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EXHIBIT4.32

SECURITIES PURCHASE AGREEMENT

THISSECURITIES PURCHASE AGREEMENT (the‘‘Agreement’’) is made as of the 14th dayof August, 2006 by and among the persons listed on Schedule A hereto(each, a ‘‘Seller’’ and, collectively, the‘‘Sellers’’) and Brio Capital, L.P. andCenturion Microcap, L.P., (each a‘‘Purchaser’’).

W  I  T  N  E  S  S  E  T  H:

WHEREAS,the Sellers acquired units (each, a‘‘Unit’’) of securities issued by CepTorCorporation (the ‘‘Company’’) in a privateplacement of such Units, each Unit consisting of one share of theCompany’s Series A Convertible Preferred, par value $.0001 pershare (the ‘‘Series A Preferred’’),convertible initially into 10,000 shares of the Company’s CommonStock, par value $.0001 per share (the ‘‘CommonStock’’) and warrants (the‘‘Warrants’’) to purchase 5,000 shares ofCommon Stock; and

WHEREAS, the Company has agreed to adjust theUnits for holders of Units who invest in certain convertible notes (the‘‘Convertible Notes’’) being offered (the‘‘Offering’’) by the Company in accordancewith an offering memorandum dated May  26,  2006, assupplemented (as so supplemented, the ‘‘OfferingMemorandum’’)’ and

WHEREAS, the Purchaserwants to purchase Units held by the Sellers and/or rights the Sellershave with respect to the Units they hold or held, and the Sellers wantsto sell such Units or rights to the Purchaser on the terms and subjectto the conditions set forth herein;

WHEREAS, the Purchaser wishesto subscribe for Convertible Notes simultaneously with his purchase ofthe Units and/or rights related thereto and, with respect to such Unitsand/or rights, to obtain the benefits of the adjustments described inthe Offering Memorandum, and the Company desires that the Purchasereffect such subscription and agrees that, under such circumstances, thePurchaser would be entitled to such adjustments in accordance with theOffering Memorandum with respect to such Units and/or related rightspurchased by Purchaser;    

NOW, THEREFORE, the partieshereto, for good and valid consideration, the receipt of which ishereby acknowledged, hereby agree asfollows:

1.    Purchase of Units.    Each Sellerhereby agrees to sell to the Purchaser, and the Purchaser agrees topurchase from the Seller, the Units set forth in Schedule A hereto,and/or the rights of the Seller with respect to Units purchased by theSeller from the Company, for a cash payment of (a)  $5,000 perUnit or, (b) if the Seller has converted the Series A Preferred in aUnit or Units purchased by such Seller and not sold the resultingCommon Stock, $5,000 for each 10,000 shares of Common Stock andWarrants to purchase 5,000 shares of Common Stock or, (c) if the Sellerhas converted the Series A Preferred in a Unit or Units purchased bysuch Seller and sold the resulting Common Stock, $3,500 for the rightsof the Seller, in accordance with the Offering Memorandum, for each10,000 shares of Common Stock sold by the Seller, together withWarrants to purchase 5,000 shares of Common Stock (the‘‘Cash Purchase Price’’).

2.    Payment of the Purchase Price and Delivery of the Unitsor Rights Related Thereto; Subscription for the ConvertibleNotes.    The Cash Purchase Price shall be paid by wire transferto the account of Andrew J. Levinson Attorney at Law IOLA (the‘‘Escrow Agent’’) in accordance with theinstructions annexed hereto upon confirmation by the Escrow Agent tothe Purchaser that he has received the certificates representing theUnits or the Common Stock and Warrants, together with stock powers orother instruments of transfer executed in blank, with signaturesMedallion Guaranteed as to the stock powers for the Series A Preferredor Common Stock or, in the case of a transfer of rights, an executedinstrument assigning rights with respect to Units in accordance withthe Offering Memorandum to the Purchaser, together with the originalWarrants and an executed instrument of assignment with respect thereto.The Purchaser understands that the Escrow Agent is also the EscrowAgent with respect to subscriptions for the Convertible Notes andinstructs the 

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Escrow Agent to release his funds hereunderonly upon the simultaneous closing of the Purchaser’ssubscription for Convertible Notes in the Offering. This Agreementshall be effective only upon receipt by the Escrow Agent of all of thedeliveries contemplated by this Section with respect the purchase andsale of Units and/or related rights and with respect to thesubscription contemplated hereby for the Convertible Notes entitlingthe Purchase to the adjustment of such Units and/or related rights inaccordance with the Offering Memorandum. With respect to any shares ofCommon Stock sold by any of the Sellers pursuant to this Agreement,such Sellers agree that they are effecting such sale pursuant to thecurrently effective registration statement covering such shares ofCommon Stock under the Securities Act of 1933, as amended (the‘‘Securities Act’’), and the Companyacknowledges that the prospectus delivery requirement of the SecuritiesAct has been met with respect to such Common Stock and agrees to directits transfer agent to reissue such shares of Common Stock in the nameof Purchaser without a restrictive legend under the Securities Act.

3.    Representations of Seller.    Each Seller,severally and not jointly, represents that it owns the Units or CommonStock and Warrants or rights with respect to Units and Warrants(collectively, the ‘‘Securities’’) beingsold by it hereunder, in each case free and clear of any liens orencumbrances, and that it has taken all necessary action required toenter into this Agreement and to sell such Securities in accordancewith this Agreement.

4.    Representations ofPurchaser.    The Purchaser represents as follows:

(a) ThePurchaser understands that the Common Stock underlying the Units(without giving effect to the adjustments as described in the OfferingMemorandum) has been registered under the Securities Act but that apost-effective amendment to such registration statement (the‘‘Post-Effective Amendment’’) would have tobe filed by the Company with respect to sales of such Common Stock bythe Purchaser and that such Common Stock may not be sold until thePost-Effective Amendment has been filed and become effective and thatthe remaining Common Stock underlying the Units or rights relatedthereto, as adjusted m accordance with the Offering Memorandum, may notbe sold unless registered under the Securities Act or pursuant to anexemption from such registration requirements, including thelimitations of Rule 144 promulgated under the Securities Act(‘‘Rule 144’’).

(b) The Purchaser ispurchasing the Securities for his own account for investment and notwith a view to or for sale in violation of the Securities Act. ThePurchaser understands that he must bear the economic risk of owning theSecurities for an indeterminate period of time, and that he may suffer,and is able to bear, a total loss with respect to theSecurities.

(c) The Purchaser individually or with his investorrepresentative has such knowledge and experience in financial andbusiness matters that he is capable of evaluating the merits and risksof the acquisition of the Securities and, having reviewed all publicinformation concerning the Company, has concluded that he is able tobear those risks. In this regard, the Purchaser represents that he isan ‘‘accredited investor’’ within themeaning of Regulation D promulgated by the Securities and ExchangeCommission pursuant to the Securities Act.

(d) The Securitieswere not offered or sold to the Purchaser by any form of generalsolicitation or general advertising.

(e) The Purchaseracknowledges that if any further transfer of the Securities is to bemade in reliance upon an exemption under the Securities Act, theCompany will, unless such Securities are registered pursuant to theneffective registration statement under the Securities Act, require anopinion of counsel satisfactory to it that such transfer may be madepursuant to an exemption under the Securities Act and applicable statelaw.

(f) The Purchaser is not (either alone or together withothers) directly or indirectly controlling or controlled by the Companyor under direct or indirect common control with the Company within themeaning of the Securities Act.

(g) In making any subsequentoffering or sale of the Securities, the Purchaser will be acting onlyfor himself and not as part of a sale or planned distribution thatwould be in violation of the Securities Act.

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(h) The Purchaser acknowledges that, solong as necessary and except as otherwise provided herein, a legend mayappear on the certificates representing the Securities or any CommonStock into which they are convertible stating the restrictions underwhich the Securities or such Common Stock may be sold.

(i) ThePurchaser acknowledges that the purchase of the Securities does notviolate any law or regulation applicable to him or hisbusiness.

(j) The Purchaser acknowledges that the Company and itscounsel are entitled to and will rely on these representations inconnection with the transfer of the Securities by the Seller to thePurchaser.

5.    Acknowledgments and Agreements of theCompany.    The Company acknowledges that the rights toadjustment of the Securities in accordance with the Offering Memorandumwill be fully effective with respect to the Securities acquired by thePurchaser from the Sellers hereunder and that, upon the simultaneoussubscription for Convertible Notes contemplated hereunder, suchadjustments will be effected, notwithstanding the fact that certainCommon Stock may have been purchased hereunder pursuant to theregistration statement related thereto under the Securities Act. Toinduce the Purchaser to purchase the Securities pursuant hereto andsubscribe for Convertible Notes, the Company agrees that it will filethe Post-Effective Amendment naming the Purchaser as a sellingstockholder with respect to the Common Stock underlying the Series APreferred and Warrants and any shares of Common Stock so acquired bythe Purchaser (without giving effect to any adjustment thereto pursuantto the Offering Memorandum, provided, however, that this limitationdoes not diminish in any respect the rights of the Purchaser withrespect to the Securities, including, without limitation, the right tohave the Common Stock resulting from such adjustment included in aregistration statement under the Securities Act) within 15 days of theeffectiveness of this Agreement. The Company acknowledges that, uponpurchase of the Securities hereunder, the Purchaser shall have all ofthe rights of an original subscriber for the Units, including, withoutlimitation, the registration rights and indemnification provisions setforth in the agreements related to such original subscriptions. TheCompany also acknowledges, in part on the basis of the representationsof the Purchaser set forth herein, that the holding period of theSecurities in the hands of the Purchaser for purposes of Rule 144 willinclude the holding period thereof of the Sellers hereunder. As anadditional inducement to Purchaser, the Company further agrees that, inthe event of any future modification of the terms of the Offering,Purchaser shall be entitled to the benefits thereof with respect to anySecurities purchased hereunder and any Convertible Notes simultaneouslyacquired as contemplated herein.

6.    EntireAgreement.    This Agreement constitutes the entire agreementbetween the parties and supersedes any prior understandings,representations or agreements by or between the parties, written ororal, to the extent they related in any way to the subject matterhereof.

7.    Counterparts; FacsimileSignatures.    This Agreement may be executed in one or morecounterparts, each of which shall be deemed an original but all ofwhich together will constitute one and the same instrument, anddelivery of such executed counterparts by facsimile transmission shallbe fully effective whether or not followed by delivery of delivery ofmanually executed counterparts.

8.    GoverningLaw.    This Agreement shall be governed by and construed inaccordance with the domestic laws of the State of New York applicableto contracts made and to be wholly performed within suchState.

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IN WITNESS WHEREOF, the parties haveexecuted this Securities Purchase Agreement as the date first abovewritten.

|  | SELLERS |
|--|---------|

|  | \s\MargieChasman                     |
|--|------------------------------------------------------------------------------------------------------------------------------------------|

|  | PURCHASER |
|--|-----------|

|  | \s\Shaye Hirsch                          BrioCapital, L.P. |
|--|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|  | \s\ AbrahamSchwartz                Centurion Microcap,L.P. |
|--|--------------------------------------------------------------------------------------------------------------------------------------------|

Acknowledged and Agreed as to theprovisions of Sections 2 and 5 of thisAgreement:

CEPTORCORPORATION

By: \s\ William H.Pursley                           WilliamH. Pursley

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ScheduleA

|                         |  |  |                                                                   |  |  |                     |
|-------------------------|--|--|-------------------------------------------------------------------|--|--|---------------------|
| Seller                  |  |  | SecuritiesBeing Sold                                              |  |  | Cash PurchasePrice  |
| MargieChassman          |  |  | Series APreferred A-150; 4 sharesWarrant No. 150; 20,000 shares   |  |  |                |
| Margie Chassman         |  |  | Series A Preferred A-175; 4sharesWarrant No. 175; 20,000 shares   |  |  |                |
| MargieChassman          |  |  | Series A Preferred A-151; 4 sharesWarrant No.151; 20,000shares    |  |  |                |
| Purchaser               |  |  | SecuritiesBeing Purchased                                         |  |  | Cash Purchase Price |
| BrioCapital, L.P.       |  |  | Series A Preferred A-300; 2.5 sharesWarrantNo. 300; 12,500 shares |  |  |                |
| Centurion Microcap,L.P. |  |  | Series A Preferred A-301; 9.5 sharesWarrant No. 301;47,500 shares |  |  |                |
|                         |

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