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* BLACK BEAR OFFSHORE MASTER FUND LP (Last) (First) (Middle) CORPORATE CTR WEST BAY RD PO BOX 31106-SMB (Street) GRAND CAYMAN E9 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/31/2009	3. Issuer Name and Ticker or Trading Symbol AVI BIOPHARMA INC [ AVII ]
		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) 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(1)(2)	9,914,211	D

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Black Bear Offshore Master Fund, L.P. ("Filer") disclaims membership in a group with any other person within the meaning of Rule 13d-5(b)(i) and Rule 16a-1(a)(1) under the Securities Exchange Act of 1934, as amended.

2. Eastbourne Capital Management, L.L.C. is the beneficial owner of more than 10 percent of the outstanding common stock of Avi BioPharma, Inc. Under a Letter Agreement Regarding Board of Director Representation dated as of January 30, 2009, between Eastbourne Capital Management, L.L.C. and Avi BioPharma, Inc., Avi BioPharma, Inc. agreed to take all necessary actions to have one designee of Eastbourne Capital Management, L.L.C. nominated to Avi BioPharma, Inc.'s Board of Directors. Pursuant to this agreement, Dr. Kathleen Behrens currently serves on the Board of Directors of Avi BioPharma, Inc.

	Eric Sippel	06/02/2009
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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