8-K

U.S. 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

June 1, 2005

Commission file number: 033-20897-D

HELIX BIOMEDIX, INC.

Delaware	91-2099117
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

22122 20TH AVENUE S.E., SUITE 148, BOTHELL, WA 98021
(Address of principal executive offices)

(425) 402-8400
(Registrant’s telephone number, including area code)

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:

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-14(c))

TABLE OF CONTENTS

	Item 7.01 FD Disclosure
	Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.1

Item 7.01 FD Disclosure

The information in this Item 7.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

On June 1, 2005, the Registrant issued a press release announcing the final results of the offer to exchange certain of its outstanding warrants for shares of its common stock. The full text of the press release issued in conjunction with the announcement is furnished as Exhibit 99.1 to the Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release dated June 1, 2005

SIGNATURES

In accordance with 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.

		Helix BioMedix, Inc. (Registrant)
Date:	June 1, 2005	/s/ R. Stephen Beatty
		R. Stephen Beatty
		President and Chief Executive Officer

EX-99.1

EXHIBIT 99.1

Helix BioMedix Announces Final Results of Warrant Exchange

Bothell, Washington – June 1, 2005

Helix BioMedix (HXBM.OB), a developer of synthetic bioactive peptides, today announced the final results of its warrant exchange, which expired at 9:00 a.m. New York Time, on May 31, 2005. The Company commenced the exchange offer on March 1, 2005 to exchange up to 6,216,700 warrants to purchase shares of common stock. Based on the final count by the U.S. Stock Transfer Corporation, 5,458,425 warrants to purchase shares of common stock were properly tendered and not withdrawn in exchange for shares of common stock of the Company. The aggregate shares of common stock purchased by holders of existing warrant shares equaled 4,946,662, and the aggregate to the Company from the proceeds of the exchange offer, including fees and expenses associated with the exchange offer, is approximately $1,511,373.50. As a result of the completion of the exchange offer, the Company has approximately 20,158,193 million shares of common stock outstanding.

About Helix BioMedix

Helix BioMedix, Inc. is an early-stage biotechnology company that has a portfolio of issued patents that covers six distinct classes of peptides, covering over 100,000 unique peptide sequences. The company’s mission is to become the industry leader in developing and commercializing small proteins known as bioactive peptides. The antimicrobial and wound healing properties of these peptides qualify them for inclusion in a wide range of both pharmaceutical and consumer products. The company is currently focused on the development of selected peptides as topical anti-infectives and in wound healing. Non-pharmaceutical applications being pursued by Helix BioMedix include adjuvants for cosmetics/cosmeceuticals, personal care, plant health, animal health and wide-spectrum biocides. More information about the company and its proprietary peptides can be found on the company’s website at www.helixbiomedix.com.

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Contact:

Helix BioMedix, Inc.
David Kirske, 425-402-8400
dkirske@helixbiomedix.com

or

Investor Relations:
Cameron Associates
Alison Ziegler, 212-554-5469
alison@cameronassoc.com