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
X	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* Santel Donald J (Last) (First) (Middle) 2000 SIERRA POINT PKWY, SUITE 600 (Street) BRISBANE CA 94005-1846 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol COTHERIX INC [ CTRX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer
	3. Date of Earliest Transaction (Month/Day/Year) 01/09/2007
	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	01/09/2007		D		72,033	D	$13.5(1)	0	D

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
Stock Option (right to buy)	$0.45	01/09/2007		D			31,309	(2)	07/19/2011	Common Stock	31,309	$13.05	0	D
Stock Option (right to buy)	$0.45	01/09/2007		D			50,499	(3)	07/19/2011	Common Stock	50,499	$13.05	0	D
Stock Option (right to buy)	$0.54	01/09/2007		D			182,579	(4)	11/13/2013	Common Stock	182,579	$12.96	0	D
Stock Option (right to buy)	$5	01/09/2007		D			100,000	(5)	08/29/2014	Common Stock	100,000	$8.5	0	D
Stock Option (right to buy)	$5	01/09/2007		D			150,000	(6)	08/30/2014	Common Stock	150,000	$8.5	0	D
Stock Option (right to buy)	$8.3	01/09/2007		D			12,048	(7)	03/10/2015	Common Stock	12,048	$5.2	0	D
Stock Option (right to buy)	$8.3	01/09/2007		D			187,952	(8)	03/10/2015	Common Stock	187,952	$5.2	0	D
Stock Option (right to buy)	$8.47	01/09/2007		D			3,125	(9)	06/29/2016	Common Stock	3,125	$5.03	0	D
Stock Option (right to buy)	$8.47	01/09/2007		D			146,875	(10)	06/29/2016	Common Stock	146,875	$5.03	0	D

Explanation of Responses:

1. Disposed of pursuant to a merger agreement between issuer and Actelion US Holding Company.

2. This option, which became fully vested on February 15, 2004, was canceled in the merger in exchange for a cash payment of $408,723, representing the merger consideration for the common stock underlying this option.

3. This option, which became fully vested on April 5, 2005, was canceled in the merger in exchange for a cash payment of $659,239, representing the difference between the exercise price of the option and the merger consideration for the common stock underlying this option.

4. This option, which was to become fully vested on October 8, 2007, was canceled in the merger in exchange for a cash payment of $2,365,384, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

5. This option, which was to become fully vested on April 30, 2008, was canceled in the merger in exchange for a cash payment of $850,000, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

6. This option, which was to become fully vested on August 30, 2008, was canceled in the merger in exchange for a cash payment of $1,275,000, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

7. This option, which was to become fully vested on March 11, 2009, was canceled in the merger in exchange for a cash payment of $62,650, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

8. This option, which was to become fully vested on March 11, 2009, was canceled in the merger in exchange for a cash payment of $977,350, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

9. This option, which was to become fully vested on January 1, 2010, was canceled in the merger in exchange for a cash payment of $15,719, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

10. This option, which was to become fully vested on December 1, 2009, was canceled in the merger in exchange for a cash payment of $738,781, representing the difference between the exercise price of the option and the merger consideration for the underlying common stock.

	/s/ Donald J Santel	01/10/2007
	** 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).
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