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^*

GILLIS STEVEN

(Last)

(First)

(Middle)

ARCH VENTURE PARTNERS

1000 2ND AVE., SUITE 3700

(Street)

SEATTLE

98104

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Trubion Pharmaceuticals, Inc [ TRBN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			10% Indirect Owner

3. Date of Earliest Transaction (Month/Day/Year)
10/23/2006

4. 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 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	10/23/2006	10/23/2006	C/K		2,288,486⁽⁵⁾	A	$0.00⁽⁵⁾	2,312,406	I	See Footnotes⁽¹⁾⁽⁴⁾

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 A Preferred Stock	$0.00⁽⁵⁾	10/23/2006	10/23/2006	C/K			1,047,724⁽⁵⁾	10/23/2006	10/23/2006	Common Stock	1,047,724⁽⁵⁾	$0.00⁽⁵⁾	0	I	See Footnotes⁽²⁾⁽⁴⁾
Series B Preferred Stock	$0.00⁽⁵⁾	10/23/2006	10/23/2006	C/K			1,240,762⁽⁵⁾	10/23/2006	10/23/2006	Common Stock	1,240,762⁽⁵⁾	$0.00⁽⁵⁾	0	I	See Footnotes⁽³⁾⁽⁴⁾

Explanation of Responses:

1. Represents (a) 2,165,101 shares of common stock held by ARCH Venture Fund V, L.P., (b) 14,503 shares of common stock held by ARCH V Entrepreneurs Fund, L.P., and (c) 132,802 shares of common stock held by Healthcare Focus Fund, L.P.

2. Represents (a) 979,880 shares of Series A Preferred stock held by ARCH Venture Fund V, L.P., (b) 6,511 shares of Series A Preferred Stock held by ARCH V Entrepreneurs Fund, L.P., and (c) 61,333 shares of Series A Preferred stock held by Healthcare Focus Fund, L.P.

3. Represents (a) 1,161,459 shares of Series B Preferred stock held by ARCH Venture Fund V, L.P., (b) 7,834 shares of Series B Preferred Stock held by ARCH V Entrepreneurs Fund, L.P., and (c) 71,469 shares of Series B Preferred stock held by Healthcare Focus Fund, L.P.

4. Reporting person holds the title of limited partner of ARCH Venture Fund V, L.P. and disclaims beneficial ownership of shares owned by these entitites.

5. 1-for-1 conversion of preferred stock into common stock effective on the closing of the Issuer's initial public offering.

	/s/ Lauree Seko, Attorney-In-Fact on behalf of Steven Gillis	10/23/2006
	** 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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