Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
RA CAPITAL HEALTHCARE FUND LP
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

  • RA CAPITAL BIOTECH FUND LP
Entity Type
LIMITED PARTNERSHIP

Item 2 Issuer Principal Place of Business and Contact Information

20 PARK PLAZA, SUITE 1200
BOSTON, MA 02116
Phone Number: subscription required

Item 3. Related Persons

Name
N/A RA CAPITAL MANAGEMENT, LLC
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
THE GENERAL PARTNER OF THE ISSUER.

Item 3. Related Persons

Name
PETER KOLCHINSKY
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
MR. KOLCHINSKY IS THE MANAGER OF THE GENERAL PARTNER OF THE ISSUER.

Item 4. Industry Group

POOLED INVESTMENT FUND - HEDGE FUND

Item 5. Issuer Size

Aggregate Net Asset Value Range (for issuer specifying "hedge" or "other investment" fund in item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
01/01/2005

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Pooled Investment Fund Interests
  • Other: LIMITED PARTNERSHIP INTERESTS. THE MINIMUM AMOUNT REFLECTED IN ITEM 11 MAY BE REDUCED BY THE GENERAL PARTNER.

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
2000000

Item 13. Offering and Sales Amounts

Total Offering Amount
INDEFINITE
Total Amount Sold
456450962
Total Remaining to be Sold
INDEFINITE
Clarification of Response
THE TOTAL AMOUNT SOLD AND THE NUMBER OF INVESTORS DO NOT TAKE REDEMPTIONS AND/OR WITHDRAWALS INTO CONSIDERATION.

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
223

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0 Is an estimate
Clarification of Response
CERTAIN PERSONS NAMED IN ITEM 3 OR AFFILIATE(S) THEREOF MAY RECEIVE PAYMENTS DEEMED TO BE MADE FROM THE PROCEEDS OF THE OFFERING, INCLUDING MANAGEMENT FEES. THE AMOUNTS OF SUCH PAYMENTS CANNOT BE ESTIMATED AT THIS TIME.

Signature and Submission

Issuer Name
RA CAPITAL HEALTHCARE FUND LP
Issuer Signature
/S/ PETER KOLCHINSKY
Signer Name
PETER KOLCHINSKY
Signer Title
THE MANAGER OF THE GENERAL PARTNER OF THE ISSUER
Signature Date
03/28/2016

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