Millennium Pharmaceuticals Inc - Statement of Changes in Beneficial Ownership (4)
May 15 2008 - 3:40PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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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
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1. Name and Address of Reporting Person
*
HOMCY CHARLES J
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2. Issuer Name
and
Ticker or Trading Symbol
MILLENNIUM PHARMACEUTICALS INC
[
MLNM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
PORTOLA PHARMACEUTICALS, INC., 270 E. GRAND AVENUE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/14/2008
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(Street)
SOUTH SAN FRANCISCO, CA 94080
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee stock option (right to buy)
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$6.73
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5/14/2008
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D
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98730
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(1)
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5/25/2009
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Common Stock
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98730
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$0
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0
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D
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Employee stock option (right to buy)
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$13.01
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5/14/2008
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D
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59238
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(1)
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1/28/2010
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Common Stock
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59238
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$0
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0
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D
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Employee stock option (right to buy)
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$22.16
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5/14/2008
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D
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34555
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(1)
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4/3/2011
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Common Stock
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34555
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$0
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0
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D
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Employee stock option (right to buy)
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$19.49
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5/14/2008
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D
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33333
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(1)
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2/27/2012
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Common Stock
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33333
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$0
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0
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D
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Employee stock option (right to buy)
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$22.04
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5/14/2008
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D
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33333
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(1)
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3/27/2012
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Common Stock
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33333
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$0
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0
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D
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Employee stock option (right to buy)
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$18.42
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5/14/2008
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D
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33333
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(1)
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4/26/2012
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Common Stock
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33333
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$0
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0
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D
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Employee stock option (right to buy)
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$7.99
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5/14/2008
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D
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9434
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(1)
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10/17/2012
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Common Stock
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9434
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$0
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0
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D
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Employee stock option (right to buy)
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$8.27
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5/14/2008
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D
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9434
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(1)
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11/15/2012
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Common Stock
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9434
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$0
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0
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D
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Employee stock option (right to buy)
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$9.35
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5/14/2008
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D
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9434
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(1)
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12/17/2012
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Common Stock
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9434
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$0
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0
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D
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Employee stock option (right to buy)
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$6.88
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5/14/2008
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D
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13021
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(1)
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2/26/2013
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Common Stock
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13021
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$0
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0
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D
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Employee stock option (right to buy)
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$14.68
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5/14/2008
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D
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13021
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(1)
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9/2/2013
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Common Stock
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13021
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$0
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0
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D
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Stock option (right to buy)
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$15.20
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5/14/2008
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D
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2500
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(1)
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6/1/2014
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Common Stock
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2500
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$0
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0
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D
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Stock option (right to buy)
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$13.28
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5/14/2008
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D
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2500
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(1)
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7/1/2014
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Common Stock
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2500
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$0
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0
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D
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Stock option (right to buy)
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$8.70
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5/14/2008
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D
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5000
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(1)
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5/1/2015
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Common Stock
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5000
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$0
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0
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D
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Stock option (right to buy)
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$8.33
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5/14/2008
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D
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5000
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(1)
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6/1/2015
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Common Stock
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5000
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$0
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0
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D
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Stock option (right to buy)
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$9.17
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5/14/2008
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D
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5000
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(1)
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7/1/2015
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Common Stock
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5000
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$0
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0
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D
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Stock option (right to buy)
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$8.99
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5/14/2008
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D
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5000
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(1)
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5/1/2016
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Common Stock
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5000
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$0
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0
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D
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Stock option (right to buy)
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$8.36
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5/14/2008
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D
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5000
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(1)
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6/1/2016
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Common Stock
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5000
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$0
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0
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D
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Stock option (right to buy)
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$9.97
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5/14/2008
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D
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5000
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(1)
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7/1/2016
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Common Stock
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5000
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$0
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0
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D
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Stock option (right to buy)
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$10.99
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5/14/2008
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D
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5834
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(1)
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5/1/2017
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Common Stock
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5834
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$0
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0
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D
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Stock option (right to buy)
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$10.87
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5/14/2008
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D
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16666
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(1)
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5/31/2017
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Common Stock
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16666
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$0
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0
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D
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Stock option (right to buy)
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$15.02
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5/14/2008
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D
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2500
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(1)
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5/1/2014
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Common Stock
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2500
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$0
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0
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D
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Restricted stock units
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(2)
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5/14/2008
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D
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5000
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(3)
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(3)
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Common Stock
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5000
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$0
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0
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D
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Explanation of Responses:
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(
1)
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This option was cancelled in the merger (the "Merger") of Mahogany Acquisition Corp. with and into Millennium Pharmaceuticals, Inc. ("Millennium") in exchange for a cash payment per underlying share equal to the difference between the exercise price and $25.00.
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(
2)
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Each restricted stock unit represents a contingent right to receive one share of Millennium common stock.
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(
3)
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Each restricted stock unit award was cancelled in the Merger in exchange for $25.00 per share of Millennium common stock underlying the restricted stock unit award.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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HOMCY CHARLES J
PORTOLA PHARMACEUTICALS, INC.
270 E. GRAND AVENUE
SOUTH SAN FRANCISCO, CA 94080
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X
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Signatures
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Joel S. Goldberg, Attorney-In-Fact
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5/15/2008
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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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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