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* HIGHBRIDGE CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 9 WEST 57TH STREET 27TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol OSCIENT PHARMACEUTICALS CORP [ OSCI ]	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) 11/25/2008
	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

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
3.50% Convertible Senior Notes	$13.5	11/25/2008		J(1)(2)			$23,097,000(3)	05/01/2007	04/14/2011	Common Stock	1,710,889(4)	(1)(2)	$0	I(5)	See footnote(5)

1. Name and Address of Reporting Person* HIGHBRIDGE CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 9 WEST 57TH STREET 27TH FLOOR (Street) NEW YORK NY 10019 (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* Highbridge International LLC (Last) (First) (Middle) THE CAYMAN CORPORATE CENTRE, 4TH FLOOR 27 HOSPITAL ROAD (Street) GEOGE TOWN, GRAND CAYMAN E9 (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* Dubin Glenn (Last) (First) (Middle) C/O HIGHBRIDGE CAPITAL MANAGEMENT, LLC 9 WEST 57TH STREET, 27TH FLOOR (Street) NEW YORK NY 10019 (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* Swieca Henry (Last) (First) (Middle) C/O HIGHBRIDGE CAPITAL MANAGEMENT, LLC 9 WEST 57TH STREET, 27TH FLOOR (Street) NEW YORK NY 10019 (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. The issuer consummated a tender offer on November 25, 2008 to exchange each $1,000 principal amount of 3.50% Convertible Senior Notes (the "Existing Notes") that is tendered for (i) $400 principal amount of 12.50% Convertible Guaranteed Senior Notes (the "New Notes") and (ii) 100 shares of common stock par value $0.10 per share, of the issuer (the "Common Stock"). Highbridge International LLC tendered $23,097,000 principal amount of Existing Notes and received in exchange therefor from the issuer $9,238,800 principal amount of New Notes and 2,309,700 shares of Common Stock. Pursuant to an agreement by and between the issuer and Highbridge International LLC effective as of the receipt of the New Notes, Highbridge International LLC cannot convert any of the New Notes until such time as the Reporting Owners would not beneficially own, after any such conversion, more than 9.99% of the outstanding shares of Common Stock (the "Blocker").

2. Following the consummation of the tender offer, the Reporting Owners no longer beneficially own 10% of the issuer's shares of Common Stock.

3. Highbridge International LLC beneficially owned $23,097,000 principal amount of the Existing Notes.

4. 1,710,889 shares of Common Stock were issuable to Highbridge International LLC upon conversion of the Existing Notes.

5. Highbridge Capital Management, LLC is the trading manager of Highbridge International LLC. Glenn Dubin is the Chief Executive Officer of Highbridge Capital Management, LLC. Henry Swieca is the Chief Investment Officer of Highbridge Capital Management, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock to the extent such beneficial ownership exceeds such Reporting Person's pecuniary interest.

Remarks:

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

	HIGHBRIDGE CAPITAL MANAGEMENT, LLC By: /s/ John Oliva, Managing Director	11/28/2008
	** 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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