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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) -July 12, 1996
ADVANCED VIRAL RESEARCH CORP.
(Exact name of registrant as specified in its charter)
Delaware 33-2262-A 59-2646820
(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification No.)
1250 East Hallandale Beach Blvd.
Suite 501,
Hallandale, Florida 33009
(Address or principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954)458-7636
None
(Former name or former address, if changed since last report)
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Item 1. Changes in Control of Registrant
Not Applicable
Item 2. Acquisition or Disposition of Assets
Not Applicable
Item 3. Bankruptcy or Receivership
Not Applicable
Item 4. Changes in Registrant's Certifying Accountant
Not Applicable
Item 5. Other Events
On July 11, 1996, Advanced Viral Research Corp. (the
"Company") entered into an Addendum to Agreement (the "Addendum")
with Avix International Pharmaceutical Corp. ("Avix") providing for
certain amendments to the Company's distribution arrangement with
Avix. Among other things, the Addendum provides that Avix shall be
the exclusive distributor of the Company's drug Reticulose in the
territory consisting of China, Japan, Hong Kong, Taiwan and Macao
(the "Territory"). No sales of the Company's drug Reticulose have
been made by the Company in the Territory to date because the
Company's drug Reticulose is not approved for sale in any of the
countries in the Territory. The Addendum further provides that the
Company has granted to Avix the opportunity to retain the right to
exclusively distribute the Company's drug Reticulose in the Territory
(i) through June 1997 so long as Avix pays to the Company $8,000 per
month during such twelve month period; or (ii) if the Company's drug
Reticulose is approved for sale in any of the countries in the
Territory.
Item 6. Resignations of Registrant's Directors
Not Applicable
Item 7. Financial Statements and Exhibits
(a) Financial statements of business acquired
None
(b) Pro forma financial information
None
(c) Exhibits
(1) Addendum to Agreement dated July 11, 1996 by
and between Advanced Viral Research Corp. and AVIX International
Pharmaceutical Corp.
Item 8. Change in Fiscal Year
Not Applicable
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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.
ADVANCED VIRAL RESEARCH CORP.
(Registrant)
Dated: July 12, 1996 By:/s/William Bregman
William Bregman
Secretary-Treasurer
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LIST OF EXHIBITS
(1) Addendum to Agreement dated July 11, 1996 by and
between Advanced Viral Research Corp. and AVIX International
Pharmaceutical Corp.
<PAGE> 1 EXHIBIT 1
ADDENDUM TO AGREEMENT
This Addendum dated as of this 11 day of July, 1996 (the
"Addendum"), to the Agreement made as of the 2nd day of June, 1995
(the "Agreement"), by and between ADVANCED VIRAL RESEARCH CORP.,
with offices located at 1250 East Hallandale Beach Blvd., Hallandale,
FL 33009 (the "Company") and AVIX INTERNATIONAL PHARMACEUTICAL CORP.,
with offices located at 4255 Route 9 North, Freehold Office
Plaza-Bldg. 5, Suite 2, Freehold, NJ 07728 ("AVIX").
WHEREAS, the Company and AVIX desire to modify and amend the
above referenced Agreement according the to terms and conditions of
this Addendum, for the purpose of returning to the Company certain of
the countries defined as the "Territory" in paragraph 1 in the
Agreement, for granting to AVIX an additional country as part of said
Territory, for deleting the penalty provision in paragraph 7(a) to
the Agreement, and for extending the term of the Agreement in all
other respects as provided hereunder.
NOW THEREFORE, the parties agree to amend the Agreement
pursuant to this Addendum as follows:
1. The Company and AVIX agree that the Territory as defined shall
specifically include the countries of China, Japan, Hong Kong,
Taiwan, and Macao, and only in such countries (collectively, the
"Territory"), but specifically excluding the countries of Malaysia,
Singapore and Thailand.
4. The Company and AVIX agree that AVIX is diligently pursuing
efforts to obtain Approval, as defined in the Agreement, to market
and sell RETICULOSE within its Territory, and therefore the Company
agrees that AVIX shall be granted 12 additional months from June 2,
1996 to secure the necessary Approval, provided that AVIX shall
continue to pay the Company $8,000 per month for each additional
month during such 12 month period that AVIX shall pursue an Approval,
unless AVIX shall obtain an Approval prior to the expiration of such
12 month period. In the event that AVIX shall obtain an Approval,
then the Agreement shall remain in full force and effect according to
all of the terms of the Agreement, except as modified herein. If AVIX
does not obtain an Approval within 12 months from June 2, 1996, then
the Agreement may be terminated unless the parties hereto may
otherwise agree in writing.
7. The provisions of paragraph 7(a) of the Agreement are
specifically waived by the parties and shall be deemed null and void,
from and after the date of this Addendum and any extension of the
Agreement according to its terms.
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Miscellaneous:
(a) This Addendum to the Agreement constitutes the entire agreement
by and between the parties hereto with respect to the subject matter
specifically herein contained, and supersedes the prior Agreement
among the parties hereto with respect to the provisions herein
contained. This Addendum may not be modified, amended or terminated
except by a written agreement signed by both parties to this
Addendum.
(b) This Addendum shall be governed by the laws of the State of
Florida (without giving effect to the principles of conflicts of
law).
(c) This Addendum may be executed in one or more counterparts, each
of which shall be deemed an original, but all of which together shall
constitute one and the same instrument.
(d) This Addendum shall be binding upon and inure to the benefit
of the parties and their respective executors, successors and assigns.
(e) This Addendum shall become effective upon the execution by the
parties hereto.
ADVANCED VIRAL RESEARCH CORP. AVIX INTERNATIONAL PHARMACEUTICAL CORP.
By:/s/William Bregman, Vice-President By:/s/Leonard Cohen, President
Name (Title) Name (Title)
