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^*

Powers Linda F

(Last)

(First)

(Middle)

9306 KENDALE ROAD

(Street)

POTOMAC

20854

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NORTHWEST BIOTHERAPEUTICS INC [ NWBO.OB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2010

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⁽¹⁾	05/28/2010		S		100,000	D	$1.03	33,573,510	D
Common Stock⁽¹⁾	06/01/2010		S		7,900	D	$1.01	33,565,610	D
Common Stock⁽¹⁾	06/02/2010		S		32,500	D	$0.97	33,533,110	D
Common Stock⁽¹⁾	06/04/2010		S		30,000	D	$0.89	33,503,110	D
Common Stock⁽¹⁾	06/07/2010		S		79,000	D	$0.93	33,424,110	D
Common Stock⁽¹⁾	06/09/2010		S		20,000	D	$0.82	33,404,110	D
Common Stock⁽¹⁾	06/10/2010		S		233,552	D	$0.93	33,170,558	D
Common Stock⁽¹⁾	06/11/2010		S		200,000	D	$0.9	32,970,558	D
Common Stock⁽¹⁾	06/14/2010		S		7,000	D	$0.91	32,963,558	D
Common Stock⁽¹⁾	06/15/2010		S		40,048	D	$0.87	32,923,510	D
Common Stock⁽²⁾	07/02/2010		S		866,667	A	$0.75	33,790,177	D

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)
Warrants	⁽³⁾							⁽³⁾	⁽³⁾	Common stock	32,443,013⁽⁴⁾		32,443,013⁽⁴⁾	I	See Footnote⁽⁵⁾

Explanation of Responses:

1. Includes 750,000 shares of common stock received by Linda F. Powers for board service on the Issuer's Board of Directors, 2,572,710 owned by Linda F. Powers, 11,041,314 shares owned by Toucan Partners and held jointly by Linda F. Powers and her husband Robert Hemphill Jr., and 19,299,486 shares owned by Toucan Capital Fund II, in which Linda F. Powers and her husband, Robert F. Hemphill, comprise the Investment Committee which has management control.

2. Ms. Powers purchased 866,667 shares of the Company's common stock and warrants to purchase an additional 86,667 shares of Common Stock for a purchase price of $650,000 on the same terms and conditions as other subscribers of the Company's securities during the second quarter of 2010 ($0.75 per share and 10% warrant coverage). The warrants have an exercise price of $0.75 per share of Common Stock and an exercise period of three (3) years

3. Not applicable: no derivative securities were converted or exercised.

4. Includes warrants for 86,667 shares of common stock owned by Linda F. Powers, warrants for 10,321,257 shares of common stock owned by Toucan Partners and held jointly by Linda F. Powers and her husband Robert F. Hemphill, and warrants for 22,035,089 shares of common stock owned by Toucan Capital, in which Ms. Powers and Mr. Hemphill comprise the Investment Committee which has management control.

5. 86,667 warrants are held directly. 32,356,346 warrants are held indirectly.

	/s/ Linda Powers	07/08/2010
	** 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 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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