Ownership Submission
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

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(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
BioAdvance Ventures L P
  2. Issuer Name and Ticker or Trading Symbol
NUPATHE INC. [PATH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O QUAKER BIOVENTURES CIRA CENTER, 2929 ARCH STREET
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2010
(Street)

PHILADELPHIA, PA 19104
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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
Common Stock 08/11/2010   C   286,116 A (1) 286,116 D  
Common Stock 08/11/2010   C   205,763 A (2) 491,879 D  
Common Stock 08/11/2010   J(3)   529,849 A $ 10 (3) 529,849 I By Quaker BioVentures, II, L.P. (4)
Common Stock 08/11/2010   C   1,827,208 A (2) 2,357,057 I By Quaker BioVentures, II, L.P. (4)
Common Stock 08/11/2010   C   436,125 A $ 8 (5) 2,793,182 I By Quaker BioVentures, II, L.P. (4)

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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 Underlying Securities
(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
Series A Convertible Preferred Stock $ 0 (1) 08/11/2010   C     1,792,115   (1)   (1) Common Stock 286,116 $ 0 0 D  
Series B Convertible Preferred Stock $ 0 (2) 08/11/2010   C     1,433,692   (2)   (2) Common Stock 205,763 $ 0 0 D  
Warrant (Right to Buy) $ 7.45             08/20/2009 08/20/2016 Common Stock 3,127 (6)   3,127 D  
Series B Convertible Preferred Stock $ 0 (2) 08/11/2010   C     12,903,226   (2)   (2) Common Stock 1,827,208 $ 0 0 I By Quaker BioVentures, II, L.P. (4)
Warrant (Right to Buy) $ 7.45             08/20/2009 08/20/2016 Common Stock 37,524 (6)   37,524 I By Quaker BioVentures, II, L.P. (4)
Convertible Promissory Note $ 8 08/11/2010   C     $ 3,489,007   (5)   (5) Common Stock 436,125 $ 0 37,524 I By Quaker BioVentures, II, L.P. (4)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BioAdvance Ventures L P
C/O QUAKER BIOVENTURES CIRA CENTER
2929 ARCH STREET
PHILADELPHIA, PA 19104
    X    

Signatures

 BioAdvance Ventures, L.P., By: BioAdvance GP I, L.P., its general partner, By: Quaker BioAdvance Management, L.P., its general partner, By: Quaker BioVentures Management, LLC, its general partner, By: /s/ Richard S. Kollender, Vice President   08/11/2010
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The shares of Series A Convertible Preferred Stock, including all accrued and unpaid dividends thereon, converted automatically into Common Stock, on a 1-for-8.0149 basis, upon the closing of the Issuer's initial public offering, and had no expiration date.
(2) The shares of Series B Convertible Preferred Stock, including all accrued and unpaid dividends thereon, converted automatically into Common Stock, on a 1-for-8.0149 basis, upon the closing of the Issuer's initial public offering, and had no expiration date.
(3) Shares issued upon the closing of the Issuer's initial public offering at the initial public offering price of $10.00 per share.
(4) These securities are owned by Quaker BioVentures II, L.P., which is under common control with BioAdvance Ventures, L.P. BioAdvance Ventures, L.P. disclaims beneficial ownership of these securities except to the extent of its proportionate pecuniary interest therein.
(5) The Convertible Promissory Note, including all accrued and unpaid interest thereon, converted automatically into Common Stock upon the closing of the Issuer's initial public offering.
(6) The Series B Convertible Preferred Stock Warrants held by the reporting person and Quaker BioVentures II, L.P., each previously reported on a Form 3, converted automatically into warrants to purchase shares of Common Stock upon the closing of the Issuer's initial public offering.

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