8-K

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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): June 3, 2004

EPIX Medical, Inc.
(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)	000-21863 (Commission File Number)	04-3030815 (I.R.S. Employer Identification No.)
71 Rogers Street Cambridge, Massachusetts 02142 (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (617) 250-6000

Item 7.    Financial Statements and Exhibits.

(c)

The following exhibit is furnished with this report:

Exhibit Number	Description
99.1	Press release of Registrant dated June 3, 2004.

Item 9.    Regulation FD.

The information in this Form 8-K shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), 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 (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such filing.

On June 3, 2004, EPIX Medical, Inc. (the "Registrant") publicly disseminated a press release announcing the sale of an additional $25 million aggregate principal amount of convertible senior notes due 2024, bearing an interest rate of 3.00%, to certain initial purchasers. With the exercise of this option, the Registrant has sold a total of $100 million aggregate principal amount of notes bearing an interest rate of 3.00%. The notes will be convertible into 33.5909 shares of the Registrant's common stock for each $1,000 of principal amount of notes representing a conversion price of $29.77 per share of common stock, subject to adjustment in certain circumstances.

The press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference in its entirety.

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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.

	EPIX Medical, Inc. (Registrant)
Date: June 3, 2004	By:	/s/  PEYTON J. MARSHALL Peyton J. Marshall Senior Vice-President, Finance and Administration, Chief Financial Officer

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EXHIBIT INDEX

        The following exhibit is furnished with this report:

Exhibit Number	Description
99.1	Press release dated June 3, 2004.

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SIGNATURES
EXHIBIT INDEX

EX-99.1

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Exhibit 99.1

AT EPIX
Peyton Marshall, Chief Financial Officer
Angela Elrod, Investor Relations Manager
(617) 250-6012

FOR IMMEDIATE RELEASE
June 3, 2004

EPIX Announces Exercise of Initial Purchasers' Over-allotment Option

Cambridge, MA, June 3, 2004—EPIX Medical, Inc. (the "Company") (Nasdaq: EPIX) today announced that the initial purchasers of $75 million in aggregate principal amount of 3.00% convertible senior notes due 2024 have exercised their over-allotment option to purchase an additional $25 million aggregate principal amount of such notes. The Company expects the closing of the sale of the total of $100 million aggregate principal amount of such notes to occur on June 7, 2004, which will result in proceeds of approximately $96 million to the Company net of initial purchasers' discount and issuance costs.

The notes were offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). The notes and the common stock issuable upon conversion of the notes have not been registered under the Securities Act or any state securities laws. The notes and the common stock issuable upon conversion of the notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release does not and will not constitute an offer to sell or the solicitation of an offer to buy the notes.

Forward-Looking Safe Harbor Statement

This press release contains certain forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond EPIX's control, and could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include, but are not limited to, EPIX's ability to complete the offering of convertible senior notes on the anticipated timetable, market conditions, and other risks and uncertainties detailed from time to time in EPIX's filings with the Securities and Exchange Commission.

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EPIX Announces Exercise of Initial Purchasers' Over-allotment Option