.1		Press Release dated ~~January~~November 627, 2006.

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.


AKESIS PHARMACEUTICALS, INC.

By:		/s/ John T. Hendrick
		John T. Hendrick
		Chief Financial Officer

Date: ~~January~~November 621, 2006

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