Form: SC 13D/A

Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities

February 6, 2002

SC 13D/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities

Published on February 6, 2002

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A
(Amendment No. 4)

Under the Securities Exchange Act of 1934

ACCESS PHARMACEUTICALS, INC.
(Name of Issuer)

COMMON STOCK, $.01 PAR VALUE PER SHARE
(TITLE OF CLASS OF SECURITIES)

00431M100
(CUSIP Number)

Adam Eilenberg, Esq.
Ehrenreich Eilenberg & Krause LLP
11 East 44th Street, 11th Floor
New York, NY 10017
(212) 986-9700
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

January 25, 2002
(Date of event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box: [ ]

NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.

* THE REMAINDER OF THIS COVER PAGE SHALL BE FILLED OUT FOR A REPORTING PERSON'S
INITIAL FILING ON THIS FORM WITH RESPECT TO THE SUBJECT CLASS OF SECURITIES, AND
FOR ANY SUBSEQUENT AMENDMENT CONTAINING INFORMATION WHICH WOULD ALTER
DISCLOSURES PROVIDED IN A PRIOR COVER PAGE.

THE INFORMATION REQUIRED ON THE REMAINDER OF THIS COVER PAGE SHALL NOT BE DEEMED
TO BE "FILED" FOR THE PURPOSE OF SECTION 18 OF THE SECURITIES EXCHANGE ACT OF
1934 ("ACT") OR OTHERWISE SUBJECT TO THE LIABILITIES OF THAT SECTION OF THE ACT
BUT SHALL BE SUBJECT TO ALL OTHER PROVISIONS OF THE ACT (HOWEVER, SEE THE
NOTES).


CUSIP No. 00431M100


________________________________________________________________________________
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Persons

Richard Stone
________________________________________________________________________________
2 Check Appropriate Box If a Member of a Group
(a) [_]
(b) [_]
________________________________________________________________________________
3 SEC Use Only


________________________________________________________________________________
4 Source of Funds

00,PF
________________________________________________________________________________
5 Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [_]


________________________________________________________________________________
6 Citizenship or Place of Organization

USA
________________________________________________________________________________
Number of 7 Sole Voting Power 600,626, including
Shares 286,967 shares issuable upon
Beneficially exercise of warrants
Owned by
Each ______________________________________________________________
Reporting 8 Shared Voting Power
Person 0
With ______________________________________________________________
9 Sole Dispositive Power 600,626, including
286,967 shares issuable upon
exercise of warrants

______________________________________________________________
10 Shared Dispositive Power
0
________________________________________________________________________________
11 Aggregate Amount Beneficially Owned by Each Reporting Person

600,626

________________________________________________________________________________
12 Check box if the aggregate Amount in Row (11) Excludes Certain Shares

[_]

________________________________________________________________________________
13 Percent of Class Represented by Amount in Row (11)

4.6%

________________________________________________________________________________
14 Type of Reporting Person

IN

________________________________________________________________________________



Item 1. Security and Issuer.

The title of the class of equity securities to which this statement relates
is the common stock, $.01 par value per share (the "Common Stock"), of Access
Pharmaceuticals, Inc., a Delaware corporation (the "Company"). The principal
executive offices of the Company are located at 2600 Stemmons Freeway, Suite
176, Dallas, Texas 75207. This statement is filed pursuant to Rule 13d-2(a) with
respect to securities owned by the reporting person as of January 25, 2002 and
amends the Schedule 13D filed on September 23, 1998, as amended by Amendment No.
1 filed on October 29, 1999, Amendment No. 2 filed on November 2, 1999 and
Amendment No. 3 filed on May 24, 2000 (collectively, the "Schedule 13D"). Except
as set forth herein, the Schedule 13D is hereby restated in its entirety.

Item 3. Source and Amount of Funds or Other Consideration.

The purpose of this Amendment No. 4 is to report certain subsequent
dispositions of shares.

Between June 8, 2001 and January 25, 2002, Mr. Stone sold 214,681 shares of
Common Stock in open market transactions at prices between $3.40 per share and
$5.70 per share.

Item 4. Purpose of Transaction.

Such sales of securities were made to diversify Mr. Stone's investment
portfolio. Although he has no current intention to do so, depending on market
conditions and other factors, Mr. Stone may acquire additional shares or sell
all or a portion of his shares of Common Stock.

Mr. Stone has no plans or proposals which would relate to or would result
in any of the actions set forth in the subparagraphs (a) through (j) of Item 4.




Item 5. Interest in Securities of the Issuer.

See Items 7 through 11 on the cover page.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.

The warrants held by Mr. Stone to purchase shares of Common Stock grant him
certain "piggyback" registration rights as to such shares of Common Stock.

Mr. Stone resigned as a director of the Company on February 20, 2001.

Item 7. Materials to be Filed as Exhibits.

None.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
correct and complete.


Dated: February 6, 2002 /s/ Richard Stone
----------------------------
Richard Stone