SEC FORM 3

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

ARCH VENTURE FUND V LP

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/17/2006

3. Issuer Name and Ticker or Trading Symbol
Trubion Pharmaceuticals, Inc [ TRBN ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	23,762	D⁽¹⁾
Common Stock	158	D⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	979,880	$0⁽³⁾	D⁽¹⁾
Series B Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	1,161,459	$0⁽⁴⁾	D⁽¹⁾
Series A Convertible Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	6,511	$0⁽³⁾	D⁽²⁾
Series B Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	7,834	$0⁽⁴⁾	D⁽²⁾
Series A Convertible Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	61,333	$0⁽³⁾	D⁽⁵⁾
Series B Convertible Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	71,469	$0⁽⁴⁾	D⁽⁵⁾

1. Name and Address of Reporting Person^*

ARCH VENTURE FUND V LP

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

ARCH V ENTREPRENEURS FUND LP

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

HEALTHCARE FOCUS FUND LP

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

ARCH VENTURE PARTNERS V LP

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

ARCH VENTURE PARTNERS V LLC

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

CRANDELL KEITH

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

NELSEN ROBERT

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

BYBEE CLINTON

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

LAZARUS STEVEN

(Last)

(First)

(Middle)

8725 WEST HIGGINS ROAD, SUITE 290

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Securities held of record by ARCH Venture Fund V, L.P. ("ARCH V"). ARCH Venture Partners V, L.P. (the "GPLP"), as the sole general partner of ARCH V, may be deemed to beneficially own certain of the shares held of record by ARCH V. The GPLP disclaims beneficial ownership of all shares held of record by ARCH V in which the GPLP does not have an actual pecuniary interest. ARCH Venture Partners V, LLC (the "GPLLC"), as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held of record by ARCH V. The GPLLC disclaims beneficial ownership of all shares held of record by ARCH V in which it does not have an actual pecuniary interest. Each of Messrs. Crandall, Nelson, Bybee and Lazarus, as the individual Managing Directors of the GPLLC, may be deemed to beneficially own certain of the shares held of record by ARCH V. Each of Messrs. Crandall, Nelson, Bybee and Lazarus disclaims beneficial ownership of all shares held of record by ARCH V.

2. Securities held of record by ARCH V Entrepreneurs Fund, L.P. ("Entrepreneurs"). The GPLP, as the sole general partner of Entrepreneurs, may be deemed to beneficially own certain of the shares held of record by Entrepreneurs. The GPLP disclaims beneficial ownership of all shares held of record by Entrepreneurs in which the GPLP does not have an actual pecuniary interest. The GPLLC, as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held of record by Entrepreneurs. The GPLLC disclaims beneficial ownership of all shares held of record by Entrepreneurs in which it does not have an actual pecuniary interest. Each of Messrs. Crandall, Nelson, Bybee and Lazarus, as the individual Managing Directors of the GPLLC, may be deemed to beneficially own certain of the shares held of record by Entrepreneurs. Each of Messrs. Crandall, Nelson, Bybee and Lazarus disclaims beneficial ownership of all shares held of record by Entrepreneurs.

3. The Series A Convertible Preferred Stock is convertible into Trubion Pharmaceuticals, Inc. ("Trubion") Common Stock on a 1-for-1 basis, was convertible at the date it was acquired, has no expiration date and will convert automatically upon the closing of the initial public offering of Trubion.

4. The Series B Convertible Preferred Stock is convertible into Trubion Common Stock on a 1-for-1 basis, was convertible at the date it was acquired, has no expiration date and will convert automatically upon the closing of the initial public offering of Trubion.

5. Securities held of record by Healthcare Focus Fund, L.P. ("Healthcare"). The GPLP, as the sole general partner of Healthcare, may be deemed to beneficially own certain of the shares held of record by Healthcare. The GPLP disclaims beneficial ownership of all shares held of record by Healthcare in which the GPLP does not have an actual pecuniary interest. The GPLLC, as the sole general partner of the GPLP, may be deemed to beneficially own certain of the shares held of record by Healthcare. The GPLLC disclaims beneficial ownership of all shares held of record by Healthcare in which it does not have an actual pecuniary interest. Each of Messrs. Crandall, Nelson, Bybee and Lazarus, as the individual Managing Directors of the GPLLC, may be deemed to beneficially own certain of the shares held of record by Healthcare. Each of Messrs. Crandall, Nelson, Bybee and Lazarus disclaims beneficial ownership of all shares held of record by Healthcare.

Remarks:

	/s/ Robert Nelsen, as Managing Director of the general partner of the general partner of ARCH Venture Fund V, L.P.	10/17/2006
	/s/ Robert Nelsen, as Managing Director of the general partner of the general partner of ARCH V Entrepreneurs Fund, L.P.	10/17/2006
	/s/ Robert Nelsen, as Managing Director of the general partner of the general partner of Healthcare Focus Fund, L.P.	10/17/2006
	/s/ Robert Nelsen, as Managing Director of the general partner of ARCH Venture Partners V, L.P.	10/17/2006
	/s/ Robert Nelsen, as Managing Director of ARCH Venture Partners V, LLC	10/17/2006
	/s/ Keith Crandell	10/17/2006
	/s/ Robert Nelsen	10/17/2006
	/s/ Clinton Bybee	10/17/2006
	/s/ Steven Lazarus	10/17/2006
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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