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, 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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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^*

KINGSLEY ALFRED D

(Last)

(First)

(Middle)

110 E. 59TH STREET

SUITE 3203

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BIOTIME INC [ BTX ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
13D Group-10% Owner

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2004

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 Shares, no par value	01/21/2004		X		259,363 ^{( 1 )}	A	$1.4 ^{( 2 )}	2,148,072 ^{( 1 )} ^{( 3 )}	D
Common Shares, no par value								951,267 ^{( 1 )} ^{( 4 )}	I	By Greenbelt Corp.
Common Shares, no par value								102,093 ^{( 1 )}	I	By Greenway Partners, LP

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)
Subscription Rights	$1.4 ^{( 2 )}	12/22/2003		L	V	128,600		12/10/2003	01/21/2004	Common Shares	16,075	$0.01	0	D
Subscription Rights	$1.4 ^{( 2 )}							12/10/2003	01/21/2004	Warrants	8,037		0	D
Subscription Rights	$1.4 ^{( 2 )}	12/23/2003		L	V	21,600		12/10/2003	01/21/2004	Common Shares	2,700	$0.01	0	D
Subscription Rights	$1.4 ^{( 2 )}							12/10/2003	12/10/2003	Warrants	1,350		0	D
Subscription Rights	$1.4 ^{( 2 )}	12/24/2003		L	V	36,000		12/10/2003	01/21/2004	Common Shares	4,500	$0.01	747,969	D
Subscription Rights	$1.4 ^{( 2 )}							12/10/2003	01/21/2004	Warrants	2,250		0	D
Subscription Rights	$1.4 ^{( 2 )}	12/10/2003		X			2,074,909	12/10/2003	01/21/2004	Common Shares	259,363	$0	0	D
Subscription Rights	$1.4 ^{( 2 )}							12/10/2003	01/21/2004	Warrants	129,681		0	D
Warrants	$2	01/21/2004		X		129,681 ^{( 1 )}		01/21/2004	01/14/2007	Common Shares	129,681	$1.4 ^{( 2 )}	757,115 ^{( 5 )}	D
Warrants	$2							01/21/2004	01/14/2007	Common Shares	48,403		48,403	I	By Greenbelt Corp.
Warrants	$2							01/21/2004	01/14/2007	Common Shares	5,671		5,671	I	By Greenway Partners, L.P.

Explanation of Responses:

1. Does not include additional securities that may be acquired by oversubscription under subscription rights exercised. The allocation of such additional securities has not been determined.

2. Price includes one share and one-half warrant.

3. Does not include shares that Mr. Kingsley may acquire through the exercise of warrants or other derivative securities, including certain rights to purchase common shares and warrants under a Standby Purchase Agreement with BioTime, Inc.

4. Includes 20,000 shares issuable on March 31, 2004 for performance of services under a Consulting Agreement.

5. Includes 627,434 warrants that Mr. Kingsley may acquire pursuant to a Standby Purchase Agreement with BioTime, Inc.

Remarks:

	/s/ Alfred D. Kingsley	01/23/2004
	** 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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