FORM 8-A

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 10549

                FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                     PURSUANT TO SECTION 12(b) OR (g) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                           Hemispherx Biopharma, Inc.
             (Exact name of registrant as specified in its charter)

       Delaware                                                  52-0845822
(State of incorporation                                       (I.R.S. Employer  
    or organization)                                         Identification No.)
                                                                                
   1617 JFK Boulevard,                                                19103
Philadelphia, Pennsylvania                                          (Zip Code)
  (Address of principal
    executive offices)                      

   Securities to be registered pursuant to Section 12(b) of the Act.

   Title of each class                            Name of each exchange on which
   to be so registered                            each class is to be registered

Common Stock, $.001 Par Value                     American Stock Exchange

Class A Redeemable Common Stock
Purchase Warrants                                 American Stock Exchange



Item 1. Description of Registrant's Securities to be Registered.

     The  securities to be registered  pursuant to this  Registration  Statement
under Section 12(b) of the Securities Act of 1933, as amended, are shares of the
Registrant's Common Stock and Class A Redeemable Common Stock Purchase Warrants.
Reference  is  hereby  made to the  description  set  forth  under  the  caption
"Description   of  Securities"   contained  in  the  Prospectus   contained  the
Registrant's  Registration Statement on Form S-1 (File No. 33-93314), as amended
("Registration  Statement") as filed with the Securities and Exchange Commission
and which is hereby incorporated by reference.

Item 2.  Exhibits

     1. Amended and Restated  Certificate of  Incorporation  of the  Registrant,
incorporated herein by reference to Exhibit 3.1 of the Registration Statement.

     2. By-laws of the Registrant, as amended,  incorporated herein by reference
to Exhibit 3.2 of the Registration Statement.

     3. Specimen Common Stock Certificate of the Registrant, incorporated herein
by reference to Exhibit 4.1 of the Registration Statement.

     4.  Form of  Class A  Redeemable  Warrant  Certificate  of the  Registrant,
incorporated herein by reference to Exhibit 4.2 of the Registration Statement.

     5. Class A Redeemable  Warrant  Agreement of the  Registrant,  incorporated
herein by reference to Exhibit 4.4 of the Registration Statement.

     The Registrant  hereby  incorporates  by reference  into this  registration
statement  the  description  of its Common Stock and Class A  Redeemable  Common
Stock Purchase Warrants included in any form of prospectus subsequently filed by
the  Registrant  pursuant to Rule 424(b) under the  Securities  Act of 1933,  as
amended.


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                                    SIGNATURE

     Pursuant to the  requirements of Section 12 of the Securities  Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.

                                          HEMISPHERX BIOPHARMA, INC.

Date:  October 1, 1997                    By:/s/ DR. WILLIAM A. CARTER
                                             -----------------------------------
                                             Dr. William A. Carter, President


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