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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

A. P. Pharma, Inc.

(Name of Issuer)

Common Stock. $0.010 par value per share

(Title of Class of Securities)

00202J203

(CUSIP Number)

July 25, 2012

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[   ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[   ] Rule 13d-1(d)

* 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 the disclosures provided in a prior cover page.

The information required in 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 Instructions).

CUSIP No.: 00202J203
1 NAME OF REPORTING PERSON
Standard Pacific Capital Holdings, LLLP


I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  [   ]
(b)  [X]
3 SEC USE ONLY
 
4 CITIZENSHIP OR PLACE OF ORGANIZATION
St. Thomas, United States Virgin Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER
0
6 SHARED VOTING POWER
36,190,476
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
36,190,476
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
36,190,476
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES []

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.8%
12 TYPE OF REPORTING PERSON
PN

CUSIP No.: 00202J203
1 NAME OF REPORTING PERSON
The Moses Trust

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  [   ]
(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
0
6 SHARED VOTING POWER
1,904,762
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
1,904,762
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,904,762
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES []

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.6%
12 TYPE OF REPORTING PERSON
OO

CUSIP No.: 00202J203
1 NAME OF REPORTING PERSON
Andrew R. Midler

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)  [   ]
(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
0
6 SHARED VOTING POWER
38,095,238
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
38,095,238
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
38,095,238
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES []

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.6%
12 TYPE OF REPORTING PERSON
IN

CUSIP No.: 00202J203
ITEM 1(a). NAME OF ISSUER:
A. P. Pharma, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
123 Saginaw Drive
Redwood City, CA 94063
ITEM 2(a). NAME OF PERSON FILING:
Standard Pacific Capital Holdings, LLLP

The Moses Trust
Andrew R. Midler
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Standard Pacific Capital Holdings, LLLP
The Moses Trust
Andrew R. Midler

C/O
One Market Plaza
Steuart Tower, Suite 1400
San Francisco, CA 94105
ITEM 2(c). CITIZENSHIP:
Standard Pacific Capital Holdings, LLLP - St. Thomas, United States Virgin Islands
The Moses Trust - California, United States
Andrew R. Midler - United States
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock. $0.010 par value per share
ITEM 2(e). CUSIP NUMBER:
00202J203
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 13d-2(b) or (c) CHECK WHETHER THE PERSON FILING IS A:
(a) [   ]  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78c);
(b) [   ]  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
(c) [   ]  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
(d) [   ]  Investment company registered under Section 8 of the Investment Company Act of 1940
(15 U.S.C 80a-8);
(e) [   ]  An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
(f) [   ]  An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
(g) [   ]  A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
(h) [   ]  A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
(i) [   ]  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) [   ]  A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);
(k) [   ]  Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution
in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:
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:
Standard Pacific Capital Holdings, LLLP - 36,190,476
The Moses Trust - 1,904,762
Andrew R. Midler - 38,095,238

(b) Percent of class:
Standard Pacific Capital Holdings, LLLP - 11.8%
The Moses Trust - 0.6%
Andrew R. Midler - 12.4%
(c) Number of shares as to which the person has:
(i)   Sole power to vote or to direct the vote:
Standard Pacific Capital Holdings, LLLP - 0
The Moses Trust - 0
Andrew R. Midler - 0
(ii)  Shared power to vote or to direct the vote:
Standard Pacific Capital Holdings, LLLP - 36,190,476
The Moses Trust - 1,904,762
Andrew R. Midler - 38,095,238
(iii) Sole power to dispose or to direct the disposition of:
Standard Pacific Capital Holdings, LLLP - 0
The Moses Trust - 0
Andrew R. Midler - 0
(iv) Shared power to dispose or to direct the disposition of:
Standard Pacific Capital Holdings, LLLP - 36,190,476
The Moses Trust - 1,904,762
Andrew R. Midler - 38,095,238
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 [   ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
 
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
 
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
 
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
 
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.

SIGNATURE

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.
September 26, 2012
Date
Standard Pacific Capital Holdings, LLLP
/s/
Signature
Andrew R. Midler, General Partner
Name/Title



September 26, 2012
Date
The Moses Trust
/s/
Signature
Andrew R. Midler, Trustee
Name/Title



September 26, 2012
Date
Andrew R. Midler
/s/
Signature
Andrew R. Midler,
Name/Title



Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
CUSIP No.: 00202J203
** Andrew R. Midler serves as (i) the general partner of Standard Pacific Capital Holdings LLLP ("SPCH"), and (ii) the trustee of The Moses Trust (the "Trust"). Mr. Midler has voting and dispositive power over the shares reported herein that are beneficially owned by each of SPCH and the Trust, respectively. Mr. Midler disclaims beneficial ownership of all shares reported herein except to the extent of his pecuniary interests therein.

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G and/or 13D (including any and all amendments thereto) with respect to Common Shares of A.P. Pharma Inc and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

 

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and/or 13D and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

 

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of September 26, 2012.

Standard Pacific Capital Holdings, LLLP

By: /s/_ Name: Andrew R. Midler Title: General Partner

The Moses Trust

By: /s/_ Name: Andrew R. Midler Title: Trustee

Andrew R. Midler

By: /s/_ Name Title