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<SEC-DOCUMENT>0001169232-05-002686.txt : 20050513
<SEC-HEADER>0001169232-05-002686.hdr.sgml : 20050513
<ACCEPTANCE-DATETIME>20050513161429
ACCESSION NUMBER:		0001169232-05-002686
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		6
CONFORMED PERIOD OF REPORT:	20050331
FILED AS OF DATE:		20050513
DATE AS OF CHANGE:		20050513

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			SIGA TECHNOLOGIES INC
		CENTRAL INDEX KEY:			0001010086
		STANDARD INDUSTRIAL CLASSIFICATION:	PHARMACEUTICAL PREPARATIONS [2834]
		IRS NUMBER:				133864870
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-Q
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-23047
		FILM NUMBER:		05829475

	BUSINESS ADDRESS:	
		STREET 1:		420 LEXINGTON AVE
		STREET 2:		SUITE 601
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10170
		BUSINESS PHONE:		2126729100

	MAIL ADDRESS:	
		STREET 1:		420 LEXINGTON AVE
		STREET 2:		SUITE 601
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10170

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SIGA PHARMACEUTICALS INC
		DATE OF NAME CHANGE:	19961108
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>d63845_10q.txt
<DESCRIPTION>QUARTERLY REPORT
<TEXT>
================================================================================

                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

               Quarterly Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

For the Quarter Ended                                Commission File No. 0-23047
March 31, 2005

                             SIGA Technologies, Inc.

   A Delaware Corporation                            IRS Employer No. 13-3864870

               420 Lexington Avenue, Suite 408, New York, NY 10170
                         Telephone Number (212) 672-9100

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes |X| No |_|.

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes |_| No |X|.

As of May 10, 2005 the registrant had 24,500,648 shares of common stock
outstanding.

================================================================================

<PAGE>

                             SIGA Technologies, Inc.

                                    Form 10-Q

                                Table of Contents

<TABLE>
<CAPTION>
                                                                                                        Page No.
<S>                                                                                                    <C>
PART I  FINANCIAL INFORMATION

Item 1. Financial Statements............................................................................2

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..........10

Item 3. Quantitative and Qualitative Disclosure About Market Risk......................................14

Item 4. Controls and Procedures........................................................................14

PART II  OTHER INFORMATION

Item 1. Legal Proceedings..............................................................................15

Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities...............15

Item 3. Defaults Upon Senior Securities................................................................15

Item 4. Submission of Matters to Vote of Security Holders..............................................15

Item 5. Other Information..............................................................................15

Item 6. Exhibits.......................................................................................15

SIGNATURES.............................................................................................16
</TABLE>


                                       1
<PAGE>

                             SIGA TECHNOLOGIES, INC.

                     CONSOLIDATED BALANCE SHEETS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                 March 31,      December 31,
                                                                                   2005             2004
                                                                                ------------    ------------
<S>                                                                             <C>             <C>
 ASSETS
 Current assets
    Cash and cash equivalents ...............................................   $  1,031,101    $  2,020,938
    Accounts receivable .....................................................         62,730         108,904
    Prepaid expenses ........................................................        234,369         278,547
                                                                                ------------    ------------
     Total current assets ...................................................      1,328,200       2,408,389

    Property, plant and equipment, net ......................................        831,983         508,015
    Goodwill ................................................................        898,334         898,334
    Intangible assets, net ..................................................      1,789,449       2,114,297
    Other assets ............................................................        243,376         181,725
                                                                                ------------    ------------
     Total assets ...........................................................   $  5,091,342    $  6,110,760
                                                                                ============    ============

 LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities
    Accounts payable ........................................................   $  1,440,066    $  1,148,277
    Accrued expenses and other ..............................................        199,290         403,072
                                                                                ------------    ------------
     Total liabilities ......................................................      1,639,356       1,551,349

 Commitments and contingencies

 Stockholders' equity
    Series A convertible preferred stock ($.0001 par value, 10,000,000 shares
      authorized, 68,038 issued and outstanding at March 31, 2005
      and December 31, 2004) ................................................         58,672          58,672
    Common stock ($.0001 par value, 50,000,000 shares authorized,
      24,500,648 issued and outstanding at March 31, 2005
      and December 31, 2004) ................................................          2,450           2,450
    Additional paid-in capital ..............................................     48,679,650      48,679,650
    Accumulated deficit .....................................................    (45,288,786)    (44,181,361)
                                                                                ------------    ------------
     Total stockholders' equity .............................................      3,451,986       4,559,411
                                                                                ------------    ------------
     Total liabilities and stockholders' equity .............................   $  5,091,342    $  6,110,760
                                                                                ============    ============
</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                       2
<PAGE>

                             SIGA TECHNOLOGIES, INC.

                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                                             Three Months Ended
                                                                  March 31,
                                                             2005            2004
                                                         ------------    ------------
<S>                                                      <C>             <C>
Revenues
      Research and development .......................   $  1,458,565    $    161,217
                                                         ------------    ------------

Operating expenses
      Selling, general and administrative ............        844,709       1,005,860
      Research and development .......................      1,551,640       1,019,541
      Patent preparation fees ........................        175,038          91,839
                                                         ------------    ------------
         Total operating expenses ....................      2,571,387       2,117,240
                                                         ------------    ------------

         Operating loss ..............................     (1,112,822)     (1,956,023)

Other income, net ....................................          5,397          16,455
                                                         ------------    ------------
         Net loss ....................................   $ (1,107,425)   $ (1,939,568)
                                                         ============    ============

Weighted average shares outstanding: basic and diluted     24,500,648      23,010,544
                                                         ============    ============
Net loss per share: basic and diluted ................   $      (0.05)   $      (0.08)
                                                         ============    ============
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                       3
<PAGE>

                             SIGA TECHNOLOGIES, INC.

                CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                                March 31,
                                                           2005           2004
                                                       -----------    -----------
<S>                                                    <C>            <C>
Cash flows from operating activities:
  Net loss .........................................   $(1,107,425)   $(1,939,568)
  Adjustments to reconcile net loss to net
    cash used in operating activities:
     Depreciation ..................................        39,497         89,153
     Amortization of intangible assets .............       324,848        146,731
     Changes in assets and liabilities:
       Accounts receivable .........................        46,174         (2,719)
       Prepaid expenses ............................        44,178             --
       Other assets ................................       (61,651)        (2,396)
       Accounts payable and accrued expenses .......        88,007        293,120
                                                       -----------    -----------

       Net cash used in operating activities .......      (626,372)    (1,415,679)
                                                       -----------    -----------

  Cash flows from investing activities:
  Capital expenditures .............................      (363,465)       (18,367)
                                                       -----------    -----------

       Net cash used in investing activities .......      (363,465)       (18,367)
                                                       -----------    -----------

Cash flows from financing activities:
  Net proceeds from issuance of common stock .......            --      6,784,607
  Proceeds from exercise of options and warrants ...            --         16,876
                                                       -----------    -----------
       Net cash provided from financing activities .            --      6,801,483
                                                       -----------    -----------

Net increase (decrease) in cash and cash equivalents      (989,837)     5,367,437
Cash and cash equivalents at beginning of period ...     2,020,938      1,440,724
                                                       -----------    -----------
Cash and cash equivalents at end of period .........   $ 1,031,101    $ 6,808,161
                                                       ===========    ===========
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                       4
<PAGE>

    Notes to the March 31, 2005 Consolidated Financial Statements (Unaudited)

1. Basis of Presentation

The financial  statements of SIGA  Technologies,  Inc. (the "Company") have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and the rules of the Securities and Exchange  Commission
(the  "SEC") for  quarterly  reports on Forms 10-Q and do not include all of the
information and footnote  disclosures  required by generally accepted accounting
principles for complete financial statements. These statements should be read in
conjunction with the Company's  audited  financial  statements and notes thereto
for the year ended  December  31, 2004,  included in the 2004 Form 10-K.  In the
opinion of  management,  all  adjustments  (consisting  of normal and  recurring
adjustments)  considered necessary for a fair presentation of the results of the
interim periods presented have been included.  The results of operations for the
three months ended March 31, 2005 are not necessarily  indicative of the results
expected for the full year.

The  accompanying  financial  statements  have been  prepared  on a basis  which
assumes that the Company will continue as a going concern and which contemplates
the realization of assets and the satisfaction of liabilities and commitments in
the normal course of business.  The Company has incurred  cumulative  net losses
and  expects  to  incur  additional  losses  to  perform  further  research  and
development  activities.  The Company does not have commercial  products and has
limited  capital  resources.  Management's  plans with  regard to these  matters
include  continued  development  of its  products as well as seeking  additional
research support funds and financial arrangements. Although management continues
to pursue these plans, there is no assurance that the Company will be successful
in obtaining sufficient financing on terms acceptable to the Company. Management
believes  that its cash flows are  sufficient to support its  operations  beyond
March 31,  2006,  and that  sufficient  cash flows will be available to meet the
Company's  business  objectives.  In the  event  that  sufficient  funds are not
available,  the Company will need to postpone or discontinue  planned operations
and projects.  Continuance of the Company as a going concern is dependent  upon,
among  other  things,  the success of the  Company's  research  and  development
programs and the Company's ability to obtain adequate  financing.  The financial
statements do not include any adjustments  relating to the recoverability of the
carrying amount of recorded  assets and  liabilities  that might result from the
outcome of these uncertainties.

2. Significant Accounting Policies

Use of Estimates

The financial statements and related disclosures are prepared in conformity with
accounting  principles  generally  accepted  in the  United  States of  America.
Management  is  required  to make  estimates  and  assumptions  that  affect the
reported amounts of assets and liabilities,  the disclosure of contingent assets
and liabilities at the date of the financial statements and revenue and expenses
during the period reported.  These estimates include the realization of deferred
tax assets,  useful lives and impairment of tangible and intangible  assets, and
the  value of  options  and  warrants  granted  by the  Company.  Estimates  and
assumptions are reviewed periodically and the effects of revisions are reflected
in the financial  statements in the period they are  determined to be necessary.
Actual results could differ from these estimates.

Cash and cash equivalents

Cash and cash equivalents consist of short term, highly liquid investments, with
original  maturities of less than three months when  purchased and are stated at
cost. Interest is accrued as earned.

Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated  depreciation.
Depreciation is provided on the  straight-line  method over the estimated useful
lives of the various asset classes.  Estimated  lives are 5 years for laboratory
equipment;  3 years for computer equipment;  7 years for furniture and fixtures;
and the life of the lease for leasehold improvements.  Maintenance,  repairs and
minor  replacements  are  charged to expense as  incurred.  Upon  retirement  or
disposal of assets,  the cost and related  accumulated  depreciation are removed
from the Balance  Sheet and any gain or loss is  reflected  in the  Statement of
Operations.

Revenue Recognition

The Company  recognizes  revenue  from  contract  research and  development  and
research  payments in  accordance  with SEC Staff  Accounting  Bulletin No. 104,
Revenue  Recognition,  ("SAB  104").  In  accordance  with SAB 104,  revenue  is
recognized  when  persuasive  evidence of an  arrangement  exists,  delivery has
occurred,  the  fee is  fixed  or  determinable,  collectibility  is  reasonably
assured,  contractual obligations have been satisfied and title and risk of loss
have been  transferred  to the  customer.  The Company  recognizes  revenue from
non-refundable  up-front payments,  not tied to achieving a specific performance
milestone, over the period which the Company is obligated to perform services or


                                       5
<PAGE>

based on the percentage of costs incurred to date,  estimated  costs to complete
and total expected  contract  revenue.  Payments for development  activities are
recognized as revenue as earned, over the period of effort.  Substantive at-risk
milestone  payments,  which  are  based  on  achieving  a  specific  performance
milestone,  are  recognized  as revenue  when the  milestone is achieved and the
related  payment  is  due,  providing  there  is no  future  service  obligation
associated with that milestone. In situations where the Company receives payment
in advance of the  performance  of  services,  such  amounts  are  deferred  and
recognized as revenue as the related services are performed.

For the three month periods ended March 31, 2005 and 2004 revenues from National
Institute of Health ("NIH") SBIR grants approximated 94% and 45%,  respectively,
of total revenues recognized by the Company.

Accounts Receivable

Accounts  receivable  are recorded net of provisions for doubtful  accounts.  An
allowance  for  doubtful   accounts  is  based  on  specific   analysis  of  the
receivables.  At March  31,  2005 and  December  31,  2004  the  Company  had no
allowance for doubtful accounts.

Research and development

Research and  development  expenses  include costs directly  attributable to the
conduct of research and development programs, including employees related costs,
materials, supplies,  depreciation on and maintenance of research equipment, the
cost of services  provided by outside  contractors,  and facility costs, such as
rent,  utilities,  and  general  support  services.  All costs  associated  with
research  and  development  are  expensed  as  incurred.  Costs  related  to the
acquisition  of  technology  rights,  for  which  development  work is  still in
process, and that have no alternative future uses, are expensed as incurred.

Goodwill

Goodwill is recorded when the purchase price paid for an acquisition exceeds the
estimated  fair  value of the net  identified  tangible  and  intangible  assets
acquired.

The Company  performs an annual  review in the fourth  quarter of each year,  or
more frequently if indicators of potential impairment exist, to determine if the
carrying  value of the recorded  goodwill is impaired.  Goodwill  impairment  is
determined  using a two-step  approach in accordance with Statement of Financial
Accounting  Standards  No. 142  "Goodwill and Other  Intangible  Assets"  ("SFAS
142").  The impairment  review process  compares the fair value of the reporting
unit in which goodwill resides to its carrying value.

Identified Intangible Assets

Acquisition-related  intangible  assets include  acquired  technology,  customer
contracts,  grants and covenants not to compete, and are amortized on a straight
line basis over periods ranging from 3.5-4 years.

In  accordance  with  Statement  of  Financial   Accounting  Standards  No.  144
"Accounting  for the Impairment or Disposal of Long-Lived  Assets" ("SFAS 144"),
the Company performs a review of its identified  intangible  assets to determine
if facts and circumstances  exist which indicate that the useful life is shorter
than  originally  estimated  or that the  carrying  amount of assets  may not be
recoverable.  If such facts and circumstances do exist, the Company assesses the
recoverability  of  identified  intangible  assets by  comparing  the  projected
undiscounted net cash flows associated with the related asset or group of assets
over  their  remaining  lives  against  their   respective   carrying   amounts.
Impairment,  if any, is based on the excess of the carrying amount over the fair
value of those  assets.  Changes  in events  or  circumstances  that may  affect
long-lived assets include, but are not limited to, cancellations or terminations
of research contracts or pending government grants.

Income taxes

Income taxes are accounted for under the asset and liability  method  prescribed
by Statement of Financial  Accounting  Standards No. 109, "Accounting for Income
Taxes."  Deferred  income taxes are recorded for temporary  differences  between
financial   statement   carrying  amounts  and  the  tax  basis  of  assets  and
liabilities.  Deferred tax assets and liabilities reflect the tax rates expected
to be in effect for the years in which the  differences are expected to reverse.
A valuation allowance is provided if it is more likely than not that some or all
of the deferred tax asset will not be realized.

Net loss per common share

The Company  computes,  presents and discloses  earnings per share in accordance
with SFAS 128 "Earnings  Per Share"  ("EPS")  which  specifies the  computation,
presentation and disclosure requirements for earnings per share of entities with
publicly held common stock or potential common stock. The statement  defines two
earnings per share calculations,  basic and diluted.  The objective of basic EPS
is to measure the performance of an entity over the reporting period by


                                       6
<PAGE>

dividing income (loss) by the weighted average shares outstanding. The objective
of diluted  EPS is  consistent  with that of basic EPS,  that is to measure  the
performance of an entity over the reporting  period,  while giving effect to all
dilutive  potential common shares that were outstanding  during the period.  The
calculation  of diluted  EPS is similar to basic EPS except the  denominator  is
increased for the conversion of potential common shares.

The Company  incurred losses for the three months ended March 31, 2005 and March
31, 2004 and as a result,  certain  equity  instruments  are  excluded  from the
calculation  of diluted loss per share.  At March 31, 2005 and 2004,  68,038 and
81,366 shares,  respectively,  of the Company's  Series A convertible  preferred
stock have been excluded from the  computation of diluted loss per share as they
are anti-dilutive.  At March 31, 2005 and 2004,  outstanding options to purchase
9,562,061 and 6,452,477 shares, respectively, of the Company's common stock with
exercise  prices  ranging  from  $1.00  to $5.50  have  been  excluded  from the
computation  of diluted loss per share as they are  anti-dilutive.  At March 31,
2005 and 2004,  outstanding warrants to purchase 8,469,594 and 8,703,310 shares,
respectively,  of the Company's common stock,  with exercise prices ranging from
$1.00 to $3.63 have been excluded from the computation of diluted loss per share
as they are anti-dilutive.

Fair value of financial instruments

The carrying value of cash and cash  equivalents,  accounts  payable and accrued
expenses  approximates  fair value due to the relatively short maturity of these
instruments.

Concentration of credit risk

The Company has cash in bank accounts that exceed the Federal Deposit  Insurance
Corporation  insured  limits.  The Company has not experienced any losses on its
cash  accounts.  No allowance  has been  provided for  potential  credit  losses
because management believes that any such losses would be minimal.

Stock compensation

The Company applies the  recognition  and  measurement  principles of Accounting
Principles  Board  Opinion No. 25,  "Accounting  for Stock Issued to  Employees"
("APB  25")  and  related  interpretations  in  accounting  for its  stock-based
compensation   program.   Accordingly,   employees'   and   directors'   related
compensation  expense is recognized only to the extent of the intrinsic value of
the compensatory options or shares granted.

The following  table  illustrates  the effect on net income (loss)  available to
common  stockholders and earnings (loss) per share as if the Company had applied
the  fair  value  recognition  provisions  of  SFAS  No.  123,  "Accounting  for
Stock-Based  Compensation" ("SFAS 123"), as amended by SFAS 148, "Accounting for
Stock-Based  Compensation  - Transaction  and  Disclosure,  an amendment to FASB
Statement No. 123."

<TABLE>
<CAPTION>
                                                              Three Months Ended
                                                                   March 31,
                                                              2005           2004
                                                          -----------    -----------
<S>                                                       <C>            <C>
Net loss applicable to common shareholders, as reported   ($1,107,425)   ($1,939,568)
                                                          ===========    ===========
Add: Stock-based employee compensation expense
recorded under APB No. 25 .............................            --             --
Deduct: Total stock-based employee compensation
expense determined under fair value based method for
all awards, net of related tax effects ................      (211,136)       (98,150)
                                                          -----------    -----------
Pro forma net loss applicable to common shareholders ..   ($1,318,561)   ($2,037,718)
                                                          ===========    ===========
Net loss per share:
Basic and diluted -as reported ........................   $     (0.05)   $     (0.08)
                                                          ===========    ===========
Basic and diluted -pro forma ..........................   $     (0.05)   $     (0.09)
                                                          ===========    ===========
</TABLE>

No options were granted during the three months ended March 31, 2005 and 2004.

Segment information

The Company is managed  and  operated as one  business.  The entire  business is
managed by a single management team that reports to the chief executive officer.
The Company  does not operate  separate  lines of business or separate  business
entities with respect to any of its product candidates. Accordingly, the Company
does not prepare discrete financial


                                       7
<PAGE>

information  with respect to separate  product areas or by location and only has
one reportable  segment as defined by SFAS No. 131,  "Disclosures about Segments
of an Enterprise and Related Information".

Recent accounting pronouncements

In December of 2004, the FASB revised its FASB Statement No. 123, Accounting for
Stock  Based  Compensation  (SFAS 123) and  renamed it FASB  Statement  No. 123,
Share-Based  Payment (SFAS 123R). SFAS 123R requires that  compensation  expense
relating  to  share-based  payment   transactions  be  recognized  in  financial
statements at estimated fair value. The scope of SFAS 123R includes a wide range
of share-based compensation  arrangements,  including share options,  restricted
share plans,  performance based awards,  share appreciation rights, and employee
share purchase plans. This standard replaces SFAS 123 and supersedes APB Opinion
No. 25,  Accounting  for Stock  Issued to  Employees.  The Company is  currently
assessing the  provisions of SFAS 123R.  The Company  previously  elected not to
adopt  the fair  value  based  method of  accounting  for  stock-based  employee
compensation  as permitted by SFAS 123. The adoption of SFAS 123R will result in
the  recording  of  non-cash  compensation  expenses,  which  is  not  currently
recognized in the Company's financial  statements.  In accordance with SFAS 123,
the Company  discloses pro forma net income and earnings per share  adjusted for
non-cash  compensation  expenses  arising  from  the  estimated  fair  value  of
share-based payment transactions.

On April 15, 2005, the SEC issued Release No.  33-8568,  Amendment to Rule 4-01a
of  Regulation  S-X  Regarding  the  Compliance  Date for Statement of Financial
Accounting  Standards No. 123 (Revised 2004), and Share-Based  Payment.  The SEC
Release  amends the effective  date for  compliance  with SFAS 123R from July 1,
2005, to January 1, 2006.

On March 29,  2005,  the SEC issued  Staff  Accounting  Bulletin  (SAB) No. 107,
"Share-Based Payment" (SAB 107). SAB 107 provides guidance to assist registrants
in the initial implementation of SFAS 123R. SAB 107 includes, but is not limited
to,  interpretive  guidance related to shared-based  payment  transactions  with
non-employees, valuation methods and underlying expected volatility and expected
term assumptions, the classification of compensation expenses and accounting for
the income tax effects of share-based  arrangements upon adopting the SFAS 123R.
The  Company  is  currently  assessing  the  guidance  provided  in  SAB  107 in
connection with the implementation of SFAS 123R.

3. Intangible Assets

Amortization expense recorded for the three months ended March 31, 2005 and 2004
was as follows:

                                                 Three Months Ended
                                                      March 31,
                                                   2005       2004
                                                 --------   --------

           Acquired grants                       $245,336   $     --
           Customer contract and grants             8,357     41,072
           Covenants not to compete                50,500     50,782
           Acquired technology                     20,655     54,877
                                                 --------   --------
                                                 $324,848   $146,731
                                                 ========   ========

4. Stockholders' Equity

At  March  31,  2005,  the  Company's  authorized  share  capital  consisted  of
60,000,000  shares,  of  which  50,000,000  are  designated  common  shares  and
10,000,000 are designated  preferred shares. The Company's Board of Directors is
authorized  to issue  preferred  shares in series with  rights,  privileges  and
qualifications of each series determined by the Board.

Holders  of the  Series  A  Convertible  Preferred  Stock  are  entitled  to (i)
cumulative dividends at an annual rate of 6% payable when and if declared by the
Company's  board of directors;  (ii) in the event of liquidation of the Company,
each  holder is  entitled  to  receive  $1.4375  per share  (subject  to certain
adjustments) plus all accrued but unpaid dividends;  (iii) convert each share of
Series A to a number of fully paid and non-assessable  shares of common stock as
calculated by dividing $1.4375 by the Series A Conversion Price (shall initially
be  $1.4375);  and (iv) vote with the  holders of other  classes of shares on an
as-converted basis.


                                       8
<PAGE>

In January 2004, MacAndrews & Forbes Inc. (formerly MacAndrews & Forbes Holdings
Inc.) ("MacAndrews & Forbes"), a holding company of which the Company's Chairman
of the Board of Directors is Vice Chairman and a director, and TransTech Pharma,
Inc., a related  party to the Company and an  affiliate  of  MacAndrews & Forbes
("TransTech Pharma"), completed the final portion of their investment, following
the approval of the Company's stockholders at its annual meeting of stockholders
held on  January 8,  2004.  Immediately  following  the  stockholders'  meeting,
MacAndrews & Forbes  invested  $1,840,595  in exchange for  1,278,191  shares of
common  stock at a price of $1.44 per share,  and  warrants to purchase up to an
additional  639,095  shares of common  stock at an  exercise  price of $2.00 per
share; and TransTech Pharma invested $5,000,000 in exchange for 3,472,222 shares
of common stock and warrants to purchase up to an additional 1,736,111 shares of
common  stock  on the  same  terms.  In  addition,  as part  of the  investment,
MacAndrews  & Forbes and  TransTech  Pharma each were given the right to appoint
one  board  member to the  Board of  Directors,  subject  to  certain  terms and
conditions.  On January 8, 2004, in accordance with the terms of the investment,
the  respective  designees  of  MacAndrews  & Forbes and  TransTech  Pharma were
appointed to serve on SIGA's board of directors.


                                       9
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

      The following  discussion should be read in conjunction with our financial
statements  and  notes to  those  statements  and  other  financial  information
appearing  elsewhere  in  this  Quarterly  Report.  In  addition  to  historical
information,  the following  discussion and other parts of this Quarterly Report
contain forward-looking information that involves risks and uncertainties.

Overview

      Since our inception in December 1995, we have been principally  engaged in
the research and  development of novel products for the prevention and treatment
of  serious  infectious  diseases,  including  products  for use in the  defense
against biological warfare agents such as Smallpox and Arenaviruses.  The effort
to  develop  a drug for  Smallpox  is being  aided by SBIR  grants  from the NIH
totaling  approximately  $5.8 million that were awarded in the third  quarter of
2004 and a $1.6 million contract with the U.S. Army which began in January 2003.
The Arenavirus  program is being  supported by SBIR grants from the NIH totaling
approximately $6.3 million that were awarded in the third quarter of 2004.

      Our anti-viral  programs are designed to prevent or limit the  replication
of  the  viral  pathogen.   Our  anti-infectives   programs  are  aimed  at  the
increasingly serious problem of drug resistance.  These programs are designed to
block the ability of bacteria to attach to human  tissue,  the first step in the
infection process.  We are also developing a technology for the mucosal delivery
of our vaccines  which may allow the  vaccines to activate the immune  system at
the mucus lined  surfaces of the body -- the mouth,  the nose, the lungs and the
gastrointestinal and urogenital tracts -- the sites of entry for most infectious
agents.

      We do not have  commercial  biomedical  products,  and we do not expect to
have such  products for several  years,  if at all. We believe that we will need
additional  funds to complete the  development of our biomedical  products.  Our
plans with regard to these matters include continued development of our products
as well as seeking additional research support funds and financial arrangements.
Although we continue to pursue these plans,  there is no assurance  that we will
be successful in obtaining  sufficient  financing on terms acceptable to us. The
financial  statements do not include any adjustments  that might result from the
outcome of this  uncertainty.  Management  believes it has sufficient  funds and
projected cash flows to support operations beyond March 31, 2006.

      Our  biotechnology  operations  are run out of our  research  facility  in
Corvallis,  Oregon.  We continue to seek to fund a major  portion of our ongoing
antiviral,  antibiotic and vaccine  programs through a combination of government
contracts  and  grants and  strategic  alliances.  While we have had  success in
obtaining  strategic  alliances,  contract and grants, no assurance can be given
that we will continue to be successful  in obtaining  funds from these  sources.
Until additional  relationships are established,  we expect to continue to incur
significant  research  and  development  costs  and  costs  associated  with the
manufacturing of product for use in clinical trials and pre-clinical testing. It
is  expected  that  general  and  administrative  costs,  including  patent  and
regulatory  costs,  necessary  to  support  clinical  trials  and  research  and
development will continue to be significant in the future.

      To date, we have not marketed,  or generated  revenues from the commercial
sale of any products. Our biopharmaceutical  product candidates are not expected
to be  commercially  available for several  years,  if at all.  Accordingly,  we
expect to incur  operating  losses for the foreseeable  future.  There can be no
assurance that we will ever achieve profitable operations.

Critical Accounting Estimates

      The methods,  estimates  and  judgments we use in applying our  accounting
policies  have a  significant  impact on the results we report in our  financial
statements, which we discuss under the heading "Results of Operations" following
this section of our MD&A.  Some of our  accounting  policies  require us to make
difficult  and  subjective  judgments,  often  as a  result  of the need to make
estimates of matters that are inherently uncertain. Our most critical accounting
estimates include the assessment of  recoverability  of goodwill,  which impacts
goodwill  impairments;  assessment of recoverability of long-lived assets, which
primarily impacts operating income when we impair intangible  assets.  Below, we
discuss these policies further, as well as the estimates and judgments involved.
We also have other policies that we consider key


                                       10
<PAGE>

accounting policies, such as for revenue recognition; however, these policies do
not require us to make estimates or judgments that are difficult or subjective.

      Revenue Recognition

      The Company  recognizes revenue from contract research and development and
research progress payments in accordance with SEC Staff Accounting  Bulletin No.
104,  Revenue  Recognition,  ("SAB 104"). In accordance with SAB 104, revenue is
recognized  when  persuasive  evidence of an  arrangement  exists,  delivery has
occurred,  the  fee is  fixed  or  determinable,  collectibility  is  reasonably
assured,  contractual obligations have been satisfied and title and risk of loss
have been  transferred  to the  customer.  The Company  recognizes  revenue from
non-refundable  up-front payments,  not tied to achieving a specific performance
milestone, over the period which the Company is obligated to perform services or
based on the percentage of costs incurred to date,  estimated  costs to complete
and total expected  contract  revenue.  Payments for development  activities are
recognized as revenue is earned, over the period of effort.  Substantive at-risk
milestone  payments,  which  are  based  on  achieving  a  specific  performance
milestone,  are  recognized  as revenue  when the  milestone is achieved and the
related  payment  is  due,  providing  there  is no  future  service  obligation
associated with that milestone. In situations where the Company receives payment
in advance of the  performance  of  services,  such  amounts  are  deferred  and
recognized as revenue as the related services are performed.

      Goodwill

      Goodwill  is  recorded  when the  purchase  price paid for an  acquisition
exceeds the estimated fair value of the net  identified  tangible and intangible
assets acquired.

      The Company  performs an annual review in the fourth quarter of each year,
or more frequently if indicators of potential  impairment exist, to determine if
the carrying value of the recorded goodwill is impaired.  Goodwill impairment is
determined  using a two-step  approach in accordance with Statement of Financial
Accounting  Standards  No. 142  "Goodwill and Other  Intangible  Assets"  ("SFAS
142").  The impairment  review process  compares the fair value of the reporting
unit in which  goodwill  resides to its  carrying  value.  In 2004,  the Company
operated  as one  business  and one  reporting  unit.  Therefore,  the  goodwill
impairment  analysis was  performed on the basis of the Company as a whole using
the market  capitalization  of the Company as an estimate of its fair value. The
estimated  fair values might produce  significantly  different  results if other
reasonable assumptions and estimates were to be used.

      Identified Intangible Assets

      Acquisition-related  intangibles  include  acquired  technology,  customer
contracts,  grants and covenants not to compete, and are amortized on a straight
line basis over periods ranging from 3.5-4 years.

      In accordance  with  Statement of Financial  Accounting  Standards No. 144
"Accounting  for the Impairment or Disposal of Long-Lived  Assets" ("SFAS 144"),
the Company performs a review of its identified  intangible  assets to determine
if facts and circumstances  exist which indicate that the useful life is shorter
than  originally  estimated  or that the  carrying  amount of assets  may not be
recoverable.  If such facts and circumstances do exist, the Company assesses the
recoverability  of  identified  intangible  assets by  comparing  the  projected
undiscounted net cash flows associated with the related asset or group of assets
over  their  remaining  lives  against  their   respective   carrying   amounts.
Impairment,  if any, is based on the excess of the carrying amount over the fair
value of those assets.


                                       11
<PAGE>

Contractual Obligations, Commercial Commitments and Purchase Obligations

      As of March 31, 2005, our purchase obligations are not material.  We lease
certain  facilities  and office space under  operating  leases.  Minimum  future
rental commitments under operating leases having  non-cancelable  lease terms in
excess of one year are as follows:


                      Year ended December 31,
                          2005                  $  239,700
                          2006                     255,400
                          2007                     261,800
                          2008                     133,200
                          2009                     135,900
                          2010                      22,700
                                                ----------
                      Total                     $1,048,700
                                                ==========

Results of Operations

Three months ended March 31, 2005 and March 31, 2004

      Revenues  from  grants  and  research  and   development   contracts  were
approximately  $1.5 million for the three months ended March 31, 2005,  compared
to $161,000 for the three months ended March 31, 2004.  The increase  relates to
the  award of two Phase I and two Phase II SBIR  grants  by the NIH  during  the
third  quarter of 2004.  The Phase II grants are for a two year period ending in
the third  quarter of 2006.  The total award for these grants was  approximately
$12.1 million.  For the three months ended March 31, 2005 we recorded revenue of
$1.3 million from these grants.  We also received a one year SBIR grant from the
NIH for $252,000 in August 2004 to support our Strep  vaccine  program.  For the
three  months  ended  March 31, 2005 we  recorded  revenue of $66,800  from this
grant. Revenue from our contract with the U.S. Army approximated $94,100 for the
three  month  period  ending  March 31,  2005;  compared to $88,400 for the same
period in 2004.  During the three  months  ending  March 31, 2004 we  recognized
revenue  of  $72,900  from an SBIR  grant  for our DegP anti  infective  that we
completed in the second quarter of 2004.

      Selling, general and administrative expenses ("SG&A") for the three months
ended  March  31,  2005  and  2004  approximated   $845,000  and  $1.0  million,
respectively.  The decline of 16% is mainly  attributed to a decline of $208,000
in legal fees, a decline of $40,000 in accounting  fees and a decline of $63,000
in  consulting  fees.  The  declines  were  partially  offset by an  increase of
$109,000 in payroll  and related  benefits  primarily  due to the  addition of a
Chief Executive Officer and a Vice President of Business  Development during the
third  quarter of 2004.  Higher legal fees during the three months  ending March
31,  2004 were due to the  review  and  amendment  of our  corporate  governance
policies and  procedures to ensure  compliance  with  Sarbanes  Oxley and NASDAQ
requirements.  Legal expenses in the first quarter of 2004 were also incurred in
connection with a review of a potential business  combination and a legal action
that the Company initiated against a former founder.

      Research and  development  expenses were $1.6 million for the three months
ended March 31, 2005; an increase of approximately  52% from the $1.0 million of
expenses  incurred  for the three  months  ended March 31,  2004.  Approximately
$366,000 of the increase  related to preclinical  development work in connection
with our lead product programs.  Amortization of intangible assets in the amount
of  $274,300  and $96,000  for the three  months  ended March 31, 2005 and 2004,
respectively, represented approximately 34% of the increase.

      All of our product programs are in the early stage of development. At this
stage of  development,  we cannot estimate the potential cost for any program to
be completed  or the time it will take to complete the project.  There is a high
risk of  non-completion  for any  program  because  of the lead time to  program
completion and uncertainty relating to costs. Net cash inflows from any products
developed from these programs is at least one to three years away.  However,  we
could  receive  additional  grants,  contracts  or  technology  licenses  in the
short-term.  The potential cash and timing is not known and we cannot be certain
if they will ever occur.


                                       12
<PAGE>

      The risk of failure to  complete  any  program is high,  as each is in the
relatively  early stage of  development.  Products  for the  biological  warfare
defense market, such as the Smallpox anti-viral,  could be available for sale in
one to three years.  We believe the products  directed toward this market are on
schedule.  We expect the future research and development cost of this program to
increase as the  potential  products  enter animal  studies and safety  testing.
Funds for future  development will be partially paid for by NIH SBIR grants, the
contract  we have with the U.S.  Army,  additional  government  funding and from
future  financing.  If we are  unable to obtain  additional  federal  grants and
contracts or funding in the required amounts, the development timeline for these
products would slow or possibly be suspended.  Delay or suspension of any of our
programs  could have an  adverse  impact on our  ability  to raise  funds in the
future,  enter into  collaborations with corporate partners or obtain additional
federal funding from contracts or grants.

      Patent preparation expenses for the three months ended March 31, 2005 were
$175,000  compared to $91,800 for the three months ended March 31, 2004. The 90%
increase is the result of increased  costs arising from the Plexus  Vaccine Inc.
and ViroPharma Incorporated asset acquisitions.

      Other income,  reflecting  mainly interest income,  was $5,400 and $16,500
for the three months ended March 31, 2005 and 2004, respectively. The decline is
the result of lower cash  balances  in the three  months  ended  March 31,  2005
compared to the prior year period.

Liquidity and Capital Resources

      As of March 31, 2005 we had  $1,031,101 in cash and cash  equivalents.  We
believe that these funds and our projected  cash flows are sufficient to support
our  operations  beyond March 31, 2006, and that  sufficient  cash flows will be
available to meet our business objectives.

      We anticipate that our current resources will be sufficient to finance our
currently anticipated needs for operating and capital expenditures approximately
beyond March 31,  2006.  In  addition,  we will  attempt to generate  additional
working capital  through a combination of  collaborative  agreements,  strategic
alliances, research grants, equity and debt financing. However, no assurance can
be provided that additional  capital will be obtained  through these sources or,
if obtained, will be on commercially reasonable terms.

      Our working  capital and capital  requirements  will depend upon  numerous
factors,   including   pharmaceutical   research   and   development   programs;
pre-clinical  and  clinical  testing;  timing and cost of  obtaining  regulatory
approvals;   levels  of  resources   that  we  devote  to  the   development  of
manufacturing  and marketing  capabilities;  technological  advances;  status of
competitors;  and our ability to establish collaborative arrangements with other
organizations.

Off-Balance Sheet Arrangements

      SIGA does not have any off-balance sheet arrangements.

Safe Harbor Statement

      This  report  contains  certain  "forward-looking  statements"  within the
meaning of the Private  Securities  Litigation  Reform Act of 1995,  as amended,
including statements regarding the efficacy of potential products, the timelines
for bringing such products to market and the availability of funding sources for
continued development of such products.  Forward-looking statements are based on
management's  estimates,   assumptions  and  projections,  and  are  subject  to
uncertainties,  many of which are beyond the control of SIGA. Actual results may
differ  materially  from those  anticipated  in any  forward-looking  statement.
Factors  that may cause such  differences  include the risks that (a)  potential
products that appear promising to SIGA or its  collaborators  cannot be shown to
be efficacious or safe in subsequent  pre-clinical or clinical trials,  (b) SIGA
or its  collaborators  will not obtain  appropriate  or  necessary  governmental
approvals to market these or other potential products,  (c) SIGA may not be able
to obtain promised funding for its development projects or other needed funding,
(d)  SIGA  may not be able to  secure  or  enforce  adequate  legal  protection,
including patent  protection,  for its products and (e)  unanticipated  internal
control  deficiencies  or  weaknesses  or  ineffective  disclosure  controls and
procedures.  More  detailed  information  about SIGA and risk  factors  that may
affect  the   realization   of   forward-looking   statements,   including   the
forward-looking statements in this presentation,  is set forth in SIGA's filings
with the Securities and Exchange  Commission,  including SIGA's Annual Report on
Form 10-K for the fiscal year ended  December 31, 2004,  and in other  documents
that SIGA has filed with the  Commission.  SIGA  urges  investors  and  security
holders to read those documents free of charge at the  Commission's  Web site at
http://www.sec.gov.  Interested  parties may also obtain those documents free of
charge  from SIGA.  SIGA does not  undertake  to  publicly  update or revise its
forward-looking  statements  as a result of new  information,  future  events or
otherwise.


                                       13
<PAGE>

Item 3. Quantitative and Qualitative Disclosure About Market Risk

      None

Item 4. Controls and Procedures

      As of the end of the fiscal  quarter  ended March 31, 2005,  the Company's
management,  including the Chief Executive Officer and Chief Financial  Officer,
carried out an  evaluation  of the  effectiveness  of the  Company's  disclosure
controls and procedures. Based upon that evaluation, the Chief Executive Officer
and  Chief  Financial  Officer  have  concluded  that the  Company's  disclosure
controls and procedures are effective.

      There  have  been  no  changes  in the  Company's  internal  control  over
financial  reporting  identified in connection  with the evaluation by the Chief
Executive Officer and Chief Financial Officer that occurred during the Company's
first fiscal quarter that has materially  affected,  or is reasonably  likely to
materially affect, the Company's internal control over financial reporting.


                                       14
<PAGE>

                                     Part II
                                Other information

Item 1. Legal Proceedings - SIGA is not a party, nor is its property the subject
of,  any legal  proceedings  other than  routine  litigation  incidental  to its
business.

Item 2. Changes in Securities and Use of Proceeds and Issuer Purchases of Equity
Securities - None

Item 3. Defaults upon Senior Securities - None

Item 4. Submission of Matters to a Vote of Security Holders - None

Item 5. Other Information - None

Item 6. Exhibits

      10.1  Service  Agreement,  dated  as  of  April  27,  2005,  between  SIGA
            Technologies,  Inc. and  TransTech  Pharma,  Inc.  (Incorporated  by
            reference  to Exhibit  10.1 to the  Company's  Form 8-K filed May 3,
            2005)

      10.2  Master  Security  Agreement,  dated as of April  29,  2005,  between
            General Electric  Capital  Corporation and SIGA  Technologies,  Inc.
            (Incorporated by reference to Exhibit 10.2 to the Company's Form 8-K
            filed May 3, 2005)

      10.3  Non-Employee Director Compensation Summary Sheet

      31.1  Certification of Chief Executive  Officer Pursuant to Section 302 of
            the Sarbanes-Oxley Act of 2002.

      31.2  Certification of Chief Financial  Officer Pursuant to Section 302 of
            the Sarbanes-Oxley Act of 2002.

      32.1  Certification of Chief Executive  Officer Pursuant to Section 906 of
            the Sarbanes-Oxley Act of 2002.

      32.2  Certification of Chief Financial  Officer Pursuant to Section 906 of
            the Sarbanes-Oxley Act of 2002.


                                       15
<PAGE>

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                               SIGA Technologies, Inc.
                                               (Registrant)


           Date: May 13, 2005              By: /s/ Thomas N. Konatich
                                              ---------------------------

                                                Thomas N. Konatich
                                                Chief Financial Officer


                                       16
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.3
<SEQUENCE>2
<FILENAME>d63845_ex10-3.txt
<DESCRIPTION>MATERIAL CONTRACTS
<TEXT>
                                                                    Exhibit 10.3

                NON-EMPLOYEE DIRECTOR COMPENSATION SUMMARY SHHET

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

The  Board  of  Directors  has  approved  the  following  compensation  for each
non-employee director:

Initial option grants

SIGA  Technologies,  Inc. will grant each non-employee  director who first joins
the Board options to purchase 25,000 shares of common stock at an exercise price
per share equal to the fair market  value price per share of common stock on the
date of the grant.

Annual option grant

SIGA  Technologies,  Inc.  will  grant  each  non-employee  director  options to
purchase  10,000  shares of common stock at each annual  meeting and  commencing
with the 2005 Annual Meeting.

Meeting fees

SIGA  Technologies,  Inc.  will pay its  directors  $1,000 per meeting for board
meetings.  The chairman of the Audit  Committee  will receive $1,000 per meeting
for meetings of the Audit Committee and all other members of the Audit Committee
will receive $500 per meeting for  meetings of the Audit  Committee.  Members of
the  Compensation  Committee and Nominating and Corporate  Governance  Committee
will  receive $500 per meeting for meetings of the  Compensation  Committee  and
Nominating and Corporate Governance Committee.


                                       17
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>3
<FILENAME>d63845_ex31-1.txt
<DESCRIPTION>RULE 13A-14(A)/15D-14(A) CERTIFICATIONS
<TEXT>

                                                                    Exhibit 31.1

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Bernard L. Kasten, M.D., certify that:

      1.    I have reviewed this quarterly report on Form 10-Q of SIGA
            Technologies, Inc.;

      2.    Based on my knowledge, this quarterly report does not contain any
            untrue statement of a material fact or omit to state a material fact
            necessary to make the statements made, in light of the circumstances
            under which such statements were made, not misleading with respect
            to the period covered by this quarterly report;

      3.    Based on my knowledge, the financial statements, and other financial
            information included in this quarterly report, fairly present in all
            material respects the financial condition, results of operations and
            cash flows of the registrant as of, and for, the periods presented
            in this quarterly report;

      4.    The registrant's other certifying officer and I are responsible for
            establishing and maintaining disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
            registrant and have:

            (a)   Designed such disclosure controls and procedures, or caused
                  such disclosure controls and procedures to be designed under
                  our supervision, to ensure that material information relating
                  to the registrant, including its consolidated subsidiaries, is
                  made known to us by others within those entities, particularly
                  during the period in which this quarterly report is being
                  prepared;

            (b)   Evaluated the effectiveness of the registrant's disclosure
                  controls and procedures and presented in this quarterly report
                  our conclusions about the effectiveness of the disclosure
                  controls and procedures, as of the end of the period covered
                  by this report based on such evaluation; and

            (c)   Disclosed in this report any change in the registrant's
                  internal control over financial reporting that occurred during
                  the registrant's most recent fiscal quarter that has
                  materially affected, or is reasonably likely to materially
                  affect, the registrant's internal control over financial
                  reporting; and

      5.    The registrant's other certifying officer and I have disclosed,
            based on our most recent evaluation of internal control over
            financial reporting, to the registrant's auditors and the audit
            committee of registrant's board of directors (or persons performing
            the equivalent functions);

            (a)   All significant deficiencies and material weaknesses in the
                  design or operation of internal control over financial
                  reporting which are reasonably likely to adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial information; and

            (b)   Any fraud, whether or not material, that involves management
                  or other employees who have a significant role in the
                  registrant's internal control over financial reporting.


Date: May 13, 2005                       By:   /s/ Bernard L. Kasten, M.D.
                                               --------------------------------
                                               Bernard L. Kasten, M.D.
                                               Chief Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.2
<SEQUENCE>4
<FILENAME>d63845_ex31-2.txt
<DESCRIPTION>RULE 13A-14(A)/15D-14(A) CERTIFICATIONS
<TEXT>

                                                                    Exhibit 31.2

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Thomas N. Konatich, certify that:

      1.    I have reviewed this quarterly report on Form 10-Q of SIGA
            Technologies, Inc.;

      2.    Based on my knowledge, this quarterly report does not contain any
            untrue statement of a material fact or omit to state a material fact
            necessary to make the statements made, in light of the circumstances
            under which such statements were made, not misleading with respect
            to the period covered by this quarterly report;

      3.    Based on my knowledge, the financial statements, and other financial
            information included in this quarterly report, fairly present in all
            material respects the financial condition, results of operations and
            cash flows of the registrant as of, and for, the periods presented
            in this quarterly report;

      4.    The registrant's other certifying officer and I are responsible for
            establishing and maintaining disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
            registrant and have:

            (a)   Designed such disclosure controls and procedures, or caused
                  such disclosure controls and procedures to be designed under
                  our supervision, to ensure that material information relating
                  to the registrant, including its consolidated subsidiaries, is
                  made known to us by others within those entities, particularly
                  during the period in which this quarterly report is being
                  prepared;

            (b)   Evaluated the effectiveness of the registrant's disclosure
                  controls and procedures and presented in this quarterly report
                  our conclusions about the effectiveness of the disclosure
                  controls and procedures, as of the end of the period covered
                  by this report based on such evaluation; and

            (c)   Disclosed in this report any change in the registrant's
                  internal control over financial reporting that occurred during
                  the registrant's most recent fiscal quarter that has
                  materially affected, or is reasonably likely to materially
                  affect, the registrant's internal control over financial
                  reporting; and

      5.    The registrant's other certifying officer and I have disclosed,
            based on our most recent evaluation of internal control over
            financial reporting, to the registrant's auditors and the audit
            committee of registrant's board of directors (or persons performing
            the equivalent functions);

            (a)   All significant deficiencies and material weaknesses in the
                  design or operation of internal control over financial
                  reporting which are reasonably likely to adversely affect the
                  registrant's ability to record, process, summarize and report
                  financial information; and

            (b)   Any fraud, whether or not material, that involves management
                  or other employees who have a significant role in the
                  registrant's internal control over financial reporting.


Date:  May 13, 2005                   By: /s/ Thomas N. Konatich
                                          ----------------------
                                          Thomas N. Konatich
                                          Chief Financial Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.1
<SEQUENCE>5
<FILENAME>d63845_ex32-1.txt
<DESCRIPTION>SECTION 1350 CERTIFICATIONS
<TEXT>

                                                                    Exhibit 32.1

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

      In connection with the Quarterly  Report of SIGA  Technologies,  Inc. (the
"Company") on Form 10-Q for the three months ending March 31, 2005 as filed with
the Securities  and Exchange  Commission on the date hereof (the  "Report"),  I,
Bernard L.  Kasten,  M.D.,  Chief  Executive  Officer of the  Company,  certify,
pursuant  to  18  U.S.C.   ss.1350,   as  adopted  pursuant  to  ss.906  of  the
Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

      (1)   The Report fully complies with the  requirements of section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Company.

May 13, 2005

                                        By: /s/ Bernard L. Kasten, M.D.
                                           ---------------------------------
                                           Bernard L. Kasten, M.D.
                                           Chief Executive Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.2
<SEQUENCE>6
<FILENAME>d63845_ex32-2.txt
<DESCRIPTION>SECTION 1350 CERTIFICATIONS
<TEXT>

                                                                    Exhibit 32.2

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

      In connection with the Quarterly  Report of SIGA  Technologies,  Inc. (the
"Company") on Form 10-Q for the three months ending March 31, 2005 as filed with
the Securities  and Exchange  Commission on the date hereof (the  "Report"),  I,
Thomas N. Konatich.,  Chief Financial Officer of the Company,  certify, pursuant
to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act of
2002, that, to the best of my knowledge:

      (1)   The Report fully complies with the  requirements of section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Company.

May 13, 2005

                                             By: /s/ Thomas N. Konatich
                                                -----------------------
                                                 Thomas N. Konatich
                                                 Chief Financial Officer

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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