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SEC FORM 4/A SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Flynn James E
(Last) (First) (Middle)
780 THIRD AVENUE
37TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DYNAVAX TECHNOLOGIES CORP [ DVAX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/18/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
07/20/2007 		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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Warrants(1)(2) $5.13 07/18/2007 P 392,750 07/18/2007 01/18/2013 Common Stock, par value $.001 392,750 $0 392,750 I Through Deerfield Private Design Fund, L.P.(4)
Warrants(1)(2) $5.13 07/18/2007 P 649,000 07/18/2007 01/18/2013 Common Stock, par value $.001 649,000 $0 649,000 I Through Deerfield Private Design International, L.P.(4)
Warrants(1)(2) $5.13 07/18/2007 P 76,625 07/18/2007 01/18/2013 Common Stock, par value $.001 76,625 $0 76,625 I Through Deerfield Special Situations Fund, L.P.(3)
Warrants(1)(2) $5.13 07/18/2007 P 131,625 07/18/2007 01/18/2013 Common Stock, par value $.001 131,625 $0 131,625 I Through Deerfield Special Situations International Limited(4)
1. Name and Address of Reporting Person*
Flynn James E
(Last) (First) (Middle)
780 THIRD AVENUE
37TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
1. Name and Address of Reporting Person*
DEERFIELD CAPITAL LP
(Last) (First) (Middle)
780 THIRD AVENUE
37TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Deerfield Special Situations Fund, L.P.
(Last) (First) (Middle)
780 3RD AVENUE
37TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
1. Name and Address of Reporting Person*
DEERFIELD MANAGEMENT CO /NY
(Last) (First) (Middle)
780 THIRD AVENUE, 37TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Deerfield Special Situations Fund International LTD
(Last) (First) (Middle)
C/O HEMISPHERE MANAGEMENT (B.V.I.)
COLUMBUS CENTRE, P.O. BOX 3460
(Street)
ROAD TOWN, TORTOLA D8 -
(City) (State) (Zip)
1. Name and Address of Reporting Person*
DEERFIELD PRIVATE DESIGAN FUND L P
(Last) (First) (Middle)
780 3RD AVE 37TH FL
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Deerfield Private Design International, L.P.
(Last) (First) (Middle)
780 THIRD AVENUE, 37TH FLOOR
(Street)
NEW YORK NY 10017
(City) (State) (Zip)
Explanation of Responses:
1. This Form 4/A is being filed to amend the Form 4 filed by the Reporting Persons on July 20, 2007 to add Deerfield Private Design International, L.P. as a Reporting Person.
2. This Form 4 is being filed by James E. Flynn and by the entities listed on the Joint Filer Information Statement attached hereto (the "Reporting Persons").
3. Deerfield Capital, L.P. is the general partner of Deerfield Special Situations Fund, L.P. James E. Flynn is the managing member of the general partner of Deerfield Capital, L.P. In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Deerfield Special Situations Fund, L.P. is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
4. Deerfield Management Company, L.P. is the investment manager of Deerfield Private Design Fund, L.P., Deerfield Private Design International, L.P. and Deerfield Special Situations Fund International Limited (the "Funds"). James E. Flynn is the managing member of the general partner of Deerfield Management Company, L.P. In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by the Funds is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
Remarks:
Power of Attorney Exhibit 24
/s/ Darren Levine, Authorized Signatory 07/23/2007
** 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 Number.
                             Joint Filer Information

Names:                        Deerfield Capital L.P., Deerfield Private Design
                              Fund, L.P., Deerfield Private Design
                              International, L.P., Deerfield Special Situations
                              Fund, L.P., Deerfield Management Company, L.P.,
                              Deerfield Special Situations Fund International
                              Limited

Address:                      Deerfield Capital, L.P., Deerfield Special
                              Situations Fund, L.P., Deerfield Management
                              Company, L.P., Deerfield Private Design Fund,
                              L.P., Deerfield Private Design International, L.P.
                              780 Third Avenue, 37th Floor
                              New York, NY 10017

                              Deerfield Special Situations Fund International
                              Limited c/o Hemisphere Management (B.V.I.) Limited
                              Bison Court, Columbus Centre, P.O. Box 3460
                              Road Town, Tortola
                              British Virgin Islands

Designated Filer:             James E. Flynn

Issuer and Ticker Symbol:     Dynavax Technologies Corp. [DVAX]

Date of Earliest Transaction
to be Reported:               July 18, 2007

The undersigned, Deerfield Capital, L.P., Deerfield Private Design Fund, L.P.,
Deerfield Private Design International, L.P., Deerfield Special Situations Fund,
L.P., Deerfield Management Company, L.P. and Deerfield Special Situations Fund
International Limited are jointly filing the attached Statement of Changes In
Beneficial Ownership on Form 4 with James E. Flynn with respect to the
beneficial ownership of securities of Dynavax Technologies Corporation


Signatures:

DEERFIELD CAPITAL, L.P.

By: J.E. Flynn Capital LLC, General Partner


By: /s/ Darren Levine
    -----------------------------------
    Darren Levine, Authorized Signatory


DEERFIELD SPECIAL SITUATIONS FUND, L.P.

By: Deerfield Capital, L.P.

By:  J.E. Flynn Capital LLC, General Partner


By: /s/ Darren Levine
    -----------------------------------
    Darren Levine, Authorized Signatory



DEERFIELD MANAGEMENT COMPANY, L.P.

By: Flynn Management LLC, General Partner


By: /s/ Darren Levine
    -----------------------------------
    Darren Levine, Authorized Signatory


DEERFIELD SPECIAL SITUATIONS FUND INTERNATIONAL LIMITED

By: Deerfield Management Company

By: Flynn Management LLC, General Partner


By: /s/ Darren Levine
    -----------------------------------
    Darren Levine, Authorized Signatory


DEERFIELD PRIVATE DESIGN FUND, L.P.

By: Deerfield Management Company

By: Flynn Management LLC, General Partner


By: /s/ Darren Levine
    -----------------------------------
    Darren Levine, Authorized Signatory


DEERFIELD PRIVATE DESIGN INTERNATIONAL, L.P.

By: Deerfield Management Company

By: Flynn Management LLC,
    General Partner


By: /s/ Darren Levine
    -----------------------------------
    Darren Levine, Authorized Signatory