X0201 4 2004-01-27 1 0000716054 CYPRESS BIOSCIENCE INC CYPB 0001225107 PROQUEST ASSOCIATES II LLC 600 ALEXANDER PARK SUITE 204 PRINCETON NJ 08540 0 0 1 0 0001225106 PROQUEST ASSOCIATES LLC 600 ALEXANDER PARK SUITE 204 PRINCETON NJ 08540 0 0 1 0 0001224926 PROQUEST COMPANION FUND LP 600 ALEXANDER PARK SUITE 204 PRINCETON NJ 08540 0 0 1 0 0001143544 PROQUEST INVESTMENTS II LP 600 ALEXANDER PARK SUITE 204 PRINCETON NJ 08540 0 0 1 0 0001143319 PROQUEST INVESTMENTS II ADVISORS FUND LP 600 ALEXANDER PARK STE 204 PRINCETON NJ 08540 0 0 1 0 0001224924 PROQUEST INVESTMENTS LP 600 ALEXANDER PARK SUITE 204 PRINCETON NJ 08540 0 0 1 0 0001033508 MOORIN JAY C/O PROQUEST INVESTMENTS, L.P. 600 ALEXANDER PARK SUITE 204 NJ 08540 0 0 1 0 Common Stock, par value $0.02 per share 2004-01-27 4 J 0 372414 13.00 D 379883 I By ProQuest Associates LLC Common Stock, par value $0.02 per share 2004-01-27 4 J 0 940372 13.00 D 940372 I By ProQuest Associates II LLC Jay Moorin is a member of ProQuest Associates LLC, a Delaware limited liability company ("Associates"). Associates is the general partner of ProQuest Investments, L.P., a Delaware limited partnership ("Investments"), and ProQuest Companion Fund, L.P., a Delaware limited partnership ("Companion"). This line of the Form 4 reports the distribution of shares of Cypress Bioscience, Inc., by Investments to its limited partners and by Companion to its limited partners. Of the 372,414 shares distributed, 367,598 shares were directly beneficially owned by Investments and were distributed to the limited partners of Investments, and 4,816 shares were directly beneficially owned by Companion and were distributed to the limited partners of Companion. Jay Moorin is a member of ProQuest Associates II LLC, a Delaware limited liability company ("Associates II"). Associates II is the general partner of ProQuest Investments II, L.P., a Delaware limited partnership ("Investments II"), and ProQuest Investments II Advisors Fund, L.P., a Delaware limited partnership ("Advisors"). This line of the Form 4 reports the distribution of shares of Cypress Bioscience, Inc., by Investments II to the limited partners of Investments II and by Advisors to the limited partners of Advisors. Of the 940,372 shares distributed, 918,271 shares were directly beneficially owned by Investments II and were distributed to the limited partners of Investments II, and 22,101 shares were directly beneficially owned by Advisors and were distributed to the limited partners of Advisors. The filing of this Form 4 shall not be deemed an admission that the Reporting Persons are or were, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owners of any securities covered by this Form. Each of the Reporting Persons disclaims beneficial ownership in the securities covered by this Form except to the extent of such Reporting Person's pecuniary interest in such securities. /s/ Pasquale DeAngelis, as member of ProQuest Associates II LLC 2004-01-29