SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b),(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 2)
Ardea Biosciences, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
03969P107
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(CUSIP Number)
June 12, 2008
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[_] Rule 13d-1(b)
[X] Rule 13d-1(c)
[_] Rule 13d-1(d)
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The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, SEE the
NOTES).
CUSIP No. 03969P107
---------------------
1. NAME OF REPORTING PERSONS
Dane Andreeff
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
1,227,279
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
1,227,279
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,227,279
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.6%
12. TYPE OF REPORTING PERSON
IN, HC
________________________________________________________________________________
CUSIP No. 03969P107
---------------------
1. NAME OF REPORTING PERSONS
Andreeff Equity Advisors, L.L.C.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
1,227,279
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
1,227,279
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,227,279
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.6%
12. TYPE OF REPORTING PERSON
IA, PN
________________________________________________________________________________
CUSIP No. 03969P107
---------------------
1. NAME OF REPORTING PERSONS
Maple Leaf Capital I, L.L.C.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
676,975
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
676,975
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
676,975
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%
12. TYPE OF REPORTING PERSON
PN, HC
________________________________________________________________________________
CUSIP No. 03969P107
---------------------
Item 1(a). Name of Issuer:
Ardea Biosciences, Inc.
____________________________________________________________________
Item 1(b). Address of Issuer's Principal Executive Offices:
2131 Palomar Airport Road, Suite 300
Carlsbad, CA 92011
____________________________________________________________________
Item 2(a). Name of Persons Filing:
Dane Andreeff
Andreeff Equity Advisors, L.L.C.
Maple Leaf Capital I, L.L.C.
____________________________________________________________________
Item 2(b). Address of Principal Business Office, or if None, Residence:
140 East St. Lucia Lane
Santa Rosa Beach, FL 32459
____________________________________________________________________
Item 2(c). Citizenship:
Dane Andreeff - Canada
Andreeff Equity Advisors, L.L.C. -- Delaware
Maple Leaf Capital I, L.L.C. -- Delaware
____________________________________________________________________
Item 2(d). Title of Class of Securities:
Common Stock
____________________________________________________________________
Item 2(e). CUSIP Number:
03969P107
____________________________________________________________________
Item 3. If this statement is filed pursuant to rule 13d-1(b), or 13d-2(b) or
(c) check whether the person filing is: One of the following
Not applicable.
_______________________________________________________________________
Item 4. Ownership.
The information in items 1 and 5 through 11 on the cover pages (pp. 2-6) to
this Schedule 13G is hereby incorporated by reference.
_______________________________________________________________________
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities check the following [].
_______________________________________________________________________
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
_______________________________________________________________________
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company or Control
Person.
If a parent holding company or Control person has filed this schedule,
pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company or control person has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating
the identification of the relevant subsidiary.
Mr. Andreeff is the Managing Member of Andreeff Equity Advisors, L.L.C.
("AEA") and Maple Leaf Capital I, L.L.C. ("Capital"). AEA is the Investment
Adviser and Capital is the General Partner of the following limited
partnerships, each of which owns less than 5% of the issuer's securities:
(i) Maple Leaf Partners, L.P.
(ii) Maple Leaf Partners I, L.P.
AEA is the Investment Adviser and Mr. Andreeff is the Director of Maple
Leaf Offshore, Ltd., which owns less than 5% of the issuer's securities.
_______________________________________________________________________
Item 8. Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to Section 240.13d-1(b)(1)(ii)
(J), so indicate under Item 3(j) and attach an exhibit stating the identity and
Item 3 classification of each member of the group. If a group has filed this
schedule pursuant to Section 240.13d-1(c) or Section 240.13d-1(d), attach an
exhibit stating the identity of each member of the group.
_______________________________________________________________________
Item 9. Notice of Dissolution of Group.
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity.
______________________________________________________________________
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
August 18, 2008
----------------------------------------
(Date)
/s/ Dane Andreeff
-----------------------------
Dane Andreeff *
ANDREEFF EQUITY ADVISORS, L.L.C.*
By: Dane Andreeff
/s/ Dane Andreeff
-----------------------------
Name: Dane Andreeff
Title: Managing Member
MAPLE LEAF CAPITAL I, L.L.C.*
By: Dane Andreeff
/s/ Dane Andreeff
------------------------------
Name: Dane Andreeff
Title: Managing Member
*The Reporting Persons disclaim beneficial ownership in the shares reported
herein except to the extent of their pecuniary interest therein.
Note. Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
for whom copies are to be sent.
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).