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FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION NUMBER 333-29493
SUPPLEMENT DATED DECEMBER 22, 1998
SUPPLEMENT NO. 1 TO PROSPECTUS
DATED DECEMBER 11, 1998
OF
CORTEX PHARMACEUTICALS, INC.
Increase in Authorized Shares of Common Stock
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On December 21, 1998, pursuant to approval by the Board of Directors and the
stockholders of Cortex Pharmaceuticals, Inc., a Delaware corporation (the
"Company"), the Company amended its Restated Certificate of Incorporation to
increase the number of authorized shares of common stock to 30,000,000 from
20,000,000. The sections of the Company's prospectus dated December 11, 1998
entitled "Capitalization" and "Description of Securities" are hereby
supplemented to reflect the foregoing information.