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* BAY CITY CAPITAL LLC (Last) (First) (Middle) 750 BATTERY STREET SUITE 600 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/26/2006	3. Issuer Name and Ticker or Trading Symbol NEORX CORP [ NERX ]
		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) 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	20,996,987	D(1)(2)
Common Stock	452,586	D(1)(3)
Common Stock	4,275,506	I(1)(4)	See footnote(1)(4)
Common Stock	855,101	I(1)(5)	See footnote(1)(5)

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
Common Stock Warrants (right to buy)	02/01/2006	02/01/2011	Common Stock	558,295	$0.77	D(6)
Common Stock Warrants (right to buy)	02/01/2006	02/01/2011	Common Stock	12,034	$0.77	D(7)
Common Stock Warrants (right to buy)	02/01/2006	02/01/2011	Common Stock	113,683	$0.77	I	See footnote(8)
Common Stock Warrants (right to buy)	02/01/2006	02/01/2011	Common Stock	22,737	$0.77	I	See footnote(9)
Common Stock Warrants (right to buy)	04/26/2006	04/26/2011	Common Stock	5,734,633	$0.77	D(6)
Common Stock Warrants (right to buy)	04/26/2006	04/26/2011	Common Stock	123,608	$0.77	D(7)
Common Stock Warrants (right to buy)	04/26/2006	04/26/2011	Common Stock	1,167,713	$0.77	I	See footnote(8)
Common Stock Warrants (right to buy)	04/26/2006	04/26/2011	Common Stock	233,543	$0.77	I	See footnote(9)

1. Name and Address of Reporting Person* BAY CITY CAPITAL LLC (Last) (First) (Middle) 750 BATTERY STREET SUITE 600 (Street) SAN FRANCISCO CA 94111 (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* Bay City Capital Management IV LLC (Last) (First) (Middle) 750 BATTERY STREET, SUITE 600 (Street) SAN FRANCISCO CA 94111 (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* Bay City Capital Fund IV, L.P. (Last) (First) (Middle) 700 BATTERY STREET SUITE 600 (Street) SAN FRANCISCO CA 94111 (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* BAY CITY CAPITAL FUND IV CO INVESMENT FUND LP (Last) (First) (Middle) 750 BATTERY STREET SUITE 600 (Street) SAN FRANCISCO CA 94111 (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. Bay City Capital Fund IV, L.P. ("Fund IV"), Bay City Capital Fund IV Co-Investment Fund, L.P. ("Co-Investment IV"), Bay City Capital Management IV LLC ("Management IV") and Bay City Capital LLC ("BCC") are deemed to be a "group" for the purposes of Section 13(d) under the Securities Exchange Act of 1934

2. Represents shares of Common Stock held by Fund IV.

3. Represents shares of Common Stock held by Co-Investment IV.

4. Represents the indirect interest of Management IV in shares of Common Stock held by Fund IV and Co-Investment IV. Management IV is the general partner of Fund IV and Management IV. Management IV disclaims beneficial ownership in such shares.

5. Represents the indirect interest of BCC in shares of Common Stock held by Fund IV and Co-Investment IV. BCC is the manager of Management IV, the general partner of Fund IV and Management IV. BCC disclaims beneficial ownership in such shares.

6. Represents warrants held by Fund IV.

7. Represents warrants held by Co-Investment IV.

8. Represents the indirect interest of Management IV in warrants held by Fund IV and Co-Investment IV. Management IV disclaims beneficial ownership in such warrants.

9. Represents the indirect interest of BCC in warrants held by Fund IV and Co-Investment IV. BCC disclaims beneficial ownership in such warrants.

Remarks:

Signed by Fred Craves, Managing Director Bay City Capital LLC for itself, for and on behalf of Bay City Capital Management IV LLC in its capacity as manager thereof, and for and on behalf of Bay City Capital Fund IV, L.P. and Bay City Capital Fund IV Co-Investment Fund, L.P. in its capacity as manager of Bay City Capital Management IV LLC, the general partner of Fund IV and Co-Investment IV.

	/s/ Fred Craves	05/02/2006
	** Signature of Reporting Person	Date
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