Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 4, 2009, we filed a certificate of elimination with the Secretary of State of the State of Delaware, effective immediately upon filing, to eliminate all references in Palatin's restated certificate of incorporation, as amended, to our Series B Convertible Preferred Stock and our Series C Convertible Preferred Stock. No shares of either series were outstanding and the board of directors had determined that no shares of either series would be issued in the future. The certificate of elimination had no effect on any other provisions of our restated certificate of incorporation, as amended, and no effect on any of our outstanding securities. A copy of the certificate of elimination is attached hereto as Exhibit 3.1 and is incorporated by reference.