================================================================================ 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): May 6, 2004 ---------- VICAL INCORPORATED (Exact Name of Registrant as Specified in Charter) Delaware 000-21088 93-0948554 (State or Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) ---------- 10390 Pacific Center Court San Diego, California 92121-4340 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (858) 646-1100 ================================================================================ ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 6, 2004, Vical Incorporated issued a press release announcing its financial results for the quarter ended March 31, 2004. A copy of the press release is attached as Exhibit 99.1 to this Current Report. The information in this Current Report, and the exhibit attached hereto, 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 liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing. 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. VICAL INCORPORATED Date: May 6, 2004 By: /s/ MARTHA J. DEMSKI ---------------------------------------- Martha J. Demski Vice President, Chief Financial Officer, Treasurer and Secretary Exhibit Index Exhibit Number Description - --------- --------------------------------------------------------------------- 99.1 Press Release issued by Vical Incorporated on May 6, 2004