Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Harborview Advisors, LLC
  2. Issuer Name and Ticker or Trading Symbol
Alliqua, Inc. [ALQA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
-
(Last)
(First)
(Middle)
850 THIRD AVENUE, SUITE 1801, 
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2012
(Street)

NEW YORK, NY 10022
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/08/2012   P   2,500,000 A (5) 24,879,728 I See Footnotes (1) (2) (3) (4)
Common Stock 11/08/2012   P   1,000,000 A (6) 25,879,728 I See Footnotes (1) (2) (3) (4)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrants (right to buy) $ 0.05 11/08/2012   A   2,500,000 (5)   11/08/2012 11/08/2017 Common Stock 2,500,000 (5) 2,500,000 I See Footnotes (1) (2) (3) (4)
Common Stock Warrants (right to buy) $ 0.05 11/08/2012   A   1,000,000 (6)   11/08/2012 11/08/2017 Common Stock 1,000,000 (6) 3,500,000 I See Footnotes (1) (2) (3) (4)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Harborview Advisors, LLC
850 THIRD AVENUE, SUITE 1801
NEW YORK, NY 10022
  X   X   -  
HARBORVIEW MASTER FUND LP
HARBOUR HOUSE WATERFORD DRIVE
PO BOX 972
TORTOLA, D8 00000
      -
Harborview Value Master Fund, L.P.
850 THIRD AVENUE, SUITE 1801
NEW YORK, NY 10022
      -
Harborview Capital Management, LLC
850 THIRD AVENUE, SUITE 1801
NEW YORK, NY 10022
      -
ROSENBLUM RICHARD
19 HORIZON DRIVE
WAYNE, NJ 07470
      -
STEFANSKY DAVID
850 THIRD AVENUE, SUITE 1801
NEW YORK, NY 10022
      -

Signatures

 HARBORVIEW MASTER FUND, L.P., By: Harborview Advisors, LLC, Its: General Partner, By: /s/ David Stefansky, Name: David Stefansky, Title: Managing Member   11/13/2012
**Signature of Reporting Person Date

 HARBORVIEW VALUE MASTER FUND, L.P., By: Harborview Advisors, LLC, Its: General Partner, By: /s/ David Stefansky, Name: David Stefansky, Title: Managing Member   11/13/2012
**Signature of Reporting Person Date

 HARBORVIEW ADVISORS, LLC, By: /s/ David Stefansky, Name: David Stefansky, Title: Managing Member   11/13/2012
**Signature of Reporting Person Date

 HARBORVIEW CAPITAL MANAGEMENT, LLC, By: /s/ David Stefansky, Name: David Stefansky, Title: Managing Member   11/13/2012
**Signature of Reporting Person Date

 RICHARD ROSENBLUM, /s/ Richard Rosenblum, Name: Richard Rosenblum   11/13/2012
**Signature of Reporting Person Date

 DAVID STEFANSKY, /s/ David Stefansky, Name: David Stefansky   11/13/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) This statement is jointly filed by and on behalf of each of Harborview Master Fund, L.P. ("Harborview Master Fund"), Harborview Value Master Fund, L.P. ("Harborview Value Fund"), Harborview Advisors, LLC ("Harborview Advisors"), Harborview Capital Management, LLC ("Harborview Management"), Richard Rosenblum and David Stefansky. Harborview Master Fund, Harborview Value Fund, Harborview Management and Messrs. Rosenblum and Stefansky are the record and direct beneficial owners of the securities covered by this statement. Harborview Advisors is the general partner of, and may be deemed to beneficially own securities owned by, each of Harborview Master Fund and Harborview Value Fund. Messrs. Rosenblum and Stefansky are the managing members of, and may be deemed to beneficially own securities owned by, each of Harborview Advisors and Harborview Management.
(2) Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
(3) Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
(4) Includes, prior to the acquisitions reported on this Form 4, (a) 13,227,394 shares of common stock directly beneficially owned by Harborview Value Fund, (b) 2,310,000 shares of common stock directly beneficially owned by Harborview Management, (c) 3,028,571 shares of common stock directly beneficially owned by Mr. Rosenblum and (d) 3,813,763 shares of common stock directly beneficially owned by Mr. Stefansky.
(5) Mr. Stefansky purchased, as part of a private placement transaction on November 8, 2012, 2,500,000 units at a price per unit of $0.05, with each unit consisting of 1 share of common stock and a warrant to purchase 1 share of common stock.
(6) Harborview Value Fund purchased, as part of a private placement transaction on November 8, 2012, 1,000,000 units at a price per unit of $0.05, with each unit consisting of 1 share of common stock and a warrant to purchase 1 share of common stock.

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