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 *
ALTA BIOPHARMA PARTNERS II LP
  2. Issuer Name and Ticker or Trading Symbol
CORCEPT THERAPEUTICS INC [CORT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
ONE EMBARCADERO CENTER, SUITE 3700
3. Date of Earliest Transaction (Month/Day/Year)
10/16/2009
(Street)

SAN FRANCISCO, CA 94111
4. If Amendment, Date Original Filed(Month/Day/Year)
10/20/2009
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 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 10/16/2009   P   337,245 A (1) $ 1.38 (2) 5,484,063 D (3) (4)  
Common Stock 10/16/2009   P   12,406 A (1) $ 1.38 (2) 180,204 I By Side Fund (5)

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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
Warrants (right to buy) $ 1.66 10/16/2009   P   118,036 (1)   10/16/2009 10/16/2012 Common Stock 118,036 $ 0.125 640,996 D (3)  
Warrants (right to buy) $ 1.66 10/16/2009   P   4,342 (1)   10/16/2009 10/16/2012 Common Stock 4,342 $ 0.125 10,949 I By Side Fund (5)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ALTA BIOPHARMA PARTNERS II LP
ONE EMBARCADERO CENTER
SUITE 3700
SAN FRANCISCO, CA 94111
    X    
ALTA BIOPHARMA MANAGEMENT II LLC
ONE EMBARCADERO CENTER
SUITE 3700
SAN FRANCISCO, CA 94111
    X    
ALTA EMBARCADERO BIOPHARMA PARTNERS II LLC
ONE EMBARCADERO CENTER
SUITE 3700
SAN FRANCISCO, CA 94111
    X    
ALTA PARTNERS II INC
ONE EMBARCADERO CENTER
SUITE 3700
SAN FRANCISCO, CA 94111
    X    
DELEAGE JEAN
ONE EMBARCADERO CENTER
SUITE 3700
SAN FRANCISCO, CA 94111
    X    
CHAMPSI FARAH
ONE EMBARCADERO CENTER
SUITE 4050
SAN FRANCISCO, CA 94132
    X    

Signatures

 By Alta BioPharma Management II, LLC, /s/ Jean Deleage, Managing Director   10/20/2009
**Signature of Reporting Person Date

 /s/ Jean Deleage, Managing Director   10/20/2009
**Signature of Reporting Person Date

 /s/ Jean Deleage, Manager   10/20/2009
**Signature of Reporting Person Date

 /s/ Jean Deleage, President   10/20/2009
**Signature of Reporting Person Date

 /s/ Jean Deleage   10/20/2009
**Signature of Reporting Person Date

 /s/ Farah Champsi   10/20/2009
**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) Acquired from the Issuer pursuant to the Securities Purchase Agreement dated October 12, 2009.
(2) This price is the result of $1.43 per share, pursuant to Securities Purchase Agreement dated October 12, 2009, less the cost of warrants.
(3) These securities are held of record by Alta BioPharma Partners II, L.P. ("ABPII"). Alta BioPharma Management II, LLC ("ABMII") is the General Partner of ABPII. Jean Deleage and Farah Champsi are managing directors and Edward Penhoet is a director of ABMII and they exercise shared voting and investment power with respect to the shares owned by ABPII. Each of the reporting persons disclaims beneficial ownership of such securities, except to the extend of his or her proportionate pecuniary interest therein.
(4) Mr. Edward Penhoet is a director of the Issuer and files separate reports pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
(5) These securities are held of record by Alta Embarcadero BioPharma Partners II, LLC ("AEBPII"). Alta Partners II, Inc. ("APII") provides investment advisory services to ABPII and AEBPII. Jean Deleage and Farah Champsi are managers of AEBPII and exercise shared voting and investment power over the shares held by AEBPII. Each of the reporting persons disclaims beneficial ownership of all such shares except to the extend of his or her proportionate pecuniary interest therein.
 
Remarks:
This form 4 is amended to correct the warrants purchased by Alta Embarcadero BioPharma Partners II, LLC listed under table II column 7.

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