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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
| 1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series W Warrant (1) | 12/26/2007 | 12/26/2012 | Common Stock | 6,000,000 | $ 0.32 | D | Â |
| Series X Warrant (2) | 04/16/2008 | 04/16/2013 | Common Stock | 8,333,333 | $ 0.46 | D | Â |
| Series AA Warrant (3) | 07/24/2009 | 07/24/2014 | Common Stock | 2,400,000 | $ 0.97 | D | Â |
| Series B Preferred Stock (4) | 06/22/2010 | Â (5) | Common Stock | 19,685,400 | $ 3,270 | D | Â |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Platinum-Montaur Life Sciences, LLC 152 WEST 57TH STREET 4TH FLOOR NEW YORK, NY 10019 |
 |  X |  |  |
| Platinum Partners Value Arbitrage Fund, LP 152 WEST 57TH STREET 54TH FLOOR NEW YORK, NY 10019 |
 |  X |  |  |
| /s/ OLIVER JIMENEZ | 11/09/2012 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The Series W Warrant provides generally that at no time may a holder of the Series W Warrant exercise the Series W Warrant if the number of shares of Common Stock to be issued pursuant to such exercise would exceed, when aggregated with all other shares of Common Stock owned by such holder at such time, the number of shares of Common Stock which would result in such holder beneficially owning in excess of 4.99% or 9.99% of all of the Common Stock outstanding at such time, except on 61 days' notice by the holder that such holder would like to waive such provision with regard to any or all shares of Common Stock issuable upon exercise of the Series W Warrant. In addition, such provision shall be of no further force or effect during the 61 days immediately preceding the expiration of the term of the Series W Warrant. |
| (2) | The Series X Warrant provides generally that at no time may a holder of the Series X Warrant exercise the Series X Warrant if the number of shares of Common Stock to be issued pursuant to such exercise would exceed, when aggregated with all other shares of Common Stock owned by such holder at such time, the number of shares of Common Stock which would result in such holder beneficially owning in excess of 4.99% or 9.99% of all of the Common Stock outstanding at such time, except on 61 days' notice by the holder that such holder would like to waive such provision with regard to any or all shares of Common Stock issuable upon exercise of the Series X Warrant. In addition, such provision shall be of no further force or effect during the 61 days immediately preceding the expiration of the term of the Series X Warrant. |
| (3) | The Series AA Warrant provides generally that at no time may a holder of the Series AA Warrant exercise the Series AA Warrant if the number of shares of Common Stock to be issued pursuant to such exercise would exceed, when aggregated with all other shares of Common Stock owned by such holder at such time, the number of shares of Common Stock which would result in such holder beneficially owning in excess of 4.99% or 9.99% of all of the Common Stock outstanding at such time, except on 61 days' notice by the holder that such holder would like to waive such provision with regard to any or all shares of Common Stock issuable upon exercise of the Series AA Warrant. In addition, such provision shall be of no further force or effect during the 61 days immediately preceding the expiration of the term of the Series AA Warrant. |
| (4) | The certificate of designation of the Series B Preferred Stock provides generally that at no time may a holder of shares of Series B Preferred Stock convert shares of the Series B Preferred Stock if the number of shares of Common Stock to be issued pursuant to such conversion would exceed, when aggregated with all other shares of Common Stock owned by such holder at such time, the number of shares of Common Stock which would result in such holder beneficially owning more than 9.99% of all of the Common Stock outstanding at such time, except on 61 days' notice by the holder that such holder would like to waive such provision with regard to any or all shares of Common Stock issuable upon conversion of Series B Preferred Stock. |
| (5) | No expiration date. |
|  Remarks: This Form 3 is filed by Platinum-Montaur Life Sciences, LLC and Platinum Partners Value Arbitrage Fund L.P. in respect of securities held directly by them.  Each of the reporting entities and their respective officers, members, managers and affiliates disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. | |