Item 2.02. Results of Operations and Financial Condition.

On November 7, 2012, Codexis, Inc. (the "Company") announced its financial results for the third quarter of 2012. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in Item 2.02 of this Form 8-K (including Exhibit 99.1) shall not be deemed "filed" for 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 under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statement and Exhibits

(d) Exhibits

99.1 Press release dated November 7, 2012 relating to the financial results for the third quarter of 2012*

* This exhibit relating to Item 2.02 shall be deemed to be furnished and not filed.

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