SEC FORM 4

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

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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^*

BANK OF AMERICA VENTURES

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ACUSPHERE INC [ ACUS ]

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)
10/14/2003

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/14/2003		C		1,314,164	A	$0	1,314,164	D
Common Stock	10/14/2003		C		146,016	A	$0	146,016	I	See Exhibit 99.2 for Explanation of Reponses⁽¹⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series C-2 Convertible Preferred Stock	⁽²⁾	10/14/2003		C			1,401,869⁽²⁾	10/14/2003	⁽¹²⁾	Common Stock	231,959	$0⁽²⁾	0	D
Series D-2 Convertible Preferred Stock	⁽³⁾	10/14/2003		C			343,385⁽³⁾	10/14/2003	⁽¹²⁾	Common Stock	60,126	$0⁽³⁾	0	D
Series E-2 Convertible Preferred Stock	⁽⁴⁾	10/14/2003		C			151,020⁽⁴⁾	10/14/2003	⁽¹²⁾	Common Stock	26,794	$0⁽⁴⁾	0	D
Series F-2 Convertible Preferred Stock	⁽⁵⁾	10/14/2003		C			10,556⁽⁵⁾	10/14/2003	⁽¹²⁾	Common Stock	1,953	$0⁽⁵⁾	0	D
Series I-2 Convertible Preferred Stock	⁽⁶⁾	10/14/2003		C			110,666⁽⁶⁾	10/14/2003	⁽¹²⁾	Common Stock	55,922	$0⁽⁶⁾	0	D
Series J-2 Convertible Preferred Stock	⁽⁷⁾	10/14/2003		C			1,914,896⁽⁷⁾	10/14/2003	⁽¹²⁾	Common Stock	287,235	$0⁽⁷⁾	0	D
Series J-3 Convertible Preferred Stock	⁽⁸⁾	10/14/2003		C			1,084,559⁽⁸⁾	10/14/2003	⁽¹²⁾	Common Stock	325,368	$0⁽⁸⁾	0	D
10% Secured Convertible Promissory Note	⁽⁹⁾	10/14/2003		C			360,144⁽⁹⁾	10/14/2003	⁽¹⁰⁾	Common Stock	324,808	$0⁽⁹⁾	0	D
Warrant to Purchase Series J Convertible Preferred Stock	⁽¹¹⁾	10/14/2003		C			68,678⁽¹¹⁾	10/14/2003	04/11/2008	Common Stock	61,811	$0⁽¹¹⁾	0	D
Series C-2 Convertible Preferred Stock	⁽²⁾	10/14/2003		C			1,401,869⁽²⁾	10/14/2003	⁽¹²⁾	Common Stock	25,773	$0⁽²⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
Series D-2 Convertible Preferred Stock	⁽³⁾	10/14/2003		C			343,385⁽³⁾	10/14/2003	⁽¹²⁾	Common Stock	6,681	$0⁽³⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
Series E-2 Convertible Preferred Stock	⁽⁴⁾	10/14/2003		C			151,020⁽⁴⁾	10/14/2003	⁽¹²⁾	Common Stock	2,977	$0⁽⁴⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
Series F-2 Convertible Preferred Stock	⁽⁵⁾	10/14/2003		C			10,556⁽⁵⁾	10/14/2003	⁽¹²⁾	Common Stock	217	$0⁽⁵⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
Series I-2 Convertible Preferred Stock	⁽⁶⁾	10/14/2003		C			110,666⁽⁶⁾	10/14/2003	⁽¹²⁾	Common Stock	6,213	$0⁽⁶⁾	0	I	See Exhibit 99.2 for Explanation of Responses.
Series J-2 Convertible Preferred Stock	⁽⁷⁾	10/14/2003		C			1,914,896⁽⁷⁾	10/14/2003	⁽¹²⁾	Common Stock	31,915	$0⁽⁷⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
Series J-3 Convertible Preferred Stock	⁽⁸⁾	10/14/2003		C			1,084,559⁽⁸⁾	10/14/2003	⁽¹²⁾	Common Stock	36,152	$0⁽⁸⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
10% Secured Convertible Promissory Note	⁽⁹⁾	10/14/2003		C			360,144⁽⁹⁾	10/14/2003	⁽¹⁰⁾	Common Stock	36,089	$0⁽¹⁰⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾
Warrant to Purchase Series J Convertible Preferred Stock	⁽¹¹⁾	10/14/2003		C			68,678⁽¹¹⁾	10/14/2003	04/11/2008	Common Stock	6,867	$0⁽¹¹⁾	0	I	See Exhibit 99.2 for Explanation of Responses.⁽¹⁾

1. Name and Address of Reporting Person^*

BANK OF AMERICA VENTURES

(Last)

(First)

(Middle)

(Street)

(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^*

BANK OF AMERICA CORP /DE/

(Last)

(First)

(Middle)

BANK OF AMERICA CORPORATE CENTER

100 N TRYON ST

(Street)

CHARLOTTE

28255

(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^*

BANK OF AMERICA NA

(Last)

(First)

(Middle)

100 N TRYON

(Street)

CHARLOTTE

28255

(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. See Exhibit 99.2 for Explanation of Reponses

2. See Exhibit 99.2 for Explanation of Reponses

3. See Exhibit 99.2 for Explanation of Reponses

4. See Exhibit 99.2 for Explanation of Reponses

5. See Exhibit 99.2 for Explanation of Reponses

6. See Exhibit 99.2 for Explanation of Reponses

7. See Exhibit 99.2 for Explanation of Reponses

8. See Exhibit 99.2 for Explanation of Reponses

9. See Exhibit 99.2 for Explanation of Reponses

10. See Exhibit 99.2 for Explanation of Reponses

11. See Exhibit 99.2 for Explanation of Reponses

12. See Exhibit 99.2 for Explanation of Reponses

	Bank of America Ventures, by Kate Mitchell, President and Managing Director	10/15/2003
	BANK OF AMERICA CORPORATION, by Pamela Reed, Assistant Vice President	10/15/2003
	BANK OF AMERICA, N.A., by Pamela Reed, Assistant Vice President	10/15/2003
	NB HOLDINGS CORPORATION, by Rachel Cummings, Senior Vice President	10/15/2003
	** 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).
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