Item 2.02. Results of Operations and Financial Condition.

On November 16, 2009, Sunesis Pharmaceuticals, Inc. ("Sunesis") reported its financial results for the three months ended September 30, 2009. A copy of the press release issued by Sunesis on November 16, 2009 concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The press release is furnished and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Sunesis, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
No. Description

99.1 Press release, dated November 16, 2009, entitled "Sunesis Reports Financial Results for the Third Quarter of 2009."

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