FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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 *

STUART LEWIS J 		2. Issuer Name and Ticker or Trading Symbol

CV THERAPEUTICS INC [ CVTX ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP COMMERCIAL OPERATIONS
(Last)          (First)          (Middle)

3172 PORTER DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/25/2008
(Street)

PALO ALTO, CA 94304
(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)
Code V Amount (A) or (D) Price
Common Stock   2/25/2008     M    12499   A $15.58   27605   D    
Common Stock   2/25/2008     F    4317   D $15.58   24730   (1) D    
Common Stock                  5786.414   I   By 401(k)   (2)

Table II - Derivative Securities 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 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 Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units     (3) 2/25/2009     M        12499      (4) (5) 8/22/2010   Common Stock   12499   $0   45313   D    

Explanation of Responses:
( 1)  Includes 1,442 shares acquired February 17, 2009 pursuant to the CV Therapeutics, Inc. Employee Stock Purchase Plan ("ESPP").
( 2)  Shares held in the Reporting Person's name by the Issuer's 401(k) plan. Includes Company 401(k) match of 1,679 shares of common stock to the Reporting Person on January 7, 2009.
( 3)  Upon payout, the Reporting Person is entitled to receive 1 share of common stock for each 1 restricted stock unit.
( 4)  The vesting schedule for the grant of restricted stock units is (rounding up to the nearest whole RSU): on 2/22/2008, 7.5% of the RSUs shall vest; during the period commencing immediately following 2/22/2008 and ending on 8/22/2008, 0.0125% of the RSUs shall vest on the 22nd day of each month through 8/22/2008, such that 7.5% of the RSUs vest during such period and 15% of the RSUs are vested on 8/22/2008; during the period commencing immediately following 8/22/2008 and ending on 8/22/2009, 0.0208% of the RSUs shall become vested on the 22nd day of each month through 8/22/2009, such that 25% of the RSUs vest during such period and 40% of the RSUs are vested on 8/22/2009; during the period commencing immediately following 8/22/2009 and ending on 8/22/2010, 0.05% of the RSUs shall become vested on the 22nd day of each month through 8/22/2010, such that 60% of the RSUs vest during such period and 100% of the RSUs are vested on 8/22/2010.
( 5)  Shares that vest in accordance with the vesting schedule will be paid to Reporting Person in whole shares of common stock on or about 2/22/2008, 2/22/2009, 2/22/2010 and 8/22/2010, with respect to shares that have vested prior to each such date and which have not yet been paid.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
STUART LEWIS J
3172 PORTER DRIVE
PALO ALTO, CA 94304

SVP COMMERCIAL OPERATIONS

Signatures
/s/ TRICIA BORGA SUVARI, ATTORNEY IN FACT FOR: LEWIS J STUART 2/26/2009
** 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).
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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