| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF 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: | 3235-0104 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year)
07/13/2009 | 3. Issuer Name and Ticker or Trading Symbol
MDRNA, Inc.
[MRNA]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable) | Director | | 10% Owner | | X | Officer (give title below) | | Other (specify below) | | Chief Financial Officer |
| 5. If Amendment, Date of Original Filed (Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X | Form filed by One Reporting Person | | Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
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| 1. Title of Security (Instr.
4)
| 2.
Amount of Securities Owned (Instr.
4)
| 3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
| 4. Nature of Indirect Beneficial Ownership (Instr.
5)
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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 Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year)
| 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Excercise Price of Derivative Security
| 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)
| 6. Nature of Indirect Beneficial Ownership (Instr. 5)
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
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| Explanation of Responses: |
| No securities are beneficially owned |
Remarks:
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| /s/Bruce R. York
Attorney in Fact | 07/15/2009 |
| ** 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 5(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).
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| 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. |
MDRNA, INC.
LIMITED POWER OF ATTORNEY SECURITIES LAW COMPLIANCE
The undersigned, as an officer or director of MDRNA, Inc. (the "Company"),
hereby constitutes and appoints J. Michael French, Bruce R. York and Ingrid
Simms the undersigned's true and lawful attorney-in-fact and agent to complete
and execute such Forms 144, Forms 3, 4 and 5 and other forms as such attorney
shall in his or her discretion determine to be required or advisable pursuant to
Rule 144 promulgated under the Securities Act of 1933 (as amended), Section 16
of the Securities Exchange Act of 1934 (as amended) and the rules and
regulations promulgated thereunder, or any successor laws and regulations, as a
consequence of the undersigned's ownership, acquisition or disposition of
securities of the Company, and to do all acts necessary in order to file such
forms with the Securities and Exchange Commission, any securities exchange or
national association, the Company and such other person or agency as the
attorney shall deem appropriate. The undersigned hereby ratifies and confirms
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue hereof.
This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company
unless earlier revoked by the undersigned in a writing delivered to the
foregoing attorneys-in-fact.
This Limited Power of Attorney is executed at Palo Alto, CA, as of the date set
forth below.
/s/ Peter S. Garcia
Signature
Peter S. Garcia
Type or Print Name
Dated: July 10, 2009
Witness:
/s/Ophelia Skiver
Signature
Ophelia Skiver
Type or Print Name
Dated: July 10, 2009