- Statement of Changes in Beneficial Ownership (4)
April 22 2010 - 7:00PM
Edgar (US Regulatory)
FORM 4
[ ]
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
*
Firefly Value Partners, LP
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2. Issuer Name
and
Ticker or Trading Symbol
NEUROBIOLOGICAL TECHNOLOGIES INC /CA/
[
NTII
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
551 FIFTH AVE, 36TH FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/20/2010
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(Street)
NEW YORK, NY 10176
(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)
___ Form filed by One Reporting Person
_
X
_ 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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Common Stock, par value $0.001
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4/20/2010
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P
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6111
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D
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$.075
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2845814
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I
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By FVP Master Fund, L.P.
(1)
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Common Stock, par value $0.001
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4/20/2010
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P
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7847
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D
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$.075
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2333099
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I
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By FVP US-Q, LP
(2)
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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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Explanation of Responses:
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(
1)
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Firefly Value Partners, LP ("Firefly Partners") serves as investment manager to FVP Master Fund, L.P. (the "FVP Master Fund"), the direct owner of the subject securities. FVP GP, LLC ("FVP GP") serves as the general partner of the FVP Master Fund and Firefly Management Company GP, LLC ("Firefly Management") serves as the general partner of Firefly Partners. Messrs. Ryan Heslop and Ariel Warszawski are the managing members of FVP GP and Firefly Management. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934 ("Exchange Act") or for any other purpose.
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(
2)
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Firefly Partners serves as investment manager to FVP US-Q, LP (the "FVP Fund"), the direct owner of the subject securities. FVP GP serves as the general partner of the FVP Fund and Firefly Management serves as the general partner of Firefly Partners. Messrs. Ryan Heslop and Ariel Warszawski are the managing members of FVP GP and Firefly Management. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Exchange Act or for any other purpose.
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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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Firefly Value Partners, LP
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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Firefly Management CO GP, LLC
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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FVP GP, LLC
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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FVP Master Fund LP
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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FVP US-Q LP
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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Warszawski Ariel
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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Heslop Ryan
551 FIFTH AVE, 36TH FLOOR
NEW YORK, NY 10176
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X
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Signatures
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/s/ Ariel Warszawski Ariel Warszawski, for himself, as Managing Member of FVP GP (for itself and as general partner of the FVP Master Fund and the FVP Fund) and of Firefly Management (for itself and as general partners of Firefly Partners)
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4/22/2010
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**
Signature of Reporting Person
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Date
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/s/ Ryan Heslop
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4/22/2010
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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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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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