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 *
George Jean
  2. Issuer Name and Ticker or Trading Symbol
CRITICAL THERAPEUTICS INC [CRTX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1000 WINTER STREET, SUITE 3700
3. Date of Earliest Transaction (Month/Day/Year)
06/20/2005
(Street)

WALTHAM, MA 02451
4. If Amendment, Date 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
(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
Common Stock 06/20/2005   P   1,027,702 A $ 5.48 2,554,802 I By Advanced Technology Ventures VII, L.P. (1)
Common Stock 06/20/2005   P   41,241 A $ 5.48 102,522 I By Advanced Technology Ventures VII (B), L.P. (1)
Common Stock 06/20/2005   P   19,823 A $ 5.48 49,279 I By Advanced Technology Ventures VII (C), L.P. (1)
Common Stock 06/20/2005   P   6,125 A $ 5.48 15,225 I By ATV Entrepreneurs VII, L.P. (1)
Common Stock 06/20/2005   P   171,533 A $ 5.48 427,315 I By Advanced Technology Ventures VI, L.P. (2)
Common Stock 06/20/2005   P   10,949 A $ 5.48 27,275 I By ATV Entrepreneurs VI, L.P. (2)

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
Common Stock Warrant (right to buy) $ 6.58 06/20/2005   A   359,696   06/20/2005 06/05/2010 Common Stock 359,696 $ 0 359,696 I By Advanced Technology Ventures VII, L.P. (1)
Common Stock Warrant (right to buy) $ 6.58 06/20/2005   A   14,434   06/20/2005 06/20/2015 Common Stock 14,434 $ 0 14,434 I By Advanced Technology Ventures VII (B), L.P. (1)
Common Stock Warrant (right to buy) $ 6.58 06/20/2005   A   6,938   06/20/2005 06/20/2015 Common Stock 6,938 $ 0 6,938 I By Advanced Technology Ventures VII (C), L.P. (1)
Common Stock Warrant (right to buy) $ 6.58 06/20/2005   A   2,144   06/20/2005 06/20/2015 Common Stock 2,144 $ 0 2,144 I By ATV Entrepreneurs VII, L.P. (1)
Common Stock Warrant (right to buy) $ 6.58 06/20/2005   A   60,037   06/20/2005 06/20/2015 Common Stock 60,037 $ 0 60,037 I By Advanced Technology Ventures VI, L.P. (2)
Common Stock Warrant (right to buy) $ 6.58 06/20/2005   A   3,832   06/20/2005 06/20/2015 Common Stock 3,832 $ 0 3,832 I By ATV Entrepreneurs VI, L.P. (2)
Stock Option (right to buy) $ 5.51 06/02/2005   A   15,000     (3) 06/20/2015 Common Stock 15,000 $ 0 15,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
George Jean
1000 WINTER STREET
SUITE 3700
WALTHAM, MA 02451
  X      

Signatures

 /s/ Jean M. George   06/22/2005
**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 Reporting Person is a managing director of ATV Associates VII, L.L.C. ("ATVA VII"), which serves as the sole general partner to each of Advanced Technology Ventures VII, L.P. Advanced Technology Ventures VII (B), L.P., Advanced Technology Ventures VII (C), L.P. and ATV Entrepreneurs VII, L.P. (collectively, the "ATV VII Funds"). As a managing director of ATVA VII, the Reporting Person may be deemed to have indirect beneficial ownership of the shares owned by the ATV VII Funds. The Reporting Person disclaims beneficial ownership of such shares held by the ATV VII Funds, except to the extent of her pecuniary interest arising therein, and any Common Stock held in the Reporting Person's name.
(2) The Reporting Person is a member of ATV Associates VI, L.L.C. ("ATVA VI"), which serves as the sole general partner to each of Advanced Technology Ventures VI, L.P. and ATV Entrepreneurs VI, L.P. (collectively, the "ATV VI Funds"). As a member of ATV VI, the Reporting Person may be deemed to have indirect beneficial ownership of the shares owned by the ATV VI Funds. The Reporting Person disclaims beneficial ownership of such shares held by the ATV VI Funds, except to the extent of her pecuniary interest arising therein, and any Common Stock held in the Reporting Person's name.
(3) This option vests in 36 equal monthly installments beginning on July 2, 2005.

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