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 *
  Growth Equity Opportunities Fund, LLC
 2. Date of Event Requiring Statement (Month/Day/Year)
11/14/2008		 3. Issuer Name and Ticker or Trading Symbol
ARYx Therapeutics, Inc. [ARYX]
(Last)
(First)
(Middle)
1119 ST. PAUL STREET		 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)
(Street)

BALTIMORE, MD 21202		 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)
Common Stock 4,469,274
D (1) (2)
 

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
Common Stock Warrant (Right to Buy) 11/14/2008 11/14/2013 Common Stock 1,340,782 $ 2.64 D (3)  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Growth Equity Opportunities Fund, LLC
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
New Enterprise Associates 12, Limited Partnership
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
NEA 12 GP, LLC
1119 ST. PAUL ST.
BALTIMORE, MD 21202		     X    
NEWHALL CHARLES W III
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
KRAMLICH C RICHARD
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
BARRIS PETER J
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
PERRY MARK W
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
BARRETT M JAMES
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    
NEA Partners 12, Limited Partnership
1119 ST. PAUL ST.
BALTIMORE, MD 21202		     X    
SANDELL SCOTT D
1119 ST. PAUL STREET
BALTIMORE, MD 21202		     X    

Signatures

/s/ Shawn Conway, attorney-in-fact 11/14/2008
**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) The shares are directly held by Growth Equity Opportunities Fund, LLC ("GEO") and indirectly held by New Enterprise Associates 12, Limited Partnership ("NEA 12"), the sole member of GEO, NEA Partners 12, Limited Partnership ("NEA Partners 12"), the sole general partner of NEA 12, NEA 12 GP, LLC ("NEA 12 GP"), the sole general partner of NEA Partners 12, and the individual managers of NEA 12 GP (NEA 12, NEA Partners 12, NEA GP 12 and the individual managers of NEA 12 GP together, the "Indirect Reporting Persons").
(2) The individual managers of NEA 12 GP are M. James Barrett, Peter J. Barris, Forest Baskett, Ryan D. Drant, Patrick J. Kerins, C. Richard Kramlich, Krishna "Kittu" Kolluri, Charles M. Linehan, Charles W. Newhall III, Mark W. Perry, Scott D. Sandell and Eugene A. Trainor III. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the shares held by GEO in which the Indirect Reporting Persons have no actual pecuniary interest.
(3) The securities are directly held by GEO and indirectly held by the Indirect Reporting Persons. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by GEO in which the Indirect Reporting Persons have no actual pecuniary interest.

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