SEC FORM 3

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^*

Schwartzberg Gil

(Last)

(First)

(Middle)

269 S. BEVERLY DR.

#1315

(Street)

BEVERLY HILLS

90212

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/20/2010

3. Issuer Name and Ticker or Trading Symbol
LIXTE BIOTECHNOLOGY HOLDINGS, INC. [ LIXT.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)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	790,000	D
Common Stock	204,700	I	by Contimuum Capital Partners, LP⁽¹⁾
Common Stock	684,000	I	by the Julie Schwartzberg Trust⁽²⁾
Common Stock	650,000	I	By the David N. Sterling Trust⁽³⁾
Common Stock	1,504,845	I	by spouse

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Warrant	12/31/2009	12/31/2012	Common Stock	500,000	$0.5	D
Warrant	12/31/2009	12/31/2012	Common Stock	500,000	$0.75	D
Warrant	12/31/2009	12/31/2012	Common Stock	1,000,000	$0.5	I	by spouse
Warrant	12/31/2009	12/31/2012	Common Stock	1,000,000	$0.75	I	by spouse
Warrant	12/31/2009	12/31/2012	Common Stock	500,000	$0.5	I	by Julie Schwartzberg Trust⁽²⁾
Warrant	12/31/2009	12/31/2012	Common Stock	500,000	$0.75	I	by Julie Schwartzberg Trust⁽²⁾
Warrant	12/31/2009	12/31/2012	Common Stock	500,000	$0.5	I	by David N. Sterling Trust⁽³⁾
Warrant	12/31/2009	12/31/2012	Common Stock	500,000	$0.75	I	by David N. Sterling Trust⁽³⁾
Option	09/12/2007	09/12/2011	Common Stock	500,000	$1	D
Option	09/12/2008	09/12/2011	Common Stock	500,000	$1	D
Option	10/07/2009	09/12/2013	Common Stock	500,000	$1	D

Explanation of Responses:

1. Mr. Schwartzberg is the manager of Continuum Capital Partners, LP and has sole voting, disposition and investment control over the securities.

2. Mr. Schwartzberg is a co-trustee of the Julie Schwartzberg Trust in which he shares voting, disposition and investment control over the securities.

3. Mr. Schwartzberg is a co-trustee of the David N. Sterling Trust in which he shares voting, disposition and investment control over the securities.

	/s/ Gil N. Schwartzberg	02/01/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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