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-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P86Qo+Pcyx/PqAkJRLMohXqPvdiUrN8Dv6r7WTh9gJm7ohT3tNz1Fz1FUWADXs2N ynVTeyEMum8vSCg4EYArag== 0000950005-09-000143.txt : 20090312 0000950005-09-000143.hdr.sgml : 20090312 20090312172055 ACCESSION NUMBER: 0000950005-09-000143 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090312 DATE AS OF CHANGE: 20090312 GROUP MEMBERS: DAVID L. DOUGLASS GROUP MEMBERS: DEEPIKA R. PAKIANATHAN, PH.D. GROUP MEMBERS: DELPHI BIOINVESTMENTS VI, L.P. GROUP MEMBERS: DELPHI BIOINVESTMENTS VIII, L.P. GROUP MEMBERS: DELPHI MANAGEMENT PARTNERS VI, L.L.C. GROUP MEMBERS: DELPHI MANAGEMENT PARTNERS VIII, L.L.C. GROUP MEMBERS: DELPHI VENTURES VI, L.P. GROUP MEMBERS: DELPHI VENTURES VIII, L.P. GROUP MEMBERS: DOUGLAS A. ROEDER GROUP MEMBERS: JAMES J. BOCHNOWSKI GROUP MEMBERS: JOHN F. MARONEY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRANS1 INC CENTRAL INDEX KEY: 0001230355 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83222 FILM NUMBER: 09676652 BUSINESS ADDRESS: STREET 1: 411 LANDMARK DRIVE CITY: WILMINGTON STATE: NC ZIP: 28412-6303 BUSINESS PHONE: 910-509-3100 MAIL ADDRESS: STREET 1: 411 LANDMARK DRIVE CITY: WILMINGTON STATE: NC ZIP: 28412-6303 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DELPHI VENTURES VI LP CENTRAL INDEX KEY: 0001270723 IRS NUMBER: 421561726 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3000 DAND HILL RD STE 135 STREET 2: C/O DELPHI VENTURES CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 9650 MAIL ADDRESS: STREET 1: 3000 DAND HILL RD STE 135 STREET 2: C/O DELPHI VENTURES CITY: MENLO PARK STATE: CA ZIP: 94025 SC 13G/A 1 p20599sc13ga.htm SCHEDULE 13G/A #2 Converted by EDGARwiz

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 13G

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 2)*

TranS1, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

89385X 105

(CUSIP Number)

March 4, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ]

Rule 13d-1(b)

[X]

Rule 13d-1(c)

[ ]

Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

(Continued on following pages)

Page 1 of 19 Pages

Exhibit Index on Page 17


CUSIP NO. 89385X 105	13 G	Page 2 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Delphi Ventures VI, L.P. (“DV VI”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 2,236,272 shares, except that Delphi Management Partners VI, L.L.C. (“DMP VI”), the general partner of DV VI, may be deemed to have sole power to vote these shares, and James J. Bochnowski (“Bochnowski”), David L. Douglass (“Douglass”), John F. Maroney (“Maroney”), Douglas A. Roeder (“Roeder”), and Deepika R. Pakianathan, Ph.D. (“Pakianathan”), the managing members of DMP VI, may be deemed to have shared power to vote these shares.
		6	SHARED VOTING POWER See response to row 5.
		7	SOLE DISPOSITIVE POWER 2,236,272 shares, except that DMP VI, the general partner of DV VI, may be deemed to have sole power to dispose of these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VI, may be deemed to have shared power to dispose of these shares.
		8	SHARED DISPOSITIVE POWER See response to row 7.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,236,272
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.8%
12	TYPE OF REPORTING PERSON PN


CUSIP NO. 89385X 105	13 G	Page 3 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Delphi BioInvestments VI, L.P. (“DBI VI”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 22,362 shares, except that DMP VI, the general partner of DBI VI, may be deemed to have sole power to vote these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VI, may be deemed to have shared power to vote these shares.
		6	SHARED VOTING POWER See response to row 5.
		7	SOLE DISPOSITIVE POWER 22,362 shares, except that DMP VI, the general partner of DBI VI, may be deemed to have sole power to dispose of these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VI, may be deemed to have shared power to dispose of these shares.
		8	SHARED DISPOSITIVE POWER See response to row 7.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,362
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.1%
12	TYPE OF REPORTING PERSON PN


CUSIP NO. 89385X 105	13 G	Page 4 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Delphi Management Partners VI, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 2,258,634 shares, of which 2,236,272 are directly owned by DV VI and 22,362 are directly owned by DBI VI. DMP VI, the general partner of DV VI and DBI VI, may be deemed to have sole power to vote these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VI, may be deemed to have shared power to vote these shares.
		6	SHARED VOTING POWER See response to row 5.
		7	SOLE DISPOSITIVE POWER 2,258,634 shares, of which 2,236,272 are directly owned by DV VI and 22,362 are directly owned by DBI VI. DMP VI, the general partner of DV VI and DBI VI, may be deemed to have sole power to dispose of these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VI, may be deemed to have shared power to dispose of these shares.
		8	SHARED DISPOSITIVE POWER See response to row 7.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,258,634
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11.0%
12	TYPE OF REPORTING PERSON OO


CUSIP NO. 89385X 105	13 G	Page 5 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Delphi Ventures VIII, L.P. (“DV VIII”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 425,842 shares, except that Delphi Management Partners VIII, L.L.C. (“DMP VIII”), the general partner of DV VIII, may be deemed to have sole power to vote these shares, and Bochnowski, Douglass, Maroney, Roeder, and Pakianathan, the managing members of DMP VIII, may be deemed to have shared power to vote these shares.
		6	SHARED VOTING POWER See response to row 5.
		7	SOLE DISPOSITIVE POWER 425,842 shares, except that DMP VIII, the general partner of DV VIII, may be deemed to have sole power to dispose of these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VIII, may be deemed to have shared power to dispose of these shares.
		8	SHARED DISPOSITIVE POWER See response to row 7.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 425,842
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.0%
12	TYPE OF REPORTING PERSON PN


CUSIP NO. 89385X 105	13 G	Page 6 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Delphi BioInvestments VIII, L.P. (“DBI VIII”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 4,158 shares, except that DMP VIII, the general partner of DBI VIII, may be deemed to have sole power to vote these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VIII, may be deemed to have shared power to vote these shares.
		6	SHARED VOTING POWER See response to row 5.
		7	SOLE DISPOSITIVE POWER 4,158 shares, except that DMP VIII, the general partner of DBI VIII, may be deemed to have sole power to dispose of these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VIII, may be deemed to have shared power to dispose of these shares.
		8	SHARED DISPOSITIVE POWER See response to row 7.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,158
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%
12	TYPE OF REPORTING PERSON PN


CUSIP NO. 89385X 105	13 G	Page 7 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Delphi Management Partners VIII, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 430,000 shares, of which 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. DMP VIII, the general partner of DV VIII and DBI VIII, may be deemed to have sole power to vote these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VIII, may be deemed to have shared power to vote these shares.
		6	SHARED VOTING POWER See response to row 5.
		7	SOLE DISPOSITIVE POWER 430,000 shares, of which 425,842 are directly owned by DV VIII and 4,158 directly owned by DBI VIII. DMP VI, the general partner of DV VIII and DBI VIII, may be deemed to have sole power to dispose of these shares, and Bochnowski, Douglass, Maroney, Roeder and Pakianathan, the managing members of DMP VIII, may be deemed to have shared power to dispose of these shares.
		8	SHARED DISPOSITIVE POWER See response to row 7.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 430,000
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.1%
12	TYPE OF REPORTING PERSON OO


CUSIP NO. 89385X 105	13 G	Page 8 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON James J. Bochnowski
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0 shares
		6	SHARED VOTING POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Bochnowski is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to have shared power to vote these shares.
		7	SOLE DISPOSITIVE POWER 0 shares
		8	SHARED DISPOSITIVE POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Bochnowski is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to have shared power to dispose of these shares.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,688,634
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.1%
12	TYPE OF REPORTING PERSON IN


CUSIP NO. 89385X 105	13 G	Page 9 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON David L. Douglass
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0 shares
		6	SHARED VOTING POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Douglass is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to have shared power to vote these shares.
		7	SOLE DISPOSITIVE POWER 0 shares
		8	SHARED DISPOSITIVE POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Douglass is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to have shared power to dispose of these shares.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,688,634
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.1%
12	TYPE OF REPORTING PERSON IN


CUSIP NO. 89385X 105	13 G	Page 10 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON John F. Maroney
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0 shares
		6	SHARED VOTING POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Maroney is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to have shared power to vote these shares.
		7	SOLE DISPOSITIVE POWER 0 shares
		8	SHARED DISPOSITIVE POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Maroney is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to have shared power to dispose of these shares.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,688,634
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.1%
12	TYPE OF REPORTING PERSON IN


CUSIP NO. 89385X 105	13 G	Page 11 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Douglas A. Roeder
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 22,000 shares
		6	SHARED VOTING POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Roeder is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to vote these shares.
		7	SOLE DISPOSITIVE POWER 22,000 shares
		8	SHARED DISPOSITIVE POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Roeder is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to dispose of these shares.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,710,634
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.2%
12	TYPE OF REPORTING PERSON IN


CUSIP NO. 89385X 105	13 G	Page 12 of 19 Pages


1	NAME OF REPORTING SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Deepika R. Pakianathan, Ph.D.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 500 shares
		6	SHARED VOTING POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Pakianathan is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to vote these shares.
		7	SOLE DISPOSITIVE POWER 500 shares
		8	SHARED DISPOSITIVE POWER 2,688,634 shares, of which 2,236,272 are directly owned by DV VI, 22,362 are directly owned by DBI VI, 425,842 are directly owned by DV VIII and 4,158 are directly owned by DBI VIII. Pakianathan is a managing member of each of DMP VI, the general partner of DV VI and DBI VI, and DMP VIII, the general partner of DV VIII and DBI VIII and may be deemed to dispose of these shares.
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,689,134
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 13.1%
12	TYPE OF REPORTING PERSON IN


CUSIP NO. 89385X 105	13 G	Page 13 of 19 Pages

This Amendment No. 2 to Schedule 13G amends and restates in its entirety the Schedule 13G initially filed on February 11, 2008 as amended by Amendment No. 1 to Schedule 13G filed on February 13, 2008.

ITEM 1(A).

NAME OF ISSUER:

TranS1, Inc.

ITEM 1(B).

ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

411 Landmark Drive
Wilmington, NC 28412-6303

ITEM 2(A).

NAME OF PERSONS FILING:

This statement is filed by Delphi Ventures VI, L.P., a Delaware limited partnership (“DV VI”), Delphi BioInvestments VI, L.P., a Delaware limited partnership (“DBI VI”), Delphi Management Partners VI, L.L.C., a Delaware limited liability company (“DMP VI”) and the general partner of DV VI and DBI VI, Delphi Ventures VIII, L.P., a Delaware limited partnership (“DV VIII”), Delphi BioInvestments VIII, L.P., a Delaware limited partnership (“DBI VIII”), Delphi Management Partners VIII, L.L.C., a Delaware limited liability company (“DMP VIII”) and the general partner of DV VIII and DBI VIII, and James J. Bochnowski (“Bochnowski”), David L. Douglass (“Douglass”), John F. Maroney (“Maroney”), Douglas A. Roeder (“Roeder”), and Deepika R. Pakianathan, Ph.D. (“Pakianathan”), the managing members of each of DMP VI and DMP VI II. The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

DMP VI is the general partner of DV VI and DBI VI and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by DV VI and DBI VI. DMP VIII is the general partner of DV VIII and DBI VIII and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by DV VIII and DBI VIII. Bochnowski, Douglass, Maroney, Roeder and Pakianathan are the managing members of each of DMP VI and DMP VIII and may be deemed to have shared power to vote and shared power to dispose of the shares of the issuer directly owned by DV VI, DBI VI, DV VIII and DBI VIII.

ITEM 2(B).

ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE:

The address of the principal business office for each of the Reporting Persons is:

Delphi Ventures
3000 Sand Hill Road, #1-135
Menlo Park, CA 94025

ITEM 2(C)

CITIZENSHIP:

DV VI, DBI VI, DV VIII and DBI VIII are Delaware limited partnerships. DMP VI and DMP VIII are Delaware limited liability companies. Bochnowski, Douglass, Maroney, Roeder and Pakianathan are United States citizens.


CUSIP NO. 89385X 105	13 G	Page 14 of 19 Pages

ITEM 2(D) AND ITEM 2(E).

TITLE OF CLASS OF SECURITIES AND CUSIP NUMBER:

Common Stock
CUSIP # 89385X 105

ITEM 3.

Not Applicable.

ITEM 4.

OWNERSHIP:

The following information with respect to the ownership of the Common Stock of the issuer by the persons filing this Statement is provided as of March 4, 2009:

(a)

Amount beneficially owned:

See Row 9 of cover page for each Reporting Person.

(b)

Percent of Class:

See Row 11 of cover page for each Reporting Person.

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or to direct the vote:

See Row 5 of cover page for each Reporting Person.

(ii)

Shared power to vote or to direct the vote:

See Row 6 of cover page for each Reporting Person.

(iii)

Sole power to dispose or to direct the disposition of:

See Row 7 of cover page for each Reporting Person.

(iv)

Shared power to dispose or to direct the disposition of:

See Row 8 of cover page for each Reporting Person.

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

Not applicable.

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:

Under certain circumstances set forth in the limited partnership agreements of each of DV VI, DBI VI, DV VIII and DBI VIII and the limited liability company agreements of each of DMP VI and DMP VIII, the general and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a general partner, limited partner, or member.


CUSIP NO. 89385X 105	13 G	Page 15 of 19 Pages

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:

Not applicable.

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:

Not applicable.

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP:

Not applicable.

ITEM 10.

CERTIFICATION:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


CUSIP NO. 89385X 105	13 G	Page 16 of 19 Pages

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: March 4, 2009


ENTITIES: DELPHI MANAGEMENT PARTNERS VI, L.L.C. DELPHI VENTURES VI, L.P. DELPHI BIOINVESTMENTS VI, L.P. DELPHI MANAGEMENT PARTNERS VIII, L.L.C. DELPHI VENTURES VIII, L.P. DELPHI BIOINVESTMENTS VIII, L.P.
By: /s/ Matthew T. Potter Matthew T. Potter, Attorney-in-fact for above-listed entities
INDIVIDUALS: James J. Bochnowski David L. Douglass John F. Maroney Douglas A. Roeder Deepika R. Pakianathan, Ph.D.
By: /s/ Matthew T. Potter Matthew T. Potter, Attorney-in-fact for above-listed individuals


CUSIP NO. 89385X 105	13 G	Page 17 of 19 Pages

EXHIBIT INDEX


	Found on Sequentially Numbered Page
Exhibit	Found on Sequentially Numbered Page
Exhibit A: Agreement of Joint Filing	18
Exhibit B: Power of Attorney	19


CUSIP NO. 89385X 105	13 G	Page 18 of 19 Pages

EXHIBIT A

Agreement of Joint Filing

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of TranS1, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

Dated: March 4, 2009


ENTITIES: DELPHI MANAGEMENT PARTNERS VI, L.L.C. DELPHI VENTURES VI, L.P. DELPHI BIOINVESTMENTS VI, L.P. DELPHI MANAGEMENT PARTNERS VIII, L.L.C. DELPHI VENTURES VIII, L.P. DELPHI BIOINVESTMENTS VIII, L.P.
By: /s/ Matthew T. Potter Matthew T. Potter, Attorney-in-fact for above-listed entities
INDIVIDUALS: James J. Bochnowski David L. Douglass John F. Maroney Douglas A. Roeder Deepika R. Pakianathan, Ph.D.
By: /s/ Matthew T. Potter Matthew T. Potter, Attorney-in-fact for above-listed individuals


CUSIP NO. 89385X 105	13 G	Page 19 of 19 Pages

EXHIBIT B

Power of Attorney

Matthew T. Potter has signed this Schedule 13G as Attorney-In-Fact. Note that copies of the applicable Power of Attorney are already on file with the appropriate agencies.

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