UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                        Date of report (Date of earliest
                                event reported):
                                October 15, 2009

                           HEMISPHERX BIOPHARMA, INC.
               (Exact Name of Registrant as Specified in Charter)

                           Delaware 0-27072 52-0845822
             (State or Other Jurisdiction (Commission (IRS Employer
               of Incorporation) File Number) Identification No.)

              1617 JFK Boulevard, Philadelphia, Pennsylvania, 19103
          (Address of Principal Executive Offices, including Zip Code)

       Registrant's telephone number, including area code: (215) 988-0080

                                 Not Applicable
          (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 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))

===============================================================================






Item  5.05  Amendments  to the  Registrant's  Code of  Ethics,  or  Waiver  of a
Provision of the Code of Ethics.

On October 15, 2009, the Board of Directors of Hemispherx  Biopharma,  Inc. (the
"Company"),  upon the  recommendation  of the  Audit  Committee  of the Board of
Directors, approved amendments to the Company's Code of Ethics.

The principal amendments include broadening the Code's application to agents and
consultants of the Company,  the adoption of a regulatory  compliance policy and
the adoption of a policy for protection and use of Company  computer  technology
for business  purposes  only. The amendments to the Code of Ethics are effective
immediately.  None of the amendments  constituted a waiver of a provision of the
Code of Ethics  on  behalf  of the  Company's  Chief  Executive  Officer,  Chief
Financial Officer, Controller, or persons performing similar functions.

A copy of the amended  Code of Ethics is  available  on the  Company's  Internet
website  at  www.hemispherx.net.  A copy will be mailed to any  person,  without
charge, upon written request addressed to:

Corporate Secretary
Hemispherx Biopharma, Inc.
1617 JFK Boulevard
Suite 660
Philadelphia, Pennsylvania, 19103






                                   Signatures

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Date:  October 15, 2009

                                             HEMISPHERX BIOPHARMA, INC.


                                             /s/ William A. Carter
                                             ---------------------------
                                             William A. Carter, M.D.,
                                             Chief Executive Officer