8-K

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, 2008

SONUS PHARMACEUTICALS, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	000-21243	95-4343413
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No)

1522 217th Place S.E., Bothell, Washington 98021

(Address of principal executive offices)

(425) 487-9500

(Registrant’s telephone number, including area code)

Not Applicable

(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:

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 3.01Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On November 7, 2007, the Company reported on Form 8-K that it had received a notice from The NASDAQ Stock Market (“NASDAQ”) indicating that it did not comply with the minimum $1.00 per share bid price requirement for continued inclusion under Marketplace Rule 4450(a)(5) (the “Rule”). Therefore, in accordance with Marketplace Rule 4450(e)(2), the Company was told that it had 180 calendar days, or until May 5, 2008, to regain compliance.

The Company has not regained compliance with the Rule.  As a result, on May 6, 2008, the Company received a determination letter from NASDAQ stating that its common stock would be delisted unless the Company appeals the delisting determination.  The Company intends to appeal NASDAQ’s determination to delist its common stock to a NASDAQ Listing Qualifications Panel.  There is no assurance that a Nasdaq Listing Qualifications Panel will grant the Company’s request for continued listing.  During the appeal process, the Company’s common stock will continue to trade on The Nasdaq Global Market.

The Company issued a press release on May 9, 2008 regarding the determination letter that it received from NASDAQ.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01	Financial Statements and Exhibits.
(d)	Exhibits.
	Exhibit 99.1       Press release issued by Sonus Pharmaceuticals, Inc. on May 9, 2008.

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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.

	SONUS PHARMACEUTICALS, INC.
Date: May 9, 2008	By:	/s/ Alan Fuhrman
		Alan Fuhrman
		Senior Vice President and Chief Financial Officer

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Exhibit Index

Exhibit No.	Description
99.1	Press release issued by Sonus Pharmaceuticals, Inc. on May 9, 2008.

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EX-99.1

Exhibit 99.1

NEWS RELEASE

Investor Contact:	Doug Sherk, EVC Group, (415) 896-6820
	Matthew Selinger, EVC Group (415) 896-6817
Media Contact:	Steve DiMattia, EVC Group, (646) 201-5445

Sonus Pharmaceuticals, Inc. Receives Staff Determination Letter from Nasdaq

BOTHELL, Washington—May 9, 2008— (PrimeNewswire via COMTEX News Network) — Sonus Pharmaceuticals, Inc. (Nasdaq:SNUS) today announced that it has received a determination letter from The Nasdaq Stock Market (“Nasdaq”) dated May 6, 2008, indicating that the Company has failed to regain compliance with the $1.00 minimum bid price requirement for continued listing under Marketplace Rule 4450(a)(5).  The Company was first notified by Nasdaq that it failed to comply with the minimum bid price requirement on November 5, 2007.  In accordance with Marketplace Rule 4450(e)(2), the Company was provided 180 calendar days, or until May 5, 2008, to regain compliance.

Nasdaq has indicated that the Company’s common stock will be delisted from The Nasdaq Global Market unless the Company appeals Nasdaq’s determination to a Nasdaq Listing Qualifications Panel.  The Company intends to request a hearing to appeal Nasdaq’s determination.  During the appeal process, the Company’s common stock will continue to trade on The Nasdaq Global Market.  There is no assurance that the Nasdaq Listing Qualifications Panel will grant the Company’s request for continued listing.

About Sonus Pharmaceuticals

Headquartered near Seattle, Washington, Sonus Pharmaceuticals, Inc. is focused on the development of cancer drugs that are designed to provide better efficacy, safety and tolerability, and ease of use. Sonus moved an oncology product candidate, SN2310, into a Phase 1 clinical trial in September 2006. For additional information on Sonus, including past news releases, please visit www.sonuspharma.com.

Safe Harbor

Certain statements made in this press release are forward-looking such as those, among others, relating to the listing of the Company’s stock on The Nasdaq Global Market. As discussed in Sonus Pharmaceuticals’ filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for 2007, actual results could differ materially from those projected in the forward-looking statements as a result of the following factors, among others: the Company’s products will require extensive clinical testing and approval by regulatory authorities; such approvals are lengthy and expensive and may never occur; risks that the Phase 1 clinical trial for SN2310 will not be successful; risks that the Company may not be successful in obtaining funding from third parties or completing a financing necessary to support the costs and expenses of clinical studies and related development activities; risks that external strategic initiatives may not be available on acceptable terms, or even if available, may not be consummated; and our ability to successfully appeal Nasdaq’s delisting determination. The Company undertakes no obligation to update the forward-looking statements contained herein or to reflect events or circumstances occurring after the date hereof.

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