<SEC-DOCUMENT>0000933430-19-000001.txt : 20190103
<SEC-HEADER>0000933430-19-000001.hdr.sgml : 20190103
<ACCEPTANCE-DATETIME>20190103112036
ACCESSION NUMBER:		0000933430-19-000001
CONFORMED SUBMISSION TYPE:	SC 13G
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20190103
DATE AS OF CHANGE:		20190103

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Clearside Biomedical, Inc.
		CENTRAL INDEX KEY:			0001539029
		STANDARD INDUSTRIAL CLASSIFICATION:	PHARMACEUTICAL PREPARATIONS [2834]
		IRS NUMBER:				452437375
		STATE OF INCORPORATION:			GA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-89527
		FILM NUMBER:		19504032

	BUSINESS ADDRESS:	
		STREET 1:		900 NORTH POINT PARKWAY
		STREET 2:		SUITE 200
		CITY:			ALPHARETTA
		STATE:			2Q
		ZIP:			30005
		BUSINESS PHONE:		678-270-3631

	MAIL ADDRESS:	
		STREET 1:		900 NORTH POINT PARKWAY
		STREET 2:		SUITE 200
		CITY:			ALPHARETTA
		STATE:			2Q
		ZIP:			30005

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WHITMORE BRADFORD T
		CENTRAL INDEX KEY:			0000933430
		STATE OF INCORPORATION:			IL
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G

	MAIL ADDRESS:	
		STREET 1:		1603 ORRINGTON AVE., STE 900
		CITY:			EVANSTON
		STATE:			IL
		ZIP:			60201
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G
<SEQUENCE>1
<FILENAME>clsd13g.txt
<DESCRIPTION>SCHEDULE 13G
<TEXT>
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Clearside Biomedical, Inc.
-----------------------------------------
(Name of Issuer)
Common Stock, $.001 par value
-----------------------------------------
(Title of Class Securities)
185063104
-----------------------------------------
(CUSIP Number)

December 31, 2018
-----------------------------------------
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:

/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover
page shall not be deemed to be "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934 ("Act")
or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the
Act (however, see the Notes).


<PAGE>
SCHEDULE 13G
CUSIP NO. 185063104    PAGE 2 OF 7 PAGES

1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS
(ENTITIES ONLY).
BRADFORD T. WHITMORE

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(See
Instructions)
(a)/ /
(b)/ /

3 SEC USE ONLY

4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. CITIZEN

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:

  5 SOLE VOTING POWER
    2,025,000 SHARES
  6 SHARED VOTING POWER
    1,175,000 SHARES
  7 SOLE DISPOSITIVE POWER
    2,025,000 SHARES
  8 SHARED DISPOSITIVE POWER
    1,175,000 SHARES

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
3,200,000 SHARES

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES / /

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.0%

12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN

<PAGE>
SCHEDULE 13G
CUSIP NO. 185063104    PAGE 3 OF 7 PAGES

1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS
(ENTITIES ONLY).
GRACE BROTHERS, LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(See
Instructions)
(a)/ /
(b)/ /

3 SEC USE ONLY

4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware Limited Partnership

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:

  5 SOLE VOTING POWER
    NONE
  6 SHARED VOTING POWER
    1,175,000 SHARES
  7 SOLE DISPOSITIVE POWER
    NONE
  8 SHARED DISPOSITIVE POWER
    1,175,000 SHARES

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,175,000 SHARES

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES / /

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.7%

12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN

<PAGE>
SCHEDULE 13G
CUSIP NO. 185063104    PAGE 4 OF 7 PAGES

1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS
(ENTITIES ONLY).
BRO-GP, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(See
Instructions)
(a)/ /
(b)/ /

3 SEC USE ONLY

4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware Limited Partnership

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:

  5 SOLE VOTING POWER
    NONE
  6 SHARED VOTING POWER
    1,175,000 SHARES
  7 SOLE DISPOSITIVE POWER
    NONE
  8 SHARED DISPOSITIVE POWER
    1,175,000 SHARES

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,175,000 SHARES

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES / /

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.7%

12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN

<PAGE>
Page 5 of 7 Pages
Item 1.
(a)  Name of Issuer
Clearside Biomedical, Inc.

(b) Address of Issuer's Principal Executive Offices
900 North Point Parkway, Suite 200, Alpharetta, GA 30005

Item 2.
(a)  Name of Person Filing
The statement is filed by Bradford T. Whitmore
("Whitmore"), Grace Brothers, LP ("Grace") and Bro-GP,
LLC ("Bro-GP").  Whitmore is the sole Managing Member
of Bro-GP, LLC, the General Partner of Grace Brothers,
LP.

(b)  Address of Principal Business Office or, if none,
Residence
The business address of Whitmore, Grace and Bro-GP is
1603 Orrington Avenue, Suite 900, Evanston, IL 60201.

(c) Citizenship
Whitmore is a United States citizen, Bro-GP is a
Delaware limited liability company, and Grace is a
Delaware limited partnership.

(d) Title of Class of Securities
Common Stock, $.001 par value (the "Common Stock")

(e) CUSIP Number
185063104

Item 3. If this statement is filed pursuant to Sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
(a) ( ) Broker or dealer registered under section 15 of
the Act (15 U.S.C. 78o);

(b) ( ) Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c);

(c) ( ) Insurance company as defined in section 3 (a)(19)
of the Act (15 U.S.C. 78c);

(d) ( ) Investment company registered under section 8 of
the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e) ( ) An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);

(f) ( ) An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F);

(g) ( ) A parent holding company or control person in
accordance with Section 240.13d-1(b)(l)(ii)(G);

(h) ( ) A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);

<PAGE>
Page 6 of 7 Pages

(i) ( ) A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j) ( ) Group, in accordance with Section 240.13d.-1(b)(l)
(ii)(J).

Item 4.  Ownership
(a) Amount beneficially owned
3,200,000 Common Stock

(b) Percent of class
10.0%

(c) Number of shares as to which the person has:
(i)  Sole power to vote or to direct the vote
     2,025,000

(ii) Shared power to vote or to direct the vote
     1,175,000

(iii) Sole power to dispose or to direct the disposition
      of
      2,025,000

(iv) Shared power to dispose or to direct the disposition
     of
     1,175,000

Item 5.  Ownership of Five Percent or Less of a Class
Not applicable

Item 6.  Ownership of More than Five Percent on Behalf of
Another Person

No other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities.

<PAGE>
Page 7 of 7 Pages

Item 7.  Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on
By the Parent Holding Company

Reporting person is not a parent holding company.

Item 8.  Identification and Classification of Members of
the Group

Reporting person is not a member of a group.

Item 9.  Notice of Dissolution of Group

Reporting person is not filing notice of dissolution of
a group.

Item 10.  Certification

By signing below Bradford T. Whitmore certifies that, to
the best of my knowledge and belief, the securities
referred to above were acquired and are held in the
ordinary course of business and were not acquired and are
not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities
and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose
or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in
this Statement is true, complete and correct.

January 3, 2019
----------------
Date

Bradford T. Whitmore

by: /s/ Bradford T. Whitmore
----------------------------
Signature

Grace Brothers, Ltd.

by: /s/ Bradford T. Whitmore
----------------------------
Signature

Sole Managing Member of Bro-GP, LLC
Its: General Partner
--------------------
Title

Bro-GP, LLC

by: /s/ Bradford T. Whitmore
----------------------------
Signature

Sole Managing Member
--------------------
Title


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>