UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
October 31, 1998 0-11088
For the quarterly period ended Commission file number
ALFACELL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 22-2369085
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
225 Belleville Avenue, Bloomfield, New Jersey 07003
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (973) 748-8082
NOT APPLICABLE
(Former name, former address, and former fiscal year, if changed since
last report.)
Indicate by check mark whether the registrant has (1) filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes _X_ No___
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:
Shares of Common Stock, $.001 par value outstanding as of December 7, 1998:
17,253,610
<PAGE>
ALFACELL CORPORATION
(A Development Stage Company)
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
BALANCE SHEETS
October 31, 1998 and July 31, 1998
<TABLE>
<CAPTION>
October 31,
1998 July 31,
ASSETS (Unaudited) 1998
------------ ------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 3,810,324 $ 5,099,453
Prepaid expenses 173,295 117,187
------------ ------------
Total current assets 3,983,619 5,216,640
------------ ------------
Property and equipment, net of accumulated depreciation and amortization
of $868,920 at October 31, 1998 and $843,599 at July 31, 1998 274,717 300,038
------------ ------------
Total assets $ 4,258,336 $ 5,516,678
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 9,000 $ 9,175
Accounts payable 441,374 716,040
Accrued expenses 787,608 1,092,898
------------ ------------
Total current liabilities 1,237,982 1,818,113
------------ ------------
Long-term debt, less current portion 4,691 6,727
------------ ------------
Total liabilities 1,242,673 1,824,840
------------ ------------
Commitments and contingencies Stockholders' equity:
Preferred stock, $.001 par value
Authorized and unissued, 1,000,000 shares at October 31, 1998
and July 31, 1998 -- --
Common stock $.001 par value
Authorized 40,000,000 shares at October 31, 1998 and July 31,
1998; Issued and outstanding 17,253,610 shares at October 31, 1998
and 17,239,893 shares at July 31, 1998 17,254 17,240
Capital in excess of par value 55,531,802 55,472,243
Deficit accumulated during development stage (52,533,393) (51,797,645)
------------ ------------
Total stockholders' equity 3,015,663 3,691,838
------------ ------------
Total liabilities and stockholders' equity $ 4,258,336 $ 5,516,678
============ ============
</TABLE>
See accompanying notes to financial statements.
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<PAGE>
ALFACELL CORPORATION
(A Development Stage Company)
STATEMENTS OF OPERATIONS
Three months ended October 31, 1998 and 1997,
and the Period from August 24, 1981
(Date of Inception) to October 31, 1998
(Unaudited)
<TABLE>
<CAPTION>
August 24, 1981
Three Months Ended (Date of Inception)
October 31, to
1998 1997 October 31, 1998
------------ ------------ -----------------
<S> <C> <C> <C>
REVENUE:
Sales $ -- -- 553,489
Investment income 61,398 85,026 1,201,046
Other income -- -- 60,103
------------ ------------ ------------
TOTAL REVENUE 61,398 85,026 1,814,638
------------ ------------ ------------
COSTS AND EXPENSES:
Cost of sales -- -- 336,495
Research and development 595,204 1,196,204 32,281,888
General and administrative 201,568 326,892 18,795,942
Interest:
Related parties -- -- 1,033,960
Others 374 20,348 1,899,746
------------ ------------ ------------
TOTAL COSTS AND EXPENSES 797,146 1,543,444 54,348,031
------------ ------------ ------------
NET LOSS $ (735,748) (1,458,418) (52,533,393)
============ ============ ============
Loss per basic and diluted common share $ (.04) (.10) (7.09)
============ ============ ============
Weighted average number of shares outstanding 17,252,119 14,847,793 7,402,181
============ ============ ============
</TABLE>
See accompanying notes to financial statements.
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<PAGE>
ALFACELL CORPORATION
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
Three months ended October 31, 1998 and 1997,
and the Period from August 24, 1981
(Date of Inception) to October 31, 1998
(Unaudited)
<TABLE>
<CAPTION>
August 24, 1981
Three Months Ended (Date of Inception)
October 31, to
1998 1997 October 31, 1998
----------- ----------- ----------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net loss $ (735,748) (1,458,418) (52,533,393)
Adjustments to reconcile net loss to
net cash used in operating activities:
Gain on sale of marketable securities -- -- (25,963)
Depreciation and amortization 25,321 24,069 1,248,185
Loss on disposal of property and equipment -- -- 18,926
Noncash operating expenses 49,769 52,473 5,214,188
Amortization of deferred compensation -- -- 11,442,000
Amortization of organization costs -- -- 4,590
Changes in assets and liabilities:
Increase in prepaid expenses (56,108) (28,448) (173,295)
Decrease in other assets -- -- 36,184
Increase in interest payable-related party -- -- 744,539
(Decrease) increase in accounts payable (264,241) 106,212 629,066
Increase in accrued payroll and
expenses, related parties -- -- 2,348,145
(Decrease) increase in accrued expenses (305,290) 102,041 1,329,119
----------- ----------- -----------
Net cash used in operating activities (1,286,297) (1,202,071) (29,717,710)
----------- ----------- -----------
Cash flows from investing activities:
Purchase of marketable equity securities -- -- (290,420)
Proceeds from sale of marketable equity
securities -- -- 316,383
Purchase of property and equipment -- (38,110) (1,369,261)
Patent costs -- -- (97,841)
----------- ----------- -----------
Net cash used in investing activities -- (38,110) (1,441,139)
----------- ----------- -----------
</TABLE>
See accompanying notes to financial statements. (continued)
- 4 -
<PAGE>
ALFACELL CORPORATION
(A Development Stage Company)
STATEMENTS OF CASH FLOWS, Continued
Three months ended October 31, 1998 and 1997,
and the Period from August 24, 1981
(Date of Inception) to October 31, 1998
(Unaudited)
<TABLE>
<CAPTION>
August 24, 1981
Three Months Ended (Date of Inception)
October 31, to
1998 1997 October 31, 1998
------------- ---------- ------------------
<S> <C> <C> <C>
Cash flows from financing activities:
Proceeds from short-term borrowings $ -- -- 849,500
Payment of short-term borrowings -- -- (623,500)
Increase in loans payable - related party, net -- -- 2,628,868
Proceeds from bank debt and other long-
term debt, net of deferred debt costs -- -- 2,410,883
Reduction of bank debt and long-term debt (2,211) (1,375,096) (2,911,764)
Proceeds from common stock to be issued -- -- 433,358
Proceeds from issuance of common stock, net (621) -- 26,374,154
Proceeds from exercise of stock options and warrants, net -- -- 5,460,673
Proceeds from issuance of convertible debentures -- -- 347,000
------------- ---------- -----------
Net cash (used in) provided by financing activities (2,832) (1,375,096) 34,969,172
------------- ---------- -----------
Net (decrease) increase in cash and cash equivalents (1,289,129) (2,615,277) 3,810,324
Cash and cash equivalents at beginning of period 5,099,453 7,542,289 --
------------- ---------- -----------
Cash and cash equivalents at end of period $ 3,810,324 4,927,012 3,810,324
============= ========== ===========
Supplemental disclosure of cash flow information -
interest paid $ 374 20,348 1,646,729
============= ========== ===========
Noncash financing activities:
Issuance of convertible subordinated
debenture for loan payable to officer $ -- -- 2,725,000
============= ========== ===========
Issuance of common stock upon the conversion of
convertible subordinated debentures, related party $ -- -- 2,945,000
============= ========== ===========
Conversion of short-term borrowings to common stock $ -- -- 226,000
============= ========== ===========
Conversion of accrued interest, payroll and expenses by
related parties to stock options $ -- -- 3,194,969
============= ========== ===========
Repurchase of stock options from related party $ -- -- (198,417)
============= ========== ===========
Conversion of accrued interest to stock options $ -- -- 142,441
============= ========== ===========
Conversion of accounts payable to common stock $ 10,425 -- 187,690
============= ========== ===========
Conversion of notes payable, bank and
accrued interest to long-term debt $ -- -- 1,699,072
============= ========== ===========
Conversion of loans and interest payable,
related party and accrued payroll and
expenses, related parties to long-term
accrued payroll and other, related party $ -- -- 1,863,514
============= ========== ===========
Issuance of common stock upon the conversion of
convertible subordinated debentures, other $ -- -- 127,000
============= ========== ===========
</TABLE>
See accompanying notes to financial statements.
- 5 -
<PAGE>
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. ORGANIZATION AND BASIS OF PRESENTATION
In the opinion of management, the accompanying unaudited financial
statements contain all adjustments (consisting of normal recurring accruals)
necessary to present fairly the Company's financial position as of October 31,
1998 and the results of operations for the three month periods ended October 31,
1998 and 1997 and the period from August 24, 1981 (date of inception) to October
31, 1998. The results of operations for the three months ended October 31, 1998
are not necessarily indicative of the results to be expected for the full year.
The Company is a development stage company as defined in the Financial
Accounting Standards Board's Statement of Financial Accounting Standards No. 7.
The Company is devoting substantially all of its present efforts to establishing
a new business. Its planned principal operations have not commenced and,
accordingly, no significant revenue has been derived therefrom.
Effective August 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130 ("SFAS 130"), Reporting Comprehensive Income. SFAS
130 establishes new rules for the reporting and display of comprehensive income
and its components. The net loss of $736,000 and $1,458,000, recorded for the
three months ended October 31, 1998 and 1997, respectively, is equal to the
comprehensive loss for those periods.
The Company has reported net losses since its inception. Also, the Company
has limited liquid resources. These factors raise substantial doubt about its
ability to continue as a going concern. The financial statements do not include
any adjustments relating to the recoverability and classification of reported
asset amounts or the amounts or classification of liabilities which might result
from the outcome of this uncertainty.
2. EARNINGS PER COMMON SHARE
Statement of Financial Accounting Standards No. 128, "Earnings Per Share",
became effective for financial statements for periods ending after December 15,
1997, and requires presentation of two calculations of earnings per common
share. "Basic" earnings per common share equals net income divided by weighted
average common shares outstanding during the
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<PAGE>
ALFACELL CORPORATION
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS, continued
(Unaudited)
2. EARNINGS PER COMMON SHARE (continued)
period. "Diluted" earnings per common share equals net income divided by the sum
of weighted average common shares outstanding during the period plus common
stock equivalents. The Company's Basic and Diluted per share amounts are the
same since the assumed exercise of stock options and warrants are all
anti-dilutive. The amount of options and warrants excluded from the calculation
was 5,970,944 and 4,690,464 at October 31, 1998 and 1997, respectively. The
Company restated all prior period amounts to reflect these calculations.
3. CAPITAL STOCK
In August 1998, the Company issued 5,000 three-year stock options as
payment for services rendered. The options vested immediately and have an
exercise price of $1.43 per share. The Company recorded general and
administrative expense of $4,200 which was based upon the fair value of such
options on the date of issuance.
In September 1998, the Company issued 13,717 shares of common stock for
payment of legal services. The fair value of the common stock in the amount of
$10,425 was charged to operations.
On October 1, 1998 (the "Effective Date"), the Company entered into an
agreement with a consultant (the "Agreement"), resulting in the issuance of
200,000 five-year stock options with an exercise price of $1.00 per share as
payment for services to be rendered. These options will vest as follows: an
aggregate of 20,000 shall vest on October 1, 1999 or upon signing of the first
corporate partnering deal, whichever shall occur first; an aggregate of 2,500 of
such options shall vest on the last day of each month over the first twelve
months after the Effective Date of the Agreement; the remaining 150,000 options
will vest on the third anniversary of the Effective Date of the Agreement
provided that the consultant is still providing consulting services to the
Company under the Agreement at that time. The vesting of such remaining options
shall be accelerated as follows: 50,000 of such options or the remainder of the
unvested options, whichever is less, shall vest upon the signing of each
corporate partnering deal in which the total consideration provided in the
Agreement is less than $5,000,000; 100,000 of such options or the remainder of
the unvested options, whichever is less, shall vest upon the signing of each
corporate partnering deal in which the total consideration provided in the
Agreement is greater than $5,000,000 but less than
- 7 -
<PAGE>
ALFACELL CORPORATION
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS, continued
(Unaudited)
3. CAPITAL STOCK (continued)
$10,000,000; 200,000 of such options or the remainder of the unvested options,
whichever is less, shall vest upon the signing of each corporate partnering deal
in which the total consideration provided in the Agreement is greater than
$10,000,000. Should the Company sell a controlling interest in its assets and/or
equity at any time after the signature of the Agreement, all options will vest.
The Company has recorded approximately $8,400 of general and administrative
expense based upon the fair value of the vested options through October 31,
1998. Additional expense will be recorded in subsequent periods through October
1, 2001 as the remainder of the options vest.
- 8 -
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Information contained herein contains "forward-looking statements" which
can be identified by the use of forward-looking terminology such as "believes,"
"expects," "may," "will," "should," or "anticipates" or the negative thereof or
other variations thereon or comparable terminology, or by discussions of
strategy. No assurance can be given that the future results covered by the
forward-looking statements will be achieved. The matters set forth in Exhibit
99.1 to the Company's Annual Report on Form 10-K for the fiscal year ended July
31, 1998, which is incorporated herein by reference, constitute cautionary
statements identifying important factors with respect to such forward-looking
statements, including certain risks and uncertainties, that could cause actual
results to vary materially from the future results indicated in such
forward-looking statements. Other factors could also cause actual results to
vary materially from the future results indicated in such forward-looking
statements.
Results of Operations
Three month periods ended October 31, 1998 and 1997
Revenues. The Company is a development stage company as defined in the
Financial Accounting Standards Board's Statement of Financial Accounting
Standards No. 7. As such, the Company is devoting substantially all of its
present efforts to establishing a new business and developing new drug products.
The Company's planned principal operations of marketing and/or licensing of new
drugs have not commenced and, accordingly, no significant revenue has been
derived therefrom. The Company focuses most of its productive and financial
resources on the development of ONCONASE and as such has not had any sales in
the three months ended October 31, 1998 and 1997. Investment income for the
three months ended October 31, 1998 was $61,000 compared to $85,000 for the same
period last year, a decrease of $24,000. This decrease was due to lower balances
of cash and cash equivalents.
Research and Development. Research and development expense for the three
months ended October 31, 1998 was $595,000 compared to $1,196,000 for the same
period last year, a decrease of $601,000 or 50%. This decrease was primarily due
to a decrease in costs associated with the purchase of raw materials and the
closing of the Phase III clinical trials for pancreatic cancer.
General and Administrative. General and administrative expense for the
three months ended October 31, 1998 was $202,000 compared to $327,000 for the
same period last year, a decrease of $125,000 or 38%. This decrease was
primarily due to reduction of administrative personnel costs and a decrease in
legal fees and public relations expenses.
- 9 -
<PAGE>
Interest. Interest expense for the three months ended October 31, 1998 was
$400 compared to $20,300 for the same period last year, a decrease of $19,900 or
98%. This decrease was primarily due to the repayment of the entire principal
amount of the Company's long-term loan in October 1997.
Net Loss. The Company has incurred net losses during each year since its
inception. The net loss for the three months ended October 31, 1998 was $736,000
as compared to $1,458,000 for the same period last year. The cumulative loss
from the date of inception, August 24, 1981 to October 31, 1998, amounted to
$52,533,000. Such losses are attributable to the fact that the Company is still
in the development stage and accordingly has not derived sufficient revenues
from operations to offset the development stage expenses.
Year 2000
The Company is in the process of reviewing its business systems, including
its computer systems and computer controlled equipment, and is in the process of
querying its suppliers and vendors as to their progress in identifying and
addressing problems that their systems may face in correctly interpreting and
processing date information as the Year 2000 approaches and is reached. Based on
this review, the Company has implemented a plan to achieve Year 2000 compliance.
While there may be other areas that may affect the Company's operations upon
commercialization of the Company's products under development, the Company has
identified three major areas where Year 2000 compliance is critical for the
normal functioning of the Company's business: Business and Accounting Computer
Systems, Clinical Data Management Systems and Product Manufacturing Systems.
Business and Accounting Computer Systems
The Company utilizes standard, widely-available software packages to
perform its word processing, spreadsheet and accounting duties. Preliminary
inquiries have revealed that software upgrades are or will be available to
ensure Year 2000 compliance. The Company expects to upgrade its Business and
Accounting Computer Systems by the third quarter of 1999. While there is no
assurance at this time that such upgrades will be Year 2000 compliant, the
Company does not believe that non-compliance would have a material effect on the
Company's business. Since the risks of non-compliance are minimal, the Company
does not plan to create a contingency plan for these systems at this time.
Clinical Data Management Systems
The Company utilizes the services of an outside vendor to handle all of its
data management needs with regard to collection and reporting of its clinical
trial data. Two major software systems are utilized to process the data, one of
which has been validated and is Year 2000 compliant. The other system, which
handles collection of the Company's ongoing clinical trial
- 10 -
<PAGE>
data, is expected to be Year 2000 compliant with some minor modifications. The
vendor believes that these modifications deal only with display and not storage
of the dates. While it appears that the computer systems utilized to process the
Company's clinical trial data is or will be Year 2000 compliant, non-compliance
could have a material impact on the Company's ability to process the data in a
timely manner for submission to the FDA, if necessary. Since the likelihood of
non-compliance is minimal, the Company does not plan to create a contingency
plan for these systems at this time.
Product Manufacturing Systems
The Company utilizes the services of outside suppliers to manufacture
ONCONASE and perform many of the FDA-required related testing of such product.
The Company has sent written requests to such suppliers in an effort to
determine the status of Year 2000 compliance. Responses are expected through the
first quarter of 1999. The Company will develop contingency plans, if necessary,
during the first half of 1999 in response to assessments of the Year 2000
readiness of these suppliers.
Year 2000 Summary
The Company has determined that Year 2000 compliance should not have a
material adverse effect on the Company, including the Company's financial
condition, results of operations or cash flow. The Company estimates the cost of
its Year 2000 efforts to be approximately $50,000. The total cost estimate is
based on management's current assessment and is subject to change.
The Company may encounter problems with vendors and suppliers which could
adversely affect the Company's financial condition, results of operations or
cash flow. The Company cannot accurately predict the occurrence and or outcome
of any such problems, nor can the cost of such problems be estimated. In
addition, there can be no assurance that the failure to ensure Year 2000
compliance by a third party would not have a material effect on the Company.
Liquidity and Capital Resources
Alfacell has financed its operations since inception primarily through
equity and debt financing, research product sales and interest income. During
the three months ended October 31, 1998, the Company had a net decrease in cash
and cash equivalents of $1,289,000, which resulted primarily from net cash used
in operating activities of $1,286,000. Total cash resources as of October 31,
1998 were $3,810,000 compared to $5,099,000 at July 31, 1998.
The Company's current liabilities as of October 31, 1998 were $1,238,000
compared to $1,818,000 at July 31, 1998, a decrease of $580,000. The decrease
was primarily due to decreased legal costs, decreases in costs associated with
the purchase of raw materials and the manufacture of ONCONASE and the closing of
the Phase III clinical trials for pancreatic cancer.
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<PAGE>
The Company has recurring losses and limited liquid resources. These
factors raise substantial doubt about its ability to continue as a going
concern. The financial statements do not include any adjustments relating to the
recoverability and classification of reported asset amounts or the amounts or
classification of liabilities which might result from the outcome of this
uncertainty.
Until the Company's operations generate significant revenues, cash reserves
will continue to fund operations. To date, a significant portion of the
Company's financing has been through private placements of common stock and
warrants, the issuance of common stock for stock options exercised and services
rendered, debt financing and financing provided by the Company's Chief Executive
Officer. Based upon reduced spending levels as described below, the Company
believes that its cash and cash equivalents as of October 31, 1998 will be
sufficient to meet its anticipated cash needs through the fiscal year ending
July 31, 1999. However, there can be no assurance that the Company will be able
to successfully implement the reduced spending measures.
The Company is currently taking steps to significantly reduce the amount of
cash used to fund ongoing operations. These steps include postponement of
certain clinical and regulatory costs associated with preparation of an NDA for
ONCONASE, closing its Phase III program for advanced pancreatic cancer and
postponement of planned clinical trials for ONCONASE in indications other than
unresectable malignant mesothelioma. The Company's continued operations will
depend on its ability to raise additional funds through various sources,
including collaborative agreements or strategic alliances. However, there can be
no assurance that such additional funds will become available. The Company does
not anticipate it will be able to raise additional capital in the equity markets
in the near future because of the termination of its Phase III clinical trials
for pancreatic cancer. Over the longer term, the ability of the Company to raise
additional capital through the sale of its securities will primarily be
dependent on the outcome of the Phase III clinical trial for unresectable
malignant mesothelioma. However, the ability to raise funding at that time may
be dependent upon other factors including without limitation market conditions,
and there can be no assurance that such funds will be available. Preliminary
results of the Phase III trial are expected in the second calendar quarter of
1999. The Company is currently exploring various strategic alternatives for its
business and research and development operations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits (numbered in accordance with Item 601 of Regulation S-K).
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<PAGE>
<TABLE>
<CAPTION>
Exhibit No. or
Exhibit Incorporation
No. Item Title by Reference
----- ---------- ------------
<S> <C> <C>
3.1 Certificate of Incorporation *
3.2 By-Laws *
3.3 Amendment to Certificate of Incorporation #
3.4 Amendment to Certificate of Incorporation +++
4.1 Form of Convertible Debenture **
10.1 Form of Stock and Warrant Purchase Agreements used in private
placements completed April 1996 and June 1996 ##
10.2 Lease Agreement - 225 Belleville Avenue, Bloomfield, New
Jersey ###
10.3 Form of Stock Purchase Agreement and Certificate used in
connection with various private placements ***
10.4 Form of Stock and Warrant Purchase Agreement and Warrant
Agreement used in Private Placement completed on March 21,
1994 ***
10.5 The Company's 1993 Stock Option Plan and Form of Option
Agreement *****
10.6 Debt Conversion Agreement dated March 30, 1994 with Kuslima
Shogen ****
10.7 Accrued Salary Conversion Agreement dated March 30, 1994
with Kuslima Shogen ****
10.8 Accrued Salary Conversion Agreement dated March 30, 1994
with Stanislaw Mikulski ****
10.9 Debt Conversion Agreement dated March 30, 1994 with John
Schierloh ****
10.10 Option Agreement dated March 30, 1994 with Kuslima Shogen ****
10.11 Option Agreement dated March 30, 1994 with Kuslima Shogen ****
10.12 Amendment No. 1 dated June 20, 1994 to Option Agreement
dated March 30, 1994 with Kuslima Shogen ****
10.13 Form of Amendment No. 1 dated June 20, 1994 to Option
Agreement dated March 30, 1994 with Kuslima Shogen *****
10.14 Form of Amendment No. 1 dated June 20, 1994 to Option
Agreement dated March 30, 1994 with Stanislaw Mikulski *****
10.15 Form of Stock and Warrant Purchase Agreement and
Warran tAgreement used in Private Placement completed on September
13, 1994 +
10.16 Form of Subscription Agreements and Warrant Agreement used
in Private Placements closed in October 1994 and September
1995 #
10.17 1997 Stock Option Plan ###
</TABLE>
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<PAGE>
<TABLE>
<CAPTION>
Exhibit No. or
Exhibit Incorporation
No. Item Title by Reference
----- ---------- ------------
<S> <C> <C>
10.18 Separation Agreement with Michael C. Lowe dated as of
October 9, 1997 ++
10.19 Form of Subscription Agreement and Warrant Agreement used
in Private Placement completed on February 20, 1998 +++
10.20 Form of Warrant Agreement issued to the Placement Agent in
connection with the Private Placement completed on February
20, 1998 +++
10.21 Placement Agent Agreement dated December 15, 1997 +++
27.1 Financial Data Schedule #####
99.1 Factors to Consider in Connection with Forward-Looking ####
Statements
</TABLE>
* Previously filed as exhibit to the Company's Registration Statement on
Form S-18 (File No. 2-79975-NY) and incorporated herein by reference
thereto.
** Previously filed as exhibits to the Company's Annual Report on Form 10-K
for the year ended July 31, 1993 and incorporated herein by reference
thereto.
*** Previously filed as exhibits to the Company's Quarterly Report on Form
10-QSB for the quarter ended January 31, 1994 and incorporated herein by
reference thereto.
**** Previously filed as exhibits to the Company's Quarterly Report on Form
10-QSB for the quarter ended April 30, 1994 and incorporated herein by
reference thereto.
***** Previously filed as exhibits to the Company's Registration Statement
Form SB-2 (File No. 33-76950) and incorporated herein by reference
thereto.
+ Previously filed as exhibits to the Company's Registration Statement on
Form SB-2 (File No. 33-83072) and incorporated herein by reference
thereto.
++ Previously filed as exhibits to the Company's Quarterly Report on Form
10-Q for the quarter ended October 31, 1997 and incorporated herein by
reference thereto.
+++ Previously filed as exhibits to the Company's Quarterly Report on Form
10-Q for the quarter ended January 31, 1998 and incorporated herein by
reference thereto.
# Previously filed as exhibits to the Company's Annual Report on Form
10-KSB for the year ended July 31, 1995 and incorporated herein by
reference thereto.
- 14 -
<PAGE>
## Previously filed as exhibits to the Company's Registration Statement on
Form SB-2 (File No. 333-11575) and incorporated herein by reference
thereto.
### Previously filed as exhibits to the Company's Quarterly Report on Form
10-QSB for the quarter ended April 30, 1997 and incorporated herein by
reference thereto.
#### Previously filed as exhibits to the Company's Annual Report on Form 10-K
for the year ended July 31, 1998 and incorporated herein by reference
thereto.
##### Filed herewith.
(b) Reports on Form 8-K.
None.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ALFACELL CORPORATION
-----------------------------------
(Registrant)
December 14, 1998 /s/ GAIL E. FRASER
--------------------------
Gail E. Fraser
Vice President, Finance and
Chief Financial Officer (Principal
Accounting Officer and Principal
Financial Officer)
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Alfacell Corporation Balance Sheet as of October 31, 1998 and the Statements of
Operations for the three months ended October 31, 1998 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
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0
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