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^*

WILDS DAVID M

(Last)

(First)

(Middle)

30 BURTON HILLS BOULEVARD

SUITE 550

(Street)

NASHVILLE

37215

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SYMBION INC/TN [ SMBI ]

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)
08/23/2007

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	08/23/2007		D		86,343	D⁽¹⁾	$22.35	0	D

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)
Stock Options	$23.01	08/23/2007		D			4,635	⁽²⁾	05/09/2013	Common Stock	4,635	⁽⁴⁾	0	D
Stock Options	$23.68	08/23/2007		D			4,050	⁽²⁾	05/10/2015	Common Stock	4,050	⁽⁴⁾	0	D
Stock Options	$19.7	08/23/2007		D			2,000	⁽²⁾	12/10/2014	Common Stock	2,000	⁽³⁾	0	D
Stock Options	$17.18	08/23/2007		D			8,000	⁽²⁾	07/28/2014	Common Stock	8,000	⁽³⁾	0	D
Stock Options	$13.87	08/23/2007		D			9,028	⁽²⁾	05/16/2012	Common Stock	9,028	⁽³⁾	0	D

Explanation of Responses:

1. Disposed of in connection with the merger of Symbol Merger Sub, Inc. with and into Symbion, Inc. ("Symbion"), effective August 23, 2007 (the "Merger"), pursuant to the Agreement and Plan of Merger dated April 24, 2007 among Symbol Acquisition, L.L.C., Symbol Merger Sub, Inc. and Symbion. In connection with the Merger, outstanding shares of Symbion were exchanged for the right to receive $22.35 per share in cash.

2. Immediately before the effective time of the Merger, all unvested options became fully vested and immediately exercisable.

3. This option was cancelled in the Merger in exchange for a cash payment equal to (1) the excess between the merger consideration of $22.35 per share over the exercise price of the option, multiplied by (2) the number of shares of common stock subject to the option.

4. All options with an exercise price above the merger consideration of $22.35 per share were cancelled in the Merger and no payment will be made thereon.

	/s/ David M. Wilds	08/23/2007
	** 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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