OMB APPROVAL

OMB Number:

 

3235-0145

Expires:

 

February 28, 2009

Estimated average burden
hours per response

 

15

UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under The Securities Exchange Act of 1934

(Amendment No. 7)*

 

 

 

Lorus Therapeutics Inc.

(Name of Issuer)

 

 

Common Stock

(Title of Class of Securities)

 

 

544192107

(CUSIP Number)

 

 

Herbert Abramson

22 St. Clair Avenue East, 18th Floor

Toronto, Ontario, Canada

M4T 2S3

(416) 361-1498

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

November 27, 2009

(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-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 §240.13d-7 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 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP NO. 544192107    

1

NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
Technifund Inc.
I.R.S. IDENTIFICATION NO. - Not Applicable
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  o
(b)  x
3 SEC USE ONLY
  
4 SOURCE OF FUNDS
WC
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e)                                                                                                    o
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, Canada
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: 		7 SOLE VOTING POWER
27,150,948
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
27,150,948
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,150,948*
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES                                                                                                                              o
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.8%*
14 TYPE OF REPORTING PERSON
HC


*See Item 5


 

 

CUSIP NO. 544192107    

1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Herbert Abramson
I.R.S. IDENTIFICATION NO. - Not Applicable
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  o
(b)  x
3 SEC USE ONLY
  
4 SOURCE OF FUNDS
PF
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e)                                                                                                    o
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Canadian
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: 		7 SOLE VOTING POWER
60,622,220
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
60,622,220
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
60,622,220*
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES                                                                                                                             
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.2%*
14 TYPE OF REPORTING PERSON
IN


*See Item 5


This Amendment No. 7 (the “Amendment”) with respect to the Common Stock of Lorus Therapeutics Inc. (the “Issuer”) amends and supplements the Schedule 13D, as amended (the “Schedule 13D”), which was originally filed on July 23, 2007. Capitalized terms used herein but not defined shall have the meanings ascribed thereto in the Schedule 13D. The Schedule 13D is hereby amended and supplemented as follows:

 

Item 3. Source and Amount of Funds or Other Consideration

 

On November 27, 2009, Abramson acquired 17,000,000 units (“Units”) at CDN$0.06 per Unit, consisting of 17,000,000 shares of Common Stock and warrants exercisable into 8,500,000 shares of Common Stock at an exercise price of CDN$0.08 per share, expiring May 27, 2011. The Units were acquired pursuant to a private placement offered by the Issuer. To acquire the Units, Abramson used funds which were the proceeds of repayment by Lorus to Abramson on November 27, 2009, of an outstanding promissory note owing to Mr. Abramson.

 

The purchase price of the Common Stock reported in this Schedule 13D was CDN$11,177,854. The Common Stock to which this Schedule 13D relates was purchased using working capital, in respect of shares purchased by Technifund, and personal funds in respect of shares purchased by Abramson.

 

Item 5. Interest in Securities of the Issuer

 

(a) As of the close of business on November 27, 2009, the Reporting Persons’ beneficial ownership of Common Stock was 60,622,220 shares. Of this amount, 33,471,272 shares of Common Stock (including warrants exercisable into 9,896,689 shares of Common Stock and options exercisable into 300,000 shares of Common Stock) were held by Abramson directly and 27,150,948 shares of Common Stock (including warrants exercisable into 7,598,916 shares of Common Stock) were held by Technifund directly.

 

(b) The responses of the Reporting Persons to Items 7 through 13 on the cover pages are incorporated herein by reference. All responses reflect the beneficial ownership as of the close of business on November 27, 2009. Abramson exercises sole voting and dispositive power over shares held by him and Technifund. Technifund exercises sole voting and dispositive power over the shares held by it.

 

(c) The following are all transactions in the Common Stock beneficially owned by the Reporting Persons that were effected during the past sixty days:

 

See Item 3, above.

 

(d) Other than the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported in this Schedule 13D.

 

(e) Not applicable.

 

Item 7. Material to be Filed as Exhibits

 

Exhibit B Joint Filing Agreement, dated July 31, 2007, by and between Abramson and Technifund*

 

* Previously filed with the Schedule 13D on July 23, 2007.

 

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.

 

Dated November 27, 2009

 

/s/ Herbert Abramson

Herbert Abramson

 

TECHNIFUND INC.

 

By:/s/ Herbert Abramson     

Name: Herbert Abramson

Title: President