X0303 4 2009-07-13 0 0001069530 PAIN THERAPEUTICS INC PTIE 0001140888 EASTBOURNE CAPITAL MANAGEMENT LLC/CA 1101 FIFTH AVENUE SUITE 370 SAN RAFAEL CA 94901 0 0 1 0 Common Stock 2009-07-13 4 S 0 23316 4.1819 D 8037581 D Common Stock 2009-07-13 4 S 0 100 4.165 D 8037481 D Common Stock 2009-07-13 4 S 0 11562 4.1727 D 8025919 D Common Stock 2009-07-13 4 S 0 800 4.2213 D 8025119 D Common Stock 2009-07-13 4 S 0 10000 4.1886 D 8015119 D Common Stock 2009-07-14 4 S 0 618 4.2658 D 8014501 D Common Stock 2009-07-14 4 S 0 41382 4.2778 D 7973119 D Common Stock 2009-07-14 4 S 0 3000 4.26 D 7970119 D Eastbourne Capital Management, L.L.C. ("Eastbourne") is the general partner or manager and investment adviser of investment funds that hold these securities directly on behalf of those funds' investors. Richard Jon Barry is Eastbourne's manager and controlling person. Eastbourne and Mr. Barry hold these securities indirectly in their capacity as investment adviser and control person, respectively. Eastbourne is filing this Form 4 on behalf of itself and Mr. Barry, jointly, but not as members of a group, and each of them disclaims membership in a group, within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. In addition, each of them disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein. Eric Sippel 2009-07-15