SEC FORM 3/A

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Wesner Terry

(Last)

(First)

(Middle)

2635 N. CRESCENT RIDGE DRIVE

(Street)

THE WOODLANDS

77381

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/21/2005

3. Issuer Name and Ticker or Trading Symbol
PharmaFrontiers Corp. [ pftr.ob ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)
09/16/2005

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	237,295⁽¹⁾	D⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock Option (right to buy)⁽³⁾	⁽⁴⁾	01/21/2010	Common Stock	25,000	$3	D
Common Stock Option (right to buy)⁽³⁾	⁽⁵⁾	08/29/2010	Common Stock	20,000	$1.14	D
Series A Warrants⁽³⁾⁽⁶⁾	⁽⁷⁾	02/17/2006	Common Stock	151,648	$2	D
Series B Warrants⁽³⁾⁽⁶⁾	⁽⁷⁾	10/17/2006	Common Stock	60,659	$2.9	D
Series C Warrants⁽³⁾⁽⁶⁾	⁽⁷⁾	06/17/2010	Common Stock	121,318	$4	D

Explanation of Responses:

1. Amended to disclose the true number of shares beneficially owned.

2. Includes shares owned by immediate family members.

3. Inadvertently omitted from Form 3 filing.

4. 8,333 shares of common stock shall vest on January 21, 2005; 8,333 on January 21, 2006 and 8,334 on January 21, 2007.

5. 6,666 shares of common stock shall vest on August 29, 2005; 6,667 on August 29, 2006 and 6,667 on August 29, 2007.

6. Includes warrants owned by immediate family members.

7. Immediately.

	Sandy Livney, by power of attorney	12/06/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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