SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MORGANROTH JOEL M D (Last) (First) (Middle) C/O ERESEARCHTECHNOLOGY, INC. 30 SOUTH 17TH STREET (Street) PHILADELPHIA PA 19103 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ERESEARCHTECHNOLOGY INC /DE/ [ ERES ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chariman and Chief Scientist
	3. Date of Earliest Transaction (Month/Day/Year) 09/09/2004
	4. If Amendment, Date of 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

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, $.01 par value	09/09/2004		S		45,000	D	$17.9163	1,482,750	D
Common Stock, $.01 par value								2,089,800	I	Three trusts for the benefit of Dr. Morganroth's minor children and pension(1)

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 Securities Underlying Derivative Security (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: 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
Variable Prepaid Forward Contract(2)	(2)(3)							(2)	(2)	Common Stock, $.01 par value	1,125,000(2)		1(2)	I	Three trusts for the benefit of Dr. Morganroth's minor children(4)
Option (Right to Buy)	$22.09							(5)	02/09/2014	Common Stock, $.01 par value	37,500		37,500	D
Option (Right to Buy)	$6.29							(5)	04/22/2013	Common Stock, $.01 par value	90,000		90,000	D
Option (Right to Buy)	$1.69							(5)	12/20/2011	Common Stock, $.01 par value	101,250		101,250	D
Option (Right to Buy)	$0.75							(5)	05/21/2011	Common Stock, $.01 par value	421,875		421,875	D
Option (Right to Buy)	$1.39							(6)	12/01/2009	Common Stock, $.01 par value	168,750		168,750	D
Option (Right to Buy)	$1.13							(6)	02/04/2009	Common Stock, $.01 par value	84,375		84,375	D
Option (Right to Buy)	$1.95							(6)	03/17/2007	Common Stock, $.01 par value	67,500		67,500	D

Explanation of Responses:

1. 64,800 shares are owned by a pension plan directed by and for the benefit of Dr. Morganroth. The remaining 2,025,000 shares are held in three trusts for the benefit of Dr. Morganroth's minor children, of which Dr. Morganroth's spouse serves as trustee and for which Dr. Morganroth disclaims beneficial ownership.

2. On February 9, 2004, three trusts for the benefit of Dr. Morganroth's minor children (see note 4) entered into 10b5-1 plans in the form of variable prepaid forward agreements (the "Agreements") with an unaffiliated securities brokerage firm for an aggregate of 1,125,000 shares of the Company's common stock. The brokerage firm sold an aggregate of 1,125,000 shares of the Company's common stock into the public market in accordance with paragraphs (f) and (g) of Rule 144 under the Securities Act of 1933, as amended. Pursuant to the Agreements, the trusts have agreed to sell the shares for the notional amount of $22.2672 per share, subject to adjustment as described in note 3 below. The trusts have received aggregate upfront cash payments of $21,042,504.

3. Under the Agreements, on February 12, 2009 (the "Settlement Date"), the trusts will be obligated to deliver an aggregate number of shares to the brokerage firm based on the closing price of the common stock on the third business day preceding the Settlement Date (the "Settlement Price"), as follows: (a) if the Settlement Price is less than or equal to $22.2672 (the "Lower Limit"), a delivery of 1,125,000 shares; (b) if the Settlement Price is greater than the Lower Limit but less than $31.1741 (the "Upper Limit"), a delivery of a fraction of the 1,125,000 shares, the numerator of which will be the Lower Limit and the denominator of which will be the Settlement Price; and (c) if the Settlement Price is equal to or greater than the Upper Limit, a delivery of a fraction of the 1,125,000 shares, the numerator of which will be the sum of the Lower Limit plus the excess, if any, of the Settlement Price over the Upper Limit, and the denominator of which will be the Settlement Price.

4. The shares are held by three trusts for the benefit of Dr. Morganroth's minor children, of which Dr. Morganroth's spouse serves as trustee. Dr. Morganroth disclaims beneficial ownership of these shares.

5. Options become exercisable in 4 equal annual installments beginning one year after date of grant and are fully exercisable 6 years prior to expiration.

6. Options become exercisable in 5 equal annual installments beginning one year after date of grant and are fully exercisable 5 years prior to expiration.

Remarks:

	Joel Morganroth	09/10/2004
	** 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 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).
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