SEC FORM 3

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^*

BAKER BROS ADVISORS LLC

(Last)

(First)

(Middle)

667 MADISON AVENUE 21ST FLOOR

(Street)

NEW YORK

US 10065

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/12/2012

3. Issuer Name and Ticker or Trading Symbol
Ardea Biosciences, Inc./DE [ RDEA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. 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 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	0	I⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	See footnotes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Warrants	06/17/2009	12/18/2013	Common Stock	0⁽¹⁾	$11.14	I	See footnotes⁽²⁾⁽³⁾⁽⁴⁾

Explanation of Responses:

1. Baker Bros. Advisors, LLC ("the Adviser") serves as the Investment Adviser to Baker Brothers Life Sciences, L.P. (direct holder of 4,922,226 shares and 147,292 underlying warrants), 14159, L.P. (direct holder of 116,454 shares and 4,023 underlying warrants), 667, L.P. (direct holder of 1,646,964 shares and 46,195 underlying warrants), Baker Bros. Investments II, L.P. (direct holder of 65,882 shares and 205 underlying warrants), Baker Bros. Investments, L.P. (direct holder of 60,827 shares), and Baker Tisch Investments, L.P. (direct holder of 99,636 shares and 998 underlying warrants)("the Funds"). In connection with the services provided by the Adviser, the Adviser receives an asset-based managment fee that does not confer any pecuniary interest.

2. On April 12, 2012 the Adviser, the Funds, and the general partners of the Funds entered into an amended and restated management agreement which gave the Adviser complete and unlimited discretion and authority with respect to the Fund's investments and voting power over investments. The general partners of the Funds relinquished all discretion and authority with respect to the Fund's investments and voting power over investments.

3. Julian C. Baker and Felix J. Baker each may be deemed to control the Adviser and to indirectly beneficially own the shares beneficially owned by it. Julian C. Baker and Felix J. Baker disclaim beneficial ownership of these securities, except to the extent of their pecuniary interest therein and this report shall not be deemed an admission that Felix J. Baker or Julian C. Baker is the beneficial owner of the above referenced securities for purposes of Section 16 or for any other purpose.

4. The shares over which the Adviser is reporting have already been reported by Felix J. Baker and Julian C. Baker in their own Forms 3 and 4. In the future the Adviser may jointly file Section 16 reports with Julian C. Baker and Felix J. Baker. Felix J. Baker is a Director of the Issuer.

Remarks:

For purposes of Section 16 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), Baker Bros. Advisors, LLC is a director by deputization by virtue of its representation on the Board of Directors of Ardea Biosciences, Inc. The filing of this statement shall not be deemed an admission that the reporting person is the beneficial owner of any securities not held directly for its accounts for purposes of Section 16 of the Exchange Act, or otherwise.

	BAKER BROS. ADVISORS, LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing	04/24/2012
	** 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).
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