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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K/A
[ X ] Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _________________ to___________________
Commission File Number 0-19153
VIMRX PHARMACEUTICALS INC.
(Exact name of registrant as specified in its charter)
DELAWARE 06-1192468
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2751 CENTERVILLE ROAD, WILMINGTON, DELAWARE 19808 (Address of
principal executive offices, including zip code)
Registrant's telephone number, including area code: (302) 998-1734
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Securities Registered Pursuant to Section 12(b) of the Act:
Common Stock, $.001 par value
(Title of Class)
Securities Registered Pursuant to Section 12(g) of the Act:
None
Indicate by check mark whether the registrant (1) has 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
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
The aggregate market value of the voting stock (Common Stock, $.001 par value)
held by nonaffiliates of the Registrant was approxiamately $87,037,694 on March
24, 1998 based on the closing sale price of the Common Stock on such date.
The aggregate number of outstanding shares of Common Stock, $.001 par value,
of Registrant was 66,498,676 on March 24, 1998.
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Exhibit 23
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statements
on Form S-8 (File nos. 333-03106 and 333-15693) and Form S-3 (File No.
333-25469) of our report dated March 14, 1997 on the consolidated financial
statements of VIMRX Pharmaceuticals Inc. and subsidiaries (the "Company") as of
December 31, 1996 and for each of the years in the two year period then ended
included in the Company's 1997 Annual Report on Form 10-K.
/s/ Richard A. Eisner & Company, LLP
New York, New York
March 25, 1998
