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
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Quaker BioVentures II LP
  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   J(1)   529,849 A $ 10 (1) 529,849 D  
Common Stock 08/11/2010   C   1,827,208 A (2) 2,357,057 D  
Common Stock 08/11/2010   C   436,125 A $ 8 (3) 2,793,182 D  
Common Stock 08/11/2010   C   286,116 A (4) 286,116 I By BioAdvance Ventures, L.P. (5)
Common Stock 08/11/2010   C   205,763 A (2) 491,879 I By BioAdvance Ventures, L.P. (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)

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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Quaker BioVentures II LP
C/O QUAKER BIOVENTURES CIRA CENTER
2929 ARCH STREET
PHILADELPHIA, PA 19104
    X    

Signatures

 Quaker BioVentures II, L.P., By: Quaker BioVentures Capital II, L.P., its general partner, By: Quaker BioVentures Capital II, 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) Shares issued upon the closing of the Issuer's initial public offering at the initial public offering price of $10.00 per share.
(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) 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.
(4) 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.
(5) These securities are owned by BioAdvance Ventures, L.P., which is under common control with Quaker BioVentures II, L.P. Quaker BioVentures II, L.P. disclaims beneficial ownership of these securities except to the extent of its proportionate pecuniary interest therein.
(6) The Series B Convertible Preferred Stock Warrants held by the reporting person and BioAdvance Ventures, 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.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.