Edgar Filing: ACURA PHARMACEUTICALS, INC

Ownership Submission

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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â GCE Holdings LLC

2. Date of Event Requiring Statement (Month/Day/Year)
11/09/2005

3. Issuer Name and Ticker or Trading Symbol
ACURA PHARMACEUTICALS, INC [ACUR.OB]

(Last)

(First)

(Middle)

47 HULFISH STREET SUITE 310

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

PRINCETON,Â NJÂ 08542

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 Beneficially Owned

1.Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned
(Instr. 4)

3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

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 Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	11/09/2005	Â ⁽¹⁾	Common Stock	93,951,081	$ ⁽¹⁾	D ⁽²⁾	Â
Series B Convertible Preferred Stock	11/09/2005	Â ⁽³⁾	Common Stock	20,246,507	$ ⁽³⁾	D ⁽²⁾	Â
Series C-1 Convertible Preferred Stock	11/09/2005	Â ⁽⁴⁾	Common Stock	48,833,992	$ ⁽⁴⁾	D ⁽²⁾	Â
Series C-2 Convertible Preferred Stock	11/09/2005	Â ⁽⁵⁾	Common Stock	14,118,114	$ ⁽⁵⁾	D ⁽²⁾	Â
Series C-3 Convertible Preferred Stock	11/09/2005	Â ⁽⁶⁾	Common Stock	79,175,508	$ ⁽⁶⁾	D ⁽²⁾	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GCE Holdings LLC 47 HULFISH STREET SUITE 310 PRINCETON,Â NJÂ 08542	Â	Â X	Â	Â

Signatures

/s/ Dennis Peterson, Attorney-in-fact for Immanuel Thangaraj, its authorized signatory		08/23/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The Series A Convertible Preferred Stock is convertible into Acura Pharmaceuticals, Inc. Common Stock on a 5-for-1 basis and has no expiration date.
(2)	Each of Essex Woodlands Health Ventures V, LLC, as general partner of Essex Woodlands Health Ventures Fund, L.P., a member of the Reporting Person; Care Capital II, LLC, as general partner of each of Care Capital Investments II, L.P. and Care Capital Offshore Investments II, L.P., each of which is a member of the Reporting Person; Claudius, L.L.C., as general partner of each of Galen Partners III, L.P. and Galen Partners International III, L.P., each of which is a member of the Reporting Person; and Wesson Enterprises, Inc., as general partner of Galen Employee Fund III, L.P., a member of the Reporting Person, beneficially owns the reported securities indirectly, but disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
(3)	The Series B Convertible Preferred Stock is convertible into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and has no expiration date.
(4)	The Series C-1 Convertible Preferred Stock is convertible into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and has no expiration date.
(5)	The Series C-2 Convertible Preferred Stock is convertible into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and has no expiration date.
(6)	The Series C-3 Convertible Preferred Stock is convertible into Acura Pharmaceuticals, Inc. Common Stock on a 1-for-1 basis and has no expiration date.

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