ALFACELL CORP
8-K, 1999-04-30
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT


     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported) April 27, 1999

                              ALFACELL CORPORATION
             (Exact name of registrant as specified in its charter)

         Delaware                    0-11088                        22-2369085
State or other jurisdiction        (Commission                    (IRS Employer
     of incorporation)             File Number)                  Identification)

               225 Belleville Avenue Bloomfield, New Jersey 07003
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (973) 748-8082


- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>


Item 5.  Other Events.

     The Nasdaq Stock Market ("Nasdaq") has notified  Alfacell  Corporation (the
"Company")  that its common  stock  would be delisted  from the Nasdaq  SmallCap
Market  effective  at close of  business  April 27, 1999 for failing to meet the
minimum bid price requirements set forth in the NASD Marketplace Rules.

     Effective April 28, 1999, the Company's  common stock will be listed on the
OTC  Bulletin  Board  under  the  symbol  "ACEL".  The OTC  Bulletin  Board is a
regulated  quotation service that displays  real-time quotes and last-sale price
and volume information in  over-the-counter  ("OTC") equity  securities.  An OTC
equity  security  generally is any equity that is not listed or traded on Nasdaq
or other national securities exchange.  Information about the OTC Bulletin Board
is available on the internet at http: //www.otcbb.com.

     On  October  6,  1998,  Nasdaq  notified  the  Company  that  it was not in
compliance with Nasdaq's $1.00 minimum bid price requirement,  and that it would
provide the Company ninety (90) days to regain  compliance.  The Company did not
meet this  requirement,  and  attended a hearing on March 11,  1999 to request a
stay of delisting.


<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 hereunto duly authorized. Dated: April 29, 1999


                                           ALFACELL CORPORATION  
                                              (Registrant)

                                     By:  /s/ KUSLIMA SHOGEN
                                          --------------------------------
                                          KUSLIMA SHOGEN
                                          Chief Executive Officer 




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