SEC 1745
(02-02)

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

UNITED STATES

OMB APPROVAL

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

Washington, D.C. 20549

Expires:
December 31, 2005

SCHEDULE 13G

Estimated average burden hours per response. . 11

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

Rule 13d-1(d)

CUSIP No.  00686R 10 1

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
HBM  BioVentures (Cayman) Ltd.

2.

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

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Cayman Islands, British West Indies

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
34,445,380 (1)

6.

Shared Voting Power 
0

7.

Sole Dispositive Power 
34,445,380 (1)

8.

Shared Dispositive Power
0

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
34,445,380 (1)

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)
18.0%

12.

Type of Reporting Person (See Instructions)
PN

Item 1.

(a)

Name of Issuer
Adherex Technologies Inc.

(b)

Address of Issuer’s Principal Executive Offices
2300 Englert Drive, Suite G

Research Triangle Park

Durham, North Carolina 27713

Item 2.

(a)

Name of Person Filing
HBM  BioVentures (Cayman) Ltd.

(b)

Address of Principal Business Office or, if none, Residence
Centennial Towers, Third Floor, 2454 West Bay Road

Grand Cayman, Cayman Islands, British West Indies

(c)

Citizenship
Cayman Islands, British West Indies

(d)

Title of Class of Securities
Common Stock

(e)

CUSIP Number
00686R 10 1

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).

Not applicable.

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:   

34,445,380

(b)

Percent of class:   

18.0%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote   

34,445,380

(ii)

Shared power to vote or to direct the vote    

0

(iii)

Sole power to dispose or to direct the disposition of   

34,445,380

(iv)

Shared power to dispose or to direct the disposition of   

0

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.

Not applicable.

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 or Control Person

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

(a)                                  The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

Not applicable.

(b)                                 The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

Not applicable.

September 1, 2005

Date

/s/ John Arnold

Signature

John Arnold, Chairman and Managing Director

Name/Title