Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

On February 4, 2009, Neurobiological Technologies, Inc. (the "Company") received a written communication from Paul E. Freiman indicating that Mr. Freiman disagrees with the disclosure made by the Company in the Form 8-K filed with the Securities and Exchange Commission on February 2, 2009 announcing his resignation from the Board of Directors of the Company.

The written communication from Mr. Freiman dated February 4, 2009 is attached to this Amendment to Current Report on Form 8-K as Exhibit 17.2.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

17.2 Written communication from Paul E. Freiman, dated February 4, 2009