Avi Biopharma Inc - Annual Statement of Changes in Beneficial Ownership (5)

FORM 5

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported

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

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* WEBBER MARK MILES	2. Issuer Name and Ticker or Trading Symbol AVI BIOPHARMA INC [AVII]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) CFO
(Last) (First) (Middle) ONE SW COLUMBIA, SUITE 1105	3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2007
(Street) PORTLAND, OR 97258 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)	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							15446	D

*Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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 (MM/DD/YYYY)		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 at End of Issuer's Fiscal Year (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Incentive Stock Option (right to buy)	$8.125	11/3/2007		J		10000	11/3/1997	11/3/2007 ⁽¹⁾	Common Stock	10000	⁽¹⁾	0	D
Incentive Stock Option (right to buy)	$2.53						2/22/2006 ⁽²⁾	2/22/2015	Common Stock	75000		75000	D
Incentive Stock Option (right to buy)	$3						2/6/2009 ⁽²⁾	2/6/2017	Common Stock	25001		25001	D
Incentive Stock Option (right to buy)	$5.35						12/5/2005 ⁽²⁾	12/5/2012	Common Stock	18691		18691	D
Incentive Stock Option (right to buy)	$6.625						2/2/1999 ⁽³⁾	2/2/2008	Common Stock	2500		2500	D
Incentive Stock Option (right to buy)	$6.875						8/15/2001 ⁽⁴⁾	8/15/2010	Common Stock	52937		52937	D
Incentive Stock Option (right to buy)	$7.35						2/16/2007 ⁽²⁾	2/16/2016	Common Stock	23605		23605	D
Non-Qualified Stock Option (right to buy)	$3						2/6/2008 ⁽²⁾	2/6/2017	Common Stock	49999		49999	D
Non-Qualified Stock Option (right to buy)	$5.35						12/5/2003 ⁽²⁾	12/5/2012	Common Stock	63809		63809	D
Non-Qualified Stock Option (right to buy)	$6.875						8/15/2001 ⁽²⁾	8/15/2010	Common Stock	79063		79063	D
Non-Qualified Stock Option (right to buy)	$7.35						2/16/2007 ⁽²⁾	2/16/2016	Common Stock	51395		51395	D

Explanation of Responses:
( 1)	All shares expired.
( 2)	The Stock Option Grant vest as follows: 1/3 vest one year from date of grant and 1/3 each year thereafter until all shares vest three years from grant date.
( 3)	Grant vest 100% on grant date.
( 4)	Vesting: 25% of the shares vest each year from the date of grant with all shares vesting in four years.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WEBBER MARK MILES ONE SW COLUMBIA, SUITE 1105 PORTLAND, OR 97258			CFO

Signatures
Mark M. Webber		2/14/2008
^** 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).
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