10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q/A

(Amendment No. 1)

(Mark One)
þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended June 30, 2012
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-33038

ZIOPHARM Oncology, Inc.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 84-1475642 (I.R.S. Employer Identification No.)

1180 Avenue of the Americas, 20^th Floor, New York, NY 10036

(646) 214-0700

(Address, including zip code, and telephone number, including

area code, of registrant’s principal executive offices) 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period than the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes: þ No: ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes: þ No: ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ¨	Accelerated filer þ	Non-accelerated filer ¨	Smaller reporting company ¨
	(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes: ¨  No: þ

The number of shares of the registrant’s Common Stock, $.001 par value, outstanding as of July 29, 2012, was 79,567,946 shares.

Explanatory Note

ZIOPHARM Oncology, Inc. is filing this Amendment No. 1 to its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2012 (“Form 10-Q”), which was filed with the Securities and Exchange Commission on August 2, 2012, for the sole purpose of furnishing XBRL Interactive Data Files. Under Rule 405(a)(2) of Regulation S-T, a filer may submit its first Interactive Data File containing detail-tagged footnotes or schedules within 30-days of the original filing date of the Form 10-Q. No other changes have been made to the Form 10-Q.

Except as specifically described above, this Amendment No. 1 does not reflect events occurring after the filing of the Form 10-Q, does not update disclosures contained in the Form 10-Q and does not modify or amend the Form 10-Q.

Pursuant to Rule 406T of Regulation S-T, the XBRL Interactive Data Files furnished as Exhibits 101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, and 101.PRE hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended or Section 18 of the Securities Exchange Act of 1934, as amended and otherwise are not subject to liability under such sections.

2

Part II - Other Information

Item 6. Exhibits

Exhibit

Number Exhibit Description

31.1* Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2* Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1* Certifications pursuant to 18 U.S.C. Section 1350

101.INS* XBRL Instance Document

101.SCH* XBRL Taxonomy Extension Schema Document

101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF* XBRL Taxonomy Definition Linkbase Document

101.LAB* XBRL Taxonomy Extension Label Linkbase Document

101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

/s/ Jason A. Amello  

Jason A. Amello

Executive Vice President and Chief Financial Officer

(Duly Authorized Officer and Principal Financial and Accounting Officer)

Dated: August 28, 2012

4

EXHIBIT INDEX

31.1* Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2* Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1* Certifications pursuant to 18 U.S.C. Section 1350

101.INS* XBRL Instance Document

101.SCH* XBRL Taxonomy Extension Schema Document

101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF* XBRL Taxonomy Definition Linkbase Document

101.LAB* XBRL Taxonomy Extension Label Linkbase Document

101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

5

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Jonathan Lewis, certify that:

1.   I have reviewed this quarterly report on Form 10-Q of ZIOPHARM Oncology, Inc.;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.   The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)  Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 28, 2012

/s/ Jonathan Lewis  

Jonathan Lewis, M.D., Ph.D.

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, Jason A. Amello, certify that:

1.   I have reviewed this quarterly report on Form 10-Q of ZIOPHARM Oncology, Inc.;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.   The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)  Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 28, 2012

/s/ Jason A. Amello  

Jason A. Amello

Executive Vice President and Chief Financial Officer

(Principal Financial and Accounting Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATION

In connection with the Quarterly Report on Form 10-Q of ZIOPHARM Oncology, Inc. (the “Company”) for the period ended June 30, 2012, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), we Jonathan Lewis, the Principal Executive Officer of the Company and Jason A. Amello, the Principal Financial and Accounting Officer of the Company, hereby certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to our knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, and

(2) the information in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 28, 2012

/s/ Jonathan Lewis  

Jonathan Lewis, M.D., Ph.D.

Chief Executive Officer

(Principal Executive Officer)

Dated: August 28, 2012

/s/ Jason A. Amello  

Jason A. Amello

Executive Vice President and Chief Financial Officer

(Principal Financial and Accounting Officer)

XML

Stock-Based Compensation Expense on All Employee and Non-Employee Awards (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		106 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 1,078	$ 612	$ 2,290	$ 1,314	$ 17,591
Research and Development Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	426	166	942	276
General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 652	$ 446	$ 1,348	$ 1,038

XML

Potential Dilutive Shares Excluded from Computation of Diluted Net Loss Per Share (Detail)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	17,695,680	18,291,650
Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	5,397,154	4,790,552
Unvested restricted common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	1,029,848	248,752
Warrant Exercise
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	11,268,678	13,252,346

XML

Summary of Unvested Restricted Stock (Detail) (USD $)	6 Months Ended
	Jun. 30, 2012
Number of Shares
Beginning Balance	950,906
Granted	170,302
Vested	(25,000)
Cancelled	(66,360)
Ending Balance	1,029,848
Weighted Average Grant Date Fair Value
Beginning Balance	$ 4.34
Granted	$ 4.51
Vested	$ 5.21
Cancelled	$ 4.41
Ending Balance	$ 4.34

XML

Summary of Significant Accounting Policies

106 Months Ended

Jun. 30, 2012

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

The Company’s significant accounting policies were identified in the Company’s Form 10-K for the fiscal year ended December 31, 2011.

XML

Warrants - Additional Information (Detail) (USD $)	1 Months Ended			3 Months Ended		6 Months Ended		12 Months Ended	106 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended		1 Months Ended	2 Months Ended	6 Months Ended		2 Months Ended
	May 31, 2012	Feb. 23, 2007	May 31, 2005	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2009 Year	Jun. 30, 2012	Jun. 30, 2012 Liability Warrants	Jun. 30, 2011 Liability Warrants	Jun. 30, 2012 Liability Warrants	Jun. 30, 2011 Liability Warrants	Dec. 31, 2009 J. P. Morgan Securities LLC	Jan. 20, 2012 J. P. Morgan Securities LLC	May 31, 2005 Private Placement	Dec. 31, 2009 Private Placement	Jun. 30, 2012 Private Placement	Dec. 31, 2006 Private Placement	Dec. 31, 2009 Registered direct offering
Class of Warrant or Right [Line Items]
Warrant issued		1,359,317	579													419,786
Warrant exercised																		373,617
Warrant expired	579
Value of warrant issued																$ 1,600,000
sale of stock Price per share															$ 4.888	$ 4.75	$ 1.825		$ 4.63
Revised price for warrants																$ 4.69	$ 4.25			$ 3.93
Common stock warrants exercise price																	$ 2.04
Issuable price for common stock																				$ 3.10
Warrants to purchase an aggregate of shares of common stock								8,206,520
Warrants issued														464,520
Warrant exercise Price														$ 4.02
Warrant exercisable Period														6 months
Warrant term								5 years
Fair value of warrant								22,900,000
Expected volatility								105.00%
Risk free interest								2.14%
Expected life								5
Expected dividend yield								0.00%
Other income (expense)				$ 3,000	$ 9,000	$ (23,000)	$ 7,000		$ 4,691,000	$ (600,000)	$ 2,100,000	$ (6,400,000)	$ (9,000,000)
Warrants expiration date		Feb. 23, 2012	May 31, 2012
Warrant exercise price		5.75	3.93

XML

Number of Warrants Outstanding (Detail)	Jun. 30, 2012	Dec. 31, 2011
Class of Warrant or Right [Line Items]
Classified warrants	11,268,678	13,117,264
Liabilities
Class of Warrant or Right [Line Items]
Classified warrants	8,050,709	8,424,905
Equity
Class of Warrant or Right [Line Items]
Classified warrants	3,217,969	4,692,359

XML

Assumptions Used In Binomial Valuation Model and Black-Scholes Valuation Model (Detail)	Dec. 31, 2009 Year	Jun. 30, 2012 Monte Carlo Option Pricing Model Year	Jun. 30, 2011 Black Scholes Option Pricing Model	Jun. 30, 2012 Minimum Monte Carlo Option Pricing Model Year	Jun. 30, 2011 Minimum Black Scholes Option Pricing Model Year	Jun. 30, 2011 Maximum Black Scholes Option Pricing Model Year
Class of Warrant or Right [Line Items]
Risk-free interest rate	2.14%			0.37%	0.18%	1.01%
Expected volatility	105.00%			70.00%	45.00%	97.00%
Expected dividend yield	0.00%	0.00%	0.00%
Expected life in years	5	12		2.44	0.92	3.43

XML

Warrant Exercise (Detail) (USD $) In Thousands, except Share data, unless otherwise specified	6 Months Ended		106 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Class of Warrant or Right [Line Items]
Liability Reclassed to Equity	$ 412	$ 265
Cash Received	210	12,293	12,959
Cash exercises
Class of Warrant or Right [Line Items]
Cash Received	210	12,293
Cashless exercises
Class of Warrant or Right [Line Items]
Liability Reclassed to Equity	$ 412	$ 265
Equity Warrants
Class of Warrant or Right [Line Items]
Warrant exercised	115,073	2,299,602
Equity Warrants | Cash exercises
Class of Warrant or Right [Line Items]
Warrant exercised	102,744	2,259,770
Equity Warrants | Cashless exercises
Class of Warrant or Right [Line Items]
Warrant exercised	12,329	39,832
Liability Warrants
Class of Warrant or Right [Line Items]
Warrant exercised	373,617	144,905
Liability Warrants | Cashless exercises
Class of Warrant or Right [Line Items]
Warrant exercised	373,617	144,905
Common Stock Issued
Class of Warrant or Right [Line Items]
Warrant exercised	192,603	2,319,078
Common Stock Issued | Cash exercises
Class of Warrant or Right [Line Items]
Warrant exercised	102,744	2,259,770
Common Stock Issued | Cashless exercises
Class of Warrant or Right [Line Items]
Warrant exercised	89,859	59,308

XML

Business

106 Months Ended

Jun. 30, 2012

Business

1. Business

Overview

ZIOPHARM Oncology, Inc. (“ZIOPHARM” or the “Company”) is a biopharmaceutical company that seeks to acquire, develop and commercialize, on its own or with other commercial partners, products for the treatment of important unmet medical needs in cancer.

The Company’s operations to date have consisted primarily of raising capital and conducting research and development.  Accordingly, the Company is considered to be in the development stage at June 30, 2012. The Company's fiscal year ends on December 31.

The Company has operated at a loss since its inception in 2003 and has minimal revenues. The Company anticipates that losses will continue for the foreseeable future. At June 30, 2012, the Company’s accumulated deficit was approximately $235.7 million. The Company currently believes that it has sufficient capital to fund development and commercialization activities into the second half of 2013. The Company’s ability to continue operations after its current cash resources are exhausted depends on its ability to obtain additional financing or to achieve profitable operations, as to which no assurances can be given. Cash requirements may vary materially from those now planned because of changes in the Company’s focus and direction of its research and development programs, competitive and technical advances, patent developments, regulatory changes or other developments. Additional financing will be required to continue operations after the Company exhausts its current cash resources and to continue its long-term plans for clinical trials and new product development. There can be no assurance that any such financing can be realized by the Company, or if realized, what the terms thereof may be, or that any amount that the Company is able to raise will be adequate to support the Company’s working capital requirements until it achieves profitable operations.

Basis of Presentation

The accompanying unaudited interim financial statements have been prepared in accordance with the instructions to Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures required by generally accepted accounting principles in the United States have been condensed or omitted pursuant to such rules and regulations.

It is management’s opinion that the accompanying unaudited interim financial statements reflect all adjustments (which are normal and recurring) that are necessary for a fair statement of the results for the interim periods. The unaudited interim financial statements should be read in conjunction with the audited financial statements and the notes thereto for the year ended December 31, 2011 included in the Company’s Form 10-K for such fiscal year.

The year-end balance sheet data was derived from the audited financial statements but does not include all disclosures required by generally accepted accounting principles in the United States.

The results disclosed in the Statements of Operations for the three and six months ended June 30, 2012 are not necessarily indicative of the results to be expected for the full fiscal year.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although the Company regularly assesses these estimates, actual results could differ from those estimates. Changes in estimates are recorded in the period in which they become known.

The Company’s most significant estimates and judgments used in the preparation of its financial statements are:

· Clinical trial expenses;

· Fair value measurements for stock based compensation and warrants; and

· Income taxes.

Subsequent Events

The Company evaluated all events and transactions that occurred after the balance sheet date through the date of this filing.  Except as disclosed below, the Company did not have any other material subsequent events that impacted its financial statements or disclosures.

On July 16, 2012, the Company announced that it has restructured its management team and will also be closing its Germantown, MD office. As a result of this action, the Company expects to record a restructuring charge, consisting primarily of severance and health benefit continuation costs, of approximately $1.1 million in the third quarter of 2012.

XML

Common Stock - Additional Information (Detail) (J. P. Morgan Securities LLC, USD $)	1 Months Ended
	Jan. 25, 2012	Jan. 31, 2012	Jan. 20, 2012
Class of Stock [Line Items]
Issuance & sale of common stock in Public offering			9,650,000
Issuance & sale of common stock in Public offering price per share			$ 5.20
sale of stock Price per share			$ 4.888
Option exercise period			30 days
Option to purchase common stock			1,447,500
Stock issued during period	9,650,000	464,401
Proceeds from issuance of common stock		$ 49,200,000
Total
Class of Stock [Line Items]
Stock issued during period		10,114,401

XML

Balance Sheets (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 110,391	$ 104,713
Collaboration receivable		79
Prepaid expenses and other current assets	9,051	1,313
Total current assets	119,442	106,105
Property and equipment, net	1,982	1,141
Deposits	132	91
Other non-current assets	824	771
Total assets	122,380	108,108
Current liabilities:
Accounts payable	1,470	1,727
Accrued expenses	15,502	10,821
Deferred revenue - current portion	800	800
Deferred rent - current portion	4	15
Total current liabilities	17,776	13,363
Deferred revenue	3,133	3,533
Deferred rent	363	180
Warrant liabilities	25,472	19,425
Total liabilities	46,744	36,501
Commitments and contingencies (note 7)
Stockholders' equity:
Preferred stock, $0.001 par value; 30,000,000 shares authorized and no shares issued and outstanding
Common stock, $0.001 par value; 250,000,000 shares authorized; 79,625,290 and 69,206,044 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively	80	69
Additional paid-in capital - common stock	304,219	246,519
Additional paid-in capital - warrants issued	7,012	12,611
Deficit accumulated during the development stage	(235,675)	(187,592)
Total stockholders' equity	75,636	71,607
Total liabilities and stockholders' equity	$ 122,380	$ 108,108

XML

Statement Of Stockholders' Equity (Parenthetical) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012
Issuance of common stock, commissions and expenses	$ 3,426

XML

Fair Value of Stock Options Assumptions Using Black-Scholes Option Valuation Model (Detail)	3 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate	0.93%	1.83%
Risk-free interest rate	1.10%	2.61%
Expected life in years	6 years
Expected volatility	83.36%	84.40%
Expected volatility	83.52%	87.40%
Expected dividend yield	0.00%	0.00%
Maximum
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Expected life in years		6 years
Minimum
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Expected life in years		5 years 9 months 7 days

XML

Business - Additional Information (Detail) (USD $) In Millions, unless otherwise specified		1 Months Ended
	Jun. 30, 2012	Jul. 16, 2012 Subsequent Event Severance and Health Benefit Continuation Costs
Nature Of Business [Line Items]
Accumulated deficit	$ 235.7
Restructuring charge		$ 1.1

XML

Stock Option Activity Under Stock Option Plan (Detail) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Number of Shares
Beginning Balance			5,138,486
Granted	361,900	516,000	425,400	1,063,900
Exercised			(8,300)
Cancelled			(158,432)
Ending Balance	5,397,154		5,397,154
Vested and unvested expected to vest at end of period	5,340,550		5,340,550
Options exercisable, at end of period	3,124,387		3,124,387
Options exercisable, at beginning of period			2,911,186
Options available for future grant	3,678,000		3,678,000
Weighted Average Exercise Price
Beginning Balance			$ 4.08
Granted			$ 4.96
Exercised			$ 3.61
Cancelled			$ 5.90
Ending Balance	$ 4.10		$ 4.10
Vested and unvested expected to vest at end of period	$ 4.10		$ 4.10
Options exercisable, at end of period	$ 3.40		$ 3.40
Options exercisable, at beginning of period			$ 3.21
Outstanding, at end of period (in years)			7 years 2 months 9 days
Vested and unvested expected to vest at end of period (in years)			7 years 2 months 9 days
Aggregate Intrinsic Value
Outstanding, at end of period			$ 10,320
Vested and unvested expected to vest at end of period	10,212		10,212
Options exercisable, at end of period	8,137		8,137
Options exercisable, at beginning of period			$ 4,232
End of Period
Weighted Average Exercise Price
Options exercisable			5 years 3 months 11 days
Beginning of Period
Weighted Average Exercise Price
Options exercisable			5 years 6 months 7 days

XML

Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Cash equivalents	$ 109,455	$ 103,736
Warrant liability	25,472	19,425
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Cash equivalents	109,455	103,736
Significant Other Observable In puts (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Warrant liability	$ 25,472	$ 19,425

XML

Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	6 Months Ended		106 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Cash flows from operating activities:
Net loss	$ (48,083)	$ (49,732)	$ (235,675)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	265	95	2,181
Stock-based compensation	2,290	1,314	17,591
Change in fair value of warrants	6,461	8,965	1,740
Loss on disposal of fixed assets			9
Common stock issued in exchange for in-process research and development		17,457	17,457
(Increase) decrease in:
Collaboration receivable	79
Prepaid expenses and other current assets	(7,738)	(592)	(9,051)
Other noncurrent assets	(53)	(519)	(824)
Deposits	(41)	(4)	(132)
Increase (decrease) in:
Accounts payable	(258)	753	1,469
Accrued expenses	4,681	3,546	15,502
Deferred revenue	(400)	4,733	3,933
Deferred rent	172	(5)	367
Net cash used in operating activities	(42,625)	(13,989)	(185,433)
Cash flows from investing activities:
Purchases of property and equipment	(1,107)	(392)	(4,174)
Proceeds from sale of property and equipment			1
Net cash used in investing activities	(1,107)	(392)	(4,173)
Cash flows from financing activities:
Stockholders' capital contribution			500
Proceeds from exercise of stock options	30	849	1,373
Payments to employees for repurchase of common stock		(78)	(2,321)
Proceeds from exercise of warrants	210	12,293	12,959
Proceeds from issuance of common stock and warrants, net	49,170	71,207	270,726
Proceeds from issuance of preferred stock, net			16,760
Net cash provided by financing activities	49,410	84,271	299,997
Net increase (decrease) in cash and cash equivalents	5,678	69,890	110,391
Cash and cash equivalents, beginning of period	104,713	60,392
Cash and cash equivalents, end of period	110,391	130,282	110,391
Supplementary disclosure of cash flow information:
Cash paid for interest
Cash paid for income taxes
Supplementary disclosure of noncash investing and financing activities:
Warrants issued to placement agents and investors			47,276
Exercise of liability-classified warrants to common shares	412	265	764
Convertible Preferred Stock
Supplementary disclosure of noncash investing and financing activities:
Preferred stock conversion/exercise of equity-classified warrants to common stock			16,760
Warrant Exercise
Supplementary disclosure of noncash investing and financing activities:
Preferred stock conversion/exercise of equity-classified warrants to common stock	$ 166	$ 8,992	$ 9,490

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Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	30,000,000	30,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	79,625,290	69,206,044
Common stock, shares outstanding	79,625,290	69,206,044

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Stock-Based Compensation

106 Months Ended

Jun. 30, 2012

Stock-Based Compensation

10. Stock-Based Compensation

The Company recognized stock-based compensation expense on all employee and non-employee awards as follows:

	For the three months				For the six months
	ended June 30,				ended June 30,
(in thousands)	2012		2011		2012		2011
Research and development	$	426	$	166	$	942	$	276
General and administrative		652		446		1,348		1,038
Stock-based employee compensation expense	$	1,078	$	612	$	2,290	$	1,314

The Company granted 361,900 and 425,400 stock options during the three and six months ended June 30, 2012 that had a weighted-average grant date fair value of $3.51 and $3.48 per share, respectively. The Company granted 516,000 and 1,063,900 stock options during the three and six months ended June 30, 2011 that had a weighted-average grant date fair value of $4.69 and $4.33 per share, respectively.

At June 30, 2012, total unrecognized compensation costs related to unvested stock options outstanding amounted to $10.3 million. The cost is expected to be recognized over a weighted-average period of 1.59 years.

For the three months ended June 30, 2012 and 2011, the fair value of stock options was estimated on the date of grant using a Black-Scholes option valuation model with the following assumptions:

	For the three months ended June 30,
	2012			2011
Risk-free interest rate		0.93 - 1.10	%		1.83 - 2.61	%
Expected life in years		6			5.77 - 6
Expected volatility		83.36 - 83.52	%		84.4 - 87.4	%
Expected dividend yield		0			0

Stock option activity under the Company’s stock option plan for the six months ended June 30, 2012 is as follows:

(in thousands, except share and per share data)	Number of Shares			Weighted- Average Exercise Price		Weighted- Average Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding, December 31, 2011		5,138,486		$	4.08
Granted		425,400			4.96
Exercised		(8,300	)		3.61
Cancelled		(158,432	)		5.90
Outstanding, June 30, 2012		5,397,154		$	4.10		7.19	$	10,320
Vested and unvested expected to vest at June 30, 2012		5,340,550		$	4.10		7.19	$	10,212
Options exercisable, June 30, 2012		3,124,387		$	3.40		5.28	$	8,137
Options exercisable, December 31, 2011		2,911,186		$	3.21		5.52	$	4,232
Options available for future grant		3,678,000

A summary of the status of unvested restricted stock for the six months ended June 30, 2012 is as follows:

	Number of Shares			Weighted-Average Grant Date Fair Value
Non-vested, December 31, 2011		950,906		$	4.34
Granted		170,302			4.51
Vested		(25,000	)		5.21
Cancelled		(66,360	)		4.41
Non-vested, June 30, 2012		1,029,848		$	4.34

At June 30, 2012, total unrecognized compensation costs related to unvested restricted stock outstanding amounted to $6.4 million. The cost is expected to be recognized over a weighted-average period of 1.76 years.

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Document and Entity Information	6 Months Ended
	Jun. 30, 2012	Jul. 29, 2012
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Trading Symbol	ZIOP
Entity Registrant Name	ZIOPHARM ONCOLOGY INC
Entity Central Index Key	0001107421
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		79,567,946

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Fair Value Measurements (Tables)

106 Months Ended

Jun. 30, 2012

Assets and Liabilities Measured at Fair Value on Recurring Basis

Assets and liabilities measured at fair value on a recurring basis as of June 30, 2012 and December 31, 2011 are as follows:

($ in thousands)			Fair Value Measurements at Reporting Date Using
Description	Balance as of June 30, 2012		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Cash equivalents	$	109,455	$	109,455	$	-	$	-
Warrant liability	$	25,472	$	-	$	25,472	$	-

($ in thousands)			Fair Value Measurements at Reporting Date Using
Description	Balance as of December 31, 2011		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Cash equivalents	$	103,736	$	103,736	$	-	$	-
Warrant liability	$	19,425	$	-	$	19,425	$	-

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Statements Of Operations (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended		106 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Research contract revenue	$ 200	$ 200	$ 400	$ 267	$ 1,067
Operating expenses:
Research and development, including costs of research contracts	18,264	9,125	32,249	33,766	161,148
General and administrative	4,902	3,923	9,750	7,275	78,545
Total operating expenses	23,166	13,048	41,999	41,041	239,693
Loss from operations	(22,966)	(12,848)	(41,599)	(40,774)	(238,626)
Other income, net	3	9	(23)	7	4,691
Change in fair value of warrants	(650)	2,115	(6,461)	(8,965)	(1,740)
Net income (loss)	$ (23,613)	$ (10,724)	$ (48,083)	$ (49,732)	$ (235,675)
Net income (loss) per share - basic	$ (0.30)	$ (0.16)	$ (0.62)	$ (0.78)
Net income (loss) per share - diluted	$ (0.30)	$ (0.16)	$ (0.62)	$ (0.78)
Weighted average common shares outstanding to compute net income (loss) per share - basic	78,514,718	67,229,098	77,067,424	63,839,723
Weighted average common shares outstanding to compute net income (loss) per share - diluted	78,514,718	67,229,098	77,067,424	63,839,723

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Net Loss per Share

106 Months Ended

Jun. 30, 2012

Net Loss per Share

5. Net Loss per Share

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding for the period. The Company's potential dilutive shares, which include outstanding common stock options, unvested restricted stock and warrants, have not been included in the computation of diluted net loss per share for any of the periods presented as the result would be antidilutive. Such potential shares of common stock at June 30, 2012 and 2011 consist of the following:

	For the Six Months
	Ended June 30,
	2012		2011
Stock options		5,397,154		4,790,552
Unvested restricted common stock		1,029,848		248,752
Warrants		11,268,678		13,252,346
		17,695,680		18,291,650

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Fair Value Measurements

106 Months Ended

Jun. 30, 2012

Fair Value Measurements

4. Fair Value Measurements

The Company accounts for fair value measurements of its financial assets and liabilities and non-financial assets and non-financial liabilities, except those that are recognized or disclosed in the financial statements at fair value on a recurring basis. The accounting standard defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs.  The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:

· Level 1 - Quoted prices in active markets for identical assets or liabilities.

· Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

· Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Assets and liabilities measured at fair value on a recurring basis as of June 30, 2012 and December 31, 2011 are as follows:

($ in thousands)			Fair Value Measurements at Reporting Date Using
Description	Balance as of June 30, 2012		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Cash equivalents	$	109,455	$	109,455	$	-	$	-
Warrant liability	$	25,472	$	-	$	25,472	$	-

($ in thousands)			Fair Value Measurements at Reporting Date Using
Description	Balance as of December 31, 2011		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Cash equivalents	$	103,736	$	103,736	$	-	$	-
Warrant liability	$	19,425	$	-	$	19,425	$	-

The cash equivalents represent deposits in a short term U.S. treasury money market mutual fund quoted in an active market and classified as a Level I asset. The Company’s Level II financial liabilities consist of long-term investor and placement agent warrants issued in connection with its December 2009 public offering. The warrants were valued using Binomial/Monte Carlo valuation models. See Note 8 for additional disclosures on the valuation methodology and significant assumptions.

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Collaborations and Alliances - Additional Information (Detail) (USD $) In Millions, unless otherwise specified		6 Months Ended
	Mar. 07, 2011	Jun. 30, 2012 Solasia	Jun. 30, 2012 Solasia Development-based milestones	Jun. 30, 2012 Solasia Sales-based milestones
Schedule Of Research And Development [Line Items]
Upfront payment received		$ 5.0
Expected Additional milestone payments to be received			$ 32.5	$ 53.5
Upfront payment for research and development funding earning period	75 months

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Net Loss per Share (Tables)

106 Months Ended

Jun. 30, 2012

Potential Dilutive Shares Excluded from Computation of Diluted Net Loss Per Share

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding for the period. The Company's potential dilutive shares, which include outstanding common stock options, unvested restricted stock and warrants, have not been included in the computation of diluted net loss per share for any of the periods presented as the result would be antidilutive. Such potential shares of common stock at June 30, 2012 and 2011 consist of the following:

	For the Six Months
	Ended June 30,
	2012		2011
Stock options		5,397,154		4,790,552
Unvested restricted common stock		1,029,848		248,752
Warrants		11,268,678		13,252,346
		17,695,680		18,291,650

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Warrants

106 Months Ended

Jun. 30, 2012

Warrants

8. Warrants

The Company has issued both warrants that are accounted for as liabilities and warrants that are accounted for as equity instruments. The number of warrants outstanding at June 30, 2012 and December 31, 2011 were as follows:

	June 30,		December 31,
	2012		2011
Liability-classified warrants		8,050,709		8,424,905
Equity-classified warrants		3,217,969		4,692,359
Total warrants		11,268,678		13,117,264

Liability-Classified Warrants

In May 2005, the Company issued 419,786 warrants to placement agents for services performed in connection with a 2005 private placement (the “2005 Warrants”) which were originally valued at $1.6 million. Subject to certain exceptions, the 2005 Warrants provide for anti-dilution protection should common stock or common stock equivalents be subsequently issued at a price less than the exercise price of the 2005 Warrants then in effect, which was initially $4.75 per share. This provision was triggered when the Company sold stock in a 2006 private placement at $4.63 per share. Accordingly, the 2005 Warrants were re-priced at $4.69. The provision was triggered a second time upon completion of a 2009 private placement in which the Company sold stock at $1.825 per share and issued common stock purchase warrants with an exercise price of $2.04, and the 2005 Warrants were re-priced at $4.25. The provision was triggered again when the Company sold stock in a December 2009 public offering at $3.10 per share and the 2005 Warrants were re-priced at $3.93. During the first six months of 2012, 373,617 warrants were exercised and 579 expired on May 31, 2012.

Also, in connection with its December 2009 public securities offering, the Company issued warrants to purchase an aggregate of 8,206,520 shares of common stock (including the investor warrants and 464,520 warrants issued to the underwriters for the offering) (the “2009 Warrants”). The 2009 Warrants issued to investors were exercisable immediately and the warrants issued to underwriters became exercisable six months after the date of issuance. The 2009 Warrants have an exercise price of $4.02 per share and have a five-year term. The fair value of the 2009 Warrants was estimated at $22.9 million using a Black-Scholes model with the following assumptions: expected volatility of 105%, risk free interest rate of 2.14%, expected life of five years and no dividends.

The Company assessed whether the 2005 Warrants and the 2009 Warrants require accounting as derivatives.  The Company determined that these warrants were not indexed to the Company’s own stock in accordance with accounting standards codification Topic 815, Derivatives and Hedging.  As such, the Company has concluded these warrants did not meet the scope exception for determining whether the instruments require accounting as derivatives and were classified as liabilities.

In December 2011, the Company changed from using a Black-Scholes pricing model to estimate the value of the liability-classified warrants to a Binomial/Monte Carlo pricing model. The following assumptions were used in the Binomial/Monte Carlo valuation model at June 30, 2012 and the Black-Scholes valuation model at June 30, 2011:

	June 30, 2012			June 30, 2011
Risk-free interest rate		0.37	%		0.18 - 1.01	%
Expected life in years		2.44			0.92 - 3.43
Expected volatility		70	%		45 - 97	%
Expected dividend yield		0			0
Steps per year		12			N/A

The change in the fair value of the warrant liability resulted in losses of $0.6 million and $6.4 million for the three and six months ended June 30, 2012, respectively. The change in the fair value of the warrant liability resulted in a gain of $2.1 million for the three months ended June 30, 2011 and a loss of $9.0 million for the six months ended June 30, 2011. The change in the fair value of the warrant liability was charged to other income (expense) in the Statements of Operations.

During the first six months of 2012, warrant exercises were as follows:

					Common		Liability
	Equity		Liability		Stock		Reclassed		Cash
(in thousands, except share data)	Warrants		Warrants		Issued		to Equity		Received
Cash exercises		102,744		-		102,744	$	-	$	210
Cashless exercises		12,329		373,617		89,859		412		-
		115,073		373,617		192,603	$	412	$	210

During the first six months of 2011, warrant exercises were as follows:

					Common		Liability
	Equity		Liability		Stock		Reclassed		Cash
(in thousands, except share data)	Warrants		Warrants		Issued		to Equity		Received
Cash exercises		2,259,770		-		2,259,770	$	-	$	12,293
Cashless exercises		39,832		144,905		59,308		265		-
		2,299,602		144,905		2,319,078	$	265	$	12,293

During the six months ended June 30, 2012, 1,359,317 warrants issued on February 23, 2007, exercisable at $5.75, expired unexercised on February 23, 2012 and 579 warrants issued on May 31, 2005, exercisable at $3.93, expired unexercised on May 31, 2012.

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Related Party Transactions

106 Months Ended

Jun. 30, 2012

Related Party Transactions

6. Related Party Transactions

On January 6, 2011, the Company entered into an Exclusive Channel Partner Agreement (the “Channel Agreement”) with Intrexon Corporation (see Note 7 for additional disclosure relating to the Channel Agreement). During the six months ended June 30, 2012, the Company paid Intrexon approximately $10.7 million, of which $2.5 million was for services already incurred and the remaining $8.2 million expected to be incurred within a year. This amount has been included as part of prepaid expenses and other current assets on the accompanying balance sheet as of June 30, 2012. The Company does not owe any amounts to Intrexon that have not already been accrued for as of June 30, 2012.

On January 25, 2012, Intrexon purchased 1,923,075 shares of common stock in the Company’s public offering (see Note 9).

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Commitments and Contingencies

106 Months Ended

Jun. 30, 2012

Commitments and Contingencies

7. Commitments and Contingencies

Patent and Technology License Agreement—The University of Texas M. D. Anderson Cancer Center and the Texas A&M University System.

On August 24, 2004, the Company entered into a patent and technology license agreement with The Board of Regents of the University of Texas System, acting on behalf of The University of Texas M. D. Anderson Cancer Center and the Texas A&M University System (collectively, the “Licensors”). Under this agreement, the Company was granted an exclusive, worldwide license to rights (including rights to U.S. and foreign patent and patent applications and related improvements and know-how) for the manufacture and commercialization of two classes of organic arsenicals (water- and lipid-based) for human and animal use. The class of water-based organic arsenicals includes darinaparsin.

As partial consideration for the license rights obtained, the Company made an upfront payment in 2004 of $125 thousand and granted the Licensors 250,487 shares of the Company’s common stock. In addition, the Company issued options to purchase an additional 50,222 shares outside the 2003 Stock Option Plan for $0.002 per share following the successful completion of certain clinical milestones, which vested with respect to 12,555 shares upon the filing of an Investigation New Drug application (“IND”) for darinaparsin in 2005 and vested with respect to another 25,111 shares upon the completion of dosing of the last patient for both Phase 1 clinical trials in 2007. The Company recorded $120 thousand of stock based compensation expense related to the vesting in 2007. The remaining 12,556 shares will vest upon enrollment of the first patient in a multi-center pivotal clinical trial i.e. a human clinical trial intended to provide the substantial evidence of efficacy necessary to support the filing of an approvable New Drug Application (“NDA”). In addition, the Licensors are entitled to receive certain milestone payments, including $100 thousand that was paid in 2005 upon the commencement of Phase 1 clinical trial and $250 thousand that was paid in 2006 upon the dosing of the first patient in the Company-sponsored Phase 2 clinical trial for darinaparsin. The Company may be required to make additional payments upon achievement of certain other milestones in varying amounts which on a cumulative basis could total up to an additional $4.5 million. In addition, the Licensors are entitled to receive single-digit percentage royalty payments on sales from a licensed product and will also be entitled to receive a portion of any fees that the Company may receive from a possible sublicense under certain circumstances. In addition, the Company also paid the Licensors $100 thousand in 2006 and 2007 to conduct scientific research with the Company obtaining exclusive right to all resulting intellectual property rights. The sponsored research agreements governing this research and any related extensions expired in February 2008 with no payments being made subsequent to that date.

The license agreement also contains other provisions customary and common in similar agreements within the industry, such as the right to sublicense the Company rights under the agreement. However, if the Company sublicenses its rights prior to the commencement of a pivotal study, i.e. a human clinical trial intended to provide the substantial evidence of efficacy necessary to support the filing of an approvable NDA, the Licensors will be entitled to receive a share of the payments received by the Company in exchange for the sublicense (subject to certain exceptions). The term of the license agreement extends until the expiration of all claims under patents and patent applications associated with the licensed technology, subject to earlier termination in the event of defaults by the Company or the Licensors under the license agreement, or if the Company becomes bankrupt or insolvent. No milestones under the license agreement were reached or expensed during the years ended December 31, 2009, 2010, 2011 or for the six months ended June 30, 2012.

License Agreement with DEKK-Tec, Inc.

On October 15, 2004, the Company entered into a license agreement with DEKK-Tec, Inc., pursuant to which it was granted an exclusive, worldwide license for palifosfamide. As part of the signing of license agreement with DEKK-Tec, the Company expensed an upfront $50 thousand payment to DEKK-Tec in 2004.

In consideration for the license rights, DEKK-Tec is entitled to receive payments upon achieving certain milestones in varying amounts, which on a cumulative basis may total $4.0 million. Of the aggregate milestone payments, most will be creditable against future royalty payments as referenced below. The Company expensed a $100 thousand milestone payment upon achieving Phase 2 milestones during the year ended December 31, 2006. Additionally, in 2004 the Company issued DEKK-Tec an option to purchase 27,616 shares of the Company’s common stock for $0.02 per share. Upon the execution of the license agreement, 6,904 shares vested and were subsequently exercised in 2005 and the remaining options will vest upon certain milestone events, culminating with final FDA approval of the first NDA submitted by the Company (or by its sublicensee) for palifosfamide. DEKK-Tec is entitled to receive single-digit percentage royalty payments on the sales of palifosfamide should it be approved for commercial sale. On March 16, 2010, the Company expensed a $100 thousand milestone payment upon receiving a United States Patent for palifosfamide. In December 2010, the Company expensed a $300 thousand milestone payment and vested 6,904 stock options upon achieving Phase 3 milestones. These options were subsequently exercised in 2011. The Company’s obligation to pay royalties will terminate on a country-by-country basis upon the expiration of all valid claims of patents in such country covering licensed product, subject to earlier termination in the event of defaults by the parties under the license agreement. No milestones under the license agreement were reached or expensed during the years ended December 31, 2009, 2011 or for the six months ended June 30, 2012.

Option Agreement with Southern Research Institute (“SRI”)

On December 22, 2004, the Company entered into an Option Agreement with SRI (the “Option Agreement”), pursuant to which the Company was granted an exclusive option to obtain an exclusive license to SRI’s interest in certain intellectual property, including exclusive rights related to certain isophosphoramide mustard analogs.

Also on December 22, 2004, the Company entered into a Research Agreement with SRI pursuant to which the Company agreed to spend a sum not to exceed $200 thousand between the execution of the agreement and December 21, 2006, including a $25 thousand payment that was made simultaneously with the execution of the agreement, to fund research and development work by SRI in the field of isophosphoramide mustard analogs. The Option Agreement was exercised on February 13, 2007. Under the license agreement entered into upon exercise of the option, the Company is required to remit minimum annual royalty payments of $25 thousand until the first commercial sale of a licensed product. These payments were made for the years ended December 31, 2008, 2009, 2010 and 2011. The Company may be required to make payments upon achievement of certain milestones in varying amounts which on a cumulative basis could total up to $775,000. In addition, SRI will be entitled to receive single digit percentage royalty payments on the sales of a licensed product in any country until all licensed patents rights in that country which are utilized in the product have expired. No milestones under the license agreement were reached or expensed during the years ended December 31, 2009, 2010, 2011 or for the six months ended June 30, 2012.

License Agreement with Baxter Healthcare Corporation

On November 3, 2006, the Company entered into a definitive Asset Purchase Agreement for indibulin and a License Agreement to proprietary nanosuspension technology with affiliates of Baxter Healthcare S.A. The purchase included the entire indibulin intellectual property portfolio as well as existing drug substance and capsule inventories. The terms of the Asset Purchase Agreement included an upfront cash payment of approximately $1.1 million and an additional $100 thousand payment for existing inventory, both of which were expensed in 2006. In addition to the upfront costs, the Asset Purchase Agreement includes additional diligence and milestone payments that could amount to approximately $8 million in the aggregate and royalties on net sales of products covered by a valid claim of a patent for the life of the patent on a country-by-country basis. The Company expensed a $625 thousand milestone payment upon the successful U.S. IND application for indibulin in 2007. The License Agreement requires payment of a $15 thousand annual patent and license prosecution/maintenance fee through the expiration of the last of the licensed patents, which is expected to expire in 2025, and single-digit royalties on net sales of licensed products covered by a valid claim of a patent for the life of the patent on a country-by-country basis. The term of the license agreement extends until the expiration of the last to expire of the patents covering the licensed products, subject to earlier termination in the event of defaults by the parties under the license agreement.

In October 2009, the Baxter License Agreement was amended to allow the Company to manufacturer indibulin. No milestones under the license agreement were reached or expensed during the years ended December 31, 2009, 2010, 2011 or for the six months ended June 30, 2012.

Exclusive Channel Partner Agreement with Intrexon Corporation

On January 6, 2011, we entered into the Channel Agreement, with Intrexon that governs a “channel partnering” arrangement in which we use Intrexon’s technology directed towards in vivo expression of effectors in connection with the development of ZIN-CTI-001 and ZIN-ATI-001 and generally to research, develop and commercialize products, in each case in which DNA is administered to humans for expression of anti-cancer effectors for the purpose of treatment or prophylaxis of cancer, which we collectively refer to as the Cancer Program. The Channel Agreement establishes committees comprised of representatives of us and Intrexon that govern activities related to the Cancer Program in the areas of project establishment, chemistry, manufacturing and controls, clinical and regulatory matters, commercialization efforts and intellectual property.

The Channel Agreement grants us a worldwide license to use patents and other intellectual property of Intrexon in connection with the research, development, use, importing, manufacture, sale, and offer for sale of products involving DNA administered to humans for expression of anti-cancer effectors for the purpose of treatment or prophylaxis of cancer (collectively the “ZIOPHARM Products”). Such license is exclusive with respect to any clinical development, selling, offering for sale or other commercialization of ZIOPHARM Products, and otherwise is non-exclusive. Subject to limited exceptions, we may not sublicense the rights described without Intrexon’s written consent.

Under the Channel Agreement, and subject to certain exceptions, we are responsible for, among other things, the performance of the Cancer Program, including development, commercialization and certain aspects of manufacturing of ZIOPHARM Products. Intrexon is responsible for the costs of establishing manufacturing capabilities and facilities for the bulk manufacture of products developed under the Cancer Program, certain other aspects of manufacturing and costs of discovery-stage research with respect to platform improvements and costs of filing, prosecution and maintenance of Intrexon’s patents.

Subject to certain expense allocations and other offsets provided in the Channel Agreement, we will pay Intrexon on a quarterly basis 50% of net profits derived in that quarter from the sale of ZIOPHARM Products, calculated on a ZIOPHARM Product-by- ZIOPHARM Product basis. We have likewise agreed to pay Intrexon on a quarterly basis 50% of revenue obtained in that quarter from a sublicensor in the event of a sublicensing arrangement. In addition, in partial consideration for each party’s execution and delivery of the Channel Agreement, we entered into a Stock Purchase Agreement with Intrexon.

During the first 24 months of the agreement, either we or Intrexon may terminate the Channel Agreement in the event of a material breach by the other and Intrexon may terminate the Channel Agreement under certain circumstances if we assign our rights under the Channel Agreement without Intrexon’s consent. Following the first 24 months of the agreement, Intrexon may also terminate the Channel Agreement if we fail to use diligent efforts to develop and commercialize ZIOPHARM Products or if we elect not to pursue the development of a Cancer Program identified by Intrexon that is a “Superior Therapy” as defined in the Channel Agreement. Also following the first 24 months of the agreement, we may voluntarily terminate the Channel Agreement upon 90 days written notice to Intrexon.

Upon termination of the Channel Agreement, we may continue to develop and commercialize any ZIOPHARM Product that, at the time of termination:

· is being commercialized by us;

· has received regulatory approval;

· is a subject of an application for regulatory approval that is pending before the applicable regulatory authority; or

· is the subject of at least an ongoing Phase 2 clinical trial (in the case of a termination by Intrexon due to an uncured breach or a voluntary termination by us), or an ongoing Phase 1 clinical trial in the field (in the case of a termination by us due to an uncured breach or a termination by Intrexon following an unconsented assignment by us or our election not to pursue development of a Superior Therapy).

Our obligation to pay 50% of net profits or revenue described above with respect to these “retained” products will survive termination of the Channel Agreement.

Collaboration Agreement with Harmon Hill, LLC

On April 8, 2008, the Company signed a collaboration agreement for Harmon Hill, LLC (“Harmon Hill”) to provide consulting and other services for the development and commercialization of oncology therapeutics by ZIOPHARM. Under the agreement the Company has agreed to pay Harmon Hill $20 thousand per month for the consulting services and has further agreed to pay Harmon Hill (a) $500 thousand upon the first patient dosing of the Specified Drug in a pivotal trial, which trial uses a dosing regime introduced by Harmon Hill; and (b) provided that the Specified Drug receives regulatory approval from the FDA, the European Medicines Agency or another regulatory agency for the marketing of the Specified Drug, a 1% royalty of the Company’s net sales will be awarded to Harmon Hill. If the Specified Drug is sublicensed to a third party, the agreement entitles Harmon Hill to 1% award of royalties or other payments received from a sublicense. The agreement expired on May 8, 2012 and is currently being renegotiated through November 8, 2012. The Company expensed $240 thousand during each of the years ended December 31, 2009, 2010 and 2011 and $120 thousand for the six months ended June 30, 2012 for consulting services per the aforementioned agreement. No milestones under the license agreement were reached or expensed during the years ended December 31, 2009, 2010, 2011 or for the six months ended June 30, 2012.

Collaboration Agreement with Solasia Pharma K.K.

On March 7, 2011, we entered into a License and Collaboration Agreement with Solasia Pharma K.K., (“Solasia”).

Pursuant to the License and Collaboration Agreement, we granted Solasia an exclusive license to develop and commercialize darinaparsin in both IV and oral forms and related organic arsenic molecules, in all indications for human use in a pan- Asian/Pacific territory comprised of Japan, China, Hong Kong, Macau, Republic of Korea, Taiwan, Singapore, Australia, New Zealand, Malaysia, Indonesia, Philippines and Thailand.

As consideration for the license, we received an upfront payment of $5.0 million to be used exclusively for further clinical development of darinaparsin outside of the pan-Asian/Pacific territory, and will be entitled to receive additional payments of up to $32.5 million in development-based milestones and up to $53.5 million in sales-based milestones. We will also be entitled to receive double-digit royalty payments from Solasia based upon net sales of licensed products in the applicable territories, once commercialized, and a percentage of sublicense revenues generated by Solasia.

The upfront payment for research and development funding is earned over the period of effort. We currently estimate this period to be 75 months, which could be adjusted in the future.

Under the License and Collaboration Agreement, we provide Solasia with drug product to conduct clinical trials. These transfers are accounted for as a reduction of research and development costs and an increase in collaboration receivables.

The agreement provides that Solasia will be responsible for the development and commercialization of darinaparsin in the pan-Asian/Pacific territory.

CRO Services Agreement with PPD Development, L.P.

The Company and PPD Development, L.P. ("PPD") are parties to a master clinical research organization services agreement dated January 29, 2010, a related work order dated June 25, 2010 and a related work order dated April 8, 2011 under which PPD provides clinical research organization ("CRO") services in support of the Company's clinical trials. PPD is entitled to cumulative payments of up to $18.3 million under these arrangements, which is payable by the Company in varying amounts upon PPD achieving specified milestones. During the year ended December 31, 2010, the Company expensed $1.8 million upon contract execution and $1.1 million upon a clinical study commencement of enrollment in North America. During the year ended December 31, 2011, additional milestones related to commencing enrollment in Europe, Latin America and Asia, along with enrollment based milestones, were met and the Company recorded an aggregate $4.0 million expense. During the six months ended June 30, 2012, two enrollment related milestones were met and the Company recorded an expense of $2.6 million.

CRO Services Agreement with Pharmaceutical Research Associates, Inc.

The Company and Pharmaceutical Research Associates, Inc. (“PRA”) are parties to a master clinical research organization services agreement dated December 13, 2011 under which PRA provides CRO services in support of the Company's clinical trials.  PRA is entitled to cumulative payments of up to $19.7 million under these arrangements, which is payable by the Company in varying amounts upon PRA achieving specified milestones. During the year ended December 31, 2011, the Company expensed $0.5 million upon execution of a letter of intent. During the six months ended June 30, 2012, the Company expensed $0.4 million upon execution of extensions of the foregoing letter of intent, $0.7 million upon work order execution and $1.0 million upon initial clinical study enrollment in the United States.

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Common Stock

106 Months Ended

Jun. 30, 2012

Common Stock

9. Common Stock

On January 20, 2012, the Company entered into an underwriting agreement with J. P. Morgan Securities LLC, as representative of the several underwriters named therein, relating to the issuance and sale of 9,650,000 shares of our common stock. The price to the public in the offering was $5.20 per share, and the underwriters agreed to purchase the shares from the Company pursuant to the underwriting agreement at a purchase price of $4.888 per share. Under the terms of the underwriting agreement, the Company also granted the underwriters an option, exercisable for 30 days, to purchase up to an additional 1,447,500 shares of common stock at a purchase price of $4.888 per share.  The offering was made pursuant to the Company’s effective registration statement on Form S-3 (Registration Statement No. 333-177793) previously filed with the SEC, and a prospectus supplement thereunder.  The underwriters purchased the 9,650,000 shares on January 25, 2012 and purchased an additional 464,401 shares on January 31, 2012 pursuant to the partial exercise of their option to purchase additional shares, resulting in our issuing a total of 10,114,401 shares. The net proceeds from the offering were approximately $49.2 million after deducting underwriting discounts and offering expenses payable by the Company.

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Stock-Based Compensation - Additional Information (Detail) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options , granted	361,900	516,000	425,400	1,063,900
Weighted-average grant date fair value	$ 3.51	$ 4.69	$ 3.48	$ 4.33
Unrecognized compensation costs	$ 10.3		$ 10.3
Expected recognition period			1 year 7 months 2 days
Unvested restricted common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs	$ 6.4		$ 6.4
Expected recognition period			1 year 9 months 4 days

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Stock-Based Compensation (Tables)

106 Months Ended

Jun. 30, 2012

Stock-Based Compensation Expense on All Employee and Non-Employee Awards

The Company recognized stock-based compensation expense on all employee and non-employee awards as follows:

	For the three months				For the six months
	ended June 30,				ended June 30,
(in thousands)	2012		2011		2012		2011
Research and development	$	426	$	166	$	942	$	276
General and administrative		652		446		1,348		1,038
Stock-based employee compensation expense	$	1,078	$	612	$	2,290	$	1,314

Fair Value of Stock Options Assumptions Using Black-Scholes Option Valuation Model

For the three months ended June 30, 2012 and 2011, the fair value of stock options was estimated on the date of grant using a Black-Scholes option valuation model with the following assumptions:

	For the three months ended June 30,
	2012			2011
Risk-free interest rate		0.93 - 1.10	%		1.83 - 2.61	%
Expected life in years		6			5.77 - 6
Expected volatility		83.36 - 83.52	%		84.4 - 87.4	%
Expected dividend yield		0			0

Stock Option Activity Under Stock Option Plan

Stock option activity under the Company’s stock option plan for the six months ended June 30, 2012 is as follows:

(in thousands, except share and per share data)	Number of Shares			Weighted- Average Exercise Price		Weighted- Average Contractual Term (Years)		Aggregate Intrinsic Value
Outstanding, December 31, 2011		5,138,486		$	4.08
Granted		425,400			4.96
Exercised		(8,300	)		3.61
Cancelled		(158,432	)		5.90
Outstanding, June 30, 2012		5,397,154		$	4.10		7.19	$	10,320
Vested and unvested expected to vest at June 30, 2012		5,340,550		$	4.10		7.19	$	10,212
Options exercisable, June 30, 2012		3,124,387		$	3.40		5.28	$	8,137
Options exercisable, December 31, 2011		2,911,186		$	3.21		5.52	$	4,232
Options available for future grant		3,678,000

Summary of Unvested Restricted Stock

A summary of the status of unvested restricted stock for the six months ended June 30, 2012 is as follows:

	Number of Shares			Weighted-Average Grant Date Fair Value
Non-vested, December 31, 2011		950,906		$	4.34
Granted		170,302			4.51
Vested		(25,000	)		5.21
Cancelled		(66,360	)		4.41
Non-vested, June 30, 2012		1,029,848		$	4.34

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Related Party Transactions - Additional Information (Detail) (USD $)			1 Months Ended	6 Months Ended
	Jun. 30, 2012	Dec. 31, 2011	Jan. 25, 2012 Intrexon Corporation	Jun. 30, 2012 Intrexon Corporation
Related Party Transaction [Line Items]
Payments for services				$ 10,700,000
Amounts paid for services incurred				2,500,000
Remaining service expenses expected to be incurred	9,051,000	1,313,000		8,200,000
Proceed from sale of common stock			$ 1,923,075

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Statement Of Stockholders' Equity (USD $) In Thousands, except Share data	Total	Common Stock	Additional Paid in Capital, Common Stock	Other Additional Capital	Accumulated Deficit during Development Stage
Beginning Balance at Dec. 31, 2011	$ 71,607	$ 69	$ 246,519	$ 12,611	$ (187,592)
Beginning Balance (in shares) at Dec. 31, 2011		69,206,044
Stock-based compensation	2,290		2,290
Exercise of employee stock options (in shares)	8,300	8,300
Exercise of employee stock options	30		30
Exercise of warrants to purchase common stock (in shares)		192,603
Exercise of warrants to purchase common stock	622		788	(166)
Issuance of restricted common stock		170,302
Forfeiture of unvested restricted common stock		(66,360)
Expired warrants			5,433	(5,433)
Issuance of common stock in a securities offering, net of commission and expenses of $3,426 (in shares)		10,114,401
Issuance of common stock in a securities offering, net of commission and expenses of $3,426	49,170	11	49,159
Net loss	(48,083)				(48,083)
Ending Balance at Jun. 30, 2012	$ 75,636	$ 80	$ 304,219	$ 7,012	$ (235,675)
Ending Balance (in shares) at Jun. 30, 2012		79,625,290

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Collaborations and Alliances

106 Months Ended

Jun. 30, 2012

Collaborations and Alliances

3. Collaborations and Alliances

On March 7, 2011, the Company entered into a License and Collaboration Agreement with Solasia Pharma K.K. (“Solasia”).

Pursuant to the License and Collaboration Agreement (the “Agreement”), the Company granted Solasia an exclusive license to develop and commercialize darinaparsin in both intravenous and oral forms and related organic arsenic molecules, in all indications for human use in a pan-Asian/Pacific territory comprised of Japan, China, Hong Kong, Macau, Republic of Korea, Taiwan, Singapore, Australia, New Zealand, Malaysia, Indonesia, Philippines and Thailand.

As consideration for the license, the Company received an upfront payment of $5.0 million to be used exclusively for further clinical development of darinaparsin outside of the pan-Asian/Pacific territory, and will be entitled to receive additional payments of up to $32.5 million in development-based milestones and up to $53.5 million in sales-based milestones. The Company will also be entitled to receive double digit royalty payments from Solasia based upon net sales of licensed products in the applicable territories, once commercialized, and a percentage of sublicense revenues generated by Solasia. 

The upfront payment for research and development funding is earned over the period of effort. The Company currently estimates this period to be 75 months, which could be adjusted in the future.

Under the Agreement, the Company provides Solasia with drug product to conduct clinical trials. These transfers are accounted for as a reduction of research and development costs and an increase in collaboration receivables.

The Agreement provides that Solasia will be responsible for the development and commercialization of darinaparsin in the pan-Asian/Pacific territory.

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Commitments and Contingencies - Additional Information (Detail) (USD $)	3 Months Ended		6 Months Ended		106 Months Ended	6 Months Ended				12 Months Ended			1 Months Ended		12 Months Ended		12 Months Ended		1 Months Ended		6 Months Ended	1 Months Ended	12 Months Ended					24 Months Ended		1 Months Ended	12 Months Ended			12 Months Ended							12 Months Ended	1 Months Ended	12 Months Ended					12 Months Ended		6 Months Ended	12 Months Ended		6 Months Ended	12 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2012 Solasia	Jun. 30, 2012 Solasia Development-based milestones	Jun. 30, 2012 Solasia Sales-based milestones	Jun. 30, 2012 Harmon Hill LLC Collaboration Agreement	Dec. 31, 2011 Harmon Hill LLC Collaboration Agreement	Dec. 31, 2010 Harmon Hill LLC Collaboration Agreement	Dec. 31, 2009 Harmon Hill LLC Collaboration Agreement	Apr. 08, 2008 Harmon Hill LLC Collaboration Agreement Upon the dosing of the first patient	Apr. 08, 2008 Harmon Hill LLC Monthly Payment Collaboration Agreement	Dec. 31, 2004 DEKK Tec Inc	Oct. 15, 2004 DEKK Tec Inc	Dec. 31, 2006 DEKK Tec Inc Upon the dosing of the first patient	Dec. 31, 2010 DEKK Tec Inc Phase 3	Mar. 16, 2010 DEKK Tec Inc Upon receiving a United States Patent for palifosfamide	Oct. 15, 2004 DEKK Tec Inc Up Front Payment	Jun. 30, 2012 Intrexon Corporation	Jan. 06, 2011 Intrexon Corporation Quarterly Payment	Dec. 31, 2011 Southern Research Institute	Dec. 31, 2010 Southern Research Institute	Dec. 31, 2009 Southern Research Institute	Dec. 31, 2008 Southern Research Institute	Jun. 30, 2012 Southern Research Institute	Dec. 21, 2006 Southern Research Institute Execution Agreement	Dec. 21, 2006 Southern Research Institute Maximum	Aug. 24, 2004 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Patent	Dec. 31, 2007 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System	Dec. 31, 2004 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System	Jun. 30, 2012 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System	Dec. 31, 2005 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Upon the commencement of Phase 1 clinical trial	Dec. 31, 2006 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Upon the dosing of the first patient	Dec. 31, 2007 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Intellectual Property Rights	Dec. 31, 2006 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Intellectual Property Rights	Dec. 31, 2005 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Upon the filing of an Investigation New Drug application (IND) for darinaparsin	Dec. 31, 2007 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Upon the completion of dosing of the last patient for both Phase 1 clinical trials	Jun. 30, 2012 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Upon enrollment of the first patient in a multi-center pivotal clinical trial	Dec. 31, 2004 The University Of Texas M.D. Anderson Cancer Center And The Texas A& M University System Up Front Payment	Nov. 03, 2006 Baxter Healthcare Corporation	Dec. 31, 2007 Baxter Healthcare Corporation Upon the successful U.S. IND application for indibulin	Nov. 03, 2006 Baxter Healthcare Corporation Assets	Nov. 03, 2006 Baxter Healthcare Corporation Inventories	Nov. 03, 2006 Baxter Healthcare Corporation Royalty Payments	Jan. 29, 2010 PPD Development L. P.	Dec. 31, 2010 PPD Development L. P. Upon contract execution	Dec. 31, 2010 PPD Development L. P. Upon a clinical study commencement of enrollment in North America	Jun. 30, 2012 PPD Development L. P. Upon initial clinical study enrollment	Dec. 31, 2011 PPD Development L. P. Upon initial clinical study enrollment	Dec. 13, 2011 Pharmaceutical Research Associates Inc	Jun. 30, 2012 Pharmaceutical Research Associates Inc Upon initial clinical study enrollment	Dec. 31, 2011 Pharmaceutical Research Associates Inc Execution of letter of intent	Jun. 30, 2012 Pharmaceutical Research Associates Inc Upon execution of extensions of the foregoing letter of intent	Jun. 30, 2012 Pharmaceutical Research Associates Inc Upon work order execution
Commitments and Contingencies Disclosure [Line Items]
Number of products																														2
Licensing fee																				$ 50,000																					$ 125,000
Shares of common stock granted	361,900	516,000	425,400	1,063,900																												250,487
Option to purchase common stock															27,616																	50,222
Sale of stock ,price per share															$ 0.02																	$ 0.002
Shares vested															6,904			6,904																				12,555	25,111
Stock based compensation expenses	1,078,000	612,000	2,290,000	1,314,000	17,591,000																										120,000
Shares expected to vest																																								12,556
Milestone payment																	100,000	300,000	100,000															100,000	250,000	100,000	100,000						625,000					1,800,000	1,100,000	2,600,000	4,000,000		1,000,000	500,000	400,000	700,000
Milestone maximum payment																4,000,000											775,000						4,500,000													8,000,000	18,300,000					19,700,000
Research expenses	18,264,000	9,125,000	32,249,000	33,766,000	161,148,000																							25,000	200,000
Royalty payment																							25,000	25,000	25,000	25,000
Asset Purchase Agreement, additional cash payment for inventory																																												1,100,000	100,000
Annual patent and license prosecution/maintenance fee																																										15,000
Percent of company net profit									1.00%													50.00%
Percentage of revenue agreed to pay which is obtained from sublicensor																						50.00%
Contract termination description																					Our obligation to pay 50% of net profits or revenue described above with respect to these "retained" products will survive termination of the Channel Agreement.
Other expense									120,000	240,000	240,000	240,000
Payment for consulting services fee													500,000	20,000
Upfront payment received						5,000,000
Expected Additional milestone payments to be received							$ 32,500,000	$ 53,500,000

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Warrants (Tables)

106 Months Ended

Jun. 30, 2012

Number of Warrants Outstanding

The number of warrants outstanding at June 30, 2012 and December 31, 2011 were as follows:

	June 30,		December 31,
	2012		2011
Liability-classified warrants		8,050,709		8,424,905
Equity-classified warrants		3,217,969		4,692,359
Total warrants		11,268,678		13,117,264

Assumptions Used In Binomial Valuation Model and Black-Scholes Valuation Model

The following assumptions were used in the Binomial/Monte Carlo valuation model at June 30, 2012 and the Black-Scholes valuation model at June 30, 2011:

	June 30, 2012			June 30, 2011
Risk-free interest rate		0.37	%		0.18 - 1.01	%
Expected life in years		2.44			0.92 - 3.43
Expected volatility		70	%		45 - 97	%
Expected dividend yield		0			0
Steps per year		12			N/A

Warrant Exercises

During the first six months of 2012, warrant exercises were as follows:

					Common		Liability
	Equity		Liability		Stock		Reclassed		Cash
(in thousands, except share data)	Warrants		Warrants		Issued		to Equity		Received
Cash exercises		102,744		-		102,744	$	-	$	210
Cashless exercises		12,329		373,617		89,859		412		-
		115,073		373,617		192,603	$	412	$	210

During the first six months of 2011, warrant exercises were as follows:

					Common		Liability
	Equity		Liability		Stock		Reclassed		Cash
(in thousands, except share data)	Warrants		Warrants		Issued		to Equity		Received
Cash exercises		2,259,770		-		2,259,770	$	-	$	12,293
Cashless exercises		39,832		144,905		59,308		265		-
		2,299,602		144,905		2,319,078	$	265	$	12,293