144 1 d68760_form-144.htm 144

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 144

NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.
 
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SEC USE ONLY
DOCUMENT SEQUENCE NO.


CUSIP NUMBER


WORK LOCATION


1 (a) NAME OF ISSUER (Please type or print) (b) IRS IDENT. NO. (c) S.E.C. FILE NO.
           
Medivation, Inc.   133863260   000-20837  

1 (d) ADDRESS OF ISSUER STREET

CITY

STATE ZIP CODE (e) TELEPHONE NO.
                 


                  AREA CODE NUMBER
501 2nd St. Suite 211 
    San Francisco CA   94107   415 543-3470 

2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE
SECURITIES ARE TO BE SOLD
(b) IRS IDENT. NO.       (c) RELATIONSHIP TO
           ISSUER
(d) ADDRESS STREET

CITY

STATE ZIP CODE
                           
ProMed Partners II, L.P. 41-2156420       125 Cambridge Park Dr.   Cambridge MA   02140  
                           

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.


3 (a)                  (b)
SEC USE ONLY

(c) (d) (e) (f) (g)

Title of the
Class of
Securities
To Be Sold

Name and Address of Each Broker Through
Whom the Securities are to be Offered or
Each Market Maker who is Acquiring
the Securities

Broker-Dealer
File Number

Number of
Shares or Other
Units To Be Sold
(See instr. 3(c))

Aggregate
Market Value
(See instr. 3(d))
Number of Shares
or Other Units
Outstanding
(See instr. 3(e))

Approximate
Date of Sale
(See instr. 3(f))
(MO. DAY YR.)

Name of Each
Securities
Exchange
(See instr. 3(g))
 

Common Stock

UBS Securities, LLC  
677 Washington Blvd
Stanford, CT 06901    

 

4,350

$18,531

25,298,048

7/24/06

AMEX

                                   


INSTRUCTIONS:

1. 




2. 
(a)
(b)
(c)
(d)
(e)
(a)
(b)
(c)

(d)
Name of issuer
Issuer’s I.R.S. Identification Number
Issuer’s S.E.C. file number, if any
Issuer’s address, including zip code
Issuer’s telephone number, including area code
Name of person for whose account the securities are to be sold
Such person’s I.R.S. identification number, if such person is an entity
Such person’s relationship to the issuer (e.g., officer, director, 10% stockholder,
or member of immediate family of any of the foregoing)
Such person’s address, including zip code
  3. 
(a)
(b)

(c)

(d)

(e)


(f)
(g)
Title of the class of securities to be sold
Name and address of each broker through whom the securities are
intended to be sold
Number of shares or other units to be sold (if debt securities, give the
aggregate face amount)
Aggregate market value of the securities to be sold as of a specified
date within 10 days prior to the filing of this notice
Number of shares or other units of the class outstanding, or if debt
securities the face amount thereof outstanding, as shown by the most recent
report or statement published by the issuer
Approximate date on which the securities are to be sold
Name of each securities exchange, if any, on which the securities are intended to be sold

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.

TABLE I — SECURITIES TO BE SOLD

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:


Title of
the Class

Date you
Acquired

Nature of Acquisition Transaction
Name of Person from
Whom Acquired
(If gift, also give date
donor acquired)

Amount of
Securities Acquired

Date of
Payment

Nature of Payment

 Common Stock

12/17/04

Purchase in Private Placement  Orion Acquisition Corp II  85,370    12/10/04  Cash 


INSTRUCTIONS:    

If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

         
               


TABLE II — SECURITIES SOLD DURING THE PAST 3 MONTHS

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.


Name and Address of Seller
Title of Securities
Sold

Date of
Sale

Amount of
Securities
Sold

Gross
Proceeds

ProMed Partners, L.P.                  125 CambridgePark Dr., Cambridge, MA 02140

 

Common Stock

 

 

5/25/06

   

    8,990

$  40,575.55

ProMed Partners, L.P.

 

Common Stock

 

 

5/26/06

 

    4,515

$  20,181.42

ProMed Partners, L.P.

 

Common Stock

 

 

5/31/06

 

  25,015

$112,026.19

ProMed Partners, L.P.

 

Common Stock

 

 

  6/1/06

 

    2,345

$  10,502.46

ProMed Partners II, L.P.

 

Common Stock

 

 

5/25/06

 

       425

$    1,912.65

ProMed Partners II, L.P.

 

Common Stock

 

 

5/26/06

 

       275

$    1,229.21

ProMed Partners II, L.P.

 

Common Stock

 

 

5/31/06

 

    5,435

$  24,339.89

ProMed Offshore Fund, Ltd.

 

Common Stock

 

 

5/25/06

 

    1,485

$    6,683.03

ProMed Offshore Fund, Ltd.

 

Common Stock

 

 

5/26/06

 

    1,710

$    7,643.46

ProMed Offshore Fund, Ltd.

 

Common Stock

 

 

5/31/06

 

    4,170

$  18,674.76

ProMed Offshore Fund, Ltd.

 

Common Stock

 

 

  6/1/06

 

    6,155

$  27,566.16

ProMed Offshore Fund II, Ltd.

 

Common Stock

 

 

  5/2/06

 

  23,000

$121,005.33

ProMed Offshore Fund II, Ltd.

 

Common Stock

 

 

  5/4/06

 

158,000

$797,185.74

ProMed Offshore Fund II, Ltd.

 

Common Stock

 

 

  5/5/06

 

  10,000

$  52,588.36


REMARKS:  

INSTRUCTIONS: ATTENTION:

See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all personswhose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.


7/24/06

DATE OF NOTICE
   David B. Musket

(SIGNATURE)
  

The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations
(See 18 U.S.C. 1001)

SEC 1147 (01-04)