SEC FORM 4/A

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^*

DiGiacinto David

(Last)

(First)

(Middle)

MINRAD INTERNATIONAL, INC.

(Street)

50 COBHAM DRIVE

14127

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MINRAD INTERNATIONAL, INC. [ BUF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)
04/07/2008

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								4,036	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)
Stock Option	$2.44							09/30/2008	09/30/2013⁽¹⁾	Common Stock	317,500		317,500⁽⁴⁾	D
Stock option	$2.44							11/01/2008	04/01/2015⁽²⁾	Common Stock	635,000		635,000⁽⁵⁾	D
Stock Option	$2.44							04/01/2008	03/31/2015⁽³⁾	Common Stock	1,111,250		1,111,250⁽⁶⁾	D
Stock Option	$1.4							05/01/2005	04/30/2010	Common Stock	25,000		25,000	D
Stock Option	$1.4							05/01/2006	04/30/2011	Common Stock	25,000		25,000	D
Stock Option	$4.25							09/30/2006	09/29/2008	Common Stock	1,500		1,500	D

Explanation of Responses:

1. Initially used improper expiration date.

2. Initially used improper expiration date.

3. Initially used improper expiration date.

4. The stock options vest on September 30,2008 provided Mr. DiGiacinto is still employed with the company.

5. The stock options vest at the rate of 1/18 for each month of continued employment from October 2008 through March 2010.

6. All 1,111,250 stock options vest upon a change in control, as defined in Mr. DiGiacinto's employment agreement, in a transaction having a valuation of $4.00 per share or greater; and/or 317,500 options vest upon the company reporting positive cash flow for two consecutive quarters; and 158,750 options vest upon the company reporting positive cash flow for each subsequent fiscal quarter during the term of the agreement, provided however that any options that vest under the later method will reduce any options that vest under the change in control.

	Richard Tamulski Attorney-in Fact for Mr. DiGiacinto	05/16/2008
	** 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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