Avax Technologies Inc - Statement of Changes in Beneficial Ownership (4)
2007年12月8日 - 5:00AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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January 31, 2008
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
FGS ADVISORS LLC
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2. Issuer Name
and
Ticker or Trading Symbol
AVAX TECHNOLOGIES INC
[
AVXT.OB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
152 WEST 57TH STREET, 24TH FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/5/2007
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(Street)
NEW YORK, NY 10019
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.004 per share
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12/5/2007
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P
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167500
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A
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$.10
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14834167
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I
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see footnotes
(1)
(3)
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Common Stock, par value $0.004 per share
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12387000
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I
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See footnotes
(2)
(3)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Warrants exercisable for Common Stock, par val $0.004/share
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$.15
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4/13/2007
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4/13/2012
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Common Stock, par value $0.004 per share
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12000000
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12000000
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I
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See footnotes
(1)
(3)
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Warrants exercisable for Common Stock, par val $0.004/share
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$.35
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5/17/2004
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5/17/2009
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Common Stock, par value $0.004 per share
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250000
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250000
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I
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See footnotes
(1)
(3)
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Warrants exercisable for Common Stock, par val $0.004/share
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$.39
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5/17/2004
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5/17/2009
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Common Stock, par value $0.004 per share
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250000
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250000
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I
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See footnotes
(1)
(3)
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Warrants exercisable for Common Stock, par val $0.004/share
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$.41
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4/5/2005
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4/5/2010
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Common Stock, par value $0.004 per share
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150000
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150000
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I
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See footnotes
(1)
(3)
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Warrants exercisable for Common Stock, par val $0.004/share
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$.48
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4/5/2005
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4/5/2010
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Common Stock, par value $0.004 per share
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150000
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150000
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I
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See footnotes
(1)
(3)
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Warrants exercisable for Common Stock, par val $0.004/share
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$.15
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4/13/2007
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4/13/2012
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Common Stock, par value $0.004 per share
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12000000
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12000000
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I
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See footnotes
(2)
(3)
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Explanation of Responses:
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(
1)
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These securities are held directly by Firebird Global Master Fund, Ltd. ("Global Fund"). FGS Advisors, LLC ("FGS") acts as investment advisor to Global Fund, and shares voting and investment control with respect to these securities with Global Fund. James Passin is the control person of FGS, and controls the voting and investment decisions of FGS. Mr. Sawikin may be deemed to control FGS, and to share voting and investment control with respect to these securities. FGS, Mr. Passin and Mr. Sawikin each disclaim beneficial ownership of all shares except to the extent of any pecuniary interest therein and this filing should not be deemed an admission of beneficial ownership for Section 16 purposes or any other purpose.
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(
2)
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These securities are held directly by Firebird Global Master Fund II, Ltd. ("Global Fund II"). FG2 Advisors, LLC ("FG2") acts as investment advisor to Global Fund II, and shares voting and investment control with respect to these securities with Global Fund II. James Passin is the control person of FG2, and controls the voting and investment decisions of FG2. Mr. Sawikin may be deemed to control FG2, and to share voting and investment control with respect to these securities. FG2, Mr. Passin and Mr. Sawikin each disclaim beneficial ownership of all shares except to the extent of any pecuniary interest therein and this filing should not be deemed an admission of beneficial ownership for Section 16 purposes or any other purpose.
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(
3)
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James Passin and Harvey Sawikin may each be deemed to have an indirect interest in certain of the securities owned by Global Fund and Global Fund II through each of their indirect holdings therein. Each of Mr. Passin and Mr. Sawikin disclaims beneficial ownership of all securities except to the extent of any pecuniary interest therein and this filing should not be deemed an admission of beneficial ownership for Section 16 purposes or any other purpose.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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FGS ADVISORS LLC
152 WEST 57TH STREET, 24TH FLOOR
NEW YORK, NY 10019
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X
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FIREBIRD GLOBAL MASTER FUND LTD
152 WEST 57TH STREET, 24TH FLOOR
NEW YORK, NY 10019
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X
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FG2 Advisors, LLC
152 WEST 57TH STREET, 24TH FLOOR
NEW YORK, NY 10019
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X
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Firebird Global Master Fund II, Ltd.
152 WEST 57TH STREET, 24TH FLOOR
NEW YORK, NY 10019
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X
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Passin James
152 WEST 57TH STREET, 24TH FLOOR
NEW YORK, NY 10019
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X
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Sawikin Harvey
152 WEST 57TH STREET, 24TH FLOOR
NEW YORK, NY 10019
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X
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Signatures
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/s/ James Passin - as Authorized Person of FGS Advisors, LLC and of FG2 Advisors, LLC, as director of Firebird Global Master Fund, Ltd. and of Firebird Global Master Fund II, Ltd., and for himself
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12/7/2007
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**
Signature of Reporting Person
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Date
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/s/ Harvey Sawikin
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12/7/2007
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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