SC 13G/A: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
Published on February 18, 2004
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Amendment No. 1
Under the Securities Act of 1934
Access Pharmaceuticals, Inc.
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(Name of Issuer)
Common Stock, $.01 par value
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(Title or Class of Securities)
00431M209
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(CUSIP Number)
December 31, 2003
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(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule 13G is filed:
[ ] Rule 13d-1 (b)
[X] Rule 13d-1 (c)
[ ] Rule 13d-1 (d)
(Page 1 of 5 Pages)
CUSIP No. 00431M209 13G/A Page 2 of 5 Pages
1 NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) Kerry P. Gray
2 CHECK THE APPROPRIATE BOX IF (a) [ ]
A MEMBER OF A GROUP (b) [X] Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION Australian
5 SOLE VOTING POWER 1,090,292 (including
NUMBER OF 879,583 shares
representing options
SHARES that are currently
BENEFICIALLY exercisable or
OWNED BY exercisable within 60 days)
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER 16,672
7 SOLE DISPOSITIVE POWER 1,090,292 (including
879,583 shares
representing options
that are currently
exercisable or
exercisable within 60 days)
8 SHARED DISPOSITIVE POWER 16,672
9 AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON 1,106,964 (including
879,583 shares
representing options
that are currently
exercisable or
exercisable within 60 days)
10 CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ] Not Applicable
11 PERCENT OF CLASS REPRESENTED
AMOUNT IN ROW (9) 7.5%
12 TYPE OF REPORTING PERSON IN
CUSIP No. 00431M209 13G/A Page 3 of 5 Pages
Item 1(a). Name of Issurer:
Access Pharmaceuticals, Inc., a Delaware corporation (the "Company").
Item 1(b). Address of Issuer's Principal Executive Offices:
2600 Stemmons Freeway, Suite 176, Dallas, Texas 75207.
Item 2(a). Name of Person Filing:
Kerry P. Gray.
Item 2(b). Address of Principal Business Office or, if none, Residence
c/o Access Pharmaceuticals, Inc., 2600 Stemmons Freeway, Suite 176,
Dallas, TX 75207.
Item 2(c). Citizenship
Mr. Gray is a citizen of Australia and a Permanent Resident of the
United States.
Item 2(d). Title of Class of Securities
Common stock, $.01 par value per share (the "Common Stock"), of the Company.
Item 2(e). CUSIP Number
00431M209
Item 3. If this statement is filed pursuant to Rules 13d-1 (b) or 13d-2 (b)
or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act,
(b) [ ] Bank as defined in section 3 (a) (6) of the Act,
(c) [ ] Insurance company as defined in section 3 (a) (19) of the Act,
(d) [ ] Investment company registered under section 8 of the Investment
Company Act of 1940,
CUSIP No. 00431M209 13G/A Page 4 of 5 Pages
(e) [ ] An investment advisor in accordance with Rule 13d-1 (b) (1) (ii) (E),
(f) [ ] An employee benefit plan or endowment fund in accordance with Rule
13d-1 (b) (1) (ii) (F),
(g) [ ] A parent holding company or control person in accordance with Rule
13d-1 (b) (1) (ii) (G),
(h) [ ] A savings association as defined in section 3(b) of the Federal
Deposit Insurance Act,
(i) [ ] A church plan that is excluded from the definition of an investment
company under section 3(c) (14) of the Investment Company Act of 1940,
(j) [ ] Group, in accordance with Rule 13d-1 (b) (1) (ii) (J).
If this statement is filed pursuant to 13d-1 (c), check this box: [X]
Item 4. Ownership
(a) Amount beneficially owned: 1,106,964, which includes 879,583 shares
representing options that are currently exercisable or exercisable within
60 days
(b) Percent of class: 7.5%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 1,093,292, which includes
879,583 shares representing options that are currently exercisable or
exercisable within 60 days
(ii) Shared power to vote or to direct the vote: 16,672
(iii) Sole power to dispose or to direct the disposition of: 1,093,292,
which includes 879,583 shares representing options that are currently
exercisable or exercisable within 60 days
(iv) Shared power to dispose or to direct the disposition of: 16,672
CUSIP No. 00431M209 13G/A Page 5 of 5 Pages
Item 5. Ownership of Five percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Note applicable.
Item 9. Notice of Dissolution of Group
Note applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, correct
and complete.
Dated: February 17, 2004 /s/ Kerry P. Gray
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Kerry P. Gray