Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MOORE THOMAS A
  2. Issuer Name and Ticker or Trading Symbol
Advaxis, Inc. [ADXS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CHAIRMAN / CEO
(Last)
(First)
(Middle)
C/O ADVAXIS, INC.,, 305 COLLEGE ROAD EAST
3. Date of Earliest Transaction (Month/Day/Year)
07/05/2012
(Street)

PRINCETON, NJ 08540
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   D     191,334   (1) 08/15/2012 Common Stock 191,334 (2) 0 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   D     2,798,765   (1) 10/17/2012 Common Stock 2,798,765 (2) 0 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   D     7,674,512   (1) 08/29/2014 Common Stock 7,674,512 (2) 0 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   D     400,000   (1) 05/18/2017 Common Stock 400,000 (2) 0 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   A   191,334     (3)   (4) Common Stock 191,334 (2) 191,334 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   A   2,798,765     (3)   (4) Common Stock 2,798,765 (2) 2,798,765 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   A   7,674,512     (3) 08/29/2014 Common Stock 7,674,512 (2) 7,674,512 D  
Common Stock Warrants (right to buy) $ 0.15 07/05/2012   A   400,000     (3) 05/18/2017 Common Stock 400,000 (2) 400,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MOORE THOMAS A
C/O ADVAXIS, INC.,
305 COLLEGE ROAD EAST
PRINCETON, NJ 08540
  X     CHAIRMAN / CEO  

Signatures

 /s/ Thomas A. Moore   07/09/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Immediately
(2) On July 5, 2012, Advaxis, Inc. (the "Company") entered into an Exchange Agreement (the "Exchange Agreement") with the Reporting Person pursuant to which the Reporting Person disposed of warrants to purchase an aggregate of 11,064,611 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), in exchange for warrants to purchase an aggregate of 11,064,611 shares of Common Stock (the "Exchanged Warrants") in a transaction exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
(3) None of the Exchanged Warrants may be exercised until the Company has filed an amendment to its certificate of incorporation to increase the authorized number of shares of Common Stock in such a manner as to permit the exercise, in full, of the Exchanged Warrants.
(4) The expiration date of these Exchanged Warrants shall be the date that is two years following the date that the Company initially files an amendment to its certificate of incorporation to increase the authorized number of shares of Common Stock in such a manner as to permit the exercise, in full, of the Exchanged Warrants.

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