SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Boxer Capital, LLC (Last) (First) (Middle) 445 MARINE VIEW AVENUE SUITE 100 (Street) DEL MAR CA 92014 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/08/2009	3. Issuer Name and Ticker or Trading Symbol Somaxon Pharmaceuticals, Inc. [ SOMX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Member of 13(d) group	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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 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)
Common Stock	1,471,489(1)(2)	D(2)
Common Stock	305,106(1)(3)	D

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant (right to buy)	07/08/2009	07/08/2016	Common Stock	971,489(1)(2)	$1.155	D(2)
Warrant (right to buy)	07/08/2009	07/08/2016	Common Stock	305,106(1)(3)	$1.155	D

1. Name and Address of Reporting Person* Boxer Capital, LLC (Last) (First) (Middle) 445 MARINE VIEW AVENUE SUITE 100 (Street) DEL MAR CA 92014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 13(d) group

1. Name and Address of Reporting Person* Boxer Asset Management Inc. (Last) (First) (Middle) C/O CAY HOUSE P.O. BOX N-7776 E.P. TAYLOR DRIVE LYFORD CAY (Street) NEW PROVIDENCE C5 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 13(d) group

1. Name and Address of Reporting Person* LEWIS JOSEPH (Last) (First) (Middle) C/O CAY HOUSE P.O. BOX N-7776 E.P. TAYLOR DRIVE LYFORD CAY (Street) NEW PROVIDENCE C5 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 13(d) group

1. Name and Address of Reporting Person* MVA Investors, LLC (Last) (First) (Middle) 445 MARINE VIEW AVENUE SUITE 100 (Street) DEL MAR CA 92014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of 13(d) group

Explanation of Responses:

1. Boxer Capital, LLC ("Boxer Capital"), Boxer Asset Management Inc. ("Boxer Management"), Joseph Lewis and MVA Investors, LLC ("MVA") (together with Boxer Capital and Boxer Management, and Joseph Lewis, the "Reporting Persons") are members of a group under Section 13(d) of the Exchange Act of 1934 as described in a Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on July 17, 2009.

2. Boxer Capital directly owns, and Boxer Management and Joseph Lewis indirectly own, these shares and warrants.

3. MVA is the sole beneficial owner of these shares and warrants.

	/s/ Christopher Fuglesang, For: BOXER CAPITAL, LLC	07/17/2009
	/s/ Jefferson R. Voss, For: BOXER ASSET MANAGEMENT INC.	07/17/2009
	/s/ Joseph Lewis, Individually	07/17/2009
	/s/ Neil Reisman, For: MVA INVESTORS, LLC	07/17/2009
	** 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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