Exhibit 99.3

A.P. Pharma Logo

News Release

          A.P. PHARMA COMPLETES COMMON STOCK SALE

REDWOOD CITY, Calif. (June 24, 2004) - A.P. Pharma, Inc. (NASDAQ
NM: APPA), a specialty pharmaceutical company, today completed
the sale of approximately 4.2 million shares of its common stock
at a price of $3.00 per share to various institutional investors,
for gross proceeds of approximately $12.5 million.  The shares
were offered and sold pursuant to an effective "shelf"
registration statement, previously filed with the Securities and
Exchange Commission.  Olympus Securities LLC served as placement
agent.

The Company estimates net proceeds from the financing to be
approximately $11.8 million after deducting placement agent fees
and the estimated costs associated with the offering.  The
Company plans to use the net proceeds of this financing for
clinical trials, research and development expenses and general
and administrative expenses.

This press release does not constitute an offer to sell or the
solicitation of an offer to buy, and there will not be any sales
of these securities in any jurisdiction in which an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This offering is being made by means of a prospectus supplement
to a prospectus that is part of a shelf registration statement,
which was previously filed with and declared effective by the
Securities and Exchange Commission.

Copies of the prospectus and the prospectus supplement can be
obtained from A.P. Pharma at 123 Saginaw Drive, Redwood City,
California 94063.

About A.P. Pharma
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A.P. Pharma is a specialty pharmaceutical company focused on the
development of ethical (prescription) pharmaceuticals utilizing
its proprietary polymer-based drug delivery systems.  The
Company's primary focus is the development and commercialization
of its bioerodible injectable and implantable systems under the
trade name Biochronomer(TM). Initial target areas of application
for the Company's drug delivery technology include pain
management, anti-nausea, inflammation, oncology and ophthalmology
applications.  The Company's product development programs are
funded by royalties from topical products currently marketed by
pharmaceutical partners, by proceeds from the divestitures of its
cosmeceutical and analytical standards product lines and by fees
it receives from collaborative partners.  For further information
visit the Company's Web site at www.appharma.com.

Forward-looking Statements
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Except for historical information, this news release contains
certain forward-looking statements that involve risks and
uncertainties including, among others, the amount of expected
proceeds from the public offering, our expected use of these
proceeds, uncertainty associated with timely development,
approval, launch and acceptance of new products, establishment of
new corporate alliances and progress in research and development
programs.  Other risks and uncertainties associated with the
Company's business and prospects are identified in the Company's
filings with the Securities and Exchange Commission.  The Company
does not undertake to revise these forward-looking statements to
reflect events or circumstances occurring in the future.

Investor Relations Contacts:                      Company Contact:
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Lippert/Heilshorn & Associates                     Gordon Sangster
Zachary Bryant (zbryant@lhai.com)          Chief Financial Officer
Jody Cain (jcain@lhai.com)                          (650) 366-2626
Bruce Voss (bvoss@lhai.com)
(310) 691-7100