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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

1. Name and Address of Reporting Person^*

Strobeck Matthew

(Last)

(First)

(Middle)

C/O METABOLIX, INC.

21 ERIE STREET

(Street)

CAMBRIDGE

02139

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
METABOLIX, INC. [ MBLX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2014

4. 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 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	08/22/2014		P		3,800,000⁽¹⁾⁽⁷⁾	A	⁽¹⁾	4,505,000	D
Common Stock	08/22/2014		P		2,000,000⁽²⁾⁽⁷⁾	A	⁽²⁾	2,000,000	I	Owned by Birchview Fund LLC⁽²⁾
Common Stock	08/22/2014		P		50,000⁽³⁾⁽⁷⁾	A	⁽³⁾	50,000	I	Owned as custodian⁽³⁾
Common Stock	08/22/2014		P		50,000⁽⁴⁾⁽⁷⁾	A	⁽⁴⁾	50,000	I	Owned as custodian⁽⁴⁾
Common Stock	08/22/2014		P		50,000⁽⁵⁾⁽⁷⁾	A	⁽⁵⁾	50,000	I	Owned as custodian⁽⁵⁾
Common Stock	08/22/2014		P		50,000⁽⁶⁾⁽⁷⁾	A	⁽⁶⁾	50,000	I	Owned as custodian⁽⁶⁾
Common Stock								89,695	I	By spouse as custodian UGMA for children⁽⁸⁾
Common Stock								40,919	I	As trustee⁽⁹⁾

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 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series B Convertible Preferred Stock	⁽¹⁰⁾	08/22/2014		P		3,800⁽¹⁾⁽⁷⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	3,800,000⁽¹⁰⁾	⁽¹⁾	3,800	D
Series B Convertible Preferred Stock	⁽¹⁰⁾	08/22/2014		P		2,000⁽²⁾⁽⁷⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	2,000,000⁽¹⁰⁾	⁽²⁾	2,000	I	Owned by Birchview Fund LLC⁽²⁾
Series B Convertible Preferred Stock	⁽¹⁰⁾	08/22/2014		P		50⁽³⁾⁽⁷⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	50,000⁽¹⁰⁾	⁽³⁾	50	I	Owned as custodian⁽³⁾
Series B Convertible Preferred Stock	⁽¹⁰⁾	08/22/2014		P		50⁽⁴⁾⁽⁷⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	50,000⁽¹⁰⁾	⁽⁴⁾	50	I	Owned as custodian⁽⁴⁾
Series B Convertible Preferred Stock	⁽¹⁰⁾	08/22/2014		P		50⁽⁵⁾⁽⁷⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	50,000⁽¹⁰⁾	⁽⁵⁾	50	I	Owned as custodian⁽⁵⁾
Series B Convertible Preferred Stock	⁽¹⁰⁾	08/22/2014		P		50⁽⁶⁾⁽⁷⁾		⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	50,000⁽¹⁰⁾	⁽⁶⁾	50	I	Owned as custodian⁽⁶⁾

Explanation of Responses:

1. The reported securities are included within 3,800,000 units of Issuer securities (the "Units") purchased by the reporting person for $0.50 per Unit pursuant to a Securities Purchase Agreement, dated August 4, 2014 by and among the Issuer and certain other qualified institutional and individual investors (the "Purchase Agreement").

2. The reported securities are included within 2,000,000 Units purchased by the reporting person for $0.50 per Unit pursuant to the Purchase Agreement and held by the reporting person's child. Mr. Strobeck is the sole member of Birchview Capital GP, LLC (the "GP"), the general partner of Birchview Capital, LP (the "Investment Manager"), which is the investment Manager of Birchview Fund, LLC (the "Fund") and the sole member of Birchview Partners, LLC (the "Manager"), which is a member of the Fund. Mr. Strobeck disclaims Section 16 beneficial ownership of the shares of Common Stock and Series B Convertible Preferred Stock, par value $0.01 per share (the "Series B Preferred Stock") held by the Fund (collectively, the "Fund Shares") and this report shall not be deemed an admission that such reporting person is the beneficial owner of such Fund Shares, except to the extent of his pecuniary interest, if any, in the Fund Shares by virtue of his membership interest in the GP.

3. The reported securities are included within 50,000 Units purchased by the reporting person for $0.50 per Unit pursuant to the Purchase Agreement and held in an account for a minor child for which the reporting person serves as a custodian. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

4. The reported securities are included within 50,000 Units purchased by the reporting person for $0.50 per Unit pursuant to the Purchase Agreement and held in an account for a minor child for which the reporting person serves as a custodian. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

5. The reported securities are included within 50,000 Units purchased by the reporting person for $0.50 per Unit pursuant to the Purchase Agreement and held in an account for a minor child for which the reporting person serves as a custodian. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

6. The reported securities are included within 50,000 Units purchased by the reporting person for $0.50 per Unit pursuant to the Purchase Agreement and held in an account for a minor child for which the reporting person serves as a custodian. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

7. Each Unit consists of one share of the Issuer's common stock, par value $0.01 per share ("Common Stock") and one one-thousandth (1/1,000) of a share of the Series B Preferred Stock.

8. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

9. These shares are held indirectly by a trust for the benefit of the reporting person's children. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in them.

10. Each share of Preferred Stock will automatically convert into 1,000 shares of Common Stock upon the effectiveness of the filing of an amendment to the Issuer's charter to increase the number of shares of the Issuer's authorized Common Stock to not less than 150,000,000.

	/s/ Sarah P. Cecil, attorney-in-fact	08/26/2014
	** 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).
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