Filed Pursuant to Rule 424(b)(3)
                                                             File No. 333-106629


PROSPECTUS SUPPLEMENT NO. 1
(To Prospectus Dated August 5, 2003)


                                CYTRX CORPORATION

                                  Common Stock

                                    Warrants


This prospectus supplement supplements our prospectus dated August 5, 2003. This
prospectus  supplement  should  be  read  in  conjunction  with,  and may not be
delivered or utilized  without,  the prospectus.  This prospectus  supplement is
qualified  by  reference  to the  prospectus,  except  to the  extent  that  the
information in this prospectus  supplement  supersedes the information contained
in our prospectus.

The following table  supplements or amends the table of selling  securityholders
contained under the heading "Selling Securityholders" in our previous prospectus
by adding the information below with respect to any person not previously listed
in the prospectus.  Where the name of a selling securityholder identified in the
table below also appears in the table in our  prospectus,  the  information  set
forth in the table below  regarding that selling  securityholder  supersedes the
information in the prospectus.



                                               Beneficial Ownership                         Beneficial Ownership
                                                Before Offering(1)                          After Offering (1)(3)
                                             -------------------------                    ------------------------
                                                                             Number of
                                              Number of                    Shares Being     Number
                                               Shares      Percent (2)      Offered(4)    of Shares    Percent (2)
                                             -----------   -----------     ------------   ---------    -----------
                                                                                        
J. P. Turner & Company, LLC                  357,500 (5)      1.33          357,500(5)        0            *
J.P. Turner Partners, L.P.                    87,500 (6)       *             87,500(6)        0            *
Tom Wagner                                   262,500 (7)       *            262,500(7)        0            *
Rocco Guidicipietro                           25,000 (8)       *             25,000(8)        0            *
Rob Guidicipietro                             25,000 (9)       *             25,000(9)        0            *


(1)      Beneficial  ownership is determined in accordance with the rules of the
         SEC and generally  includes voting or investment  power with respect to
         securities.  Shares of common  stock  subject to options,  warrants and
         convertible   securities  currently  exercisable  or  convertible,   or
         exercisable  or  convertible  within 60 days,  are deemed  outstanding,
         including  for purposes of computing  the  percentage  ownership of the
         person holding such option,  warrant or convertible  security,  but not
         for purposes of computing the percentage of any other holder.

(2)      Included  as  outstanding  for  this  purpose  are  26,879,720   shares
         outstanding on June 1, 2003, plus, in the case of each of these selling
         securityholders,  the shares  issuable  upon exercise of the options or
         warrants held by such selling  securityholder (but not including shares
         issuable upon exercise or conversion of any other options,  warrants or
         other securities held by any other person).

(3)      Assumes that all shares and warrants  included in this  prospectus will
         be sold by the selling securityholder.

(4)      Assumes  that all of the warrants  that are offered by this  prospectus
         are exercised by the selling  securityholders  and that the  underlying
         shares of common stock are offered for sale by them.




(5)      Represents  275,000 shares of our common stock and warrants to purchase
         82,500  shares of our  common  stock  that we  issued to J.P.  Turner &
         Company LLC in consideration for investment  banking services.  We also
         issued warrants to purchase  another 400,000 shares of our common stock
         to that firm in consideration for investment  banking  services,  which
         that firm assigned to an affiliate and three of its employees after the
         effective date of our prospectus.

(6)      Represents warrants to purchase 87,500 shares previously issued to J.P.
         Turner & Company LLC.

(7)      Represents  warrants to purchase  262,500 shares  previously  issued to
         J.P. Turner & Company LLC.

(8)      Represents warrants to purchase 25,000 shares previously issued to J.P.
         Turner & Company LLC.

(9)      Represents warrants to purchase 25,000 shares previously issued to J.P.
         Turner & Company LLC.

Except  as  previously  disclosed  in  our  prospectus,   none  of  the  selling
securityholders  listed in the table  above have had any  material  relationship
with us or any of our affiliates within the past three years.


          The date of this Prospectus Supplement is September 10, 2003.


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