UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB/A
(MARK ONE)

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

FOR THE FISCAL YEAR ENDED - OCTOBER 31, 2006

OR

o 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 000-28489

ADVAXIS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of
incorporation or organization)
84-1521955
(I.R.S. Employer Identification No.)
   
Technology Centre of New Jersey
675 US Highway One, Suite B113
North Brunswick, New Jersey
08902
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code:
(732) 545-1590
Securities registered pursuant to Section 12(b) of the Act:
Common Stock - $.001 par value
The Common Stock is listed on the Over-The-Counter Bulletin Board (OTC:BB)
Securities registered pursuant to Section 12(g) of the Act:
[None]

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 Registrant was required to file such reports) and (2) has been subject to such filing requirements for at least the past 90 days.  Yes x      No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB. o

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes o No x

The aggregate market value of the voting common equity held by non-affiliates of the registrant as of December 31, 2006 was approximately $4,587,000 based upon the closing bid price of the registrant’s Common Stock on the Over the Counter Bulletin Board, at December 29, 2006. (For purposes of determining this amount, only directors, executive officers, and 10% or greater stockholders and their respective affiliates have been deemed affiliates).

Registrant had 41,147,363 shares of Common Stock, par value $0.001 per share, issued and outstanding as of December 31, 2006.

DOCUMENTS INCORPORATED BY REFERENCE

The Exhibits to this Annual Report have been incorporated by reference from other filings by the Company with the Securities and Exchange Commission.
 
 



EXPLANATORY NOTE
 
This Amendment is being filed to simply correct the certifications, which had language inadvertently cut off when filed. No other information was updated.
 

 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, in North Brunswick, Middlesex County, State of New Jersey, on the 6th day of March, 2007.
 
     
 
ADVAXIS, INC.
 
 
 
 
 
 
  By:   /s/ Thomas Moore
 
Thomas Moore, Chief Executive Officer and Chairman of the Board
 
 

 

POWER OF ATTORNEY

If not filed herewith, filed as an exhibit to the document referred to by letters as follows:

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas Moore as his true and lawful attorney-in-fact and agent, with full power of substitution for him in any and all capacities (1), to sign any and all amendments to this report on Form 10-KSB/A and (2) to file the same with the Securities and Exchange Commission pursuant to Rule 462(b) under the Securities Exchange Act of 1934, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent all power and authority to do and to perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and affirming all that said attorney-in-fact and agent, or his substitutes may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

 
SIGNATURE
 
TITLE
 
DATE
 
 
/s/ Thomas Moore        
Thomas Moore
 
Chief Executive Officer and Chairman of the Board
(Principal Executive Officer)
 
 
 
March 6, 2007
 
 
/s/ Fredrick Cobb        
Fredrick Cobb
 
Vice President, Finance
(Principal Financial and Accounting Officer)
 
 
 
March 6, 2007
 
 
/s/ Roni Appel        
Roni Appel
 
 
Director
 
 
 
March 6, 2007
 
 
/s/ Thomas McKearn        
Thomas McKearn
 
Director
 
 
 
March 6, 2007
 
 
/s/ James Patton        
James Patton
 
Director
 
 
 
March 6, 2007
 
 
/s/ Richard Berman        
Richard Berman
 
Director
 
 
 
March 6, 2007
 
 
/s/ Martin Wade        
Martin Wade
 
Director
 
 
March 6, 2007
 

 
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