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* OXFORD BIOSCIENCE PARTNERS IV LP (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Cyberkinetics Neurotechnology Systems, Inc. [ CYKN ]	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) 09/26/2005
	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	09/26/2005		P		2,475,166	A	$1.2	9,610,961	D(1)
Common Stock	09/26/2005		P		24,834	A	$1.2	96,429	I(2)	By mRNA Fund II L.P.

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
Common Stock Warrant (right to buy)	$1.6	09/26/2005		P		1,237,583		09/26/2005	09/26/2010	Common Stock	1,237,583	$0	1,237,583	D
Common Stock Warrant (right to buy)	$1.6	09/26/2005		P		12,417		09/26/2005	09/26/2010	Common Stock	12,417	$0	12,417	I	By mRNA Fund II L.P.

1. Name and Address of Reporting Person* OXFORD BIOSCIENCE PARTNERS IV LP (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (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* MRNA FUND II LP (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (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* OBP MANAGEMENT IV LP (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (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* BARNES JEFFREY T (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (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* CARTHY MARK (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* FLEMING JONATHAN (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (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* LYTTON MICHAEL (Last) (First) (Middle) 222 BERKELEY ST. (Street) BOSTON MA 02116 (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* WALTON ALAN G (Last) (First) (Middle) 315 POST ROAD WEST (Street) WESTPORT CT 06880 (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. Securities held of record by Oxford Bioscience Partners IV L.P. ("OBP IV"). By virtue of their relationship as affiliated limited partnerships who share a common sole general partner, mRNA Fund II L.P. ("mRNA II") may be deemed to beneficially own the shares held of record by OBP IV. OBP Management IV L.P. (as the sole general partner of OBP IV and mRNA II) may be deemed to beneficially own the shares held of record by OBP IV. Messrs. Carthy, Fleming, Walton, Barnes and Lytton as the individual general partners of OBP Management IV L.P. may be deemed to beneficially own the shares held of record by OBP IV. The reporting persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

2. Securities held of record by mRNA II. By virtue of their relationship as affiliated limited partnerships who share a common sole general partner, OBP IV may be deemed to beneficially own the shares held of record by mRNA II. OBP Management IV L.P. (as the general partner of OBP IV and mRNA II) may be deemed to beneficially own the shares held of record by mRNA II. Messrs. Carthy, Fleming, Walton, Barnes and Lytton as the individual general partners of OBP Management IV L.P. may be deemed to beneficially own the shares held of record by mRNA II. The reporting persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Remarks:

	/s/ Jonathan J. Fleming, as general partner of the general partner of Oxford Bioscience Partners IV L.P.	09/27/2005
	/s/ Jonathan J. Fleming, as general partner of the general partner of mRNA Fund II L.P.	09/27/2005
	/s/ Jonathan J. Fleming, as general partner of OBP Management IV L.P.	09/27/2005
	/s/ Jonathan J. Fleming	09/27/2005
	/s/ Jeffrey T. Barnes	09/27/2005
	/s/ Jonathan J. Fleming as attorney-in-fact for Mark P. Carthy	09/27/2005
	/s/ Jonathan J. Fleming as attorney-in-fact for Michael E. Lytton	09/27/2005
	/s/ Jonathan J. Fleming as attorney-in-fact for Alan G. Walton	09/27/2005
	** Signature of Reporting Person	Date
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