Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On August 18, 2009, we received a warning letter from the staff of NYSE Amex LLC (NYSE Amex) concerning our issuance of certain shares of our common stock on August 17, 2009, prior to approval for listing on NYSE Amex. Section 301 of the NYSE Amex Company Guide provides that listed companies are not permitted to issue additional securities of a listed class until an application for listing has been submitted and approved. The listing application was submitted to NYSE Amex on August 12, 2009 and was approved on August 21, 2009.

The staff indicated in its letter that although it would not apply at this time the continued listing evaluation and follow-up procedures specified in
Section 1009 of the Company Guide, since Palatin Technologies was not in compliance with NYSE Amex continued listing standards, the warning letter amounted to notice of failure to comply with a continued listing standard. No further action is required to be taken by Palatin Technologies, or will be taken by NYSE Amex, with respect to this matter.