| CUSIP No. 563118207 |
Page
2 of
5
|
|
1
|
Names
of Reporting Persons
I.R.S.
Identification Nos. of above persons (entities only)
LINDSAY
A. ROSENWALD, M.D.
|
||
|
2
|
Check
the Appropriate Box If a Member of a Group *
a. o
b. o
|
||
|
3
|
SEC
Use Only
|
||
|
4
|
Citizenship
or Place of Organization
UNITED
STATES
|
||
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
Sole
Voting Power
4,224,155
|
|
|
6
|
Shared
Voting Power
113
|
||
|
7
|
Sole
Dispositive Power
4,224,155
|
||
|
8
|
Shared
Dispositive Power
113
|
||
|
9
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
4,224,268
|
||
|
10
|
Check
Box If the Aggregate Amount in Row (9) Excludes Certain
Shares
*
o
|
||
|
11
|
Percent
of Class Represented By Amount in Row (9)
5.9%
|
||
|
12
|
Type
of Reporting Person *
IN
|
||
|
Page 3 of
5
|
|
Item
1(a)
|
Name
of Issuer:
|
|
Manhattan
Pharmaceuticals, Inc.
(the “Issuer”)
|
|
|
Item
1(b)
|
Address
of the Issuer’s Principal Executive Offices:
|
|
810
Seventh Avenue
|
|
|
New
York, NY 10019
|
|
|
Item
2(a)
|
Name
of Person Filing:
|
|
Lindsay
A. Rosenwald, M.D. (the "Reporting Person").
|
|
|
Item
2(b)
|
Address
of Principal Business Office or, if None,
Residence:
|
|
c/o
Paramount BioSciences, LLC
|
|
|
787
Seventh Avenue, 48th Floor
|
|
|
New
York, NY 10036
|
|
|
Item
2(c)
|
Citizenship:
|
|
|
United
States.
|
|
Item
2(d)
|
Title
of Class of Securities:
|
|
Common
Stock (the “Shares”).
|
|
|
Item
2(e)
|
CUSIP
Number:
|
|
563118207
|
|
|
Item
3.
|
If
this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b)
or (c),
check whether the person filing is a:
|
|
This
Item 3 is not applicable.
|
|
|
Item
4.
|
Ownership:
|
|
Item
4(a)
|
Amount
Beneficially Owned:
|
|
As
of December 31, 2007, the Reporting Person beneficially owned
4,224,268
Shares, consisting of (i) 3,183,497 Shares held directly by
the Reporting
Person; (ii) 1,040,658 Shares to be held directly by the Reporting
Person
upon the exercise of warrants; (iii) 80 Shares held by the
Reporting
Person’s wife, over which Shares the Reporting Person may be deemed
to
have sole voting and dispositive power, although the Reporting
Person
disclaims beneficial ownership of such Shares except with regard
to his
pecuniary interest therein, if any; and (iv) 33 Shares held
by the
Reporting Person’s children, over which Shares the Reporting Person may be
deemed to have sole voting and dispositive power, although
the Reporting
Person disclaims beneficial ownership of such Shares except
with regard to
his pecuniary interest therein, if
any.
|
|
Page 4 of
5
|
|
Item
4(b)
|
Percent
of Class:
|
|
See
Item 11 of the cover page.
|
|
|
Item
4(c)
|
Number
of shares as to which such person
has:
|
|
(i)
|
Sole
power to vote or direct the vote:
|
Please
see Item 5 of the cover page.
|
|
(ii)
|
Shared
power to vote or to direct the vote
|
Please
see Item 6 of the cover page.
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of
|
Please
see Item 7 of the cover page.
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of
|
Please
see Item 8 of the cover page.
|
|
Item
5.
|
Ownership
of Five Percent or Less of a Class:
|
|
This
Item 5 is not applicable.
|
|
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person:
|
|
See
Item 4 Above.
|
|
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding Company:
|
|
This
Item 7 is not applicable.
|
|
|
Item
8.
|
Identification
and Classification of Members of the Group:
|
|
This
Item 8 is not applicable.
|
|
|
Item
9.
|
Notice
of Dissolution of Group:
|
|
This
Item 9 is not applicable.
|
|
|
Item
10.
|
Certification:
|
|
By
signing below I certify that, to the best of my knowledge and belief,
the
securities referred to above were not acquired and are not held
for the
purpose of or with the effect of changing or influencing the control
of
the issuer of the securities and were not acquired and are not
held in
connection with or as a participant in any transaction having such
purpose
or effect.
|
|
Page 5 of
5
|
|
February
13, 2008
|
||
| |
|
|
|
/s/Lindsay
A. Rosenwald, M.D.
|
||
|
Lindsay
A. Rosenwald, M.D.
|
||