SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* CPMG Inc (Last) (First) (Middle) 500 CRESCENT COURT SUITE 250 (Street) DALLAS TX 75201 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/07/2006	3. Issuer Name and Ticker or Trading Symbol GENITOPE CORP [ GTOP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,079,052	I	See Footnote(1)(2)(3)(4)(5)
Common Stock	144,274	I	See Footnote(3)(4)(5)(6)
Common Stock	4,551,956	I	See Footnote(3)(4)(5)(7)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CPMG Inc (Last) (First) (Middle) 500 CRESCENT COURT SUITE 250 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Cardinal Investment Co Inc Profit Sharing Plan (Last) (First) (Middle) 500 CRESCENT COURT SUITE 250 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Rose Edward W. III (Last) (First) (Middle) 500 CRESCENT COURT SUITE 250 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Includes: (i) 591,880 shares owned and/or held by or for the account or benefit of Cardinal Partners 2000, L.P., a Texas limited partnership ("Cardinal Partners 2000"); (ii) 482,478 shares owned and/or held by or for the account or benefit of Cardinal Partners, L.P., a Texas limited partnership ("Cardinal Partners"); (iii) 209,368 shares owned and/or held by or for the account or benefit of CD Fund, L.P., a Texas limited partnership ("CD Fund"); (iv) 601,360 shares owned and/or held by or for the account or benefit of CS Offshore Fund, Ltd., a Cayman Islands exempted company ("CS Offshore"); (v) 1,494,930 shares owned and/or held by or for the account or benefit of CY Offshore Fund, Ltd., a Cayman Islands exempted company ("CY Offshore");

2. (vi) 95,476 shares owned and/or held by or for the account or benefit of Fintan Master Fund, Ltd., a Cayman Islands exempted company ("Fintan"); (vii) 440,950 shares owned and/or held by or for the account or benefit of George Kaiser Family Foundation, an Oklahoma not-for-profit foundation (the "Foundation"); and (viii) 162,610 shares owned and/or held by or for the account or benefit of Kaiser-Francis Oil Company, a Delaware corporation ("Kaiser-Francis"). Cardinal Partners 2000, Cardinal Partners, CD Fund, CS Offshore, CY Offshore, Fintan, the Foundation, and Kaiser-Francis may be referred to herein, each, as a "CPMG Fund" and, collectively, as the "CPMG Funds." These securities are beneficially owned directly by the CPMG Funds and may be deemed to be beneficially owned indirectly by each of CPMG and Mr. Rose.

3. This statement is filed by and on behalf of each of: (i) CPMG, Inc. ("CPMG"); (ii) Cardinal Investment Company, Inc. Profit Sharing Plan (the "Plan"); and (iii) Edward W. Rose III. Pursuant to an investment advisory agreement between CPMG, on the one hand, and each such CPMG Fund, on the other hand, CPMG serves as an investment adviser to each CPMG Fund and has or shares voting and/or investment (including dispositive) power with respect to shares of common stock of the issuer owned and/or held by or for the account or benefit of each CPMG Fund.

4. Mr. Rose is the sole director of CPMG and the sole trustee of the Plan. CPMG expressly disclaims beneficial ownership of shares of common stock of the issuer owned and/or held by or for the account or benefit of any CPMG Fund, except to the extent of the pecuniary interest of CPMG in such shares. Mr. Rose expressly disclaims beneficial ownership of shares of common stock of the issuer beneficially owned and/or held by or for the account or benefit of CPMG and/or the Plan, except to the extent of the pecuniary interest of Mr. Rose in such shares.

5. Each of the reporting persons states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any equity securities covered by this statement. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Sections 13(d) or 13(g) of the Act, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any group with respect to the issuer or any securities of the issuer.

6. These securities are beneficially owned directly by the Plan and may be deemed to be beneficially owned indirectly by Mr. Rose.

7. Includes: (i) 4,079,052 shares beneficially owned directly by the CPMG Funds as indicated in footnote (1) to this statement, which may be deemed to be beneficially owned indirectly by each of CPMG and Mr. Rose; (ii) 144,274 shares beneficially owned directly by the Plan, which may be deemed to be beneficially owned indirectly by Mr. Rose; and (iii) 328,630 shares beneficially owned directly by Mr. Rose.

	/s/ CPMG, Inc. - Kent McGaughy, President	08/10/2006
	/s/ Cardinal Investment Co Inc Profit Sharing Plan - Debbie Crady, Vice President	08/10/2006
	/s/ Edward W. Rose III - Debbie Crady, Attorney in Fact	08/10/2006
	** Signature of Reporting Person	Date
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