SEC File Number:         0-9314
                                                 CUSIP Number:    00431M 20 9

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

                              FORM 12b-25

                       NOTIFICATION OF LATE FILING

(Check One):  [X] Form 10-K   [ ] Form 20-F   [ ] Form 11-K   [ ] Form 10-Q
              [ ] Form N-SAR  [ ] Form N-CSR

               For Period Ended:         December 31, 2004

           [   ] Transition Report on Form 10-K
           [   ] Transition Report on Form 20-F
           [   ] Transition Report on Form 11-K
           [   ] Transition Report on Form 10-Q
           [   ] Transition Report on Form N-SAR
               For the Transition Period Ended:

Read attached instruction sheet before preparing form. Please print or type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.

If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates
__________________________________

PART I -- REGISTRANT INFORMATION

Full Name of Registrant:              Access Pharmaceuticals, Inc.

Former Name if Applicable:

Address of Principal Executive
  Office (Street and number):         2600 Stemmons Freeway, Suite 176

City, state and zip code:             Dallas, Texas  75207


PART II -- RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)

[ X ] (a) The reasons described in reasonable detail in Part III of this
      form could not be eliminated without unreasonable effort or expense;

[ X ] (b) The subject annual report, semi-annual report, transition report on
      Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be
      filed on or before the fifteenth calendar day following the prescribed
      due date; or the subject quarterly report of transition report on Form
      10-Q, or portion thereof will be filed on or before the fifth calendar
      day following the prescribed due date; and

[   ] (c) The accountant's statement or other exhibit required by Rule
      12b-25(c) has been attached if applicable.


PART III -- NARRATIVE

State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR, N-CSR or the transition report or portion thereof, could not
be filed within the prescribed time period.

SEE ATTACHMENT A.

PART IV -- OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this
notification:

Stephen B. Thompson       214       905-5100
- --------------------  ----------   ----------
     (Name)           (Area Code)  (Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that
the registrant was required to file such report(s) been filed? If answer is
no, identify report(s). [ X  ]  Yes   [    ]  No

(3) Is it anticipated that any significant change in for the last fiscal
year will be reflected by the earnings statements to be included in the
subject report or portion thereof? If so, attach an explanation of the
anticipated change, both narratively and quantitatively, and, if appropriate,
state the reasons why a reasonable estimate of results cannot
be made. [    ]  Yes   [ X ]  No



                      Access Pharmaceuticals, Inc.
                      -----------------------------
               (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.


By: /s/ Stephen B. Thompson
   ------------------------
Date March 16, 2005

Stephen B. Thompson, Vice President, Chief Financial Officer and
Principal Accounting Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant
or by any other duly authorized representative. The name and title of the
person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be
filed with the form.



ATTACHMENT A

PART III -- NARRATIVE

The registrant has experienced delays in completing management's assessment
of the effectiveness of the registrant's internal controls over financial
reporting and the completion of the audits by our audit firm of the
registrant's financial statements and internal controls over financial
reporting for the year ended December 31, 2004 as required under Section
404 of the Sarbanes Oxley Act of 2002. As a result of the complex nature of
the new requirements under Section 404, the registrant is unable to complete
and file the 2004 Annual Report by the prescribed filing date without
unreasonable effort and expense. The registrant continues to dedicate
significant resources to the audit of the financial statements, internal
control testing and reporting, and the 2004 Annual Report. The registrant
anticipates filing the 2004 Annual Report on or before the extended deadline
of March 31, 2005.