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                                  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): August 8, 2007


                               NEKTAR THERAPEUTICS
             (Exact name of Registrant as specified in its charter)


           Delaware                 0-24006               94-3134940
 (State or other jurisdiction     (Commission            (IRS Employer
       of incorporation)          File Number)         Identification No.)


                               201 Industrial Road
                          San Carlos, California 94070
              (Address of principal executive offices and Zip Code)

       Registrant's telephone number, including area code: (650) 631-3100


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)) [GRAPHIC OMITTED]

Item 2.02. Results of Operations and Financial Condition On August 8, 2007, Nektar Therapeutics issued a press release (the "Press Release") announcing financial results for the quarter ended June 30, 2007. A copy of the Press Release is attached as Exhibit 99.1 to this report and is incorporated herein by reference. The information in this report, including the exhibit hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the Securities and Exchange Commission made by Nektar Therapeutics, whether made before or after the date hereof, regardless of any general incorporation language in such filing. On July 25, 2007, the company announced that it would hold a conference call to review its financial results for the second quarter 2007 on Wednesday, August 8, 2007. On this conference call, management expects to make certain forward-looking statements regarding the market potential and revenue potential for certain of the company's partnered and proprietary products and product candidates. These forward-looking statements involve substantial risks and uncertainties including, but not limited to, (i) the market sizes and revenue potential are internal management estimates only and actual results may differ materially, (ii) the overall market size and revenue potential to the company will depend upon successful sales and marketing efforts by our partners, competition from competing therapies (if any), government and private insurance reimbursement, standard of care, commercial product profile and actual product pricing, (iii) financial projections for the company's 2007 revenue, net loss, and year-end cash balance are subject to unplanned revenue short-falls, charges or expenses, (iv) clinical trials are long, expensive and uncertain processes and the risk of failure of any product that is in clinical development and prior to regulatory approval remains high and can occur at any stage due to efficacy, safety or other factors, and (v) certain other risks and uncertainties set forth in the company's Annual Report on Form 10-K for the annual period ending December 31, 2006 and the most recent Quarterly Report on Form 10-Q. Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description - ----------- --------------------------------------------------------------- 99.1 Press release titled "Nektar Therapeutics Announces Second Quarter 2007 Financial Results" issued on August 8, 2007.

SIGNATURES Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. By: /s/ Gil M. Labrucherie ----------------------------------- Gil M. Labrucherie General Counsel and Secretary Date: August 8, 2007

       Nektar Therapeutics Announces Second Quarter 2007 Financial Results

    SAN CARLOS, Calif., Aug. 8 /PRNewswire-FirstCall/ -- Nektar Therapeutics
(Nasdaq: NKTR) announced today the company's financial results for the second
quarter that ended on June 30, 2007.

    Revenue totaled $65.9 million compared to $60.2 million in the second
quarter of 2006. For the six months ended June 30, 2007, Nektar reported total
revenue of $150.9 million compared to $89.2 million in the same period in 2006.

    Cash, cash equivalents, and short-term investments were $406.8 million at
June 30, 2007 compared to $398.3 million at March 31, 2007.

    Nektar reported a net loss of $27.5 million or $0.30 per share (which
included $4.4 million of stock-based compensation charges and $7.7 million
related to a workforce reduction charge) in the second quarter of 2007 compared
to a net loss of $62.8 million or $0.70 per share in the same period of 2006
(which included $14.4 million of stock-based compensation charges).

    For the six months ended June 30, 2007, net loss was $53.2 million or $0.58
per share compared to $96.3 million or $1.08 per share in the same period in
2006.

    "From both a business development and operational perspective, this was a
breakthrough quarter for Nektar," said Howard W. Robin, President and Chief
Executive Officer. "Earlier this week, we announced an exceptional collaboration
with Bayer HealthCare for the development and co-commercialization of NKTR-061
(inhaled amikacin) to treat gram negative pneumonias. Additionally, we generated
positive cash flow for the quarter and our cash and investments increased by
$8.5 million. Going forward, we will continue to build value in both our
Pulmonary and PEGylation business units. That means striking new partnerships
and moving our proprietary clinical programs forward according to schedule."

    Mr. Robin will host a conference call today for analysts and investors
beginning at 2:00 p.m. Pacific Time/5:00 p.m. Eastern Time to discuss the
company's performance. This conference call will be available via webcast and
can be accessed through a link that is posted on the Investor Relations section
of the Nektar website, http://www.nektar.com. The web broadcast of the
conference call will be available for replay through August 22, 2007.


    To access the conference call via telephone, follow these instructions:
    Dial: (800) 299-0433 (U.S.); (617) 801-9712 (international).
    Passcode: 10086899 (Howard Robin is the host).

    Audio replay dial-in and passcode:
    Dial: (888) 286-8010 (U.S.);(617) 801-6888 (international)
    Passcode: 59029899

About Nektar Nektar Therapeutics is a biopharmaceutical company with a mission to develop and enable differentiated therapeutics with its industry-leading pulmonary and PEGylation technology platforms. Nektar pulmonary and PEGylation technology, expertise, manufacturing capabilities and know-how have enabled nine approved products for partners, which include the world's leading pharmaceutical and biotechnology companies. Nektar also develops its own products by applying its pulmonary and PEGylation technology platforms to existing medicines with the objective to enhance performance, such as improving efficacy, safety and compliance. This press release contains forward-looking statements that reflect the company's current views as to its financial plan, expectations regarding the progress, potential, and clinical plans for the company's proprietary product candidates in clinical development, the value of the company's technology platforms, business development potential with respect to potential future partnerships and overall prospects for the company's business. These forward-looking statements involve risks and uncertainties, including but not limited to: (i) the company's proprietary product candidates and those of certain of its partners are in the early phases of clinical development and the risk of failure is high and can occur at any stage prior to regulatory approval, (ii) the company's or its partner's ability to obtain regulatory approval of its proprietary product candidates, (iii) the company's or its partner's success in obtaining regulatory approvals for product candidates, (iv) the company's patent applications for its proprietary or partner product candidates may not issue, patents that have issued may not be enforceable, or intellectual property licenses from third parties may be required in the future, and (v) the outcome of any existing or future intellectual property or other litigation related to the company's proprietary product. Other important risks and uncertainties are detailed in the company's reports and other filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Actual results could differ materially from the forward-looking statements contained in this press release. The company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise.

NEKTAR THERAPEUTICS CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share information) Unaudited Unaudited Three-Months Ended Six-Months Ended June 30, June 30, 2007 2006 2007 2006 Revenue: Product sales and royalties $49,302 $47,147 $122,321 $60,043 Contract research 16,615 13,076 28,612 29,139 Total revenue 65,917 60,223 150,933 89,182 Operating costs and expenses: Cost of goods sold 39,490 36,773 96,012 45,768 Research and development 41,000 40,610 78,492 72,011 General and administrative 13,178 27,083 29,913 47,456 Litigation Settlement -- 17,710 -- 17,710 Amortization of other intangible assets 237 1,259 473 2,623 Total operating costs and expenses 93,905 123,435 204,890 185,568 Loss from operations (27,988) (63,212) (53,957) (96,386) Interest income 5,452 6,374 10,925 11,256 Interest expense (4,702) (4,938) (9,635) (10,080) Other expense, net (22) (1,055) (16) (1,092) Loss before provision for income taxes (27,260) (62,831) (52,683) (96,302) Provision for income taxes (250) -- (500) -- Net loss $(27,510) $(62,831) $(53,183) $(96,302) Basic and diluted net loss per share $(0.30) $(0.70) $(0.58) $(1.08) Shares used in computing basic and diluted net loss per share 91,804 89,697 91,630 89,312

NEKTAR THERAPEUTICS CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) June 30, 2007 December 31, 2006 (unaudited) (1) ASSETS Current assets: Cash and cash equivalents $82,856 $63,760 Short-term investments 323,933 394,880 Accounts receivable, net of allowance 49,829 47,148 Inventory 17,228 14,656 Other current assets 9,520 14,595 Total current assets 483,366 535,039 Long-term investments -- 8,337 Property and equipment, net 131,024 133,812 Goodwill 78,431 78,431 Other intangible assets, net 3,153 3,626 Other assets 7,491 8,932 Total assets $703,465 $768,177 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $2,941 $7,205 Accrued compensation 14,376 12,994 Accrued expenses 16,342 17,942 Interest payable 3,106 3,814 Capital lease obligations, current portion 811 711 Deferred revenue, current portion 13,762 16,409 Convertible subordinated notes, current portion 66,627 102,653 Other current liabilities 3,362 3,586 Total current liabilities 121,327 165,314 Convertible subordinated notes 315,000 315,000 Capital lease obligations 19,328 19,759 Deferred revenue 43,296 23,697 Other long-term liabilities 15,834 17,347 Total liabilities 514,785 541,117 Commitments and contingencies Stockholders' equity: Preferred stock -- -- Common stock 9 9 Capital in excess of par value 1,298,380 1,283,982 Accumulated other comprehensive income 467 62 Accumulated deficit (1,110,176) (1,056,993) Total stockholders' equity 188,680 227,060 Total liabilities and stockholders' equity $703,465 $768,177 (1) The consolidated balance sheet at December 31, 2006 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles in the United States for complete financial statements. Certain 2006 amounts have been reclassified between line items to conform with the 2007 presentation.

Tim Warner, 650-283-4915 (investors) twarner@nektar.com Stephan Herrera, 415-488-7699 (investors) sherrera@nektar.com Jennifer Ruddock, 650-631-4954 (media) jruddock@nektar.com SOURCE Nektar Therapeutics