<SEC-DOCUMENT>0001535264-16-000118.txt : 20160111
<SEC-HEADER>0001535264-16-000118.hdr.sgml : 20160111
<ACCEPTANCE-DATETIME>20160111144048
ACCESSION NUMBER:		0001535264-16-000118
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20160111
DATE AS OF CHANGE:		20160111
GROUP MEMBERS:		ADAM C. STETTNER
GROUP MEMBERS:		AUSTIN W. MARXE
GROUP MEMBERS:		AWM INVESTMENT COMPANY, INC.
GROUP MEMBERS:		DAVID M. GREENHOUSE
GROUP MEMBERS:		LS ADVISERS LLC
GROUP MEMBERS:		MGP ADVISERS LIMITED PARTNERSHIP
GROUP MEMBERS:		SPECIAL SITUATIONS CAYMAN FUND, L.P.
GROUP MEMBERS:		SPECIAL SITUATIONS FUND QP III, L.P.
GROUP MEMBERS:		SPECIAL SITUATIONS LIFE SCIENCES FUND, L.P.
GROUP MEMBERS:		SSCAYMAN, LLC.

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Cellectar Biosciences, Inc.
		CENTRAL INDEX KEY:			0001279704
		STANDARD INDUSTRIAL CLASSIFICATION:	PHARMACEUTICAL PREPARATIONS [2834]
		IRS NUMBER:				043321804
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-85798
		FILM NUMBER:		161336103

	BUSINESS ADDRESS:	
		STREET 1:		3301 AGRICULTURE DRIVE
		CITY:			MADISON
		STATE:			WI
		ZIP:			53716
		BUSINESS PHONE:		617-244-1616

	MAIL ADDRESS:	
		STREET 1:		3301 AGRICULTURE DRIVE
		CITY:			MADISON
		STATE:			WI
		ZIP:			53716

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NOVELOS THERAPEUTICS, INC.
		DATE OF NAME CHANGE:	20050617

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	COMMON HORIZONS INC
		DATE OF NAME CHANGE:	20040211

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AWM Investment Company, Inc.
		CENTRAL INDEX KEY:			0001535264
		IRS NUMBER:				113086452
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	BUSINESS ADDRESS:	
		STREET 1:		527 MADISON AVENUE
		STREET 2:		SUITE 2600
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022
		BUSINESS PHONE:		212-319-6670

	MAIL ADDRESS:	
		STREET 1:		527 MADISON AVENUE
		STREET 2:		SUITE 2600
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10022
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G/A
<SEQUENCE>1
<FILENAME>cellectar13gt1.txt
<DESCRIPTION>CELLECTAR 13G/A
<TEXT>
THE UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1 )*


Cellectar BioSciences, Inc.
(Name of Issuer)

Common Stock, Par Value $.00001
(Title of Class of Securities)

15117F203
(CUSIP Number)

December 31, 2015
(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this
Schedule 13G is filed:

[X]  Rule 13d-1(b)
[ ]  Rule 13d-1(c)
[ ]  Rule 13d-1(d)


*The remainder of this cover page shall be filled out for a reporting
person?s initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not
be deemed to be ?filed? for the purpose of Section 18 of the
Securities Exchange Act of 1934 (?Act?) or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).


CUSIP No. 15117F203
(1)	Names of Reporting Persons.  I.R.S. Identification Nos. of
Above Persons (entities only):
	AWM Investment Company, Inc.
(2)	Check the Appropriate Box if a Member of a Group (See
Instructions)	(a)___  b)___

(3)	SEC Use Only
(4)	Citizenship or Place of Organization:  Delaware, United States
Number of Shares Beneficially
Owned by Each Reporting Person
With
(5) Sole Voting Power:
1,066,000**

(6) Shared Voting Power:	 0**

(7) Sole Dispositive Power:
1,066,000**


(8) Shared Dispositive Power: 0**
(9)	Aggregate Amount Beneficially Owned by Each Reporting
Person:  1,066,000**
(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions):
(11)	Percent of Class Represented by Amount in Row (9): 4.99%**
(12)	Type of Reporting Person (See Instructions):  IA
**AWM Investment Company, Inc., a Delaware corporation (?AWM?), is the
investment adviser to Special Situations Cayman Fund, L.P. (?CAYMAN?),
Special Situations Fund III QP, L.P. (?SSFQP?) and Special Situations
Life Sciences Fund, L.P. (?SSLS?) (CAYMAN, SSFQP and SSLS will
hereafter be referred to as the ?Funds?).  As the investment adviser
to the Funds, AWM holds sole voting and investment power over 0 shares
of Common Stock of the Issuer (the ?Shares?) and 179,000 Warrants* to
purchase Shares held by CAYMAN, 0 Shares and 537,000 Warrants* to
purchase Shares held by SSFQP and 0 Shares and 350,000 Warrants* to
purchase Shares held by SSLS.  Austin W. Marxe (?Marxe?), David M.
Greenhouse (?Greenhouse?) and Adam C. Stettner (?Stettner?) previously
reported the Shares held by the Funds on Schedule 13D.  Accordingly,
reference should be made to Marxe, Greenhouse and Stettner (CIK
#0001044321) for filings prior to February 14, 2015 with the
Securities and Exchange Commission relating to the Shares held by each
of the Funds.  See Items 2 and 4 of this Schedule for additional
information.


Item 1(a).  Name Of Issuer:  Cellectar BioSciences, Inc.

Item 1(b).  Address of Issuer?s Principal Executive Offices:

3301 Agriculture Drive, Madison Wisconsin 53716

Item 2(a).  Name of Person Filing:

The person filing this report is AWM Investment Company, Inc.,
a Delaware corporation (?AWM?), which is the investment adviser
to Special Situations Cayman Fund, L.P., a Cayman Islands
Limited Partnership (?CAYMAN?), Special Situations Fund III QP,
L.P., a Delaware limited partnership (?SSFQP?) and Special
Situations Life Sciences Fund, L.P. a Delaware limited
partnership (?SSLS?),(CAYMAN, SSFQP and SSLS, will hereafter be
referred to as the ?Funds?).  The principal business of each
Fund is to invest in equity and equity-related securities and
other securities of any kind or nature.

Austin W. Marxe (?Marxe?), David M. Greenhouse (?Greenhouse?)
and Adam C. Stettner (?Stettner?) are members of: SSCayman,
L.L.C., a Delaware limited liability company (?SSCAY?) the
general partner of CAYMAN; MGP Advisers Limited Partnership, a
Delaware limited partnership (?MGP?) the general partner of
SSFQP; and LS Advisers, L.LC., a New York limited liability
company (?LS?),. Marxe, Greenhouse and Stettner are also
controlling principals of AWM.

Item 2(b). Address of Principal Business Office or, if None,
Residence:
The principal business address for AWM is c/o Special
Situations Funds, 527 Madison Avenue, Suite 2600, New York, NY
10022.
Item 2(c).  Citizenship: AWM is a Delaware Corporation.
Item 2(d).  Title of Class of Securities: Common Stock, Par
                                          Value $.00001
Item 2(e).  CUSIP No.:  15117F203

Item 3.  If This Statement Is Filed Pursuant to ??240.13d-1(b) or
240.13d-2(b) or (c), check whether the Person Filing is a:
	     Not Applicable.


Item 4.  Ownership

	(a)	Amount Beneficially Owned:  1,066,000**

	(b)	Percent of Class: 	4.99%**

	(c)	Number of Shares as to which the person has:

		(i)	sole power to vote or to direct the vote: 1,066,000**

	     (ii)	shared power to vote or to direct the vote: 0**

	    (iii)	sole power to dispose or to direct the disposition of:
	           1,066,000**

	     (iv)	shared power to dispose or to direct the disposition
	           of:  0**
______________________________________________________________________
** AWM is the investment adviser to each of the Funds. As the
investment adviser to the Funds, AWM holds sole voting and investment
power over 0 shares of the Issuer (the ?Shares?) and 179,000 Warrants*
to purchase Shares held by CAYMAN, 0 Shares of and 537,000 Warrants*
to purchase Shares held by SSFQP and 0 Shares and 350,000 Warrants* to
purchase Shares held by SSLS. Marxe, Greenhouse and Stettner are
members of: SSCAY, the general partner of CAYMAN; MGP, the general
partner of SSFQP; and LS, the general partner of SSLS. Marxe,
Greenhouse and Stettner are also controlling principals of AWM.
Marxe, Greenhouse and Stettner previously reported the Shares held by
the Funds on Schedule 13D.  Accordingly, reference should be made to
Marxe, Greenhouse and Stettner (CIK #0001044321) for filings prior to
February 14, 2015 with the Securities and Exchange Commission relating
to the Shares held by each of the Funds.

*The Warrants described above may be exercised to the extent that the
total number of shares of Common Stock then beneficially owned does
not exceed 4.99% of the outstanding shares.  The holder may request an
increase of up to 9.99% of the outstanding shares, effective on the
61st day after notice is given to the Company.

Item 5.  Ownership of Five Percent or Less of a Class

	If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following. _X__

Item 6. Ownership of More Than Five Percent on Behalf of Another
Person

	Not Applicable.


Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person

	Not Applicable.

Item 8.  Identification and Classification of Members of the Group

	Not Applicable.

Item 9.  Notice of Dissolution of Group

	Not Applicable.


Item 10.  Certification

	By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.


SIGNATURE

	After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.


Dated: January 6, 2016


AWM INVESTMENT COMPANY, INC.


By:
   Name:  David M. Greenhouse
   Title:	Executive Vice President


Attention:  Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
-5-


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>