BOCK LOUIS C - 3 filing on 2010-04-21

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^*

BAVP, L.P.

(Last)

(First)

(Middle)

950 TOWER LANE, SUITE 700

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/21/2010

3. Issuer Name and Ticker or Trading Symbol
ALIMERA SCIENCES INC [ ALIM ]

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

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)

	Form filed by One Reporting Person
X	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)

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)
Series A Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,562,184	⁽²⁾	D⁽³⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,121,866	⁽⁴⁾	D⁽³⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,153,719	⁽⁵⁾	D⁽³⁾
Series C-1 Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	574,515	⁽⁶⁾	D⁽³⁾

1. Name and Address of Reporting Person^*

BAVP, L.P.

(Last)

(First)

(Middle)

950 TOWER LANE, SUITE 700

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Scale Venture Management I, LLC

(Last)

(First)

(Middle)

950 TOWER LANE, SUITE 700

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BOCK LOUIS C

(Last)

(First)

(Middle)

950 TOWER LANE, SUITE 700

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

MITCHELL KATE

(Last)

(First)

(Middle)

950 TOWER LANE, SUITE 700

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

O'Driscoll Rory

(Last)

(First)

(Middle)

950 TOWER LANE, SUITE 700

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

Explanation of Responses:

1. These securities are preferred stock of the Issuer and do not have an expiration date. These securities will automatically convert into shares of common stock in connection with the Issuer's initial public offering.

2. The shares of Series A Convertible Stock will convert automatically into 1,649,358 shares of Common Stock in connection with the Issuer's initial public offering.

3. The shares are held by BAVP, LP ("BAVP"). The General Partner of BAVP is Scale Venture Management I, LLC ("Scale"). Louis Bock, Kate Mitchell, Rory O'Driscoll and Mark Brooks are managing members of Scale and share voting and investment power with respect to these shares. Each of the managing members of Scale disclaims beneficial ownership with respect to these shares except to the extent of their pecuniary interest therein.

4. Each share of Series B Convertible Preferred Stock will convert automatically into shares of Common Stock on a 1-for-1 basis in connection with the Issuer's initial public offering.

5. Each share of Series C Convertible Preferred Stock will convert automatically into shares of Common Stock on a 1-for-1 basis in connection with the Issuer's initial public offering.

6. Each share of Series C-1 Convertible Preferred Stock will convert automatically into shares of Common Stock on a 1-for-1 basis in connection with the Issuer's initial public offering.

Remarks:

	/s/ BAVP, LP, by: Scale Management I, LLC, its General Partner, by: Mark Brooks, Managing Member	04/21/2010
	/s/ Scale Management I, LLC, by Mark Brooks, Managing Member	04/21/2010
	/s/ Louis C. Bock	04/21/2010
	/s/ Kate Mitchell	04/21/2010
	/s/ Rory O'Driscoll	04/21/2010
	** Signature of Reporting Person	Date
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