SCHEDULE 13D

(Rule 13d-101)

Information to be Included in Statements Filed Pursuant to Rule 13d-1(a) and

Amendments Thereto Filed Pursuant to Rule 13d-2(a)

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Under the Securities Exchange Act of 1934

QuantRx Biomedical Corporation

(formerly known as A-Fem Medical Corporation)

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

74765N109

(CUSIP Number)

Mark Capital, LLC

5173 Seagrove Place

San Diego, California 92130

Attention: Evan Levine

(858) 350-4565

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

October 29, 2004

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

Note: Schedules filed in paper format shall include a signed original and five copies of the Schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 74765N109

1	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Mark Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o Not Applicable
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware limited liability company
Number of Shares			7	SOLE VOTING POWER 3,938,009
Beneficially Owned by			8	SHARED VOTING POWER
Each Reporting			9	SOLE DISPOSITIVE POWER 3,938,009
Person With			10	SHARED DISPOSITIVE POWER
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,938,009
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.9%
14		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO


1	NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Evan Levine
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) o (b) x
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS) PF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o Not Applicable
6	CITIZENSHIP OR PLACE OF ORGANIZATION United States
Number of Shares			7	SOLE VOTING POWER 4,963,229
Beneficially Owned by			8	SHARED VOTING POWER
Each Reporting			9	SOLE DISPOSITIVE POWER 4,963,229
Person With			10	SHARED DISPOSITIVE POWER
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,963,229
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 16.2%
14		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN

CUSIP No. 74765N109

Schedule 13D

Item 1.

Security and Issuer.

This statement relates to certain shares of common stock, $0.01 par value per share (“Common Stock”), of QuantRx Biomedical Corporation, a Nevada corporation formerly known as A-Fem Medical Corporation (the “Issuer”). The principal executive offices of the Issuer are located at 321 Norristown Road, Suite 230, Ambler, Pennsylvania 19002.

Item 2. Identity and Background.

(a) The names of the persons filing this statement are Mark Capital, LLC, a Delaware limited liability company (“Mark Capital”), and Evan Levine, an individual (“Mr. Levine” and, together with Mark Capital, the “Reporting Persons”).

(b) The address of each of the Reporting Persons is 5173 Seagrove Place, San Diego, California 92130.

(c) The principal business of Mark Capital is making investments. Mr. Levine’s principal occupation is serving as the President and Chief Executive Officer of ADVENTRX Pharmaceuticals, Inc., a Delaware corporation (“Adventrx”). The principal business of Adventrx is the development of antiviral and anticancer biopharmaceutical drugs. The principal address of Adventrx is 6725 Mesa Ridge Road, Suite 100, San Diego, California 92121. Mr. Levine is also a member of the board of directors of the Issuer and the managing member of Mark Capital.

(d) During the last five years, neither Mark Capital nor Mr. Levine has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) During the last five years, neither Mark Capital nor Mr. Levine has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which Mark Capital or Mr. Levine was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) Mark Capital is a Delaware limited liability company. Mr. Levine is a citizen of the United States.

Item 3.

Source and Amount of Funds or Other Consideration.

In October 2004, Mark Capital purchased 1,750,000 shares of Series A Convertible Preferred Stock of the Issuer (“Series A Stock”) and warrants to purchase an aggregate of 642,006 shares of Series A Stock (the “Warrants”) from Goldman Sachs & Co. (“Goldman”) for an aggregate purchase price of $46,715.64. Shares of Series A Stock are convertible into shares of Common Stock. In November 2004, Mark Capital exercised Warrants to purchase an aggregate of 462,006 shares of Series A Stock for an aggregate purchase price of $4,620.06. In November 2004, the Issuer issued to Mark Capital 300,000 shares of Common Stock for an aggregate purchase price of $15,000. In July 2005, Mark Capital also purchased 150,000 shares of Common Stock from a shareholder of the Issuer in a private transaction for an aggregate purchase price of $37,500. Immediately following the purchase, Mark Capital gifted to an

individual 10,000 of the 150,000 shares of Common Stock purchased. The source of the funds for the acquisition of securities described in this paragraph was the working capital of Mark Capital.

In February 2006, Mark Capital agreed with the Issuer to convert all of Mark Capital’s shares of Series A Stock into 3,318,009 shares of Common Stock (a conversion rate of 1.5 shares of Common Stock for each share of Series A Stock). In addition, Mark Capital agreed that each share of Series A Stock that may be issued upon exercise of Mark Capital’s warrants to purchase up to 180,000 shares of Series A Stock would convert into one share of Common Stock, if and when such shares are acquired and converted. No consideration was paid or received by Mark Capital in connection with these agreements or the conversion of outstanding Series A Stock.

In October 2004, Mr. Levine, as custodian for his children, purchased an aggregate of 500,000 shares of Series A Stock from Goldman for an aggregate purchase price of $13,347.34. In November 2004, the Issuer issued to Mr. Levine, as custodian for his children, an aggregate of 240,000 shares of Common Stock for an aggregate purchase price of $12,000. The source of the funds for the acquisition of securities described in this paragraph was the personal funds of Mr. Levine.

In February 2006, Mr. Levine, as custodian for his children, agreed with the Issuer to convert all of the shares of Series A Stock held by Mr. Levine, as custodian for his children, into 750,000 shares of Common Stock (a conversion rate of 1.5 shares of Common Stock for each share of Series A Stock). No consideration was paid or received by Mr. Levine, as custodian for his children, in connection with this agreement or the conversion of outstanding Series A Stock.

From January 2005 through September 2005, the Evan M. Levine Roth IRA, of which Mr. Levine is a beneficiary, purchased an aggregate of 35,220 shares of Common Stock on the open market for an aggregate purchase price of $23,976.64. The source of the funds for the acquisition of securities described in this paragraph was the personal funds of Mr. Levine.

Mr. Levine has retained voting and dispositive control of each of the securities of the Issuer described in this Item 3.

Item 4.

Purpose of Transaction.

Mark Capital and Mr. Levine, as custodian for his children, acquired the shares of Common Stock, the Warrants and Series A Stock for investment. Over time, Mark Capital and Mr. Levine, as custodian for his children, will review their respective investments in the securities of the Issuer and may, at such time and from time to time, determine to acquire additional securities of the Issuer or to dispose of all or any portion of the securities of the Issuer beneficially held by them at any time. Except as stated below, neither Mark Capital nor Mr. Levine has any plans or proposals which relate to or would result in:

(a) The acquisition of additional securities of the Issuer, or the disposition of any securities of the Issuer, other than sales, from time to time, of the Common Stock in accordance with Rule 144 promulgated under the Securities Act of 1933, as amended;

(b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation involving the Issuer or any of its subsidiaries;

(c)	A sale or transfer of a material amount of assets of the Issuer or of any of its subsidiaries;

(d) Any change in the management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board of directors of the Issuer;

(e)	A material change in the present capitalization or dividend policy of the Issuer;

(f)	Any other material change in the Issuer’s business or corporate structure;

(g) Any change in the Issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person;

(h) A class of securities of the Issuer being delisted from a national securities exchange or ceasing to be authorized to be quoted in the inter-dealer quotation system of a registered national securities association;

(i) A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Exchange Act; or

(j)	Any action similar to any of those enumerated above.

Item 5.

Interest in Securities of the Issuer.

According to the Issuer’s quarterly report on Form 10-QSB filed with the Securities and Exchange Commission on November 14, 2005, there were 16,488,183 shares of Common Stock outstanding as of October 24, 2005. The Issuer has further advised Mr. Levine that due in part to the conversion of the Series A Stock referenced above, there were 30,451,494 shares of Common Stock outstanding as of February 13, 2006. The percentages of shares of Common Stock beneficially held by Mark Capital and Mr. Levine set forth below are based on the foregoing outstanding share figure.

(a) Mark Capital beneficially owns 3,938,009 shares of Common Stock (which includes a warrant to purchase 180,000 shares of Series A Stock, which is exercisable within 60 days of this report, and each such share of Series A Stock is convertible into one share of Common Stock), which constitutes 12.9% of the outstanding shares of Common Stock. Mr. Levine is the managing member of Mark Capital and in such capacity has the sole power to vote and dispose of such shares.

Mr. Levine beneficially owns 4,963,229 shares of Common Stock (which includes (i) 3,938,009 shares of Common Stock beneficially owned by Mark Capital, (ii) 990,000 shares of Common Stock held by Mr. Levine as custodian for his children, and (iii) 35,220 shares of Common Stock held by the Evan M. Levine Roth IRA), which constitutes 16.2% of the outstanding shares of Common Stock. Mr. Levine has the sole power to vote and dispose of such shares.

(b) As to the shares of Common Stock beneficially owned by Mark Capital, the number of shares as to which Mark Capital has:

(i)

Sole power to vote or to direct the vote: 3,938,009

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose or to direct the disposition of: 3,938,009

(iv)

Shared power to dispose or to direct the disposition of: 0

As to the shares of Common Stock beneficially owned by Mr. Levine, the number of shares as to which Mr. Levine has:

(i)

Sole power to vote or to direct the vote: 4,963,229

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose or to direct the disposition of: 4,963,229

(iv)

Shared power to dispose or to direct the disposition of: 0

(d)	Not applicable.

(e)	Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Each of Mark Capital and Mr. Levine (in his capacity as a custodian for his children) are parties to (a) a Stock and Warrant Purchase Agreement, dated as of October 29, 2004 (the “Goldman Purchase Agreement”), by and among the Issuer, Goldman, and the investors named therein, including Mark Capital, Mr. Levine (in his capacity as a custodian for his children) (the “Investors”), (b) a Co-Sale Rights Agreement, dated as of October 29, 2004 (the “Co-Sale Agreement”), by and among the Issuer, Goldman, and the Investors, and (c) an Investors Rights Agreement, dated as of October 29, 2004 (the “IRA”), by and among the Issuer and the Investors. Pursuant to the Goldman Purchase Agreement, Mark Capital and Mr. Levine (in his capacity as a custodian for his children) acquired the shares of Series A Stock and warrants to purchase Series A Stock described in Item 3. Pursuant to the Co-Sale Agreement, Goldman has co-sale rights in connection with certain sales of securities by Mark Capital and Mr. Levine (in his capacity as a custodian for his children) of shares of Common Stock into which shares of Series A Stock have been converted. Pursuant to the IRA, Mark Capital and Mr. Levine (in his capacity as a custodian for his children) have certain rights of first offer in connection with issuances of securities by the Issuer. Furthermore, pursuant to the IRA, the Investors have the right to nominate two persons to the Issuer’s board of directors for so long as the Investors collectively hold at least 4,000,000 shares of Common Stock (on a fully-diluted basis) and the right to nominate one person to the Issuer’s board of directors for so long as the Investors collectively hold less than 4,000,000 shares of Common Stock (on a fully-diluted basis) but at least 2,000,000 shares of Common Stock (on a fully-diluted basis).

In connection with the purchase of the Warrants from Goldman in October 2004, the Issuer issued to Mark Capital two Warrants to Purchase Shares of Series A Convertible Preferred Stock (Nos. 04P-1 and 04P-2) (the “Warrant Agreements”) upon transfer of the Warrants from Goldman to Mark Capital. The Warrant Agreements govern the terms and conditions upon which Mark Capital may exercise or transfer the Warrants.

Each of Mark Capital and Mr. Levine (in his capacity as a custodian for his children) entered into a Stock Purchase Agreement, effective November 16, 2004, with the Issuer pursuant to which Mark Capital

purchased 300,000 shares of Common Stock and Mr. Levine (in his capacity as a custodian for his children) purchased 240,000 shares of Common Stock from the Issuer.

Mark Capital entered into a Common Stock Purchase Agreement, effective July 8, 2005, by and among Doug McKay, Mark Capital and the other buyers party thereto, pursuant to which Mark Capital purchased 150,000 shares of Common Stock from Mr. McKay. Immediately following the purchase, Mark Capital gifted to an individual 10,000 of the 150,000 shares of Common Stock purchased.

Except as disclosed in the preceding paragraph, neither Mark Capital nor Mr. Levine has entered into any

contract, arrangement or understanding with or among either of them and any other person with respect to the securities of the Issuer.

Item 7.

Material to be Files as Exhibits.

Exhibit 7.1

Joint Filing Agreement, dated as of March 28, 2006, between Evan Levine and Mark Capital, LLC.

Exhibit 7.2

Stock and Warrant Purchase Agreement, dated as of October 29, 2004, among the Issuer, Goldman and the Investors.

Exhibit 7.3

Warrant to Purchase Shares of Series A Convertible Preferred Stock (No. 04P-1), issued as of October 29, 2004, by the Issuer to Mark Capital.

Exhibit 7.4

Warrant to Purchase Shares of Series A Convertible Preferred Stock (No. 04P-2), issued as of October 29, 2004, by the Issuer to Mark Capital.

Exhibit 7.5

Co-Sale Rights Agreement, dated as of October 29, 2004, among the Issuer, Goldman and the Investors.

Exhibit 7.6

Investor Rights Agreement, dated as of October 29, 2004, among the Issuer and the Investors.

Exhibit 7.7

Stock Purchase Agreement, effective as of November 16, 2004, between the Issuer and Mark Capital.

Exhibit 7.8

Stock Purchase Agreement, effective as of November 16, 2004, between the Issuer and Evan Levine, as custodian for Alexander Levine.

Exhibit 7.9

Stock Purchase Agreement, effective as of November 16, 2004, between the Issuer and Evan Levine, as custodian for Nathaniel Levine.

Exhibit 7.10

Common Stock Purchase Agreement, effective as of July 8, 2005, among Doug McKay, Mark Capital and the other buyers party thereto.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:

March 28, 2006

/s/ Evan Levine

Evan Levine, Individually

MARK CAPITAL, LLC

By:/s/ Evan Levine

Evan Levine, its managing member