UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
(AMENDMENT NO. 1)*
MOMENTA PHARMACEUTICALS, INC.
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(Name of Issuer)
COMMON STOCK, $.0001 Par Value
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(Title of Class of Securities)
60877 T 10 0
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(CUSIP Number)
DECEMBER 31, 2005
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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)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
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 ("Act") 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).
Schedule 13G
Item 1(a) Name of Issuer:
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Momenta Pharmaceuticals, Inc. (the "Issuer")
Item 1(b) Address of Issuer's Principal Executive Offices:
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675 West Kendall Street, Cambridge, MA 02142.
Item 2(a) Name of Person Filing:
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Farah A. Ebrahimi (the "Reporting Person").
Item 2(b) Address of Principal Business Office or, if None, Residence:
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205 Newbury Street, Boston, MA 02116.
Item 2(c) Citizenship:
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United States
Item 2(d) Title of Class of Securities:
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Common Stock, $.0001 par value per share (the "Common Stock")
Item 2(e) CUSIP Number:
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60877T 10 0
Item 5. Ownership of Five Percent or Less of a Class.
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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 [X].
SIGNATURE
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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.
Dated: February 13, 2006
*
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Farah A. Ebrahimi
*By: /s/ Nina Ross
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Nina Ross
Attorney In Fact
This Amendment No. 1 to Schedule 13G was executed by Nina Ross pursuant to a
Power of Attorney which is attached hereto as EXHIBIT 1.
EXHIBIT 1
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the person whose signature appears
below hereby constitutes and appoints Nina L. Ross with full power to act
singly, her true and lawful attorney-in-fact, with full power of substitution,
to: (i) sign any and all instruments, certificates and documents that may be
necessary, desirable or appropriate to be executed on behalf of herself as an
individual or in her capacity as a general partner of any partnership, pursuant
to Section 13 or 16 of the Securities Exchange Act of 1934, as amended, and any
and all regulations promulgated thereunder, (ii) sign any notice on Form 144
(including any amendments thereto) to be executed on behalf of herself as an
individual or in her capacity as a general partner of any partnership, pursuant
to Rule 144 of the Securities Act of 1933, (iii) file the same (including any
amendments thereto), with all exhibits thereto, and any other documents in
connection therewith, with the Securities and Exchange Commission, and any stock
exchange or similar authority and (iv) take any other action of any type
whatsoever in connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this power of
attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact's discretion,
granting unto said attorney-in-fact full power and authority to do and perform
each and every act and thing necessary, desirable or appropriate.
The undersigned hereby grants to the attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.
This power of attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to the
attorney-in-fact.
IN WITNESS WHEREOF, this Power of Attorney has been signed as of the
7th day of February, 2006.
/s/ Farah Alexandra Ebrahimi
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Farah Alexandra Ebrahimi