UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT ~~REPORT~~ ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~REPORT

~~February~~Pursuant 2,to ~~2005~~Section 13 OR 15(d) of The Securities Exchange Act of 1934

February 8, 2005

Date of Report (Date of earliest event reported)

MAXIM PHARMACEUTICALS, INC.

(Exact name of ~~Registrant~~registrant as specified in its charter)

Delaware		1-14430		87-0279983
(State or other jurisdiction of incorporation)		(Commission File Number)		(~~I.R.S.~~IRS Employer Identification No.)

8899 UNIVERSITY CENTER LANE, SUITE 400
SAN DIEGO, CALIFORNIA 92122

(Address of principal executive offices, including zip code)

(858) 453-4040

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

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 28.0201 ~~Results~~Other ~~of Operations and Financial Condition~~Events.

On February 28, 2005, weMaxim ~~issued~~announced athat ~~press~~it ~~release~~implemented ~~announcing~~a ~~our~~plan ~~unaudited~~realigning ~~financial~~its ~~information~~resources ~~for~~and corporate ~~the~~objectives. On ~~first~~February ~~quarter of fiscal year~~ 8, 2005~~. The~~, ~~text~~Maxim ofissued ~~this~~the press release that is ~~set~~attached ~~forth~~ as Exhibit 99.1, ~~and~~the contents of which are incorporated herein by reference.

The information in this Current Report, including the exhibit, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(c)	Exhibits
99.1	Press Release, dated February 2, 2005

(a) Financial Statements of Businesses Acquired.

Not Applicable.

(b) Pro Forma Financial Information.

Not Applicable.

99.1 Press Release issued on February 8, 2005.

~~SIGNATURE~~SIGNATURES

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

	MAXIM PHARMACEUTICALS, INC.
	Maxim Pharmaceuticals, Inc.
DATE: FEBRUARY 2, 2005	BY:	/S/ JOHN D. PRUNTY
Date: February 8, 2005	/s/ John D. Prunty
	John D. Prunty,
	Vice President, Finance and Chief Financial Officer (Principal Financial and Accounting Officer duly authorized to sign on behalf of the registrant)

INDEX TO EXHIBITS

99.1 Press Release, dated February 28, 2005.

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