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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

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FORM 8-K

 

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

January 11, 2007

Date of Report (Date of earliest event reported)

 

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PRO-PHARMACEUTICALS, INC.

(Exact Name of Registrant as Specified in Charter)

 

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NEVADA		000-32877		04-3562325
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

7 WELLS AVENUE

NEWTON, MASSACHUSETTS

02459

(Address of Principal Executive Offices) (Zip Code)

(617) 559-0033

(Registrant’s telephone number, including area code)

 

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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Item 8.01 Other Events.

In our Quarterly Report on Form 10-Q for the three months ended September 30, 2006, we reported that we believe our $8,125,000 of then available cash and cash equivalents would be sufficient to fund our operations through at least June 2007. We also disclosed that there are no assurances that we would be able to obtain additional financing on favorable terms, or at all. After considering relevant conditions and events and management’s plans to fund operations beyond June 2007, if substantial doubt remains about our ability to continue as a going concern for a reasonable period of time, we anticipate that the report of our independent registered public accounting firm for the year ended December 31, 2006 will include an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern.

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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.

 

Date: January 11, 2007