SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* CHARPIE RICHARD A (Last) (First) (Middle) C/O AMPERSAND VENTURES 55 WILLIAM STREET, SUITE 240 (Street) WELLESLEY MA 02481 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol V I TECHNOLOGIES INC [ VITX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/12/2005
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/12/2005		J(1)		4,422,413	D	(1)	5,869,302(2)	I	See footnote(3)
Common Stock								87,127(4)	I	See footnote(3)
Common Stock								5,675,720(5)(6)	I	See footnote(3)
Common Stock								12,255(7)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CHARPIE RICHARD A (Last) (First) (Middle) C/O AMPERSAND VENTURES 55 WILLIAM STREET, SUITE 240 (Street) WELLESLEY MA 02481 (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* AMPERSAND 1999 LP (Last) (First) (Middle) C/O AMPERSAND VENTURES 55 WILLIAM STREET, SUITE 240 (Street) WELLESLEY MA 02481 (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* AMP-99 MANAGEMENT CO LLC (Last) (First) (Middle) C/O AMPERSAND VENTURES 55 WILLIAM STREET, SUITE 240 (Street) WELLESLEY MA 02481 (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. On August 12, 2005, Ampersand 1999 Limited Partnership distributed 4,333,824 shares of the issuer's common stock in a pro rata distribution to its partners for no consideration and Ampersand 1999 Companion Fund Limited Partnership distributed 88,589 shares of the issuer's common stock in a pro rata distribution to its partners for no consideration.

2. Richard A. Charpie may be attributed with the ownership of shares beneficially owned by Ampersand 1999 Limited Partnership, Ampersand 1999 Companion Fund Limited Partnership, Ampersand 1995 Limited Partnership, Ampersand 1995 Companion Fund Limited Partnership, Ampersand Venture Management Trust, AMP-99 Management Company Limited Liability Company ("AMP-99 MC LLC") and certain shares issuable pursuant to options exercisable within 60 days of August 15, 2005 that have been assigned to one or more of the foregoing entities. Dr. Charpie disclaims beneficial ownership of all such shares except to the extent of his proportionate pecuniary interest therein.

3. Dr. Charpie is the Principal Managing Member of AMP-99 MC LLC, which is the General Partner of Ampersand 1999 Limited Partnership and Ampersand 1999 Companion Fund Limited Partnership. Dr. Charpie is the sole member of Ampersand Venture Management 2003 LLC, which is the sole owner of shares of beneficial interest of Ampersand Venture Management Trust. Dr. Charpie is the Managing Partner of AMP-95 MCLP LLP. AMP-95 MCLP LLP is the General Partner of AMP-95 Management Company Limited Partnership, which is the General Partner of Ampersand 1995 Limited Partnership and Ampersand 1995 Companion Fund Limited Partnership.

4. AMP-99 MC LLC received 87,127 shares from the distribution referred to in footnote 1. Because it had previously reported indirect beneficial ownership of these shares, these transactions constitute a mere change in form of beneficial ownership. AMP-99 MC LLC disclaims beneficial ownership of such shares except to the extent of its proportionate pecuniary interest therein.

5. Dr. Charpie is the beneficial owner of 9,555 shares and 2,700 shares issuable pursuant to options exercisable within 60 days of August 15, 2005. Dr. Charpie may be attributed with the ownership of 5,426,613 shares beneficially owned by Ampersand 1999 Limited Partnership, 110,601 shares beneficially owned by Ampersand 1999 Companion Fund Limited Partnership, 38,749 shares beneficially owned by Ampersand Venture Management Trust, 87,127 shares beneficially owned by AMP-99 MC LLC and 375 shares issuable pursuant to options exercisable within 60 days of August 15, 2005 that have been assigned to one or more of the foregoing entities. Dr. Charpie disclaims beneficial ownership of all such shares except to the extent of his proportionate pecuniary interest therein.

6. On August 12, 2005, Ampersand 1995 Limited Partnership distributed 193,333 shares of the issuer's common stock in a pro rata distribution to its partners for no consideration and Ampersand 1995 Companion Fund Limited Partnership distributed 2,745 shares of the issuer's common stock in a pro rata distribution to its partners for no consideration.

7. Dr. Charpie received 352 shares from the distributions described in footnotes 1 and 6. Because Dr. Charpie had previously reported indirect beneficial ownership of these shares, these transactions constitute a mere change in form of beneficial ownership.

Remarks:

	/s/ Richard A. Charpie, individually and as the Principal Managing Member of AMP-99 Management Company LLC, the General Partner of 1999 Limited Partnership	08/16/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.