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): ~~April~~May 295, 2011

ADVANCED LIFE SCIENCES HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware		000-51436		30-0296543
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

1440 Davey Road Woodridge, Illinois		60517
(Address of principal executive offices)		(Zip Code)

(630) 739-6744

(Registrant’s telephone number, including area code)

N/A

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 38.~~02.~~01 ~~Unregistered~~Other ~~Sales of Equity Securities~~Events.

InOn ~~January~~May 5, 2011, Advanced Life Sciences Holdings, Inc. ~~(the~~issued “Company”) entered into an Investment Agreement (the “Investment Agreement”), with Dutchess Opportunity Fund, II, LP (“Dutchess”), for the sale of up to $5.0 million of shares of the Company’s common stock over a ~~two-year~~press ~~commitment~~release ~~period.~~announcing ~~Under~~that ~~the~~it ~~terms~~has ofsuspended ~~the~~operations ~~Investment~~and ~~Agreement,~~terminated ~~the Company may from time to time, in~~ its ~~discretion,~~staff ~~sell~~due ~~newly-issued shares of its common stock~~ to ~~Dutchess at 95% of a recent average market price at the time of such issuance. As previously disclosed in~~ its ~~Form 8-K~~severe ~~filed~~lack ~~on March 11, 2011, the Company had issued 1,376,699 shares to Dutchess as~~ of ~~March 11, 2011, and received $592,000 in proceeds through the usage of the Investment Agreement~~liquidity.

~~Between~~A ~~March 23,~~copy ~~2011~~of ~~and April 27, 2011,~~ the ~~Company~~press ~~issued~~release anis ~~additional~~attached ~~804,292~~hereto ~~shares to Dutchess, which represents 7.46% of the shares outstanding~~ as ~~of the date of the Company’s latest annual report on Form~~Exhibit ~~10-K filed on March 24, 2011~~99. ~~Sales made on April 27, 2011, caused the Company to exceed the 5% threshold that triggers the reporting requirement of this item~~1. As a result of these issuances, the Company has received $135,000 in proceeds through the usage of the Investment Agreement. The shares were issued in reliance on the exemption from registration contained in Section 4(2) of the Securities Act of 1933.

2Item 9.01. Financial Statements and Exhibits.

~~SIGNATURES~~(d) Exhibits:

~~Pursuant~~99.1 Press toRelease ~~the~~dated ~~requirements of the Securities Exchange Act of 1934~~May 5, ~~the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~2011

	ADVANCED LIFE SCIENCES HOLDINGS, INC.
Dated: April 29, 2011	By:	/s/ Michael T. Flavin
	Name:	Michael T. Flavin, Ph.D.
	Title:	Chairman and Chief Executive Officer

3SIGNATURES

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

	ADVANCED LIFE SCIENCES HOLDINGS, INC.


Dated: May 12, 2011	By:	/s/ Michael T. Flavin
	Name:	Michael T. Flavin, Ph.D.
	Title:	Chairman and Chief Executive Officer

Exhibit Index

Exhibit		Description

99.1		Press Release dated May 5, 2011.

Filing Compare · Advanced Life Sciences Holdings, Inc.