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 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  DUBE ANSHUMAN
2. Date of Event Requiring Statement (Month/Day/Year)
10/23/2009
3. Issuer Name and Ticker or Trading Symbol
OXIS INTERNATIONAL INC [OXIS.OB]
(Last)
(First)
(Middle)
2049 CENTURY PARK EAST, SUITE 3630
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LOS ANGELES, CA 90067
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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 H Convertible Preferred Stock   (1)   (1) Common Stock (1) $ (1) I (2) Theorem Group, LLC (2)
0% Convertible Debenture 10/01/2009 09/30/2011 Common Stock 1,800,000 (3) $ 0.05 I (2) Theorem Group, LLC (2)
Series A Warrant 10/01/2009 09/30/2014 Common Stock 1,800,000 (4) $ 0.0625 I (2) Theorem Group, LLC (2)
Series B Warrant 10/01/2009 09/30/2014 Common Stock 1,800,000 (4) $ 0.075 I (2) Theorem Group, LLC (2)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DUBE ANSHUMAN
2049 CENTURY PARK EAST
SUITE 3630
LOS ANGELES, CA 90067
  X   X    

Signatures

/s/ Anshuman Dube 03/24/2010
**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) Exercisable at any time. No expiration date. The number of shares into which one share of Series H Preferred Stock is convertible is determined by dividing the Stated Value of $1.00 per share by the lesser of (a) $0.01 and (b) 60% of the average of the 3 lowest trading prices occurring at any time during the 20 trading days preceding conversion, provided that the holder does not at any time beneficially own more than 9.9% of the Issuer's Common Stock then outstanding. Although the terms of the Series H Preferred Stock limits the holder's ability to convert its shares, the holder is currently entitled to vote the Series H Preferred Stock on an as converted basis multiplied by 100, or 250,000,000 shares of Common Stock.
(2) The reporting person is a managinig director of Theorem Group, LLC. The reporting person disclaims beneficial ownership of the securities held by Theorem Group, LLC, except to the extent of his pecuniary interest therein.
(3) Theorem Group purchased the 0% convertible debenture in the principal amount of $90,000, and is convertible into Common Stock provided that the holder does not at any time beneficially own more than 4.99% of the Issuer's Common Stock then outstanding. This limitation may be waived upon 61 days' prior notice to the Issuer, provided that in no event shall the limitation exceed 9.9%.
(4) The Series A Warrant and Series B Warrant are exercisable into Common Stock provided that the holder does not at any time beneficially own more than 4.99% of the Issuer's Common Stock then outstanding. This limitation may be waived upon 61 days' prior notice to the Issuer, provided that in no event shall the limitation exceed 9.99%.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.