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SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

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FORM 10-QSB

|/x/ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ---------------------------------------------------------------------------------------

For the quarterly period ended September 30, 1999
or

|/ / | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ----------------------------------------------------------------------------------------

For the transition period from  to

Commission file number  333-09349

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AVAX TECHNOLOGIES, INC.

(Exact name of small business issuer as specified in its charter)

|Delaware(State or other jurisdiction
of incorporation or organization) |  | 13-3575874(IRS Employer Identification No.)
|---------------------------------------------------------------------- |  | -------------------------------------------
|4520 Main Street, Suite 930
Kansas City, Missouri                      |  | 64111                                      
|(Address of principal executive offices)                               |  | (Zip Code)                                 

Registrant's
telephone number, including area code:(816) 960-1333Securities
registered under Section 12(b) of the Exchange Act:NoneSecurities registered under Section 12(g) of the Exchange Act:Common Stock, par value $.004 per share

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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. /x/ Yes  / / No

As
of October 25, 1999 is 11,029,534 shares of the Registrant's common stock par value $.004 per share, were outstanding.

Documents
incorporated by reference: None.

Transitional
Small Business Disclosure Format: / / Yes  /x/ No

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## 

Table of Contents

|                             |  |                                                                                                                                                                                                                 |  | Page
|---------------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----
|PART IFINANCIAL INFORMATION |  |                                                                                                                                                                                                                
|Item 1.                      |  | Financial Statements                                                                                                                                                                                            |  |     
|                             |  | BALANCE SHEETSAs of December 31, 1998 and September 30, 1999 (Unaudited)                                                                                                                                       |  | 3   
|                             |  | STATEMENTS OF OPERATIONS (Unaudited)For the Three Months and Nine Months Ended September 30, 1998 and September 30, 1999; and for the Period from January 12, 1990 (Incorporation) through September
 30, 1999 |  | 4   
|                             |  | STATEMENTS OF CASH FLOWS (Unaudited)For the Nine Months Ended September 30, 1998 and September 30, 1999 and for the Period from January 12, 1990 (Incorporation) through September 30,
1999                    |  | 5   
|                             |  | Notes to Financial Statements                                                                                                                                                                                   |  | 6   
|Item 2.                      |  | Management's Discussion and Analysis of Financial Condition and Results of Operations                                                                                                                           |  | 8   
|PART IIOTHER INFORMATION    |  |                                                                                                                                                                                                                
|Item 1.                      |  | Legal Proceedings                                                                                                                                                                                               |  | 11  
|Item 2.                      |  | Change in Securities                                                                                                                                                                                            |  | 11  
|Item 6.                      |  | Exhibits and Reports on Form 8-K                                                                                                                                                                                |  | 11  
|Signatures                   |  | 12                                                                                                                                                                                                             



## 

PART IFINANCIAL INFORMATION

Item 1. Financial Statements

AVAX Technologies, Inc.(a development stage company)

Balance Sheets

|                                                                                                                                                                                                                           |  | December 31,
1998 |             | September 30,
1999 |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------- | ----------- | ------------------ | -
|
|Assets                                                                                                                                                                                                                     | 
|Current assets:                                                                                                                                                                                                            |  |                   |             |                    |  
|Cash and cash equivalents                                                                                                                                                                                                  |  | $                 | 344,940     |                    | $
|Marketable securities                                                                                                                                                                                                      |  |                   | 9,377,678   |                    |  
|Prepaid expenses and other current assets                                                                                                                                                                                  |  |                   | 230,701     |                    |  
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Total current assets                                                                                                                                                                                                       |  |                   | 9,953,319   |                    |  
|Property, plant and equipment at cost                                                                                                                                                                                      |  |                   | 1,225,891   |                    |  
|Less accumulated depreciation                                                                                                                                                                                              |  |                   | 35,477      |                    |  
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Net property, plant and equipment                                                                                                                                                                                          |  |                   | 1,190,414   |                    |  
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Total assets                                                                                                                                                                                                               |  | $                 | 11,143,733  |                    | $
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Liabilities and stockholders' equity                                                                                                                                                                                       | 
|Current liabilities:                                                                                                                                                                                                       |  |                   |             |                    |  
|Accounts payable and accrued liabilities                                                                                                                                                                                   |  | $                 | 886,646     |                    | $
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Total current liabilities                                                                                                                                                                                                  |  |                   | 886,646     |                    |  
|Commitments and contingencies                                                                                                                                                                                              |  |                   |             |                    |  
|Stockholders' equity :                                                                                                                                                                                                     |  |                   |             |                    |  
|Preferred stock, $.01 par value:                                                                                                                                                                                           |  |                   |             |                    |  
|Authorized shares5,000,000, including Series B300,000 shares and Series C120,000 shares                                                                                                                                 |  |                   |             |                    |  
|Series B convertible preferred stock:                                                                                                                                                                                      |  |                   |             |                    |  
|Issued and outstanding shares112,689 and 78,448 at December 31, 1998 and September 30, 1999, respectively (liquidation preference$15,213,015 and $10,590,480 at December 31, 1998 and September
 30, 1999, respectively) |  |                   | 1,127       |                    |  
|Series C convertible preferred stock:                                                                                                                                                                                      |  |                   |             |                    |  
|Issued and outstanding shares101,300 at September 30, 1999 (liquidation preference$10,130,000)                                                                                                                           |  |                   |            |                    |  
|Common stock, $.004 par value:                                                                                                                                                                                             |  |                   |             |                    |  
|Authorized shares30,000,000                                                                                                                                                                                               |  |                   |             |                    |  
|Issued and outstanding shares10,007,119 and 10,958,734 at December 31, 1998 and September 30, 1999, respectively                                                                                                          |  |                   | 40,028      |                    |  
|Additional paid-in capital                                                                                                                                                                                                 |  |                   | 23,999,855  |                    |  
|Subscription receivable                                                                                                                                                                                                    |  |                   | (422        | )                  |  
|Deferred compensation                                                                                                                                                                                                      |  |                   | (425,224    | )                  |  
|Deficit accumulated during the development stage                                                                                                                                                                           |  |                   | (13,358,277 | )                  |  
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Total stockholders' equity                                                                                                                                                                                                 |  |                   | 10,257,087  |                    |  
|                                                                                                                                                                                                                           |  |                   |             |                    |  
|Total liabilities and stockholders' equity                                                                                                                                                                                 |  | $                 | 11,143,733  |                    | $
|                                                                                                                                                                                                                           |  |                   |             |                    |  

See
accompanying notes.

AVAX Technologies, Inc.(a development stage company)

Statements of Operations(Unaudited)

|                                              |  | Three months ended September 30, |            | Nine months ended September 30, |   | Period from January 12, 1990 (Incorporation) Through September 30, |  
|--------------------------------------------- |  | -------------------------------- | ---------- | ------------------------------- | - | ------------------------------------------------------------------ | -
|
|Gain from sale of the Product                 |  | $                                |           |                                 | $ |                                                                   |  
|Costs and expenses:                           |  |                                  |            |                                 |   |                                                                    |  
|Research and development                      |  |                                  | 1,001,479  |                                 |   | 1,251,571                                                          |  
|Marketing and selling                         |  |                                  |           |                                 |   |                                                                   |  
|General and administrative                    |  |                                  | 614,290    |                                 |   | 892,111                                                            |  
|                                              |  |                                  |            |                                 |   |                                                                    |  
|Total operating loss                          |  |                                  | (1,615,769 | )                               |   | (2,143,682                                                         | )
|Other income (expense):                       |  |                                  |            |                                 |   |                                                                    |  
|Interest income                               |  |                                  | 174,737    |                                 |   | 170,332                                                            |  
|Interest expense                              |  |                                  |           |                                 |   |                                                                   |  
|Other, net                                    |  |                                  |           |                                 |   |                                                                   |  
|                                              |  |                                  |            |                                 |   |                                                                    |  
|Total other income (expense)                  |  |                                  | 174,737    |                                 |   | 170,332                                                            |  
|                                              |  |                                  |            |                                 |   |                                                                    |  
|Net loss                                      |  |                                  | (1,441,032 | )                               |   | (1,973,350                                                         | )
|Amount payable for liquidation preference     |  |                                  |           |                                 |   |                                                                   |  
|                                              |  |                                  |            |                                 |   |                                                                    |  
|Net loss attributable to common stockholders  |  | $                                | (1,441,032 | )                               | $ | (1,973,350                                                         | )
|                                              |  |                                  |            |                                 |   |                                                                    |  
|Net loss per common share                     |  | $                                | (.20       | )                               | $ | (.18                                                               | )
|                                              |  |                                  |            |                                 |   |                                                                    |  
|Weighted average number of shares outstanding |  |                                  | 7,380,995  |                                 |   | 10,892,499                                                         |  
|                                              |  |                                  |            |                                 |   |                                                                    |  

See accompanying notes.

AVAX Technologies, Inc.(a development stage company)

Statements of Cash Flows(Unaudited)

|                                                                                     |  | Nine months ended September 30, |            | Period from January 12, 1990 (Incorporation) to
September 30, |  
|------------------------------------------------------------------------------------ |  | ------------------------------- | ---------- | ------------------------------------------------------------- | -
|
|Operating activities                                                                 |  |                                 |            |                                                               |  
|Net loss                                                                             |  | $                               | (4,400,766 | )                                                             | $
|Adjustments to reconcile net loss to net cash used in
operating activities:          |  |                                 |            |                                                               |  
|Depreciation and amortization                                                        |  |                                 | 216,820    |                                                               |  
|Compensatory stock issue                                                             |  |                                 | 25,000     |                                                               |  
|Gain from sale of the Product                                                        |  |                                 |           |                                                               |  
|Gain on sale of intellectual property                                                |  |                                 |           |                                                               |  
|Accretion of interest on common stock receivable                                     |  |                                 |           |                                                               |  
|Expense related to Warrant Issuance                                                  |  |                                 |           |                                                               |  
|Accretion of interest on amount payable to preferred stockholders and Former Officer |  |                                 |           |                                                               |  
|Loss on sale or abandonment of furniture and equipment                               |  |                                 |           |                                                               |  
|Issuance of common stock for services                                                |  |                                 |           |                                                               |  
|Changes in operating assets and liabilities:                                         |  |                                 |            |                                                               |  
|Prepaid expenses and other current assets                                            |  |                                 | (44,515    | )                                                             |  
|Accounts payable and accrued liabilities                                             |  |                                 | (2,886     | )                                                             |  
|Amount payable to Former Officer                                                     |  |                                 |           |                                                               |  
|                                                                                     |  |                                 |            |                                                               |  
|Net cash used in operating activities                                                |  |                                 | (4,206,347 | )                                                             |  
|Investing activities                                                                 |  |                                 |            |                                                               |  
|Purchase of marketable securities and short-term investments                         |  |                                 | (2,264,187 | )                                                             |  
|Proceeds from sale of marketable securities                                          |  |                                 |           |                                                               |  
|Proceeds from sale of short-term investments                                         |  |                                 |           |                                                               |  
|Purchases of furniture and equipment                                                 |  |                                 | (26,518    | )                                                             |  
|Proceeds from sale of furniture and equipment                                        |  |                                 |           |                                                               |  
|Organization costs incurred                                                          |  |                                 |           |                                                               |  
|                                                                                     |  |                                 |            |                                                               |  
|Net cash used in investing activities                                                |  |                                 | (2,209,705 | )                                                             |  
|Financing activities                                                                 |  |                                 |            |                                                               |  
|Proceeds from issuance of notes payable to related party                             |  | $                               |           |                                                               | $
|Principal payments on notes payable to related party                                 |  |                                 |           |                                                               |  
|Proceeds from loans payable                                                          |  |                                 |           |                                                               |  
|Principal payments on loans payable                                                  |  |                                 |           |                                                               |  
|Payments for fractional shares from reverse splits and preferred stock conversions   |  |                                 |           |                                                               |  
|Financing costs incurred                                                             |  |                                 |           |                                                               |  
|Payments received on subscription receivable                                         |  |                                 | 10         |                                                               |  
|Proceeds received from exercise of stock warrants                                    |  |                                 |           |                                                               |  
|Net proceeds received from issuance of preferred and
common stock                    |  |                                 |           |                                                               |  
|                                                                                     |  |                                 |            |                                                               |  
|Net cash provided by financing activities                                            |  |                                 | 10         |                                                               |  
|                                                                                     |  |                                 |            |                                                               |  
|Net increase (decrease) in cash and cash equivalents                                 |  |                                 | (6,497,042 | )                                                             |  
|Cash and cash equivalents at beginning of period                                     |  |                                 | 6,820,884  |                                                               |  
|                                                                                     |  |                                 |            |                                                               |  
|Cash and cash equivalents at end of period                                           |  | $                               | 323,842    |                                                               | $
|                                                                                     |  |                                 |            |                                                               |  
|Supplemental disclosure of cash flow information                                     |  |                                 |            |                                                               |  
|Interest paid                                                                        |  | $                               |           |                                                               | $
|                                                                                     |  |                                 |            |                                                               |  

See accompanying notes.



## 

Notes to Financial Statements(Unaudited)For the Nine Months ended September 30, 1998 and 1999

1. Description of Business

AVAXTM Technologies, Inc. (the Company) is a development stage biopharmaceutical company.

In
November 1995, the Company sold its leading product under development, an over-the-counter nutritional, dietary, medicinal and/or elixorative food supplement or drug and all
of the related patents and other intellectual property (the Product).

Also
in November 1995, the Company entered into a license agreement with the Thomas Jefferson University (TJU) to develop, commercially manufacture and sell products embodying
immunotherapeutic vaccines for the treatment of malignant melanoma and other cancers (the Invention).

In
December 1996, the Company entered into a license agreement with Rutgers, The State University of New Jersey and the University of Medicine and Dentistry (collectively,
Rutgers) to develop, commercially manufacture and sell products embodying a series of compounds for the treatment of cancer and infectious diseases (the Rutgers Compounds).

In
February 1997, the Company entered into a license agreement with The Texas A&M University System (Texas A&M) to develop, commercially manufacture and sell products embodying
a series of compounds for the treatment of cancer (the Texas A&M Compounds).

The
Company's business is subject to significant risks consistent with biotechnology companies that are developing products for human therapeutic use. These risks include, but are not
limited to, uncertainties regarding research and development, receiving regulatory approval, expanding the Company's manufacturing facilities, meeting obligations and requisite research funding levels
under license agreements, obtaining, enforcing and defending patents, competition with other biotechnology and pharmaceutical companies and obtaining additional funds. The Company plans to continue to
finance its operations with a combination of equity and debt financing and, in the longer term, revenues from product sales, if any. However, there can be no assurance that it will successfully
develop any product or, if it does, that the product will generate any or sufficient revenues.

2. Basis of Presentation

The accompanying financial statements have been prepared by the Company without audit, in accordance with Generally Accepted Accounting Principles for interim
financial information and with the rules and regulations of the Securities and Exchange Commission (the "Commission"). Certain information and footnote disclosure normally included in the
Company's audited annual financial statements has been condensed or omitted in the Company's interim financial statements. In the opinion of the Company, these financial statements contain all
adjustments (consisting of normal recurring adjustments) necessary for a fair presentation. The results of operations for the nine month periods ended September 30, 1998 and 1999 may not
necessarily be indicative of the results of
operations expected for the full year, except that the Company expects to incur a significant loss for the year ending December 31, 1999.

The
accompanying financial statements and the related notes should be read in conjunction with the Company's audited financial statements for the years ended December 31, 1998
and 1997 included in the Company's annual report on Form 10-KSB.

3. Net Loss per Common Share

In 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings Per Share." SFAS No. 128
replaced the calculation of primary and fully diluted earnings per share with basic and diluted earnings per share. Unlike primary earnings per share, basic earnings per share exclude any dilutive
effects of options, warrants and convertible securities. Diluted earnings per share is very similar to the previously required fully diluted earnings per share. All earnings per share amounts for all
periods have been presented in accordance with SFAS No. 128 requirements. Net loss per share is based on net loss divided by weighted average number of shares of common stock outstanding during the
respective periods, adjusted to reflect the reverse stock splits.

4. Series C Preferred Stock Offering

On March 1, 1999, the Corporation consummated an offering of Series C Convertible Preferred Stock (the "Series C Offering") pursuant to
which the Corporation raised aggregate gross proceeds of approximately $10,130,000. In the Series C Offering, the Corporation sold an aggregate of 101,300 shares of Series C Preferred Stock,
and Class A Warrants to purchase an aggregate of 311,692 shares of Common Stock at an exercise price of $4.00 per share of Common Stock and Class B Warrants to purchase an aggregate of
311,692 shares of Common Stock at an exercise price of $4.50 per share of Common Stock, all for an aggregate exercise price of $2,649,337. The Series C Preferred Stock, the Class A
Warrants and the Class B Warrants were sold as a unit in the Series C Offering. The Class A Warrants and Class B Warrants are exercisable until March 1, 2004.

In
connection with services rendered by Paramount Capital, Inc. ("Paramount") in identifying and introducing the Company to the investors in the Series C Offering, the
Corporation paid to Paramount a cash finders fee of $709,100 and issued an option to acquire 187,016 shares of Common Stock at an exercise price of $3.58, exercisable until March 1, 2004. Upon
exercise of the option granted to it in connection with the Series C Offering, Paramount would be issued warrants to purchase 37,400 shares of Common Stock of which 18,700 will be exercisable
at $4.00 and the remaining 18,700 will be exercisable at $4.50, all for an aggregate exercise price of $828,472. The warrants are exercisable until March 1, 2004.



Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

FORWARD LOOKING STATEMENTS

Statements in this Form 10-QSB that are not descriptions of historical facts are forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, and are subject to certain risks and uncertainties. Actual results could differ materially from those currently anticipated
due to a number of factors, including those set forth in the Company's filings under the Securities Act of 1933 and the Securities Exchange Act of 1934, particularly under the heading "Risk Factors."
These factors might include (1) uncertainty about whether our AC Vaccine technology can be developed to produce safe, effective and commercially viable products, (2) uncertainty about
whether our products will successfully complete the long, complex and expensive clinical trial and regulatory approval process for approval of new drugs in the United States, (3) the expenses,
delays, uncertainties and complications typically encountered by development stage biopharmaceutical businesses, many of which are beyond our control (4) our need to expand our limited
manufacturing facilities or depend on third parties to manufacture and distribute our products, (5) our financial and development obligations and our responsibility to meet requisite research
funding levels under our license and research agreements in order to protect our rights to our products and technologies, (6) our difficulty or inability to obtain or defend our patents, or
operate without infringing upon the rights of others (including particularly the new patent litigation filed against us and described in Item 2 of Part II of this Form 10-QSB), and (7) our
history of operating losses, our need to raise more money before the end of the third quarter of 2000, and the uncertainty of our future profitability.

PLAN OF OPERATION

The Company is currently engaged in the development and commercialization of biotechnology and pharmaceutical products and technologies. In
November 1995, the Company acquired the rights to the AC VaccineTM technology pursuant to the TJU License. The Company is engaged primarily in the development and
commercialization of the AC Vaccine technology, as well as the potential anti-cancer and anti-infective technology licensed pursuant to the Rutgers License and the potential anti-cancer technology
licensed pursuant to the Texas A&M License. The Company anticipates that during the next 12 months it will continue to conduct substantial research and development of the AC Vaccine technology,
including multi-center pivotal registration clinical trials on M-VaxTM, the Company's lead AC Vaccine technology for metastatic melanoma. The Company also anticipates that it will
continue to expend substantial resources on the research and development of that same technology for the treatment of other cancers, which may include ovarian, breast, renal, lung, and colorectal
cancer and acute myelogenous leukemia (AML). For example, the Company is also treating post-surgical stage III patients in its Phase 1 clinical trial of O-VaxTM, its AC Vaccine for
ovarian cancer and has completed enrollment of patients for this clinical trial. The Company has received agreement from the National Cancer Institute to fund a Phase 1 trial in ovarian cancer. The
Company also plans to evaluate the AC Vaccine in other cancers and to initiate similar Phase 1 clinical trials where appropriate. In order to support these clinical trial efforts, the Company
completed construction of a new facility for the manufacture of its products in April, 1999.

The
Company may acquire additional products and technologies during the next 12 months, which may or may not be in the cancer immunotherapy field. Should the Company acquire
additional products or technologies, it is anticipated that they will require substantial resources for research, development and clinical evaluation. There can be no assurance, however, that the
Company will be able to acquire any additional products, or obtain the additional financing necessary to acquire and develop any additional products and technologies. In addition, there can be no
assurance, that changes in the Company's research and development plans or other changes which could alter the Company's operating expenses will not require the Company to reallocate funds among its
planned activities and curtail certain planned expenditures. In that event, the Company may need additional financing. There can be no assurance as to the availability or the terms of any required
additional financing, when and if needed. If the Company fails to raise any funds it requires, it may be necessary for the Company to reduce significantly its activities or cease operations.

The Company's research and development expenses have increased 15% from $3,111,622 in the nine months ended September 30, 1998 to $3,583,072 in the nine months ended
September 30, 1999. The increase is due to the ongoing efforts in supporting the pivotal registration trial for M-Vax, increased legal costs associated with patent and regulatory efforts and
the increased staffing at the Company's manufacturing facility in Philadelphia. The Company's general and administrative expenses have increased approximately 32% from $1,842,446 in the nine months
ended September 30, 1998 to $2,429,696 in the nine months ended September 30, 1999. Cost increases relate to increased costs associated with business development activities, increased
legal costs associated with the filing of the registration statement for the Series C offering and the Company's expansion of commercial efforts in Australia. The Company anticipates that, over
the next 12 months, expenses will continue to increase, particularly as development proceeds with the AC Vaccine and the Rutgers and Texas A&M compounds and as the Company's manufacturing facility is
brought on line for clinical production.

During
the past 12 months, the Company hired nine new employees bringing the total headcount as of September 30, 1999 to 20 persons. It is anticipated that the Company will
hire additional new employees, particularly in connection with the recent opening of the facility for the manufacture of the AC Vaccine products and the anticipated commercial activities in Australia.

LIQUIDITY AND CAPITAL RESOURCES

On March 1, 1999, the Company completed the offering of Series C Preferred Stock and related warrants, from which the Company received net
proceeds of approximately $9,300,000. The Company currently anticipates that its current resources (after this offering) should be sufficient to fund operations until approximately the third or fourth
quarter of 2000, based upon the Company's current operating plan. The Company expects to raise additional capital in the next 12 months, and will avail itself of opportunities in the capital markets
to raise additional capital as acceptable terms are obtained. The Company's working capital requirements will depend upon numerous factors, including, the progress of the Company's research and
development programs, preclinical and clinical testing, timing and cost of obtaining regulatory approvals, changes in levels of resources that the Company devotes to the development of manufacturing
and marketing capabilities, competitive and technological advances, and the ability of the Company to establish collaborative arrangements with other organizations. There can be no assurance that the
Company's current cash resources will be sufficient to fund its operations until approximately the third or fourth quarter of 2000, as changes in any of the factors described in the preceding sentence
(or other unforeseen changes in the Company's business) could directly affect the rate at which the cash resources of the Company are used by the Company. Since the Company has no committed external
sources of capital, and expects no significant product revenues for the foreseeable future, it will require additional financing to fund future operations. There can be no assurance, however, that the
Company will be able to obtain additional funds on acceptable terms, if at all. If adequate funds are not available the Company may be required to delay, reduce the scope of or eliminate one or more
of its research or development programs; to obtain funds through arrangements with collaborative partners or others that may require the Company to relinquish rights to certain technologies, product
candidates or products that the Company would otherwise seek to develop or commercialize itself; or to license the rights to such products on terms that are less favorable to the Company than might
otherwise be available.

The
Company was recently named as a defendant in a patent infringement lawsuit. See Part IIItem 1: Legal Proceedings. The costs of defending that
lawsuit could be significant, but the Company expects that those costs will be spread over at least a one to two year time period. The Company is fully committed to spending whatever is required to
defend that lawsuit and protect the Company's AC Vaccine technologies.

YEAR 2000 COMPLIANCE

The Year 2000 Issue is the result of computer programs being written using two digits rather than four to define the applicable year. As a result, those
computer programs having date-sensitive software would recognize a date with the year "00" as the year 1900 rather than the Year 2000. Systems that calculate, compare or sort
using the incorrect date may malfunction.

The
Company's date-sensitive information technology are its accounting software applications, which the Company has upgraded to be Year 2000 compliant, and the database
application which is used at its clinical processing site, which is currently not Year 2000 compliant. The Company will not replace the software prior to year-end, as originally planned, but
instead, on an interim basis, will implement a manual record-keeping system to maintain the database information. The Company anticipates implementing a Year 2000 compliant software application after
year-end. The Company does not anticipate any increase in cost to maintain this manual system nor do they contemplate any additional programming or software costs due to the Year 2000 issue.

The
Company has made inquiries of suppliers and parties with whom it has significant business relationships regarding compliance with Year 2000 issues. These include a clinical
processing site at Thomas Jefferson University ("TJU"), various other clinical sites and certain financial institutions such as commercial banks. The Company has been informed by TJU that TJU will be
Year 2000 compliant insofar as the Company is concerned.

To
date, the Company is not aware of any financial institution or other third party with a Year 2000 issue that would materially impact the Company's results of operations,
liquidity or capital resources. The Company has also been advised by its financial institutions that it will receive certifications confirming that the computer systems of these institutions are
Year 2000 compliant.

Generally,
the Company intends to develop contingency plans to address any other Year 2000 compliance-risks that are uncovered by its continuing evaluation efforts. Although
the Company has no means of ensuring that its suppliers and financial institutions will be Year 2000 ready, it will continue to monitor, to the extent practicable, their compliance with the
Year 2000 problem. There can be no assurance, however, that such problems will not arise.

## 

PART IIOTHER INFORMATION

Item 1. Legal Proceedings

Previously, the Company disclosed that a party has opposed the Company's application for a federal trademark registration for the name AVAX. Through the
current period there have been no material events or changes in the status of this matter. The Company does not believe that an adverse outcome in this proceeding will materially affect its business.

On
September 17, 1999, a complaint was filed in the U.S. District Court for the District of Maryland styled Intracel Corporation vs. AVAX Technologies, Inc. Intracel
alleges that it is the owner of U.S. Patent No. 5,484,596 entitled "Active Specific Immunotherapy." Intracel alleges that the Company's autologous cell vaccine technologies infringe this patent
and requests monetary damages and an injunction against AVAX. Management of the Company believes that the Intracel claims are meritless and will be rejected. The Company intends to aggressively
protect its rights including its right to continue to develop the AC vaccine technology free of any encumbrance by Intracel.

Except
for the trademark and patent matters discussed above, the Company is not aware of any material pending or threatened legal proceedings.

Item 2. Changes in Securities

Item 6. Exhibits, Reports on Form 8-K and Other Items.

(a)Exhibits:

11.1 Statement
Concerning Computation of Per Share Earnings

27.1 Financial
Data Schedule

(b)Reports on Form 8-K:

Form
8-K filed August 18, 1999 announcing the Company's earnings for the period ended June 30, 1999.

Signatures

In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

|                        |  | AVAX Technologies, Inc.
     (Registrant)                                                                            
|----------------------- |  | ---------------------------------------------------------------------------------------------------------------------
|Date: November 15, 1999 |  | /s/JEFFREY M. JONAS, M.D.Jeffrey M. Jonas, M.D.President and Chief Executive Officer                                 
|Date: November 15, 1999 |  | /s/DAVID L. TOUSLEYDavid L. TousleyChief Financial Officer and Secretary
(Principal Financial and Accounting Officer)



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Table of Contents

PART IFINANCIAL INFORMATIONItem 1. Financial Statements

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

PART IIOTHER INFORMATIONItem 1. Legal ProceedingsItem 6. Exhibits, Reports on Form 8-K and Other Items.Signatures