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 December 13, 2007 (Date of Earliest Event Reported) GAMMACAN INTERNATIONAL, INC. (Exact name of registrant as specified in its charter)

SECURITIES AND EXCHANGE COMMISSION

Delaware	0-32835	33-0956433
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

~~Washington,~~ 39 DJerusalem St.C. Kiryat ~~20549~~Ono 55423 Israel (Address of principal executive offices) (972) (3) 738-2616 (Registrant’s telephone number, including area code)

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

October 30, 2007

(Date of Earliest Event Reported)

GAMMACAN INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-32835	33-0956433
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

39 Jerusalem St.

Kiryat Ono 55423 Israel

(Address of principal executive offices)

(972) (3) 738-2616 (Registrant’s telephone number, including area code)

(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 (see General Instruction A.2. below):

o[ ] 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))

oITEM ~~Soliciting~~1.01 ~~material~~Entry ~~pursuant~~into toa ~~Rule~~Material ~~14a-12~~Definitive ~~under the Exchange Act (17 CFR 240.14a-12)~~Agreement

o On ~~Pre-commencement~~December ~~communications~~13, ~~pursuant~~2007, tothe ~~Rule~~Registrant ~~14d-2~~entered into a Share Purchase Agreement (bthe “Share Purchase Agreement”) made ~~under~~as ~~the~~of ~~Exchange~~November ~~Act~~26, ~~(17~~2007 ~~CFR~~with ~~240~~ARP BioMed, Ltd.~~14d-2~~ (b“ARP”)).

o The Share ~~Pre-commencement~~Purchase ~~communications~~Agreement ~~pursuant~~provides that, subject to ~~Rule~~fulfillment ~~13e-4(c)~~of ~~under~~certain closing conditions, including the ~~Exchange~~receipt ~~Act~~of ~~(17~~an ~~CFR~~Israeli ~~240~~tax ruling, ARP will sell to the Registrant 12.~~13e-4~~5% of the issued and outstanding shares of the Registrant’s subsidiary, GammaCan, Ltd. (cthe “Subsidiary”)), such that at closing, the Registrant will own 100% of the issued and outstanding shares of the Subsidiary. In consideration for such sale, the Registrant agreed to issue to ARP, at closing, 2,697,535 shares of its common stock, a warrant to acquire 1,123,973 shares of its common stock and an additional warrant to acquire 449,589 shares of its common stock.

~~ITEM~~ Both ~~5.02~~warrants ~~Departure~~are ofexercisable ~~Directors~~for orfive ~~Certain~~years ~~Officers;~~at ~~Election~~an exercise price equal to the average last sales price of ~~Directors;~~the ~~Appointment~~Registrant’s common stock during the sixty trading days prior to November 26, 2007. The warrants are subject to adjustment for, among other things, stock splits, stock dividends, distributions and reclassifications. In the case of ~~Certain~~the ~~Officers;~~warrant ~~Compensatory~~to ~~Arrangement~~acquire 1,123,973 shares, if there is a change of ~~Certain~~control ~~Officers~~(as defined therein), then subject to certain restrictions, the warrant shall be deemed exercised in full and no exercise price shall be payable by the holder.

On In ~~October~~connection ~~30,~~with ~~2007~~the Share Purchase Agreement, ~~Mr.~~ARP ~~Shmuel~~and ~~Levi~~the ~~resigned~~Subsidiary ~~from~~agreed ~~his~~to ~~positions~~enter asinto ~~member~~an amendment of the ~~Registrant’s~~Sale ~~board~~ of ~~directors,~~Intellectual ~~audit~~Property ~~committee~~Agreement ~~and~~originally ~~compensation~~entered ~~committee~~into ~~and~~by ~~chairman~~the Subsidiary ofand ~~the~~ARP ~~audit~~on ~~committee.~~June ~~There~~11, ~~were~~2004, nowhich ~~disagreements~~amendment ~~with~~specifically ~~the~~delineates ~~Registrant~~clarity onof ~~any~~title ~~matter~~and related issues to ~~its~~certain ~~operations,~~intellectual ~~policies~~property orsold ~~practices. Mr.~~under ~~Levi~~the ~~will~~original ~~continue~~Sale toof ~~serve~~Intellectual ~~the~~Property ~~Registrant as a consultant~~Agreement.

In ~~connection~~ At closing, ~~with~~ the ~~foregoing~~Registrant ~~resignation,~~and onARP ~~October~~also ~~30,~~agreed ~~2007,~~to ~~Mr.~~enter ~~David~~into ~~DeMedio~~a ~~was~~lock-up agreement ~~appointed~~whereby toARP ~~fill~~agreed ~~the~~not ~~vacancy~~to oneffect ~~the~~any ~~Registrant’s~~transfer ~~board~~of any of ~~directors and~~the ~~was~~securities ~~additionally~~(and ~~appointed~~any underlying securities) to be issued under the ~~Registrant’s~~Share ~~audit~~Purchase ~~committee~~Agreement ~~and~~until ~~compensation~~May ~~committee.~~26, ~~The~~2009 ~~Registrant’s~~unless ~~board~~there ~~determined~~is ~~that~~a ~~Mr.~~change ~~DeMedio~~of control (as defined therein) or the transfer is anto ~~“audit committee~~a ~~financial~~permitted ~~expert”~~transferee. ~~Mr.~~Following ~~Josef~~such ~~Neuhaus~~date, ~~was~~ARP ~~appointed~~will ~~chairman~~be permitted to sell up to one-sixth of the ~~audit~~locked-up ~~committee~~securities over the following six months such that at the end of such six month period (twenty-four months following closing), the locked-up securities will no longer be subject to ~~replace~~a Mrlock-up. ~~Levi.~~

~~Mr.~~ ~~DeMedio, age 36, currently serves as Chief Financial Officer of USA Technologies,~~ In ~~Inc. (NASDAQ: USAT)~~addition, aat ~~provider of wireless networking~~closing, ~~cashless~~the ~~transactions, asset~~Registrant ~~monitoring~~ and ~~energy~~ARP ~~management~~agreed ~~products,~~to ~~and~~enter ~~has~~into ~~held~~a ~~this position~~Registration ~~since~~Rights ~~April~~Agreement ~~2005.~~covering ~~Since~~the ~~joining~~resale ~~USA~~of ~~Technologies~~the inshares ~~March~~issued ~~1999,~~by ~~Mr.~~the ~~DeMedio has~~Registrant ~~held various positions including Vice President-Financial & Data~~under ~~Services,~~the ~~interim~~Share ~~Chief~~Purchase Agreement ~~Financial Officer, Director of Network~~ and ~~Financial Services,~~the ~~and~~shares ~~Controller.~~underlying ~~Prior~~both towarrants ~~joining USA Technologies~~(collectively, the ~~Mr.~~“Registrable ~~DeMedio~~Securities”). ~~was~~Under ~~employed~~such byregistration ~~Elko,~~rights ~~Fischer~~agreement, ~~Cunnane~~in ~~and~~the ~~Associates,~~event ~~LLC~~that asthe aholder is ~~supervisor~~unable ofto ~~its~~resell ~~accounting~~the ~~and~~Registrable ~~auditing~~Securities ~~and~~under ~~consulting~~Rule ~~practice. Prior thereto~~144(k), ~~Mr. DeMedio~~the ~~held~~Registrant ~~various~~is ~~accounting~~required to ~~positions~~file ~~with~~a ~~Intelligent~~registration ~~Electronics,~~statement ~~Inc. Mr.~~covering ~~DeMedio~~the ~~graduated~~resale ~~with a Bachelor~~ of ~~Science~~the inRegistrable ~~Business Administration~~Securities ~~from~~by ~~Shippensburg~~60 ~~University~~days ~~and~~following isthe a“Key ~~Certified~~Date” ~~Public~~(as ~~Accountant~~defined therein).

~~The~~ ~~Registrant granted~~ Mr. ~~DeMedio~~Yair ~~options~~Aloni, ~~to purchase~~ a ~~total~~member of ~~225,000~~our ~~shares of~~board ~~its common stock under the Registrant’s 2007 Global Share Option Plan at an exercise price~~ of ~~$0.41 per share~~directors, ~~one~~is ~~third~~the ~~vesting~~Chief onExecutive ~~each~~Officer of ~~the~~ ~~first,~~ARP ~~second~~ and ~~third~~Professor ~~anniversaries~~Yehuda ofShoenfeld, MrM. ~~DeMedio’s appointment~~D. ~~Further~~, ~~the~~our ~~Registrant~~Chief ~~entered~~Scientist ~~into its standard form~~ of ~~indemnification agreement~~the ~~with Mr. DeMedio. The Registrant also amended Mr. Levi’s option agreements so that his 225~~Subsidiary,~~000~~ ~~options~~is ~~previously~~an ~~granted~~advisor to ~~him will~~ ~~continue to vest and be exercisable under the terms of such agreements~~ARP.

~~SIGNATURE~~ The foregoing description is a summary and is qualified in its entirety by the transaction documents attached as exhibits hereto and incorporated by reference herein.

~~Pursuant~~Item to9.01. ~~the~~Financial ~~requirements~~Statements ofand ~~the Securities Exchange Act of 1934, registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~Exhibits

~~Dated: November~~(a) 5,Not ~~2007~~applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits

~~GAMMACAN~~ 10.1 Share ~~INTERNATIONAL,~~Purchase ~~INC.~~Agreement ~~By:~~made ~~/s/~~as ~~Patrick~~of ~~N.J.~~November ~~Schnegelsberg~~26, ~~Name:~~2007 ~~Patrick~~between NARP BioMed, Ltd.J. ~~Schnegelsberg~~and ~~Title:~~GammaCan ~~Chief~~International, ~~Executive~~Inc. ~~Officer~~

10.2 Form of Amendment to Sale of Intellectual Property Agreement effective as of November 26, 2007 between GammaCan, Ltd. and ARP BioMed, Ltd.

10.3 Form of Warrant to be issued under the Share Purchase Agreement.

10.4 Form of Additional Warrant to be issued under the Share Purchase Agreement.

10.5 Form of Registration Rights Agreement made as of November 26, 2007 between ARP BioMed, Ltd. and GammaCan International, Inc.

10.6 Form of Lock-Up Agreement dated as of November 26, 2007 between ARP BioMed, Ltd. and GammaCan International, Inc.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: December 19, 2007

		GAMMACAN INTERNATIONAL, INC.

		By: /s/ Patrick Schnegelsberg
		Name: Patrick N.J. Schnegelsberg
		Title: Chief Executive Officer

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