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
(Rule 13d-102)

Estimated average burden hours per response. . 11

[     ]

Rule 13d-1(b)

[ X ]

Rule 13d-1(c)

[     ]

Rule 13d-1(d)

CUSIP No.  232828 30 1

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
The University of Massachusetts

2.

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

(a)

[     ]

(b)

[     ]

3.

SEC Use Only

4.

Citizenship or Place of Organization
The Commonwealth of Massachusetts

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
1,828,359

6.

Shared Voting Power
0

7.

Sole Dispositive Power
1,828,359

8.

Shared Dispositive Power
0

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,828,359

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

11.

Percent of Class Represented by Amount in Row (9)
6.4%

12.

Type of Reporting Person (See Instructions)
00

Item 1.

(a)

Name of Issuer
CytRx Corporation

(b)

Address of Issuer’s Principal Executive Offices
CytRx Corporation
11726 San Vicente Boulevard, Suite 650
Los Angeles, California  90049

Item 2.

(a)

Name of Person Filing
The University of Massachusetts

(b)

Address of Principal Business Office or, if none, Residence
The address of the principal business office of the reporting person is:

The University of Massachusetts
Office of the Treasurer
One Beacon Street, 26th Floor
Boston, Massachusetts 02108

(c)

Citizenship
The University of Massachusetts is an entity created by Massachusetts statute.

(d)

Title of Class of Securities
Common Stock, $.001 par value per share

(e)

CUSIP Number
232828 30 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:

Not applicable; this statement is filed pursuant to Rule 13d-1(c)

(a)

[  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(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)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

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: 1,828,359 shares of common stock of the Issuer. 

(b)

Percent of class: The reporting person holds 6.4% (based on 28,458,776 shares of common stock of the Issuer issued and outstanding as of August 29, 2003).

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote: 1,828,359 shares of common stock of the Issuer.

(ii)

Shared power to vote or to direct the vote: None 

(iii)

Sole power to dispose or to direct the disposition of: 1,828,359 shares of common stock of the Issuer.

(iv)

Shared power to dispose or to direct the disposition of: None

Item 5.

Ownership of Five Percent or Less of a Class

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

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 have that purpose or effect.

The University of Massachusetts

November 3, 2003

Date

/s/  Stephen W. Lenhardt

Signature

Stephen W. Lenhardt
Vice President for Management
and Fiscal Affairs and Treasurer

Name/Title