X0202 4 2004-05-27 0 0001072546 PHARMANETICS INC PHAR 0001157600 CAMDEN PARTNERS STRATEGIC FUND II A LP ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and FN 1 0001211897 CAMDEN PARTNERS STRATEGIC FUND II B LP ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and FN 1 0001160267 CAMDEN PARTNERS STRATEGIC II LLC ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and FN 1 0001025664 WARNOCK DAVID L ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and FN 1 0001211899 HUGHES DONALD W ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and FN 1 0001211913 JOHNSTON RICHARD M ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 1 0 0 0 0001211905 BERKELEY RICHARD M ONE SOUTH STREET SUITE 2150 BALTIMORE MD 21202 0 0 0 1 See General Remarks and FN 1 Stock Option (right to buy) 0.68 2004-05-27 4 A 0 5000 0.68 A 2004-05-27 2014-05-27 Common Stock 5000 5000 I See footnote 1 Mr. Johnston, as a director of the issuer, is the grantee of the stock options and the direct beneficial owner thereof. Each of the other Reporting Persons disclaims beneficial ownership of the stock options. This Form 4 is being filed jointly by Camden Partners Strategic II, LLC ("CPS II"), Camden Partners Strategic Fund II-A, L.P. ("CPS Fund II-A") and Camden Partners Strategic Fund II-B, L.P. ("CPS Fund II-B"), and Messrs. David L. Warnock, Donald W. Hughes, Richard M. Johnston, and Richard M. Berkeley (collectively, the "Managing Members" and together with CPS Fund II-A, CPS Fund II-B and CPS II, the "Reporting Persons"). Mr. Johnston is a director of the issuer as designee of CPS Fund II-A and CPS Fund II-B. The Managing Members are the managing members of the CPS II, which is the general partner of CPS Fund II-A and CPS Fund II-B. BY Camden Partners Strategic II, LLC its general partner, By Donald W. Hughes, Managing Member 2004-07-09 By Donald W. Hughes, Managing Member 2004-07-09 By Donald W. Hughes, Attorney-In-Fact 2004-07-09 By Donald W. Hughes 2004-07-09