Filed Pursuant to Rule 424(b)(3)
                                                  Registration No. 333-102526


                          BIOPHAN TECHNOLOGIES, INC.

                         Prospectus Supplement No. 2
                     (To Prospectus Dated July 11, 2003)


You should read this prospectus supplement and the related prospectus
carefully before you invest.  Both documents contain information you should
consider when making your investment decision.

On July 21, 2003, we issued a draw down notice to Spectrum Advisors, Ltd. in
connection with the restated stock purchase agreement dated as of November 22,
2002, evidencing an equity draw down facility between us and Spectrum.  This
notice offered to sell up to $37,500 or 30% of the trading volume of our
common stock to Spectrum based on the formula in the stock purchase agreement,
during the three trading day period beginning on July 22, 2003 and ending on
July 24, 2003.  Pursuant to this formula, Spectrum purchased a total of
206,154 shares of our common stock at an average purchase price of $.1819 per
share.  These purchases resulted in aggregate proceeds of $37,500 being paid
and released from escrow to us by Spectrum.  In connection with this
transaction, Carolina Financial Services, LLC was paid a fee of $3,750.

The attached prospectus relates to the resale of shares acquired by Spectrum
pursuant to the restated stock purchase agreement. Because Spectrum may sell
some or all of these shares, and because there are currently no agreements,
arrangements or understandings with respect to the sale of any of these
shares, we cannot estimate the actual amount of shares that they will hold
after the completion of the offering.

We expect to use the proceeds of this sale of common stock for working capital
and for other general corporate purposes, including research and product
development.


         The date of this prospectus supplement is July 31, 2003.