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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(Print or Type Responses)
1. Name and Address of Reporting Person *
HIGHBRIDGE CAPITAL MANAGEMENT LLC
   2. Issuer Name and Ticker or Trading Symbol
OSCIENT PHARMACEUTICALS CORP [OSCI] 		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)
9 WEST 57TH STREET, 27TH FLOOR		 3. Date of Earliest Transaction (Month/Day/Year)
11/25/2008
(Street)

NEW YORK, NY 10019		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
3.50% Convertible Senior Notes $ 13.5 11/25/2008   J(1)(2)     $ 23,097,000 (3) 05/01/2007 04/14/2011 Common Stock 1,710,889 (4) (1) (2) $ 0 I (5) See footnote (5)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HIGHBRIDGE CAPITAL MANAGEMENT LLC
9 WEST 57TH STREET
27TH FLOOR
NEW YORK, NY 10019		     X    
Highbridge International LLC
THE CAYMAN CORPORATE CENTRE, 4TH FLOOR
27 HOSPITAL ROAD
GEOGE TOWN, GRAND CAYMAN, E9 		     X    
Dubin Glenn
C/O HIGHBRIDGE CAPITAL MANAGEMENT, LLC
9 WEST 57TH STREET, 27TH FLOOR
NEW YORK, NY 10019		     X    
Swieca Henry
C/O HIGHBRIDGE CAPITAL MANAGEMENT, LLC
9 WEST 57TH STREET, 27TH FLOOR
NEW YORK, NY 10019		     X    

Signatures

 HIGHBRIDGE CAPITAL MANAGEMENT, LLC By: /s/ John Oliva, Managing Director   11/28/2008
**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) The issuer consummated a tender offer on November 25, 2008 to exchange each $1,000 principal amount of 3.50% Convertible Senior Notes (the "Existing Notes") that is tendered for (i) $400 principal amount of 12.50% Convertible Guaranteed Senior Notes (the "New Notes") and (ii) 100 shares of common stock par value $0.10 per share, of the issuer (the "Common Stock"). Highbridge International LLC tendered $23,097,000 principal amount of Existing Notes and received in exchange therefor from the issuer $9,238,800 principal amount of New Notes and 2,309,700 shares of Common Stock. Pursuant to an agreement by and between the issuer and Highbridge International LLC effective as of the receipt of the New Notes, Highbridge International LLC cannot convert any of the New Notes until such time as the Reporting Owners would not beneficially own, after any such conversion, more than 9.99% of the outstanding shares of Common Stock (the "Blocker").
(2) Following the consummation of the tender offer, the Reporting Owners no longer beneficially own 10% of the issuer's shares of Common Stock.
(3) Highbridge International LLC beneficially owned $23,097,000 principal amount of the Existing Notes.
(4) 1,710,889 shares of Common Stock were issuable to Highbridge International LLC upon conversion of the Existing Notes.
(5) Highbridge Capital Management, LLC is the trading manager of Highbridge International LLC. Glenn Dubin is the Chief Executive Officer of Highbridge Capital Management, LLC. Henry Swieca is the Chief Investment Officer of Highbridge Capital Management, LLC. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock to the extent such beneficial ownership exceeds such Reporting Person's pecuniary interest.
 
Remarks:
**  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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