SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Harborview Advisors, LLC (Last) (First) (Middle) 850 THIRD AVENUE, SUITE 1801 (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/11/2010	3. Issuer Name and Ticker or Trading Symbol Alliqua, Inc. [ HPLF.OB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 05/21/2010
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	35,794,498	I	See Footnotes(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Harborview Advisors, LLC (Last) (First) (Middle) 850 THIRD AVENUE, SUITE 1801 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HARBORVIEW MASTER FUND LP (Last) (First) (Middle) HARBOUR HOUSE WATERFORD DRIVE PO BOX 972 (Street) TORTOLA D8 00000 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Harborview Value Master Fund, L.P. (Last) (First) (Middle) 850 THIRD AVENUE, SUITE 1801 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This statement is jointly filed by and on behalf of each of Harborview Master Fund, L.P. ("Harborview Master Fund"), Harborview Value Master Fund, L.P. ("Harborview Value Master Fund") and Harborview Advisors, LLC ("Harborview Advisors"). Harborview Master Fund and Harborview Value Master Fund are the record and direct beneficial owners of the securities covered by this statement. Harborview Advisors is the general partner of, and may be deemed to beneficially own securities owned by, each of Harborview Master Fund and Harborview Value Master Fund. Harborview Advisors and Harborview Value Master Fund were omitted from the original Form 3 filed by Harborview Master Fund and this Amendment is being filed to add Harborview Advisors and Harborview Value Master Fund as joint filers to the original Form 3.

2. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.

3. Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

4. Includes (a) 27,981,999 shares directly beneficially owned by Harborview Master Fund and (b) 7,812,499 shares directly beneficially owned by Harborview Value Master Fund.

Remarks:

Exhibit Index Exhibit 99.1 Joint Filer Information (furnished herewith) Exhibit 99.2 Joint Filing Agreement (furnished herewith)

	HARBORVIEW MASTER FUND, L.P., By: Harborview	01/04/2011
	HARBORVIEW VALUE MASTER FUND, L.P., By: Harborview Advisors LLC, Its: General Partner, By: /s/ Richard Rosenblum, Name: Richard Rosenblum, Title: Managing Member	01/04/2011
	HARBORVIEW ADVISORS, LLC, By: /s/ Richard Rosenblum, Name: Richard Rosenblum, Title: Managing Member	01/04/2011
	** Signature of Reporting Person	Date
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