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* Prism Venture Partners V L P (Last) (First) (Middle) 117 KENDRICK STREET SUITE 200 (Street) NEEDHAM MA 02494 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Trius Therapeutics Inc [ TSRX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/06/2010
	4. 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 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	08/06/2010		C		1,198,378	A	(1)	1,198,378	D(2)(3)(4)
Common Stock	08/06/2010		C		565,817	A	$4.38	1,764,195	D(3)(4)(5)
Common Stock	08/06/2010		P		1,194,035	A	$5	2,958,230	D(3)(4)(6)

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
Series A-2 Preferred Stock	(1)	08/06/2010		C			6,909,092	(1)	(1)	Common Stock	6,909,092	$0	0	D(3)(4)(7)
Series B Preferred Stock	(1)	08/06/2010		C			3,396,970	(1)	(1)	Common Stock	3,396,970	$0	0	D(3)(4)(8)

1. Name and Address of Reporting Person* Prism Venture Partners V L P (Last) (First) (Middle) 117 KENDRICK STREET SUITE 200 (Street) NEEDHAM MA 02494 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Prism Venture Partners V-A LP (Last) (First) (Middle) 117 KENDRICK STREET SUITE 200 (Street) NEEDHAM MA 02494 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Upon the closing of the Issuer's initial public offering, each 8.6 shares of the Series A-2 Preferred Stock and Series B Preferred Stock automatically converted into one share of Common Stock for no additional consideration. Such preferred shares had no expiration date.

2. 823,406 shares are held of record by Prism Venture Partners V, L.P. ("PVP V") and 374,972 shares are held of record by Prism Venture Partners V-A, L.P. ("PVP V-A").

3. By virtue of their relationship as affiliated entities, whose controlling entities have overlapping individual controlling persons, each of the reporting persons may be deemed to share the power to direct the disposition and vote of the shares held of record by the other reporting person. Each reporting person expressly disclaims beneficial ownership of all shares of Common Stock held by the reporting persons except to the extent of its actual pecuniary interest therein.

4. Decisions by Prism Venture Partners, LLC ("PVP LLC"), the general partner of Prism Investment Partners V, L.P., the entity serving as the general partner of PVP V and PVP V-A, are generally made by the vote of three individual managing members - James A. Counihan ("Counihan"), Brendan O'Leary ("O'Leary") and Steven J. Benson ("Benson" and together with Counihan and O'Leary, the "Managing Members"). The Managing Members share voting and investment authority over the shares held by PVP V and PVP V-A. No individual Managing Member of PVP LLC has the power alone to direct the voting or disposition of the shares, and no Managing Member has the power to prevent the voting or disposition of such shares over his objection. Each of Counihan, O'Leary, and Benson disclaim the beneficial ownership of the shares held by PVP V and PVP V-A except to the extent of his pecuniary interest therein.

5. 388,773 shares are held of record by PVP V and 177,044 shares are held of record by PVP V-A. The common stock was acquired upon conversion of a secured convertible promissory note exempt from the definition of derivative security, because its conversion ratio did not become fixed until automatic conversion at the time of the closing of the Issuer's initial public offering.

6. 820,421 shares are held of record by PVP V and 373,614 shares are held of record by PVP V-A. The shares were purchased in the Issuer's initial public offering.

7. 4,747,237 shares of Series A-2 Preferred Stock held by PVP V were converted into 552,004 shares of Common Stock. 2,161,855 shares of Series A-2 Preferred Stock held by PVP V-A were converted into 251,378 shares of Common Stock.

8. 2,334,058 share of Series B Preferred Stock held by PVP V were converted into 271,402 shares of Common Stock. 1,062,912 shares of Series B Preferred Stock held by PVP V-A were converted into 123,594 shares of Common Stock.

Remarks:

	/s/ Alyssa Scaparotti as Attorney-in-Fact on behalf of Brendan O'Leary, Managing Member of PVP LLC, the general partner of Prism Investment Partners V, L.P., the general partner of PVP V	08/10/2010
	/s/ Alyssa Scaparotti as Attorney-in-Fact on behalf of Brendan O'Leary, Managing Member of PVP LLC, the general partner of Prism Investment Partners V, L.P., the general partner of PVP V-A	08/10/2010
	** Signature of Reporting Person	Date
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