SEC 1473

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	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(f) of the Investment Company Act of 1940
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(Print or Type Responses)
1 .Name and Address of Reporting Person* Black Bear Offshore Master Fund Limited		2. Date of Event Requiring Statement (Month/Day/Year) October 28, 2002 _________________________ 3. IRS Identification Number of Reporting Person, if an entity (voluntary)		4. Issuer Name and Ticker or Trading Symbol Martek Biosciences Corporation (MATK)
(Last) (First) (Middle) c/o CITCO Fund Services (Cayman Islands) Limited Corporate Centre, West Bay Road P.O. Box 31106-SMB				5. Relationship of Reporting Person(s) to Issuer (Check all applicable) ______Director XX 10% Owner ______Officer __ Other (specifybelow)		6. If Amendment, Date of Original (month/Day/Year)
(Street) Grand Cayman, Cayman Islands						7. Individual or Joint/Group Filing (Check Applicable Line) XXForm 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)
Common Stock			2,438,125		D

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivative Security (Instr. 4)	2. Date Exer- cisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Inst. 4)		4. Conver- sion or Exercise Price of Deri- vative Security	5. Owner- ship Form of Deriv- ative Securities: Direct (D) or Indirect (I) (Inst. 5)	6. Nature of Indirect Beneficial Ownership (Instr.5)
1. Title of Derivative Security (Instr. 4)	Date Exer- cisable	Expira- tion Date	Title	Amount or Number of Shares	4. Conver- sion or Exercise Price of Deri- vative Security		6. Nature of Indirect Beneficial Ownership (Instr.5)
Warrant	Current	2/28/06	Common Stock	28,601	$19.05	D

Explanation of Responses:

Black Bear Offshore Master Fund Limited disclaims membership in a group with any other person within the meaning of Rule 13d-5(b)(i) and Rule 16a-1(a)(1) under the Securities Exchange Act of 1934, as amended.

Dated: November 4, 2002

Black Bear Offshore Master Fund Limited

By: Eastbourne Capital Management, L.L.C.

Attorney-in-fact

By: Eric M. Sippel

Chief Operating Officer

BLACK BEAR OFFSHORE MASTER FUND LTD 3