SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    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 3, 2004

                                CERUS CORPORATION
             (Exact name of registrant as specified in its charter)

         Delaware              0-21937                    68-0262011
 (State of jurisdiction) (Commission File No.) (IRS Employer Identification No.)

                               2411 Stanwell Drive
                            Concord, California 94520
              (Address of principal executive offices and zip code)

       Registrant's telephone number, including area code: (925) 288-6000



Item 5.  Other Events.

On May 3, 2004,  Cerus  Corporation  (the  "Company")  announced  its  financial
results for its first  quarter  ended March 31,  2004.  A copy of the  Company's
press release is attached as Exhibit 99.1 hereto and is  incorporated  herein by
reference.

Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits.

     (c)  Exhibits

     Exhibit
     Number     Description of Exhibit
     ------     ----------------------
     99.1       Press Release, dated May 3, 2004, entitled "Cerus Corporation
                Announces First Quarter Results."

Item 12.  Results of Operations and Financial Condition.



On May 3, 2004,  the  Company  announced  its  financial  results  for its first
quarter ended March 31, 2004 and conducted a publicly-available  conference call
discussing  those results.  A copy of the Company's press release is attached as
Exhibit 99.1 hereto and is incorporated herein by reference.



                                    SIGNATURE

         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.

                                                 CERUS CORPORATION


Dated:    May 3, 2004                            By: /s/ Gregory W. Schafer
                                                     ---------------------------
                                                     Gregory W. Schafer
                                                     Vice President, Finance and
                                                     Chief Financial Officer



                                Index to Exhibits

Exhibit Number      Description of Exhibit
------------------  ------------------------------------------------------------
99.1                Press Release, dated May 3, 2004, entitled "Cerus
                    Corporation Announces First Quarter Results."