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 *
VENROCK ASSOCIATES IV L P
  2. Issuer Name and Ticker or Trading Symbol
ALIMERA SCIENCES INC [ALIM]
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)
C/O VENROCK, 3340 HILLVIEW AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2011
(Street)

PALO ALTO, CA 94304
4. If Amendment, Date Original Filed(Month/Day/Year)
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 05/06/2011   J   850,000 (1) D $ 0 3,099,070 I By Funds (2)
Common Stock 05/06/2011   J   11,293 (3) A $ 0 3,110,363 I By Funds and LLC's (2) (3)

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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
VENROCK ASSOCIATES IV L P
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
    X    
Venrock Management IV, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
    X    
Venrock Partners, L.P.
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
    X    
Venrock Partners Management, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
    X    
VENROCK ENTREPRENEURS FUND IV L P
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
    X    
VEF Management IV, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
    X    

Signatures

 /s/ David L. Stepp, Authorized Signatory   05/10/2011
**Signature of Reporting Person Date

 /s/ David L. Stepp, Authorized Signatory   05/10/2011
**Signature of Reporting Person Date

 /s/ David L. Stepp, Authorized Signatory   05/10/2011
**Signature of Reporting Person Date

 /s/ David L. Stepp, Authorized Signatory   05/10/2011
**Signature of Reporting Person Date

 /s/ David L. Stepp, Authorized Signatory   05/10/2011
**Signature of Reporting Person Date

 /s/ David L. Stepp, Authorized Signatory   05/10/2011
**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) On May 6, 2011, Venrock Associates IV, L.P. ("VA4"), Venrock Partners, L.P. ("VP") and Venrock Entrepreneurs Fund IV, L.P. ("VEF4") (collectively, the "Venrock Funds") distributed an aggregate of 850,000 shares of the common stock of the Issuer to their respective partners pro rata based on their respective capital interests in the Venrock Funds (the "Distribution").
(2) Following the Distribution, the Venrock Funds' shares are held as follows: 2,522,646 shares held by VA4, 514,445 shares held by VP and 61,979 shares held by VEF4. Venrock Management IV, LLC ("VM4"), Venrock Partners Management, LLC ("VPM") and VEF Management IV, LLC ("VEFM4") are the sole general partners of VA4, VP and VEF4, respectively. Anders Hove, a former director of the Issuer, is a member of VM4, VPM and VEFM4. Dr. Hove expressly disclaims beneficial ownership over all shares held by VA4, VP and VEF4, except to the extent of his indirect pecuniary interest therein. VM4, VPM and VEFM4 expressly disclaim beneficial ownership over all shares held by VA4, VP and VEF4, except to the extent of their indirect pecuniary interest therein.
(3) In the Distribution, VM4 received 9,225 shares, VPM recived 1,943 shares and VEFM4 received 125 shares. For these entities, this represents a change in form of ownership from indirect to direct but does not represent a change in beneficial ownership.

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