SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                Date of Report (Date of earliest event reported):

                                  June 5, 2003

                               Aphton Corporation
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             (Exact name of registrant as specified in its charter)

   Delaware                         0-19122                        95-3640931
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(State or Other                   (Commission                   (I.R.S. Employer
Jurisdiction of                   File Number)                   Identification
Incorporation)                                                      Number)

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              80 SW Eighth Street, Suite 2160, Miami, Florida 33130
               (Address of principal executive offices) (zip code)

                                 (305) 374-7338
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              (Registrant's telephone number, including area code)


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          (Former name or former address, if changed since last report)
<PAGE>

ITEM 5.   OTHER EVENTS.

     On June 5, 2003,  Aphton  Corporation  (the  "Company")  announced that the
registration statement on Form S-3 (File No. 333-105625) filed by the Company on
May 29,  2003 (the  "Registration  Statement")  was  declared  effective  by the
Securities and Exchange  Commission as of that date. The Registration  Statement
relates to the  possible  resale,  from time to time,  by the  security  holders
identified  in the  prospectus  contained  in the  Registration  Statement  (the
"Security Holders") of up to 13,769,048 shares of the Company's common stock, of
which (i) up to  13,650,000  shares are issuable  upon  conversion of its senior
convertible  notes in the  aggregate  amount of $15 million  (the  "Notes"),  as
interest  shares on such Notes and upon  exercise of  warrants  to purchase  its
common stock (the  "Warrants"),  and (ii)  119,048  shares are held by Heartland
Group,  Inc., one of the Security  Holders,  to which such shares were issued by
the Company  pursuant to certain  anti-dilution  provisions set forth in a stock
purchase   agreement  entered  into  in  connection  with  a  private  placement
transaction on August 24, 2001.

     The Notes and the Warrants were originally  issued to the Security  Holders
in a private placement  transaction executed on March 31, 2003. The Registration
Statement was filed pursuant to a registration  rights agreement entered into in
connection with such  transaction.  As of June 5, 2003, none of the Notes or the
Warrants  have been  converted  or exercised  by the  Security  Holders.  If the
Security  Holders  choose to convert the Notes or exercise the  Warrants,  if at
all, the shares of common stock issued to them as a result of the  conversion or
exercise  can be  sold  under  the  prospectus  contained  in  the  Registration
Statement. The number of shares that may actually be sold by any of the Security
Holders will be  determined  by the Security  Holders who may sell some,  all or
none of these shares.
<PAGE>

                                    SIGNATURE

     Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                      APHTON CORPORATION
                                      (Registrant)

                                      By: /s/ Frederick W. Jacobs
                                         ---------------------------------------
                                         Name:   Frederick W. Jacobs
                                         Title:  Vice President, Chief Financial
                                                 Officer, Treasurer and Chief
                                                 Accounting Officer

Dated: June 5, 2003