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 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 *
Hertzberg Richard
  2. Issuer Name and Ticker or Trading Symbol
Cellectar Biosciences, Inc. [CLRB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Significant Owner
(Last)
(First)
(Middle)
1329 STRATFORD COURT
3. Date of Earliest Transaction (Month/Day/Year)
04/15/2016
(Street)

DEL MAR, CA 92014
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
Cellectar Biosciences, Inc. (CLRB) Common Stock 04/15/2016   P   234,742 A $ 2.12 297,242 D  
Cellectar Biosciences, Inc. 04/21/2016   P   3,758 A $ 1.90 301,000 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Cellectar Biosciences, Inc. Series A Warrant (CLRBZ) $ 3.04 04/15/2016   P   234,742   04/20/2016 04/20/2021 Cellectar Biosciences, Inc. (CLRB) Common Stock 234,742 (1) $ 0.01 41,915 (2) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Hertzberg Richard
1329 STRATFORD COURT
DEL MAR, CA 92014
      Significant Owner

Signatures

 Richard Hertzberg   06/14/2016
**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) The 234,742 Class A Warrants (CLRBZ) purchased on April 15, 2016 "are not exercisable by their holder to the extent (but only to the extent) that such holder or any of its affiliates would beneficially own in excess of 4.99% subject to increase to 9.99%." (Cellectar Biosciences Prospectus, Dated April 15, 2016, Registration No. 333-208638). Thus, the Beneficial Ownership effect of these warrants can be calculated only to the extent that the exercise of such warrants would not increase the Beneficial Ownership of Hertzberg or his affiliates of Cellectar Biosciences, Inc. to more than 4.99 % (or 9.99% if so increased).
(2) The 41,915 warrants include 1,000 warrants expiring on Dec 5, 2016 with a strike price of $120 and 40,915 warrants expiring Aug 20, 2019 with a strike price of $46.80. These values are the result of a Cellectar reverse split on 3/4/2016 of 10:1. The CLRBZ warrants are not included in the Beneficial Ownership total due to the exercise limitation.

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