Edgar Filing: Solexa, Inc.

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Abingworth Management LTD

2. Issuer Name and Ticker or Trading Symbol
Solexa, Inc. [SLXA]

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

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

(Last)

(First)

(Middle)

38 JERMYN STREET

3. Date of Earliest Transaction (Month/Day/Year)
07/12/2005

(Street)

LONDON SW1Y6DN, X0

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/12/2005		P		250,000 ⁽¹⁾	A	$ 4	613,278	I	By Abingworth Bioventures IIA LP
Common Stock	07/12/2005		P		290,978 ⁽²⁾	A	$ 4	1,226,769	I	By Abingworth Bioventures IIIA LP
Common Stock	07/12/2005		P		177,625 ⁽³⁾	A	$ 4	748,869	I	By Abingworth Bioventures IIIB LP
Common Stock	07/12/2005		P		106,399 ⁽⁴⁾	A	$ 4	448,578	I	By Abingworth Bioventures IIIC LP
Common Stock	07/12/2005		P		4,637 ⁽⁵⁾	A	$ 4	19,550	I	By Abingworth Bioventures III Executives LP

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Warrant (right to buy)

$ 5

07/12/2005

125,000

⁽⁶⁾

07/12/2010

Common Stock

125,000

$ 5

125,000

By Abingworth Bioventures IIA LP

Warrant (right to buy)

$ 5

07/12/2005

145,489

⁽⁶⁾

07/12/2010

Common Stock

145,489

$ 5

145,489

By Abingworth Bioventures IIIA LP

Warrant (right to buy)

$ 5

07/12/2005

88,812

⁽⁶⁾

07/12/2010

Common Stock

88,812

$ 5

88,812

By Abingworth Bioventures IIIB LP

Warrant (right to buy)

$ 5

07/12/2005

53,200

⁽⁶⁾

07/12/2010

Common Stock

53,200

$ 5

53,200

By Abingworth Bioventures IIIC LP

Warrant (right to buy)

$ 5

07/12/2005

2,319

⁽⁶⁾

07/12/2010

Common Stock

2,319

$ 5

2,319

By Abingworth Bioventurres III Execuitves LP

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Abingworth Management LTD 38 JERMYN STREET LONDON SW1Y6DN, X0		X

Signatures

/s/ James Abell, Director		07/13/2005
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	These shares are owned by Abingworth Bioventures IIA LP of which Abingworth Management Ltd is the Manager
(2)	These shares are owned by Abingworth Bioventures IIIA LP of which Abingworth Management Ltd is the Manager
(3)	These shares are owned by Abingworth Bioventures IIIB LP of which Abingworth Management Ltd is the Manager
(4)	These shares are owned by Abingworth Bioventures IIIC LP of which Abingworth Management Ltd is the Manager
(5)	These shares are owned by Abingworth Bioventures III Execuitves LP of which Abingworth Management Ltd is the Manager
(6)	Warrants are exercisable 180 days from the transaction close date of July 12, 2005.

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