SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  SCHEDULE 13G
                                 (Rule 13d-102)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13d-1(b),(c), AND (d) AND AMENDMENTS THERETO FILED
                            PURSUANT TO RULE 13d-2(b)

                                (Amendment No. 2)


                             Ardea Biosciences, Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)


                                  Common Stock
--------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    03969P107
--------------------------------------------------------------------------------
                                 (CUSIP Number)


                                  June 12, 2008
--------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)


     Check the  appropriate  box to  designate  the rule  pursuant to which this
Schedule is filed:

          [_]  Rule 13d-1(b)

          [X]  Rule 13d-1(c)

          [_]  Rule 13d-1(d)


----------

     The  information  required in the remainder of this cover page shall not be
deemed to be "filed"  for the purpose of Section 18 of the  Securities  Exchange
Act of 1934 or otherwise  subject to the  liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however, SEE the
NOTES).



CUSIP No.  03969P107
           ---------------------


1.   NAME OF REPORTING PERSONS

     Dane Andreeff

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                 (a)  [_]
                                                                 (b)  [X]

3.   SEC USE ONLY


4.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Canada

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.   SOLE VOTING POWER

     0

6.   SHARED VOTING POWER

     1,227,279

7.   SOLE DISPOSITIVE POWER

     0

8.   SHARED DISPOSITIVE POWER

     1,227,279

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     1,227,279

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                          [_]

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     9.6%

12.  TYPE OF REPORTING PERSON

     IN, HC

________________________________________________________________________________




CUSIP No.  03969P107
           ---------------------


1.   NAME OF REPORTING PERSONS

     Andreeff Equity Advisors, L.L.C.

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                 (a)  [_]
                                                                 (b)  [X]

3.   SEC USE ONLY



4.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.   SOLE VOTING POWER

     0

6.   SHARED VOTING POWER

     1,227,279

7.   SOLE DISPOSITIVE POWER

     0

8.   SHARED DISPOSITIVE POWER

     1,227,279

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     1,227,279

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                          [_]

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     9.6%

12.  TYPE OF REPORTING PERSON

     IA, PN

________________________________________________________________________________




CUSIP No.  03969P107
           ---------------------


1.   NAME OF REPORTING PERSONS

     Maple Leaf Capital I, L.L.C.

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                 (a)  [_]
                                                                 (b)  [X]

3.   SEC USE ONLY


4.   CITIZENSHIP OR PLACE OF ORGANIZATION

     Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.   SOLE VOTING POWER

     0

6.   SHARED VOTING POWER

     676,975

7.   SOLE DISPOSITIVE POWER

     0

8.   SHARED DISPOSITIVE POWER

     676,975

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     676,975

10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

                                                                          [_]

11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     5.1%

12.  TYPE OF REPORTING PERSON

     PN, HC

________________________________________________________________________________



 CUSIP No.  03969P107
            ---------------------


Item 1(a).  Name of Issuer:


            Ardea Biosciences, Inc.
            ____________________________________________________________________

Item 1(b).  Address of Issuer's Principal Executive Offices:


            2131 Palomar Airport Road, Suite 300
            Carlsbad, CA  92011
____________________________________________________________________


Item 2(a).  Name of Persons Filing:

            Dane Andreeff
            Andreeff Equity Advisors, L.L.C.
            Maple Leaf Capital I, L.L.C.
            ____________________________________________________________________

Item 2(b).  Address of Principal Business Office, or if None, Residence:


            140 East St. Lucia Lane
            Santa Rosa Beach, FL 32459

            ____________________________________________________________________

Item 2(c).  Citizenship:


            Dane Andreeff - Canada
            Andreeff Equity Advisors, L.L.C. -- Delaware
            Maple Leaf Capital I, L.L.C. -- Delaware
            ____________________________________________________________________

Item 2(d).  Title of Class of Securities:


            Common Stock
            ____________________________________________________________________

Item 2(e).  CUSIP Number:


            03969P107
            ____________________________________________________________________


Item 3.     If this statement is filed pursuant to rule 13d-1(b), or 13d-2(b) or
(c) check whether the person filing is:    One of the following

            Not applicable.



_______________________________________________________________________

Item 4.  Ownership.

     The information in items 1 and 5 through 11 on the cover pages (pp. 2-6) to
this Schedule 13G is hereby incorporated by reference.
         _______________________________________________________________________

Item 5.  Ownership of Five Percent or Less of a Class.

     If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities check the following [].

         _______________________________________________________________________


Item 6.  Ownership of More Than Five Percent on Behalf of Another Person.

     If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified.  A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.


         _______________________________________________________________________


Item 7.  Identification and  Classification of the Subsidiary Which Acquired the
         Security  Being  Reported on by the Parent  Holding  Company or Control
         Person.

     If a parent holding company or Control person has filed this schedule,
pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the relevant
subsidiary.  If a parent holding company or control person has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating
the identification of the relevant subsidiary.

      Mr. Andreeff is the Managing Member of Andreeff Equity Advisors, L.L.C.
("AEA") and Maple Leaf Capital I, L.L.C. ("Capital").  AEA is the Investment
Adviser and Capital is the General Partner of the following limited
partnerships, each of which owns less than 5% of the issuer's securities:

            (i)    Maple Leaf Partners, L.P.
            (ii)   Maple Leaf Partners I, L.P.

      AEA is the Investment Adviser and Mr. Andreeff is the Director of Maple
Leaf Offshore, Ltd., which owns less than 5% of the issuer's securities.
         _______________________________________________________________________



Item 8.  Identification  and  Classification  of Members of the Group.

     If a group has filed this schedule pursuant to Section 240.13d-1(b)(1)(ii)
(J), so indicate under Item 3(j) and attach an exhibit stating the identity and
Item 3 classification of each member of the group.  If a group has filed this
schedule pursuant to Section 240.13d-1(c) or Section 240.13d-1(d), attach an
exhibit stating the identity of each member of the group.


         _______________________________________________________________________


Item 9.  Notice of Dissolution of Group.

     Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity.


          ______________________________________________________________________

Item 10.  Certifications.

          By signing  below I certify  that,  to the best of my  knowledge  and
          belief, the securities referred to above were not acquired and are not
          held for the purpose of or with the effect of changing or  influencing
          the control of the issuer of the  securities and were not acquired and
          are not held in connection with or as a participant in any transaction
          having such purpose or effect.


                                    SIGNATURE

     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct.


                                                August 18, 2008
                                        ----------------------------------------
                                                        (Date)



                                /s/ Dane Andreeff
                              -----------------------------
                                   Dane Andreeff  *


                              ANDREEFF EQUITY ADVISORS, L.L.C.*
                              By:  Dane Andreeff

                                  /s/ Dane Andreeff
                              -----------------------------
                              Name:  Dane Andreeff
                              Title: Managing Member




                              MAPLE LEAF CAPITAL I, L.L.C.*
                              By: Dane Andreeff


                                  /s/ Dane Andreeff
                              ------------------------------
                              Name:  Dane Andreeff
                              Title: Managing Member


*The Reporting Persons disclaim beneficial ownership in the shares reported
herein except to the extent of their pecuniary interest therein.

Note.  Schedules  filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
for whom copies are to be sent.

Attention.  Intentional  misstatements  or omissions of fact constitute  federal
criminal violations (see 18 U.S.C. 1001).