Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Skyline Venture Partners V LP
2. Date of Event Requiring Statement (Month/Day/Year)
01/29/2014
3. Issuer Name and Ticker or Trading Symbol
Dicerna Pharmaceuticals Inc [DRNA]
(Last)
(First)
(Middle)
525 UNIVERSITY AVENUE, SUITE 610
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
01/29/2014
(Street)

PALO ALTO, CA 94301
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock 01/29/2014   (1) Common Stock 312,000 $ 0 I See Footnote (2)
Series B Preferred Stock 01/29/2014   (1) Common Stock 179,322 $ 0 I See Footnote (2)
Series C Preferred Stock 01/29/2014   (1) Common Stock 1,043,429 $ 0 I See Footnote (2)
Common Stock Warrant 01/29/2014   (3) Common Stock 755 $ 250 I See Footnote (2)
Series C Preferred Stock Warrants 01/29/2014   (4) Common Stock 21,697 $ 7 I See Footnote (2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Skyline Venture Partners V LP
525 UNIVERSITY AVENUE, SUITE 610
PALO ALTO, CA 94301
    X    
Skyline Venture Management V, LLC
525 UNIVERSITY AVENUE, SUITE 610
PALO ALTO, CA 94301
    X    
Freund John Gordon
525 UNIVERSITY AVENUE, SUITE 610
PALO ALTO, CA 94301
    X    
KANEKO YASUNORI
525 UNIVERSITY AVENUE, SUITE 610
PALO ALTO, CA 94301
    X    

Signatures

SKYLINE VENTURE PARTNERS V, L.P. By: SKYLINE VENTURE MANAGEMENT V, LLC Its: General Partner Kerensa Kenny, Attorney-in-Fact 01/30/2014
**Signature of Reporting Person Date

SKYLINE VENTURE MANAGEMENT V, LLC Kerensa Kenny, Attorney-in-Fact 01/30/2014
**Signature of Reporting Person Date

JOHN G. FREUND, M.D. Kerensa Kenny, Attorney-in-Fact 01/30/2014
**Signature of Reporting Person Date

YASUNORI KANEKO, M.C. Kerensa Kenny, Attorney-in-Fact 01/30/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock is convertible into one share of the Issuer's Common Stock and will automatically convert into one share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date.
(2) These securities are held by Skyline Ventures Partners V, L.P. ("Skyline V"). John G. Freund, M.D. and Yasunori Kaneko, M.D. are Managing Directors of Skyline Venture Management V, LLC, the general partner of Skyline V, and may be deemed to share voting and dispositive power over the shares held by Skyline V. Stephen Hoffman, M.D., Ph.D. is a member of Skyline Venture Management V, LLC and may be deemed to share voting and dispositive power over the shares held by Skyline V. Each of Drs. Freund, Kaneko and Hoffman disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
(3) Warrants will expire June 17, 2020.
(4) Warrants will expire June 17, 2020

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