SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No.1
to
Schedule 13D
Under the Securities Exchange Act of 1934
Endorex Corp.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
452916 40 6
(CUSIP Number)
Dr. Gerald Vosika
3505 Riverview Circle
Moorhead, Minnesota 56560
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
July 31, 1996
(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 [ ].
Check the following box if a fee is being paid with this
statement [ ].
CUSIP No.
1. Name of Reporting Person Gerald Vosika
S.S. or I.R.S. Identifica-
tion No. of Above Person ###-##-####
2. Check the Appropriate (a)
Box if a Member of a Group (b) X
3. SEC Use Only
4. Source of Funds PF
5. Check if Disclosure of Not Applicable
Legal Proceedings is
Required Pursuant to
Items 2(d) or 2(e)
6. Citizenship or Place United States
of Organization
Number of Shares 7. Sole Voting
Beneficially Owned Power 2,143,499
by Each Reporting 8. Shared Voting
Person With Power -0-
9. Sole Dispositive
Power 2,143,499
10. Shared Dispositive
Power -0-
11. Aggregate Amount Beneficially
Owned By Each Reporting
Person 2,143,499
12. Check if the Aggregate Amount
in Row (11) Excludes Certain
Shares Not Applicable
13. Percent of Class Represented by
Amount in Row (11)
14. Type of Reporting Person IN
Item 1. Security and Issuer.
The class of equity securities to which this Statement relates is
shares of common stock, par value $0.001 per share (the "Shares"),
of Endorex Corp. (formerlyImmunotherapeutics, Inc.), a Delaware
corporation, (the "Company"). The principal executive offices of
the Company are located at 3233 Fifteenth Street South, Fargo, North
Dakota 58104.
Item 2. Identity and Background.
This Statement is being filed by Gerald Vosika ("Vosika"). The
residence address of Vosika is 3505 Riverview Circle, Moorhead,
Minnesota 56560. The present principal occupation of Vosika is
Chairman of the Board of the Company.
Vosika has not, during the last five years (i) been convicted in
a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or
finding any violation with respect to such laws.
Mr. Vosika is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration.
On July 31, 1996, Vosika exercised options to purchase an aggregate
of 2,100,000 shares of the Company's Common Stock. Of the 2,100,000
shares, 2,000,000 were purchased on exercise of a Stock Option
Agreement dated March 21, 1996 at an exercise price of $.065 per share
and 100,000 shares were purchased on exercise of an option dated
January 19, 1996 at an exercise price of $0.07 per share. Prior to
exercise of the options Vosika held 43,499 shares and continues to
hold options to purchase 175,000 shares at an exercise price of $0.07.
The funds used to pay the exercise price were from Vosika's cash
assets.
Of the shares held by Vosika, 500,000 are the subject of a ten-year
option granted to a non-affiliated person. Such option is exerciseable
at a price of $0.10 per share.
Item 4. Purpose of Transaction.
The purpose of the acquisition of the shares was to increase Vosika's
stock ownership in the Company. The shares were purchased for
investment.
As of the date hereof, Vosika does not have any plans or proposals
which relate to or would result in (a) the acquisition by any person of
additional securities of the Company, or the disposition of securities
of the Company; (b) an extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the Company or any of
its subsidiaries; (c) a sale or transfer of a material amount of assets
of the Company or any of its subsidiaries; (d) any change in the present
board of directors or management of the Company including any plans or
proposals to change the number or term of directors or to fill any
existing vacancies on the board; (e) any material change in the present
capitalization or dividend policy of the Company; (f) any other material
change in the Company's business or corporate structure; (g) changes in
the Company's Certificate of Incorporation or other actions which may
impede the acquisition of control of the Company by any person; (h)
causing a class of securities of the Company to be delisted from a
national securities exchange or to cease to be authorized to be quoted
in an inter-dealer quotation system of a registered national securities
association; (i) a class of equity securities of the Company becoming
eligible for termination of registration pursuant to Section 12(g)(4)
of the Act; or (j) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
As of December 20, 1996 Vosika holds beneficially the following
securities of the Company.
Shares of Common Percentage of
Stock issuable shares of
Title of security Amount upon exercise Common Stock(1)
Common Stock 2,143,499 -0- 13.10%
Option 175,000 -0- 0.01$
TOTAL 13.11%
(1) Calculated in accordance with Rule 13d-3.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer.
Vosika is a party to the Option dated as of September 24, 1996 the
terms and conditions of which are described above.
Item 7. Material to be Filed as Exhibits.
Exhibit Page
Not applicable.
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, complete and correct.
Dated: January 29, 1997
/s/ Gerald J. Vosika
Gerald Vosika
