Initial Statement of Beneficial Ownership

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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

1. Name and Address of Reporting Person ^*
WHITEBOX ADVISORS LLC
2. Date of Event Requiring Statement (MM/DD/YYYY) 3/7/2011
3. Issuer Name and Ticker or Trading Symbol
EnteroMedics Inc [ETRM]

(Last)        (First)        (Middle)
3033 EXCELSIOR BOULEVARD, SUITE 300,
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          ___ X ___ Other (specify below)
/ See Remarks below

(Street)
MINNEAPOLIS, MN 55416

(City)              (State)              (Zip) 5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

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 ⁽¹⁾ 1932600 I ⁽²⁾ See Footnote ⁽³⁾

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security
(Instr. 4) 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 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

Warrants ⁽¹⁾ 6/13/2011 6/13/2016 Common Stock Warrants 1700000 $2.19 I ⁽²⁾ See Footnote ⁽³⁾

Explanation of Responses:

( 1) Shares acquired are held directly by Whitebox Multi-Strategy Partners, L.P. ("WMSP"), Whitebox Small Cap Long Short Equity Partners, L.P. ("WSCLSEP"), Pandora Select Partners, L.P. ("PSP"), and HFR RVA Combined Master Trust ("HFR").

( 2) The general partner of , WMSP is Whitebox Multi-Strategy Advisors, LLC ("WMSA"), WSCLSEP is Whitebox Small Cap Long Short Equity Advisors, LLC ("WSCLSEA"), and PSP is Pandora Select Advisors, LLC ("PSA"). The managing member and controlling owner of WMSA, WSCLSEA, and PSA is Whitebox Advisors, LLC ("WA"). WA is the investment manager authorized and appointed as HFR's agent and attorney-in-fact with the power to direct the affairs of HFR including the power to vote and dispose of the shares of Common Stock held by HFR and decision-making power with respect to the disposition of the proceeds from the sale of such Common Stock.

( 3) Shares attributable to interests held by WA as Managing Member of WMSA, WSCLSEA, and PSA, which act as General Partners of WMSP, WSCLSEP, and PSP which directly hold the shares and as Investment Adviser to HFR.

Remarks:
Based on the relationships described in notes (1) and (2), the entities referenced therein may be deemed to constitute a group for purposes of Rule 13d-5(b)(1) under the Securities and Exchange Act of 1934. The filing of this statement shall not be construed as an admission that WA, WMSA, WMSP, WSCLSEA, WSCLSEP, PSA, PSP, and HFR are a group, or have agreed to act as a group. WA, WMSA, WMSP, WSCLSEA, WSCLSEP, PSA, PSP, and HFR each disclaim beneficial ownership of the shares of common stock reported herein except to the extent of their pecuniary interest in such shares.

Reporting Owners

Reporting Owner Name / Address Relationships

Director 10% Owner Officer Other

WHITEBOX ADVISORS LLC
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS, MN 55416
X
See Remarks below

Whitebox Multi-Strategy Partners LP
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS, MN 55416
X
See Remarks Below

Whitebox Small Cap Long Short Equity Advisors, LLC
3033 EXCELSIOR BOULEVARD
SUITE 300
MINNEAPOLIS, MN 55416
X
See Remarks Below

Pandora Select Partners, L.P.
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS, MN 55416
X
See Remarks Below

HFR MASTER TRUSTS
65 FRONT STREET
HAMILTON HM 11, D0
X
See Remarks Below

Signatures

/s/ Jonathan D. Wood, Chief Operating Officer, on behalf of Whitebox Advisors, LLC 3/7/2011

^** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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

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 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 ⁽¹⁾	1932600	I ⁽²⁾	See Footnote ⁽³⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrants ⁽¹⁾	6/13/2011	6/13/2016	Common Stock Warrants	1700000	$2.19	I ⁽²⁾	See Footnote ⁽³⁾

Explanation of Responses:
( 1)	Shares acquired are held directly by Whitebox Multi-Strategy Partners, L.P. ("WMSP"), Whitebox Small Cap Long Short Equity Partners, L.P. ("WSCLSEP"), Pandora Select Partners, L.P. ("PSP"), and HFR RVA Combined Master Trust ("HFR").
( 2)	The general partner of , WMSP is Whitebox Multi-Strategy Advisors, LLC ("WMSA"), WSCLSEP is Whitebox Small Cap Long Short Equity Advisors, LLC ("WSCLSEA"), and PSP is Pandora Select Advisors, LLC ("PSA"). The managing member and controlling owner of WMSA, WSCLSEA, and PSA is Whitebox Advisors, LLC ("WA"). WA is the investment manager authorized and appointed as HFR's agent and attorney-in-fact with the power to direct the affairs of HFR including the power to vote and dispose of the shares of Common Stock held by HFR and decision-making power with respect to the disposition of the proceeds from the sale of such Common Stock.
( 3)	Shares attributable to interests held by WA as Managing Member of WMSA, WSCLSEA, and PSA, which act as General Partners of WMSP, WSCLSEP, and PSP which directly hold the shares and as Investment Adviser to HFR.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WHITEBOX ADVISORS LLC 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN 55416		X		See Remarks below
Whitebox Multi-Strategy Partners LP 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN 55416		X		See Remarks Below
Whitebox Small Cap Long Short Equity Advisors, LLC 3033 EXCELSIOR BOULEVARD SUITE 300 MINNEAPOLIS, MN 55416		X		See Remarks Below
Pandora Select Partners, L.P. 3033 EXCELSIOR BOULEVARD, SUITE 300 MINNEAPOLIS, MN 55416		X		See Remarks Below
HFR MASTER TRUSTS 65 FRONT STREET HAMILTON HM 11, D0		X		See Remarks Below

Signatures
/s/ Jonathan D. Wood, Chief Operating Officer, on behalf of Whitebox Advisors, LLC		3/7/2011
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.