Astex Pharmaceuticals (SUPG) SC 13D/A SUPERGEN / NB Public Equity K/S ownership change

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13D/A

[Rule 13d-101]

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2

(Amendment No. 1)*

SuperGen, Inc.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

868059106

 (CUSIP Number)

James E. Dawson, Esq., Nutter, McClennen & Fish LLP

155 Seaport Blvd., Boston, MA 02210

(617) 439-2623

(Name, Address and Telephone Number of Person Authorized to Receive Notices and

Communications)

April 26, 2010

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See §240.13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 868059106 SCHEDULE 13D/A Page 2 of 8

(1) Names of reporting persons NB Public Equity K/S
(2) Check the appropriate box if a member of a group (see instructions) (a)  o (b)  o
(3) SEC use only
(4) Source of Funds (See Instructions) 00
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
(6) Citizenship or place of organization Denmark
Number of shares beneficially owned by each reporting person with:	(7) Sole voting power: 0
	(8) Shared voting power: 6,021,017
	(9) Sole dispositive power: 0
	(10) Shared dispositive power: 6,021,017
(11) Aggregate amount beneficially owned by each reporting person: 6,021,017
(12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) o
(13) Percent of class represented by amount in Row 11: 9.999%
(14) Type of reporting person (see instructions): PN

CUSIP No. 868059106 SCHEDULE 13D/A Page 3 of 8

(1) Names of reporting persons NB Public Equity Komplementar ApS
(2) Check the appropriate box if a member of a group (see instructions) (a)  o (b)  o
(3) SEC use only
(4) Source of Funds (See Instructions) 00
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
(6) Citizenship or place of organization Denmark
Number of shares beneficially owned by each reporting person with:	(7) Sole voting power: 0
	(8) Shared voting power: 6,021,017
	(9) Sole dispositive power: 0
	(10) Shared dispositive power: 6,021,017
(11) Aggregate amount beneficially owned by each reporting person: 6,021,017
(12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) o
(13) Percent of class represented by amount in Row 11: 9.999%
(14) Type of reporting person (see instructions): PN

CUSIP No. 868059106 SCHEDULE 13D/A Page 4 of 8

(1) Names of reporting persons Cora Madsen
(2) Check the appropriate box if a member of a group (see instructions) (a)  o (b)  o
(3) SEC use only
(4) Source of Funds (See Instructions) 00
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
(6) Citizenship or place of organization United States
Number of shares beneficially owned by each reporting person with:	(7) Sole voting power: 0
	(8) Shared voting power: 6,021,017
	(9) Sole dispositive power: 0
	(10) Shared dispositive power: 6,021,017
(11) Aggregate amount beneficially owned by each reporting person: 6,021,017
(12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) o
(13) Percent of class represented by amount in Row 11: 9.999%
(14) Type of reporting person (see instructions): IN

CUSIP No. 868059106 SCHEDULE 13D/A Page 5 of 8

(1) Names of reporting persons Christian Hansen
(2) Check the appropriate box if a member of a group (see instructions) (a)  o (b)  o
(3) SEC use only
(4) Source of Funds (See Instructions) 00
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
(6) Citizenship or place of organization Denmark
Number of shares beneficially owned by each reporting person with:	(7) Sole voting power: 0
	(8) Shared voting power: 6,021,017
	(9) Sole dispositive power: 0
	(10) Shared dispositive power: 6,021,017
(11) Aggregate amount beneficially owned by each reporting person: 6,021,017
(12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) o
(13) Percent of class represented by amount in Row 11: 9.999%
(14) Type of reporting person (see instructions): IN

CUSIP No. 868059106 SCHEDULE 13D/A Page 6 of 8

(1) Names of reporting persons Florian Schönharting
(2) Check the appropriate box if a member of a group (see instructions) (a)  o (b)  o
(3) SEC use only
(4) Source of Funds (See Instructions) 00
(5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e) o
(6) Citizenship or place of organization Denmark
Number of shares beneficially owned by each reporting person with:	(7) Sole voting power: 0
	(8) Shared voting power: 6,021,017
	(9) Sole dispositive power: 0
	(10) Shared dispositive power: 6,021,017
(11) Aggregate amount beneficially owned by each reporting person: 6,021,017
(12) Check if the aggregate amount in Row (11) excludes certain shares (see instructions) o
(13) Percent of class represented by amount in Row 11: 9.999%
(14) Type of reporting person (see instructions): IN

CUSIP No. 868059106 SCHEDULE 13D/A Page 7 of 8

This Amendment No. 1 amends and supplements, as set forth below, the information contained in Item 5 of the Schedule 13D that was originally filed with the Securities and Exchange Commission (the “SEC”) by NB Public Equity K/S, NB Public Equity Komplementar ApS, Cora Madsen, Christian Hansen and Florian Schönharting on March 15, 2010 (the “Schedule 13D”). Capitalized terms used but not otherwise defined in this Amendment No. 1 are used with the meanings ascribed to them in the Schedule 13D. Except as amended by this Amendment No. 1, all information contained in the Schedule 13D is, after reasonable inquiry and to the best of the Reporting Persons’ knowledge and belief, true, complete and correct as of the date of this Amendment No. 1.

Item 5. Interest in Securities of the Issuer.

(a) The Fund is the beneficial owner of an aggregate of 6,021,017 (1) shares of Common Stock, representing approximately 9.999%(2) of the total issued and outstanding shares of Common Stock.

The General Partner is the beneficial owner of an aggregate of 6,021,017 (3)  shares of Common Stock, representing approximately 9.999%(2) of the total issued and outstanding shares of Common Stock.

Cora Madsen is the beneficial owner of an aggregate of 6,021,017 (4) shares of Common Stock, representing approximately 9.999%(2) of the total issued and outstanding shares of Common Stock.

Christian Hansen is the beneficial owner of an aggregate of 6,021,017 (5) shares of Common Stock, representing approximately 9.999%(2) of the total issued and outstanding shares of Common Stock.

Florian Schönharting is the beneficial owner of an aggregate of 6,021,017 (6) shares of Common Stock, representing approximately 9.999%(2) of the total issued and outstanding shares of Common Stock.

(b) Each of the Reporting Persons has the sole power to vote or direct the vote of 0 shares and the shared power to vote or direct the vote of 6,021,017 shares of Common Stock. Each of the Reporting Persons has the sole power to dispose or to direct the disposition of 0 shares, and the shared power to dispose or direct the disposition of 6,021,017 shares of Common Stock.

(c)  Not applicable.

(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the shares owned by it individually.

(e) Not applicable.

 

(1) The Fund directly owns 6,021,017 shares.

(2) Based on 60,215,632 shares of Common Stock outstanding as of March 5, 2010.

(3) The General Partner has no ownership share in the Fund, but is entitled to a management fee for the services provided to the Fund.  By reason of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (“Rule 13d-3”), the General Partner may be deemed to be the beneficial owner of the securities held by the Fund.

(4) Cora Madsen is a director of the General Partner and in this capacity has the legal power to direct the voting or disposition of the Common Stock beneficially owned by the Fund.  Therefore, by reason of Rule 13d-3, Ms. Madsen may be deemed to be the beneficial owner of securities held by the Fund.  Ms. Madsen has no ownership interest, either direct or indirect, in the General Partner.

(5) Christian Hansen is a director of Nordic Biotech Advisors ApS, which owns 100% of the shares of the General Partner, and is an indirect investor in a limited partner of the Fund.  As such, he may be deemed under Rule 13d-3 to be a beneficial owner of the securities held by the Fund.

(6) Florian Schönharting is a director of Nordic Biotech Advisors ApS, which owns 100% of the shares of the General Partner, and is an indirect investor in a limited partner of the Fund.  As such, he may be deemed under Rule 13d-3 to be a beneficial owner of the securities held by the Fund.

CUSIP No. 868059106 SCHEDULE 13D/A Page 8 of 8

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:    April 28, 2010

NB PUBLIC EQUITY K/S
By:	NB PUBLIC EQUITY KOMPLEMENTAR ApS,
	its general partner
	By:	/s/ Cora Madsen*
	Name: Cora Madsen
	Title: Director
NB PUBLIC EQUITY KOMPLEMENTAR ApS
By:	/s/ Cora Madsen*
	Name: Cora Madsen
	Title: Director
/s/ Cora Madsen*
Cora Madsen
/s/ Christian Hansen*
Christian Hansen
/s/ Florian Schönharting*
Florian Schönharting
*By:	/s/ James E. Dawson
James E. Dawson, as attorney-in-fact