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): November 15, 2004

                         Callisto Pharmaceuticals, Inc.
             (Exact name of registrant as specified in its charter)


Delaware                                 001-32325           13-3894575
(State or other jurisdiction             (Commission         IRS Employer
of incorporation or organization)        File Number)        Identification No.)

                        420 Lexington Avenue, Suite 1609
                        New York, New York        10170
                    (Address of principal executive offices)

Registrant's telephone number, including area code: (212) 297-0010

          (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:

         |_|  Written communication 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))


ITEM 5.02   DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
            APPOINTMENT OF PRINCIPAL OFFICERS.


         On November 15, 2004, Albert Henry, a director of Callisto
Pharmaceuticals, Inc., a Delaware corporation ("Callisto"), voluntarily resigned
from the Board of Directors of Callisto.

                                    SIGNATURE


         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.

Dated: November 16, 2004


                                            CALLISTO PHARMACEUTICALS, INC.



                                            By: /s/ Gary S. Jacob       
                                                ------------------------
                                                Gary S. Jacob, Ph.D.
                                                Chief Executive Officer


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