UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 31, 2005
CepTor Corporation
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(Exact name of registrant as specified in its charter)
Florida 333-105793 11-2897392
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
200 International Circle, Suite 5100, Hunt Valley, MD 21030
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(Address of Principal Executive Offices)
(410) 527-9998
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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)
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 13-e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01. OTHER EVENTS.
On February 4, 2005, CepTor Corporation, a Delaware corporation (the
"Company"), filed a Certificate of Correction to its Amended and Restated
Certificate of Incorporation, in order to conform the rights and privileges of
its Series A Preferred Stock, par value $0.0001 per share, to the descriptions
set forth in the Company's Private Placement Memorandum, dated October 22, 2004.
The Company does not maintain a class of equity securities that is registered
under Section 12 of the Securities Exchange Act of 1934, as amended.
The Certificate of Correction is filed as exhibit 3.1 hereto.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit No. Description
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3.1 Certificate of Correction to the Company's
Amended and Restated Certificate of
Incorporation.
SIGNATURE
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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.
CEPTOR CORPORATION
Dated: February 10, 2005 By: /s/ William H. Pursley
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William H. Pursley,
Chairman and Chief
Executive Officer
