Patrick Keran
Vice President, Legal

SENT VIA EDGAR

March 13, 2009

United States Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Mail Stop 6010
Washington, D.C. 20549

Attention:	James Rosenberg, Senior Assistant Chief Accountant
	Mary Mast, Senior Staff Accountant
	Vanessa Robertson, Staff Accountant

Re:	ADVENTRX Pharmaceuticals, Inc.
	File Number: 001-32157
	Form 10-K for the Fiscal Year Ended December 31, 2007
	Filed March 17, 2008

Dear Mr. Rosenberg, Ms. Mast and Ms. Robertson:

This letter further supplements our letter dated January 14, 2009 (the “January 2009 Response). The January 2009 Response was provided in connection with your comment letter of November 3, 2008 related to our Annual Report on Form 10-K for the year ended December 31, 2007 (the “2007 Form 10-K”). Following substantial completion of our financial statements as of and for the year ended December 31, 2008 and discussions with you regarding previous supplements to the January 2009 Response, we wish to submit to you the following information, which is attached hereto:

• The current draft of the consolidated financial statements that we intend to submit in our upcoming Annual Report on Form 10-K for the year ended December 31, 2008 (the “Financial Statements”); and

• The current draft of the disclosure we anticipate disclosing under the caption “Change in Accounting Principle for Registration Payment Arrangements and Correction of Error” under Note 3 to the Financial Statements.

As requested in the original comment letter, the Company acknowledges:

• The Company is responsible for the adequacy and accuracy of the disclosure in the filing;

• Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

• The Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any further questions or wish to discuss the responses we have provided above, please call me at 858-552-0866 at your convenience.

Sincerely,
 

/s/ Patrick Keran  

Patrick Keran 

Vice President, Legal 

cc: Mark Bagnall, interim principal financial and accounting officer
Priscilla Lewis, interim Vice President, Finance

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ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Balance Sheets

	December 31,
	2008			2007
Assets
Current assets:
Cash and cash equivalents	$	9,849,904		$	14,780,739
Short-term investments		—			18,682,417
Interest and other receivables		121,736			72,029
Prepaid expenses		477,902			615,691
Total current assets		10,449,542			34,150,876
Property and equipment, net		199,052			332,444
Other assets		60,664			58,305
Total assets	$	10,709,258		$	34,541,625
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	1,721,376		$	552,143
Accrued liabilities		2,077,188			2,317,910
Accrued compensation and payroll taxes		915,459			622,762
Total current liabilities		4,714,023			3,492,815
Long-term liabilities		—			14,270
Total liabilities		4,714,023			3,507,085
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value; 200,000,000 shares authorized; 90,252,572 shares issued and outstanding at December 31, 2008 and 2007		90,254			90,254
Additional paid-in capital		131,751,439			130,140,549
Deficit accumulated during the development stage		(125,846,458	)		(99,198,965	)
Accumulated other comprehensive income		—			2,702
Total stockholders’ equity		5,995,235			31,034,540
Total liabilities and stockholders’ equity	$	10,709,258		$	34,541,625

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Statements of Operations

							Inception
							(June 12, 1996)
							Through
	Years Ended December 31,						December 31,
	2008			2007			2008
							(as restated)
Licensing revenue	$	500,000		$	500,000		$	1,000,000
Net sales		—			—			174,830
Grant revenue		—			—			129,733
Total net revenue		500,000			500,000			1,304,563
Cost of sales		—			—			51,094
Gross margin		500,000			500,000			1,253,469
Operating expenses:
Research and development		17,922,183			15,934,409			62,014,556
Selling, general and administrative		9,719,613			8,678,853			42,969,202
Depreciation and amortization		168,039			197,783			10,798,071
In-process research and development		—			—			10,422,130
Impairment loss — write-off of goodwill		—			—			5,702,130
Equity in loss of investee		—			—			178,936
Total operating expenses		27,809,835			24,811,045			132,085,025
Loss from operations		(27,309,835	)		(24,311,045	)		(130,831,556	)
Loss on fair value of warrants		—			—			(12,239,688	)
Interest income		549,964			2,169,005			4,582,028
Interest expense		—			—			(179,090	)
Other income		112,378			—			112,378
Loss before income taxes		(26,647,493	)		(22,142,040	)		(138,555,928	)
Provision for income taxes		—			—			—
Loss before cumulative effect of change in accounting principle		(26,647,493	)		(22,142,040	)		(138,555,928	)
Cumulative effect of change in accounting principle		—			—			(25,821	)
Net loss		(26,647,493	)		(22,142,040	)		(138,581,749	)
Preferred stock dividends		—			—			(621,240	)
Net loss applicable to common stock	$	(26,647,493	)	$	(22,142,040	)	$	(139,202,989	)
Loss per common share — basic and diluted	$	(0.30	)	$	(0.25	)
Weighted average shares outstanding — basic and diluted		90,252,572			89,912,732

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Statements of Stockholders’ Equity (Deficit) and Comprehensive Loss
Inception (June 12, 1996) Through December 31, 2008

																								Deficit
																						Accumulated		accumulated					Total
	Cumulative convertible				Cumulative convertible				Cumulative convertible										Additional			other		during the			Treasury		stockholders’
	preferred stock, series A				preferred stock, series B				preferred stock, series C				Common stock						paid-in			comprehensive		development			stock,		equity			Comprehensive
	Shares		Amount		Shares		Amount		Shares		Amount		Shares			Amount			capital			income (loss)		stage			at cost		(deficit)			loss
Balances at June 12, 1996 (date of incorporation)		—	$	—		—	$	—		—	$	—		—		$	—		$	—		$	—	$	—		$	—	$	—
Sale of common stock without par value		—		—		—		—		—		—		503			5			5			—		—			—		10
Change in par value of common stock		—		—		—		—		—		—		—			(4	)		4			—		—			—		—
Issuance of common stock and net liabilities assumed in acquisition		—		—		—		—		—		—		1,716,132			1,716			3,224			—		(18,094	)		—		(13,154	)
Issuance of common stock		—		—		—		—		—		—		2,010,111			2,010			456			—		(2,466	)		—		—
Net loss		—		—		—		—		—		—		—			—			—			—		(259,476	)		—		(259,476	)	$	(259,476	)
Balances at December 31, 1996		—		—		—		—		—		—		3,726,746			3,727			3,689			—		(280,036	)		—		(272,620	)	$	(259,476	)
Sale of common stock, net of offering costs of $9,976		—		—		—		—		—		—		1,004,554			1,004			1,789,975			—		—			—		1,790,979
Issuance of common stock in acquisition		—		—		—		—		—		—		375,891			376			887,874			—		—			—		888,250
Minority interest deficiency at acquisition charged to the Company		—		—		—		—		—		—		—			—			—			—		(45,003	)		—		(45,003	)
Net loss		—		—		—		—		—		—		—			—			—			—		(1,979,400	)		—		(1,979,400	)	$	(1,979,400	)
Balances at December 31, 1997		—		—		—		—		—		—		5,107,191			5,107			2,681,538			—		(2,304,439	)		—		382,206		$	(1,979,400	)
Rescission of acquisition		—		—		—		—		—		—		(375,891	)		(376	)		(887,874	)		—		561,166			—		(327,084	)
Issuance of common stock at conversion of notes payable		—		—		—		—		—		—		450,264			451			363,549			—		—			—		364,000
Expense related to stock warrants issued		—		—		—		—		—		—		—			—			260,000			—		—			—		260,000
Net loss		—		—		—		—		—		—		—			—			—			—		(1,204,380	)		—		(1,204,380	)	$	(1,204,380	)
Balances at December 31, 1998		—		—		—		—		—		—		5,181,564			5,182			2,417,213			—		(2,947,653	)		—		(525,258	)	$	(1,204,380	)
Sale of common stock		—		—		—		—		—		—		678,412			678			134,322			—		—			—		135,000
Expense related to stock warrants issued		—		—		—		—		—		—		—			—			212,000			—		—			—		212,000
Net loss		—		—		—		—		—		—		—			—			—			—		(1,055,485	)		—		(1,055,485	)	$	(1,055,485	)
Balances at December 31, 1999		—		—		—		—		—		—		5,859,976			5,860			2,763,535			—		(4,003,138	)		—		(1,233,743	)	$	(1,055,485	)
Sale of preferred stock, net of offering costs of $76,500		3,200		32		—		—		—		—		—			—			3,123,468			—		—			—		3,123,500
Issuance of common stock at conversion of notes and interest payable		—		—		—		—		—		—		412,487			412			492,085			—		—			—		492,497
Issuance of common stock at conversion of notes payable		—		—		—		—		—		—		70,354			70			83,930			—		—			—		84,000
Issuance of common stock to settle obligations		—		—		—		—		—		—		495,111			496			1,201,664			—		—			—		1,202,160
Issuance of common stock for acquisition		—		—		—		—		—		—		6,999,990			7,000			9,325,769			—		—			—		9,332,769
Issuance of warrants for acquisition		—		—		—		—		—		—		—			—			4,767,664			—		—			—		4,767,664
Stock issued for acquisition costs		—		—		—		—		—		—		150,000			150			487,350			—		—			—		487,500
Expense related to stock warrants issued		—		—		—		—		—		—		—			—			140,000			—		—			—		140,000
Dividends payable on preferred stock		—		—		—		—		—		—		—			—			(85,000	)		—		—			—		(85,000	)
Cashless exercise of warrants		—		—		—		—		—		—		599,066			599			(599	)		—		—			—		—
Net loss		—		—		—		—		—		—		—			—			—			—		(3,701,084	)		—		(3,701,084	)	$	(3,701,084	)
Balances at December 31, 2000		3,200		32		—		—		—		—		14,586,984			14,587			22,299,866			—		(7,704,222	)		—		14,610,263		$	(3,701,084	)

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Statements of Stockholders’ Equity (Deficit) and Comprehensive Loss
Inception (June 12, 1996) Through December 31, 2008

																								Deficit
																						Accumulated		accumulated					Total
	Cumulative convertible						Cumulative convertible				Cumulative convertible								Additional			other		during the			Treasury		stockholders’
	preferred stock, series A						preferred stock, series B				preferred stock, series C				Common stock				paid-in			comprehensive		development			stock,		equity			Comprehensive
	Shares			Amount			Shares		Amount		Shares		Amount		Shares		Amount		capital			income (loss)		stage			at cost		(deficit)			loss
Dividends payable on preferred stock		—			—			—		—		—		—		—		—		(256,000	)		—		—			—		(256,000	)
Repurchase of warrants		—			—			—		—		—		—		—		—		(55,279	)		—		—			—		(55,279	)
Sale of warrants		—			—			—		—		—		—		—		—		47,741			—		—			—		47,741
Cashless exercise of warrants		—			—			—		—		—		—		218,493		219		(219	)		—		—			—		—
Issuance of common stock to pay preferred dividends		—			—			—		—		—		—		93,421		93		212,907			—		—			—		213,000
Detachable warrants issued with notes payable		—			—			—		—		—		—		—		—		450,000			—		—			—		450,000
Issuance of warrants to pay operating expenses		—			—			—		—		—		—		—		—		167,138			—		—			—		167,138
Issuance of common stock to pay operating expenses		—			—			—		—		—		—		106,293		106		387,165			—		—			—		387,271
Issuance of preferred stock to pay operating expenses		137			1			—		—		—		—		—		—		136,499			—		—			—		136,500
Net loss		—			—			—		—		—		—		—		—		—			—		(16,339,120	)		—		(16,339,120	)	$	(16,339,120	)
Balances at December 31, 2001		3,337			33			—		—		—		—		15,005,191		15,005		23,389,818			—		(24,043,342	)		—		(638,486	)	$	(16,339,120	)
Dividends payable on preferred stock		—			—			—		—		—		—		—		—		(242,400	)		—		—			—		(242,400	)
Repurchase of warrants		—			—			—		—		—		—		—		—		—			—		—			—		—
Sale of warrants		—			—			—		—		—		—		240,000		240		117,613			—		—			—		117,853
Cashless exercise of warrants		—			—			—		—		—		—		100,201		100		(100	)		—		—			—		—
Exercise of warrants		—			—			—		—		—		—		344,573		345		168,477			—		—			—		168,822
Sale of preferred stock at $1.50 per share		—			—			200,000		2,000		—		—		—		—		298,000			—		—			—		300,000
Sale of preferred stock at $10.00 per share		—			—			—		—		70,109		701		—		—		700,392			—		—			—		701,093
Conversion of preferred stock into common stock		(3,000	)		(30	)		—		—		—		—		1,800,000		1,800		(1,770	)		—		—			—		—
Preferred stock dividends forgiven		—			—			—		—		—		—		—		—		335,440			—		—			—		335,440
Issuance of warrants to pay operating expenses		—			—			—		—		—		—		—		—		163,109			—		—			—		163,109
Issuance of common stock to pay operating expenses		—			—			—		—		—		—		6,292		6		12,263			—		—			—		12,269
Issuance of preferred stock to pay operating expenses		136			1			—		—		—		—		—		—		6,000			—		—			—		6,001
Issuance of stock options to employees		—			—			—		—		—		—		—		—		329,296			—		—			—		329,296
Net loss		—			—			—		—		—		—		—		—		—			—		(2,105,727	)		—		(2,105,727	)	$	(2,105,727	)
Balances at December 31, 2002		473			4			200,000		2,000		70,109		701		17,496,257		17,496		25,276,138			—		(26,149,069	)		—		(852,730	)	$	(2,105,727	)

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Statements of Stockholders’ Equity (Deficit) and Comprehensive Loss
Inception (June 12, 1996) Through December 31, 2008

																												Deficit
																										Accumulated		accumulated						Total
	Cumulative convertible						Cumulative convertible						Cumulative convertible										Additional			other		during the			Treasury			stockholders’
	preferred stock, series A						preferred stock, series B						preferred stock, series C						Common stock				paid-in			comprehensive		development			stock,			equity			Comprehensive
	Shares			Amount			Shares			Amount			Shares			Amount			Shares		Amount		capital			income (loss)		stage			at cost			(deficit)			loss
Dividends payable on preferred stock		—			—			—			—			—			—			—		—		(37,840	)		—		—			—			(37,840	)
Conversion of Series C preferred stock into common stock		—			—			—			—			(70,109	)		(701	)		14,021,860		14,022		(13,321	)		—		—			—			—
Issuance of common stock to pay interest on Bridge Notes		—			—			—			—			—			—			165,830		165		53,326			—		—			—			53,491
Sale of common stock at $0.40 per share, net of issuance costs		—			—			—			—			—			—			6,640,737		6,676		2,590,656			—		—			—			2,597,332
Sale of common stock at $1.00 per share, net of issuance costs		—			—			—			—			—			—			3,701,733		3,668		3,989,181			—		—			—			3,992,849
Exchange of warrants		—			—			—			—			—			—			235,291		235		49,486			—		—			—			49,721
Issuance of common stock to pay operating expenses		—			—			—			—			—			—			230,000		230		206,569			—		—			—			206,799
Issuance of warrants to pay operating expenses		—			—			—			—			—			—			—		—		156,735			—		—			—			156,735
Issuance of stock options to employees		—			—			—			—			—			—			—		—		286,033			—		—			—			286,033
Net loss		—			—			—			—			—			—			—		—		—			—		(2,332,077	)		—			(2,332,077	)	$	(2,332,077	)
Balances at December 31, 2003		473			4			200,000			2,000			—			—			42,491,708		42,492		32,556,963			—		(28,481,146	)		—			4,120,313		$	(2,332,077	)
Extinguishment of dividends payable on preferred stock		—			—			—			—			—			—			—		—		72,800			—		—			—			72,800
Conversion of Series A cumulative preferred stock		(473	)		(4	)		—			—			—			—			236,500		236		(232	)		—		—			—			—
Conversion of Series B preferred stock		—			—			(200,000	)		(2,000	)		—			—			200,000		200		1,800			—		—			—			—
Cashless exercise of warrants		—			—			—			—			—			—			464,573		465		(465	)		—		—			—			—
Exercise of warrants		—			—			—			—			—			—			23,832		23		27,330			—		—			—			27,353
Issuance of warrants in settlement of a claim		—			—			—			—			—			—			—		—		86,375			—		—			—			86,375
Sale of common stock at $1.50 per share		—			—			—			—			—			—			10,417,624		10,419		15,616,031			—		—			—			15,626,450
Payment of financing and offering costs		—			—			—			—			—			—			—		—		(1,366,774	)		—		—			—			(1,366,774	)
Issuance of stock options to employees		—			—			—			—			—			—			—		—		524,922			—		—			—			524,922
Acquisition of treasury stock		—			—			—			—			—			—			—		—		34,747			—		—			(34,747	)		—
Net loss		—			—			—			—			—			—			—		—		—			—		(6,701,048	)		—			(6,701,048	)	$	(6,701,048	)
Balances at December 31, 2004		—			—			—			—			—			—			53,834,237		53,835		47,553,497			—		(35,182,194	)		(34,747	)		12,390,391		$	(6,701,048	)

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Statements of Stockholders’ Equity (Deficit) and Comprehensive Loss
Inception (June 12, 1996) Through December 31, 2008

																									Deficit
																						Accumulated			accumulated						Total
	Cumulative convertible				Cumulative convertible				Cumulative convertible										Additional			other			during the			Treasury			stockholders’
	preferred stock, series A				preferred stock, series B				preferred stock, series C				Common stock						paid-in			comprehensive			development			stock,			equity			Comprehensive
	Shares		Amount		Shares		Amount		Shares		Amount		Shares			Amount			capital			income (loss)			stage			at cost			(deficit)			loss
Net loss		—		—		—		—		—		—		—			—			—			—			(24,782,646	)		—			(24,782,646	)	$	(24,782,646	)
Effect of change in fair value of available-for-sale securities		—		—		—		—		—		—		—			—			—			(1,722	)		—			—			(1,722	)	$	(1,722	)
Par value of shares issued in conjunction with mezzanine financing		—		—		—		—		—		—		10,810,809			10,811			(10,811	)		—			—			—
Cashless exercise of warrants		—		—		—		—		—		—		149,613			149			(149	)		—			—			—			—
Exercise of warrants		—		—		—		—		—		—		2,258,703			2,259			3,071,179			—			—			—			3,073,438
Exercise of stock options		—		—		—		—		—		—		185,000			185			144,815			—			—			—			145,000
Issuance of stock options to employees		—		—		—		—		—		—		—			—			994,874			—			—			—			994,874
Issuance of stock options to non-employee				—		—		—		—		—		—			—			93,549			—			—			—			93,549
Issuance of common stock to vendor		—		—		—		—		—		—		125,000			125			258,375			—			—			—			258,500
Balances at December 31, 2005, as restated		—		—		—		—		—		—		67,363,362			67,364			52,105,329			(1,722	)		(59,964,840	)		(34,747	)		(7,828,616	)	$	(24,784,368	)
Net loss		—		—		—		—		—		—		—			—			—			—			(29,331,773	)		—			(29,331,773	)	$	(29,331,773	)
Effect of change in fair value of available-for-sale securities		—		—		—		—		—		—		—			—			—			(368	)		—			—			(368	)	$	(368	)
Cashless exercise of warrants		—		—		—		—		—		—		420,161			420			(420	)		—			—			—			—
Exercise of warrants, net of financing costs		—		—		—		—		—		—		5,103,746			5,104			7,686,486			—			—			—			7,691,590
Acquisition of SD Pharmaceuticals. Inc.		—		—		—		—		—		—		2,099,990			2,100			10,161,852			—			—			—			10,163,952
Sale of common stock at $2.75 per share, net of offering costs		—		—		—		—		—		—		14,545,000			14,545			37,055,666			—			—			—			37,070,211
Issuance of stock for severance agreement		—		—		—		—		—		—		60,145			60			196,614			—			—			—			196,674
Exercise of stock options		—		—		—		—		—		—		92,500			93			125,658			—			—			—			125,751
Issuance of restricted stock to non-employees		—		—		—		—		—		—		15,000			15			68,635			—			—			—			68,650
Issuance of stock options to employees		—		—		—		—		—		—		—			—			1,697,452			—			—			—			1,697,452
Issuance of stock options to non-employee		—		—		—		—		—		—		—			—			104,225			—			—			—			104,225
Cancellation of treasury stock shares		—		—		—		—		—		—		(23,165	)		(23	)		(34,724	)		—			—			34,747			—
Balances at December 31, 2006, as restated		—		—		—		—		—		—		89,676,739			89,678			109,166,773			(2,090	)		(89,296,613	)		—			19,957,748		$	(29,332,141	)
Cumulative-effect adjustment of adopting FASB Staff Position No. EITF 00-19-2 (see Note 3)		—		—		—		—		—		—		—			—			18,116,751			—			12,239,688			—			30,356,439
Net loss		—		—		—		—		—		—		—			—			—			—			(22,142,040	)		—			(22,142,040	)	$	(22,142,040	)
Effect of change in fair value of available-for-sale securities		—		—		—		—		—		—		—			—			—			4,792			—			—			4,792		$	4,792
Exercise of stock options		—		—		—		—		—		—		575,833			576			441,040			—			—			—			441,616
Issuance of stock options to employees		—		—		—		—		—		—		—			—			2,414,077			—			—			—			2,414,077
Issuance of stock options to non-employee		—		—		—		—		—		—		—			—			1,908			—			—			—			1,908
Balances at December 31, 2007		—		—		—		—		—		—		90,252,572			90,254			130,140,549			2,702			(99,198,965	)		—			31,034,540		$	(22,137,248	)
Net loss		—		—		—		—		—		—		—			—			—			—			(26,647,493	)		—			(26,647,493	)	$	(26,647,493	)
Effect of change in fair value of available-for-sale securities		—		—		—		—		—		—		—			—			—			(2,702	)		—			—			(2,702	)	$	(2,702	)
Exercise of stock options		—		—		—		—		—		—		—			—			—			—			—			—
Issuance of stock options to employees		—		—		—		—		—		—		—			—			1,605,908			—			—			—			1,605,908
Issuance of stock options to non-employee		—		—		—		—		—		—		—			—			4,982			—			—			—			4,982
Balances at December 31, 2008		—	$	—		—	$	—		—	$	—		90,252,572		$	90,254			131,751,439		$	—		$	(125,846,458	)	$	—		$	5,995,235		$	(26,650,195	)

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Consolidated Statements of Cash Flows

							Inception
							(June 12, 1996)
							Through
	Years Ended December 31,						December 31,
	2008			2007			2008
							(as restated)
Cash flows from operating activities:
Net loss	$	(26,647,493	)	$	(22,142,040	)	$	(138,581,749	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		168,039			197,783			10,348,071
Gain on disposal of fixed assets		(3,598	)		—			(3,598	)
Loss on fair value of warrants		—			—			12,239,688
Amortization of debt discount		—			—			450,000
Forgiveness of employee receivable		—			—			30,036
Impairment loss — write-off of goodwill		—			—			5,702,130
Expenses related to employee stock options and restricted stock issued		1,605,907			2,414,077			7,852,562
Expenses related to options issued to non-employees		4,983			1,908			204,664
Expenses paid by issuance of common stock					78,333			1,341,372
Expenses paid by issuance of warrants		—			—			573,357
Expenses paid by issuance of preferred stock		—			—			142,501
Expenses related to stock warrants issued		—			—			612,000
Equity in loss of investee		—			—			178,936
In-process research and development		—			—			10,422,130
Write-off of license agreement		—			—			152,866
Write-off assets available-for-sale		—			—			108,000
Cumulative effect of change in accounting principle		—			—			25,821
Accretion of discount		(208,103	)		(1,041,750	)		(1,249,853	)
Accretion of discount on investments in securities		—			—			(354,641	)
Changes in assets and liabilities, net of effect of acquisitions:
Increase in prepaid and other assets		85,723			(174,388	)		(907,671	)
Increase in accounts payable and accrued liabilities		1,221,208			1,044,291			4,890,730
Decrease in long-term liabilities		(14,270	)		(21,404	)		—
Net cash used in operating activities		(23,787,604	)		(19,643,190	)		(85,822,648	)

							Inception
							(June 12, 1996)
							Through
	Years Ended December 31,						December 31,
	2008			2007			2008
							(as restated)
Cash flows from investing activities:
Proceeds from sales and maturities of short-term investments		33,243,602			59,240,000			112,788,378
Purchases of short-term investments		(14,355,784	)		(51,104,469	)		(111,183,884	)
Purchases of property and equipment		(64,955	)		(127,259	)		(1,030,354	)
Proceeds from sale of property and equipment		33,906			—			33,906
Purchase of certificate of deposit		—			—			(1,016,330	)
Maturity of certificate of deposit		—			—			1,016,330
Cash paid for acquisitions, net of cash acquired		—			—			32,395
Payment on obligation under license agreement		—			—			(106,250	)
Issuance of note receivable — related party		—			—			(35,000	)
Payments on note receivable		—			—			405,993
Advance to investee		—			—			(90,475	)
Cash transferred in rescission of acquisition		—			—			(19,475	)
Cash received in rescission of acquisition		—			—			230,000
Net cash provided by investing activities		18,856,769			8,008,272			1,025,234
Cash flows from financing activities:
Proceeds from sale of common stock		—			—			84,151,342
Proceeds from exercise of stock options		—			441,616			712,367
Proceeds from sale or exercise of warrants		—			—			11,382,894
Proceeds from sale of preferred stock		—			—			4,200,993
Repurchase of warrants		—			—			(55,279	)
Payments for financing and offering costs		—			—			(6,483,809	)
Payments on notes payable and long-term debt		—			—			(605,909	)
Proceeds from issuance of notes payable and detachable warrants		—			—			1,344,718
Net cash provided by financing activities		—			441,616			94,647,317
Net decrease in cash and cash equivalents		(4,930,835	)		(11,193,302	)
Cash and cash equivalents at beginning of period		14,780,739			25,974,041			—
Cash and cash equivalents at end of period	$	9,849,904		$	14,780,739		$	9,849,904

See accompanying notes to consolidated financial statements.

ADVENTRX Pharmaceuticals, Inc. and Subsidiaries
(A Development Stage Enterprise)
Notes to Consolidated Financial Statements
December 31, 2008

(3) Summary of Significant Accounting Policies

[]

Change in Accounting Principle for Registration Payment Arrangements and Correction of Error

On January 1, 2007, we adopted the provisions of the Financial Accounting Standards Board (“FASB”) Staff Position on No. EITF 00-19-2, “Accounting for Registration Payment Arrangements"(“FSP EITF 00-19-2”). In December 2007, management determined that it was not probable that we would have any payment obligation under the July 2005 Registration Payment Arrangement; therefore, no accrual for contingent obligation was required under the provisions of FSP EITF 00-19-2. Accordingly, the warrant liability account was eliminated and the comparative condensed consolidated financial statements of the prior periods and as of December 31, 2006 were adjusted to apply the new method retrospectively.

The Company accounted for FSP EITF 00-19-2 appropriately by eliminating the warrant liability as of December 31, 2007, but upon further review in 2008, management determined that it was not correct to adjust the prior period comparative financial statements. Accordingly, the Company has made the appropriate adjustments to reinstate the warrant liability accounting as originally recorded.

The following consolidated financial statement line items were affected by the correction of the error:

Consolidated Statement of Operations
Inception (June 12, 1996) through December 31, 2008

	As previously					Effect of
	reported		As restated			change
Gain (loss) on fair value of warrants	$	—	$	(12,239,688	)	$	(12,239,688	)

Consolidated Statement of Stockholders’ Equity (Deficit)

	As previously						Effect of
	reported			As restated			change
For the year ended December 31, 2005:
Net loss	$	(13,202,986	)	$	(24,782,646	)	$	(11,579,660	)
Additional paid-in-capital		70,222,080			52,105,329			(18,116,751	)
Deficit accumulated during development stage		(48,385,180	)		(59,964,840	)		(11,579,660	)
Total stockholders’ equity		21,867,795			(7,828,616	)		(29,696,411	)
For the year ended December 31, 2006:
Net loss	$	(28,671,745	)	$	(29,331,773	)	$	(660,028	)
Additional paid-in-capital		127,283,254			109,166,773			(18,116,751	)
Deficit accumulated during development stage		(77,056,925	)		(89,296,613	)		(12,239,688	)
Total stockholders’ equity		50,314,187			19,957,748			(30,356,439	)
At December 31, 2007:
Cumulative-effect of adopting FASB Staff Position No. EITF 00-19-2:
Additional paid-in-capital	$	—		$	18,116,751		$	18,116,751
Deficit accumulated during development stage		—			12,239,688			12,239,688
Total stockholders’ equity		—			30,356,439			30,356,439

Consolidated Statement of Cash Flows
Inception (June 12, 1996) through December 31,

	As previously		As restated,		Effect of
	reported, 2007		2008		change
Loss on fair value of warrants	$	—	$	12,239,688	$	12,239,688