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 *
LEE LEVI HONG KAYE
   2. Issuer Name and Ticker or Trading Symbol
IMMTECH PHARMACEUTICALS, INC. [IMM] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1405 CRAWFORD HOUSE,, 70 QUEENS ROAD CENTRAL		 3. Date of Earliest Transaction (Month/Day/Year)
08/03/2006
(Street)

KC, F4 PRC		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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, $0.01 par value 08/03/2006   P   200 A $ 5 263,784 (1) (2) I Purchased by wife.

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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LEE LEVI HONG KAYE
1405 CRAWFORD HOUSE,
70 QUEENS ROAD CENTRAL
KC, F4 PRC		   X      

Signatures

 /s/ Levi Hong Kaye Lee   08/07/2006
**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) Includes (a) 138,852 shares of common stock (117,952 shares are beneficially owned by wife), (b) 11,312 shares of common stock issuable upon conversion of Series A Convertible Preferred Stock (beneficially owned by wife), (c) 9,050 shares of Common Stock issuable upon conversion of Series C Convertible Preferred Stock, (d) 42,987 shares of Common Stock issuable upon conversion of Series C Convertible Preferred Stock (beneficially owned by wife), and (e) 61,583 shares of Common Stock issuable upon the exercise of options as follows: (i) vested option to purchase 20,000 shares of Common Stock at $21.66 per share by November 5, 2013, (ii) vested option to purchase 18,000 shares of Common Stock at $14.29 per share by February 2, 2014, (iii) the vested portion of 17,250 shares of an option to purchase 18,000 shares of Common Stock at $11.03 per share by November 16, 2014 (options vest in equal monthly installments over 24 months from date of grant) and (iv) the vested
(2) portion of 6,333 shares an option to purchase 19,000 shares of Common Stock at $7.85 per share by January 24, 2016 (options vest in equal monthly installments over 24 months from date of grant).

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