UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

CUSIP No. 00202J203

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
TANG CAPITAL PARTNERS, LP

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

x

3.

SEC Use Only

4.

Citizenship or Place of Organization
DELAWARE

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
4,004,385

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
4,004,385

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,004,385

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
13.0%

12.

Type of Reporting Person (See Instructions)
PN

CUSIP No. 00202J203

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
TANG CAPITAL MANAGEMENT, LLC

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

x

3.

SEC Use Only

4.

Citizenship or Place of Organization
DELAWARE

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
4,004,385

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
4,004,385

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,004,385

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
13.0%

12.

Type of Reporting Person (See Instructions)
OO

CUSIP No. 00202J203

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
KEVIN C. TANG

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

x

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
424,150

6.

Shared Voting Power
4,119,035

7.

Sole Dispositive Power
424,150

8.

Shared Dispositive Power
4,424,335

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,848,485

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
15.8%

12.

Type of Reporting Person (See Instructions)
IN

Item 1.

(a)

Name of Issuer
A.P. Pharma, Inc. (the “Issuer”)

(b)

Address of Issuer’s Principal Executive Offices
123 Saginaw Drive, Redwood City, CA 94063

Item 2.

(a)

Name of Person Filing
This Statement on Schedule 13G (this “Statement”) is filed by Tang Capital Partners, LP (“Tang Capital Partners”); Tang Capital Management, LLC, the general partner of Tang Capital Partners (“Tang Capital Management”); and Kevin C. Tang, the manager of Tang Capital Management.

(b)

Address of Principal Business Office or, if none, Residence
4401 Eastgate Mall, San Diego, CA 92121

(c)

Citizenship
Tang Capital Partners is a Delaware limited partnership. Tang Capital Management is a Delaware limited liability company. Mr. Tang is a United States citizen.

(d)

Title of Class of Securities
Common Stock, $0.01 Par Value (the “Common Stock”)

(e)

CUSIP Number
00202J203

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   

Tang Capital Partners.  Tang Capital Partners is the record and beneficial owner of 4,004,385 shares of Common Stock and shares voting and dispositive power over such securities with Tang Capital Management and Kevin C. Tang.

Tang Capital Management. Tang Capital Management, as the general partner of Tang Capital Partners, may be deemed to beneficially own the 4,004,385 shares held of record by Tang Capital Partners and shares voting and dispositive power over such shares with Tang Capital Partners and Kevin C. Tang.

Kevin C. Tang.  Kevin C. Tang may be deemed to beneficially own 4,848,485 shares of the Issuer’s Common Stock, comprising:

·                  4,004,385 shares owned of record by Tang Capital Partners, for which Tang Capital Management, of which Mr. Tang is manager, serves as general partner.  Mr. Tang shares voting and dispositive power over such shares with Tang Capital Management and Tang Capital Partners.

·                  42,950 shares owned of record by Mr. Tang.

·                  801,150 shares over which Mr. Tang has voting and/or dispositive power.

Mr. Tang disclaims beneficial ownership of all shares reported herein except to the extent of his pecuniary interest therein.

(b)

Percent of class:

Tang Capital Partners

13.0

%

Tang Capital Management

13.0

%

Kevin C. Tang

15.8

%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote

Tang Capital Partners

0 shares

Tang Capital Management

0 shares

Kevin C. Tang

424,150 shares

(ii)

Shared power to vote or to direct the vote

Tang Capital Partners

4,004,385 shares

Tang Capital Management

4,004,385 shares

Kevin C. Tang

4,119,035 shares

(iii)

Sole power to dispose or to direct the disposition of

Tang Capital Partners

0 shares

Tang Capital Management

0 shares

Kevin C. Tang

424,150 shares

(iv)

Shared power to dispose or to direct the disposition of

Tang Capital Partners

4,004,385 shares

Tang Capital Management

4,004,385 shares

Kevin C. Tang

4,424,335 shares

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

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 that purpose or effect.

Date:

June 25, 2007

TANG CAPITAL PARTNERS, LP

By: Tang Capital Management, LLC, its General Partner

By:

/s/ Kevin C. Tang

Kevin C. Tang, Manager

TANG CAPITAL MANAGEMENT, LLC

By:

/s/ Kevin C. Tang

Kevin C. Tang, Manager

/s/ Kevin C. Tang

Kevin C. Tang

Date: June 25, 2007

TANG CAPITAL PARTNERS, LP,

By:

Tang Capital Management, LLC

Its:

General Partner

By:

/s/ Kevin C. Tang

Name:

Kevin C. Tang

Title:

Manager

TANG CAPITAL MANAGEMENT, LLC

By:

/s/ Kevin C. Tang

Name:

Kevin C. Tang

Title:

Manager

/s/ Kevin C. Tang

Name:

Kevin C. Tang