SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SCO CAPITAL PARTNERS LLC (Last) (First) (Middle) 1285 AVENUE OF THE AMERICAS 35TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ACCESS PHARMACEUTICALS INC [ ACCP.OB ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 01/04/2008
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/04/2008		J(1)		787,796	A	(1)	787,796	D(2)(3)
Common Stock	01/04/2008		J(4)		11,447	A	(4)	11,447	I	By The Steven H. Rouhandeh 1999 Family Trust(5)
Common Stock	01/04/2008		J(4)		11,447	A	(4)	11,447	I	By The Chloe H. Rouhandeh Trust(5)
Common Stock	01/04/2008		J(4)		11,447	A	(4)	11,447	I	By The Sophie C. Rouhandeh Trust(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Purchase Warrant	$23.19	01/04/2008		J(6)		88,574		01/04/2008	01/31/2012	Common Stock	88,574	(6)	88,574	D(2)(3)
Common Stock Purchase Warrant	$18.55	01/04/2008		J(7)		19,170		01/04/2008	01/31/2012	Common Stock	19,170	(7)	19,170	D(2)(3)

1. Name and Address of Reporting Person* SCO CAPITAL PARTNERS LLC (Last) (First) (Middle) 1285 AVENUE OF THE AMERICAS 35TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Rouhandeh Steven H (Last) (First) (Middle) C/O SCO CAPITAL PARTNERS LLC 1285 AVENUE OF THE AMERICAS, 35TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Received in exchange for 7,183,259 shares of Somanta Pharmaceuticals, Inc. common stock and 328.6318 shares of Somanta Pharmaceuticals, Inc. Series A Convertible Preferred Stock in connection with the merger of Somanta Pharmaceuticals, Inc. into Access Pharmaceuticals, Inc. (the "Merger"). Pursuant to the Merger, each share of Somanta Pharmaceuticals, Inc. common stock was converted into 0.03234333 shares of Access Pharmaceuticals, Inc. common stock and each share of Somanta Pharmaceuticals, Inc. Series A Convertible Preferred Stock was converted into 1,690.24045022 shares of Access Pharmaceuticals, Inc. common stock. On the effective date of the Merger, the closing price of Somanta Pharmaceuticals, Inc. common stock was $0.12 per share, and the closing price of Access Pharmaceuticals, Inc. common stock was $3.10 per share.

2. This Form 4 is being filed by Steven H. Rouhandeh individually and by SCO Capital Partners LLC, an entity of which Mr. Rouhandeh is the managing member.

3. SCO Capital Partners LLC is the direct beneficial owner of these securities.

4. Received in exchange for 353,925 shares of Somanta Pharmaceuticals, Inc. common stock in connection with the Merger of Somanta Pharmaceuticals, Inc. into Access Pharmaceuticals, Inc.. On the effective date of the Merger, the closing price of Somanta Pharmaceuticals, Inc. common stock was $0.12 per share, and the closing price of Access Pharmaceuticals, Inc. common stock was $3.10 per share.

5. Steven H. Rouhandeh is one of the trustees of this entity.

6. Received in the Merger in exchange for warrants to purchase 2,738,598 shares of Somanta Pharmaceuticals, Inc. common stock at an exercise price of $0.75 per share.

7. Received in the Merger in exchange for warrants to purchase 592,732 shares of Somanta Pharmaceuticals, Inc. common stock at an exercise price of $0.60 per share.

Remarks:

	SCO Capital Partners LLC	01/08/2008
	Steven H. Rouhandeh	01/08/2008
	** Signature of Reporting Person	Date
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