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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    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, 2004

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                               VICAL INCORPORATED
               (Exact Name of Registrant as Specified in Charter)

       Delaware                    000-21088                      93-0948554
(State or Jurisdiction      (Commission File Number)           (I.R.S. Employer
   of Incorporation)                                         Identification No.)

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        10390 Pacific Center Court
          San Diego, California                                   92121-4340
 (Address of Principal Executive Offices)                         (Zip Code)

       Registrant's telephone number, including area code: (858) 646-1100

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ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On May 6, 2004, Vical Incorporated issued a press release announcing its
financial results for the quarter ended March 31, 2004. A copy of the press
release is attached as Exhibit 99.1 to this Current Report.

The information in this Current Report, and the exhibit attached hereto, is
being furnished and shall not be deemed "filed" for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended, 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, regardless of any
general incorporation language in such filing.


                                   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.

                                    VICAL INCORPORATED

Date: May 6, 2004                   By:  /s/ MARTHA J. DEMSKI
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                                        Martha J. Demski
                                        Vice President, Chief Financial Officer,
                                        Treasurer and Secretary


Exhibit Index

Exhibit
Number     Description
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99.1       Press Release issued by Vical Incorporated on May 6, 2004