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
                                                                                  
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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(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BURLINGAME ASSET MANAGEMENT, LLC 		2. Issuer Name and Ticker or Trading Symbol

AVIGEN INC DE [ AVGN ] 		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)

1 MARKET STREET, SUITE 3750 		3. Date of Earliest Transaction (MM/DD/YYYY)

9/17/2009
(Street)

SAN FRANCISCO, CA 94105
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price
Common Stock   9/17/2009     P    632   A $1.45   867000   D   (1) (2) (3)  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Represents shares of common stock owned directly by Burlingame Special Opportunities III, LP (the "BSO III Fund"), a Delaware limited partnership.
( 2)  Burlingame Asset Management, LLC ("BAM"), a Delaware limited liability company, is the general partner of the BSO III Fund, and of each of Burlingame Equity Investors, LP ("Domestic Fund"), a Delaware limited partnership, and Burlingame Equity Investors II, LP ("Domestic Fund II"), a Delaware limited partnership, and the investment manager of Burlingame Equity Investors (Offshore) Ltd. ("Offshore Fund"), a Cayman Islands exempted company. The Domestic Fund owns 2,254,724 shares of common stock, Domestic Fund II owns 263,004 shares of common stock, and the Offshore Fund owns 407,047 shares of common stock.
( 3)  BAM, in its capacity as general partner and investment manager, respectively, of the Domestic Fund, Domestic Fund II, BSO III Fund and the Offshore Fund (collectively, the "Funds"), may be deemed to indirectly own the shares of common stock owned by the Funds. Blair E. Sanford, as the controlling person of BAM, may be deemed to indirectly own the shares of common stock owned by BAM. Pursuant to Rule 16a-1(4) promulgated under the Securities Exchange Act of 1934, as amended, each of BAM, Domestic Fund, Dometic Fund II, BSO III Fund, Offshore Fund and Mr. Sanford herein states that the filing of this Form 4 and the statements made herein shall not be deemed an admission that he or it is the beneficial owner of any of the securities covered by this Form.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BURLINGAME ASSET MANAGEMENT, LLC
1 MARKET STREET
SUITE 3750
SAN FRANCISCO, CA 94105
X


Signatures
Blair E. Sanford, Managing Member of Burlingame Asset Management, LLC 9/21/2009
** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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