UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form 8-K

                                 Current Report

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

         Date of Report (Date of earliest event reported): May 25, 2007

                              ALFACELL CORPORATION
             (Exact name of registrant as specified in its charter)

                                     0-11088
                            (Commission File Number)

             Delaware                                 22-2369085
(State or other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation)


               225 Belleville Avenue, Bloomfield, New Jersey 07003
             (Address of principal executive offices, with zip code)

                                 (973) 748-8082
              (Registrant's telephone number, including area code)

                                 Not Applicable
          (Former name or former address, if changed since last report)

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

     [ ]  Written  communications  pursuant to Rule 425 under the Securities Act
          (17 CFR 230.425)

     [ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
          CFR 240.14a-12)

     [ ]  Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
          Exchange Act (17 CFR 240.14d-2(b))

     [ ]  Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
          Exchange Act (17 CFR 240.13e-4(c))





ITEM 5.02  DEPARTURE OF DIRECTORS OR CERTAIN  OFFICERS;  ELECTION OF  DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

     On May 25,  2007,  the Board of  Directors  of  Alfacell  Corporation  (the
"Company")  adopted an Incentive Bonus Plan applicable to all Company employees,
including  executive  officers.  Pursuant to the Incentive  Bonus Plan,  Kuslima
Shogen,  the Company's Chief Executive  Officer,  may be awarded a cash bonus of
$375,000 and was granted an option to purchase  250,000  shares of the Company's
common stock at an exercise  price of $2.13 per share,  the closing price of the
common stock on the date of grant.  Lawrence A. Kenyon, the Company's  Executive
Vice President,  Chief Financial Officer, and Secretary was granted an option to
purchase  100,000  shares of the Company's  common stock at an exercise price of
$2.13 per share.  The  options  will vest and become  exercisable,  and the cash
bonus will be payable, only if and when the New Drug Application for ONCONASE(R)
is filed with,  and  accepted  for review by, the FDA and the  Company  achieves
certain financial and other timeline objectives.



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                                   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 hereunto duly authorized.


                                            ALFACELL CORPORATION


Date:  May 31, 2007                    By:  /s/ Lawrence A. Kenyon
                                           ------------------------------------
                                                Lawrence A. Kenyon
                                                Executive Vice President, Chief
                                                Financial Officer and Secretary


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