SEC FORM 3

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^*

Ainsworth Stephen D

(Last)

(First)

(Middle)

C/O TRANS1 INC.

301 GOVERNMENT CENTER DRIVE

(Street)

WILMINGTON

28403

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2010

3. Issuer Name and Ticker or Trading Symbol
TRANS1 INC [ TSON ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP of Research and Development

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	20,652	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Incentive Stock Option	⁽¹⁾	05/17/2015	Common Stock	2,063	$0.278	D
Incentive Stock Option	⁽²⁾	11/08/2016	Common Stock	1,778	$1.111	D
Incentive Stock Option	⁽³⁾	01/18/2017	Common Stock	2,907	$2	D
Incentive Stock Option	⁽⁴⁾	04/02/2018	Common Stock	10,000	$12.43	D
Incentive Stock Option	⁽⁵⁾	03/12/2020	Common Stock	7,500	$3.63	D

Explanation of Responses:

1. The reported securities were granted to Mr. Ainsworth under the issuer's 2000 Incentive Stock Plan. The reported securities became fully vested and exercisable as of May 17, 2009.

2. The reported securities were granted to Mr. Ainsworth under the issuer's 2000 Incentive Stock Plan. The reported securities became fully vested and exercisable as of January 8, 2010.

3. The reported securities were granted to Mr. Ainsworth under the issuer's 2000 Incentive Stock Plan. The total shares subject to the option grant were 4,500, of which 25% vested on January 18, 2008 and the remainder shall vest in 36 equal monthly installments thereafter. Of the 4,500 total shares, Mr. Ainsworth exercised his option to purchase 1,593 shares. Thus, there are a total of 2,907 shares outstanding under the option.

4. The reported securities were granted to Mr. Ainsworth under the issuer's 2007 Incentive Stock Plan. 25% of all shares subject to the option vested on April 2, 2009 and the remainder shall vest in 36 equal monthly installments thereafter.

5. The reported securities were granted to Mr. Ainsworth under the issuer's 2007 Incentive Stock Plan. 25% of all shares subject to the option shall vest on March 12, 2011 and the remainder shall vest in 36 equal monthly installments thereafter.

Remarks:

Exhibit 24.1 - Power of Attorney.

	/s/ Ainsworth, Stephen D.	10/04/2010
	** 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.
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