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 *

Powers Linda F
2. Issuer Name and Ticker or Trading Symbol

NORTHWEST BIOTHERAPEUTICS INC [ NWBT ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

7600 WISCONSIN AVENUE, 7TH FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

8/19/2008
(Street)

BETHESDA, MD 20814
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 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

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
Promissory Note   (1) $1.75   8/19/2008        $60000.00       2/19/2009   (2) 2/19/2009   (2) Common Stock   34286     (1) $60000.00   I   By Fund   (3)

Explanation of Responses:
( 1)  On August 19, 2008 Toucan Partners, LLC ("Toucan Partners") loaned $1,000,000 to the Issuer pursuant to a Loan Agreement and Promissory Note (the "Note"). Pursuant to the terms of the Note, on the maturity of the Note, up to $60,000 of the accrued interest on the Note shall be convertible at the option of Toucan Partners into common stock of the Issuer at the price of $1.75 per share.
( 2)  The Note matures on February 19, 2009 or, if earlier, upon a default by the Issuer under the Note. In accordance with the terms of the Note, Toucan Partners may convert up to $60,000 of accrued interest at the time of maturity.
( 3)  Consists of securities held of record by Toucan Partners, LLC. Linda Powers is the managing member of Toucan Partners and Linda Powers and Robert Hemphill, Jr. are each members Toucan Partners and, as a result, Ms. Powers and Mr. Hemphill may be deemed to beneficially own the securities reported herein. Each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of his, her or its respective pecuniary interests therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Powers Linda F
7600 WISCONSIN AVENUE
7TH FLOOR
BETHESDA, MD 20814
X X

Hemphill Robert F Jr.
7500 WISCONSIN AVENUE
7TH FLOOR
BETHESDA, MD 20814

X

Toucan Partners, LLC
7600 WISCONSIN AVENUE
SUITE 700
BETHESDA, MD 20814

X


Signatures
/s/ Darren DeStefano, attorney-in-fact 8/21/2008
** Signature of Reporting Person Date

Darren DeStefano, attorney-in-fact 8/21/2009
** Signature of Reporting Person Date

Darren DeStefano, attorney-in-fact 8/21/2008
** 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).
** 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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