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*
BALEDGE LES R

(Last) (First) (Middle)
C/O BMP SUNSTONE CORPORATION
600 WEST GERMANTOWN PIKE

(Street)
PLYMOUTH MEETING PA 19462

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/27/2009
3. Issuer Name and Ticker or Trading Symbol
BMP Sunstone CORP [ BJGP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 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)
X Form filed by One Reporting Person
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 1,403,397 D
Common stock 8,000 I By spouse
Common Stock 22,000 I By children
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
12.5% Secured Convertible Note due July 1, 2011 05/15/2009(1) 07/01/2011 Common stock 1,333,333(2) $3(3) D
12.5% Secured Convertible Note due July 1, 2011 05/15/2009(1) 07/01/2011 Common stock 166,666(4) $3(3) I By spouse
Warrant for Common Stock 08/22/2007 08/22/2012 Common stock 80,000 $9.37 D
Class B Warrant for Common Stock 11/01/2007 11/01/2012 Common Stock 100,000 $12.43 D
Class B Warrant for Common Stock 11/01/2007 11/01/2012 Common Stock 12,500 $12.43 I By Baledge, LLC
Explanation of Responses:
1. Notes can be converted into shares of common stock at any time after May 15, 2009.
2. The 12.5% Secured Convertible Notes due July 1, 2011 have a face value of $4,000,000 and can be converted into 1,333,333 shares of common stock at a conversion price of $3.00 per share. Repricing provisions in the 12.5% Secured Convertible Notes could result in a change in the number of shares of common stock underlying such notes. Accrued but unpaid interest payable pursuant to such notes may be converted into shares of common stock, resulting in a change in the number of shares of common stock underlying such notes.
3. Repricing provisions in the 12.5% Secured Convertible Notes could result in a change in conversion price and a change in the number of shares of common stock underlying such notes.
4. The 12.5% Secured Convertible Notes due July 1, 2011 have a face value of $500,000 and can be converted into 166,666 shares of common stock at a conversion price of $3.00 per share. Repricing provisions in the 12.5% Secured Convertible Notes could result in a change in the number of shares of common stock underlying such notes. Accrued but unpaid interest payable pursuant to such notes may be converted into shares of common stock, resulting in a change in the number of shares of common stock underlying such notes.
Remarks:
Fred M. Powell, By Power of Attorney 04/29/2009
** 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 5 (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.