Edgar Filing: IPC The Hospitalist Company, Inc.

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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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

BANK OF AMERICA VENTURES

2. Issuer Name and Ticker or Trading Symbol
IPC The Hospitalist Company, Inc. [IPCM]

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)

C/O SCALE MANAGEMENT, LLC, 950 TOWER LANE, SUITE 700

3. Date of Earliest Transaction (Month/Day/Year)
01/24/2008

(Street)

FOSTER CITY, CA 94404

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)
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	01/30/2008		C		2,830,086	A	⁽¹⁾	2,830,086 ⁽²⁾	D ⁽³⁾ ⁽⁴⁾
Common Stock	01/30/2008		S		763,213	D	$ 14.88	2,066,873	D ⁽³⁾ ⁽⁴⁾
Common Stock	01/30/2008		C		499,427	A	⁽¹⁾	499,427 ⁽²⁾	D ⁽⁴⁾ ⁽⁵⁾
Common Stock	01/30/2008		S		134,685	D	$ 14.88	364,742	D ⁽⁴⁾ ⁽⁵⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (9-02)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Warrants (right to buy)

$ 0.842

01/24/2008

504,751

12/15/2000

04/07/2008

Series C Convertible Preferred Stock

504,751

$ 0

D ⁽³⁾ ⁽⁴⁾

Warrants (right to buy)

$ 0.842

01/24/2008

89,073

12/15/2000

04/07/2008

Series C Convertible Preferred Stock

89,073

$ 0

D ⁽⁴⁾ ⁽⁵⁾

Warrants (right to buy)

$ 0.842

01/24/2008

1,615,202

10/07/2002

04/07/2008

Series D Convertible Preferred Stock

1,615,202

$ 0

D ⁽³⁾ ⁽⁴⁾

Warrants (right to buy)

$ 0.842

01/24/2008

285,036

10/07/2002

04/07/2008

Series D Convertible Preferred Stock

285,036

$ 0

D ⁽⁴⁾ ⁽⁵⁾

Series C Convertible Preferred Stock

⁽⁶⁾

01/24/2008

504,751

⁽⁶⁾

Common Stock

504,751

$ 0

3,063,906

D ⁽³⁾ ⁽⁴⁾

Series C Convertible Preferred Stock

⁽⁶⁾

01/24/2008

170,000

⁽⁶⁾

Common Stock

170,000

$ 0

2,893,906

D ⁽³⁾ ⁽⁴⁾

Series C Convertible Preferred Stock

⁽⁶⁾

01/24/2008

89,073

⁽⁶⁾

Common Stock

89,073

$ 0

540,688

D ⁽⁴⁾ ⁽⁵⁾

Series C Convertible Preferred Stock

⁽⁶⁾

01/24/2008

30,000

⁽⁶⁾

Common Stock

30,000

$ 0

510,688

D ⁽⁴⁾ ⁽⁵⁾

Series D Convertible Preferred Stock

⁽⁶⁾

01/24/2008

1,615,202

⁽⁶⁾

Common Stock

1,615,202

$ 0

9,691,212

D ⁽³⁾ ⁽⁴⁾

Series D Convertible Preferred Stock

⁽⁶⁾

01/24/2008

544,000

⁽⁶⁾

Common Stock

544,000

$ 0

9,147,212

D ⁽³⁾ ⁽⁴⁾

Series D Convertible Preferred Stock

⁽⁶⁾

01/24/2008

285,036

⁽⁶⁾

Common Stock

285,036

$ 0

1,710,214

D ⁽⁴⁾ ⁽⁵⁾

Series D Convertible Preferred Stock

⁽⁶⁾

01/24/2008

96,000

⁽⁶⁾

Common Stock

96,000

$ 0

1,614,214

D ⁽⁴⁾ ⁽⁵⁾

Series B Convertible Preferred Stock

⁽⁶⁾

01/30/2008

6,071,428

⁽⁶⁾

Common Stock

948,661 ⁽²⁾

$ 0

D ⁽³⁾ ⁽⁴⁾

Series B Convertible Preferred Stock

⁽⁶⁾

01/30/2008

1,071,429

⁽⁶⁾

Common Stock

167,411 ⁽²⁾

$ 0

D ⁽⁴⁾ ⁽⁵⁾

Series C Convertible Preferred Stock

⁽⁶⁾

01/30/2008

2,893,906

⁽⁶⁾

Common Stock

452,173 ⁽²⁾

$ 0

D ⁽³⁾ ⁽⁴⁾

Series C Convertible Preferred Stock

⁽⁶⁾

01/30/2008

510,688

⁽⁶⁾

Common Stock

79,795 ⁽²⁾

$ 0

D ⁽⁴⁾ ⁽⁵⁾

Series D Convertible Preferred Stock

⁽⁶⁾

01/30/2008

9,147,212

⁽⁶⁾

Common Stock

1,429,252 ⁽²⁾

$ 0

D ⁽³⁾ ⁽⁴⁾

Series D Convertible Preferred Stock

⁽⁶⁾

01/30/2008

1,614,214

⁽⁶⁾

Common Stock

252,221 ⁽²⁾

$ 0

D ⁽⁴⁾ ⁽⁵⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BANK OF AMERICA VENTURES C/O SCALE MANAGEMENT, LLC 950 TOWER LANE, SUITE 700 FOSTER CITY, CA 94404		X
BANKAMERICA INVESTMENT CORP C/O SCALE MANAGEMENT, LLC 950 TOWER LANE, SUITE 700 FOSTER CITY, CA 94404		X
BANK OF AMERICA CORP /DE/ BANK OF AMERICA CORPORATE CENTER 100 N TRYON STREET CHARLOTTE, NC 28255		X

Signatures

/s/ Mark J. Brooks, attorney-in-fact		02/01/2008
^**Signature of Reporting Person		Date
/s/ Mark J. Brooks, attorney-in-fact		02/01/2008
^**Signature of Reporting Person		Date
/s/ Mark J. Brooks, attorney-in-fact		02/01/2008
^**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)	Upon the closing of the issuer's initial public offering, the convertible preferred stock converted into shares of the issuer's common stock on a 6.4-for-1 basis, and had no expiration date.
(2)	Reflects 1-for-6.4 reverse stock split which became effective on January 11, 2008.
(3)	The shares are held of record by Bank of America Ventures ("BAV"). Bank of America Corporation ("BAC") is the parent of BAV.
(4)	Under the terms of an investment management agreement between Scale Management, LLC ("Scale"), BAC, BAV and BAIC, Scale manages the investments of the securities of the issuer of held of record by BAV and BAIC and therefore may be deemed to have beneficial ownership of the securities of the shares held by BAV and BAIC. Scale disclaims beneficial ownership of all securities of the issuer held of record by BAV and BAIC. BAV and BAIC, as applicable, share dispositive power over such securities of the issuer with Scale. BAC, as the parent of BAV and BAIC, may also be deemed to share dispositive power over the securities of the issuer held of record by BAV and BAIC as a result of certain approval rights with respect to such securities.
(5)	The shares are held of record by BankAmerica Investment Corporation ("BAIC"). BAC is the parent of BAIC.
(6)	The convertible preferred stock is convertible at any time at the holder's election and has no expiration date. The shares automatically converted into shares of the issuer's common stock immediately prior to the issuer's initial public offering on a 6.4-for-1 basis.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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