SOLESENCE, INC. — Director's Dealing 2008

Dec 18, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NANOPHASE TECHNOLOGIES CORPORATION (NANX)
CIK: 0000883107
Period of Report: 2008-12-16

Reporting Person: WHITMORE BRADFORD T (10% Owner)
Reporting Person: SPURGEON CORP (10% Owner)
Reporting Person: GRACE BROTHERS LTD (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-12-16	Common Stock	P	425	$0.97	Acquired	5070594	Indirect
2008-12-16	Common Stock	P	1600	$1	Acquired	5072194	Indirect
2008-12-16	Common Stock	P	4300	$1.01	Acquired	5076494	Indirect
2008-12-16	Common Stock	P	1900	$1.0195	Acquired	5078394	Indirect
2008-12-16	Common Stock	P	600	$1.03	Acquired	5078994	Indirect
2008-12-16	Common Stock	P	1000	$1.04	Acquired	5079994	Indirect
2008-12-16	Common Stock	P	7100	$1.05	Acquired	5087094	Indirect
2008-12-16	Common Stock	P	100	$1.08	Acquired	5087194	Indirect
2008-12-16	Common Stock	P	800	$1.0975	Acquired	5087994	Indirect
2008-12-16	Common Stock	P	100	$1.11	Acquired	5088094	Indirect
2008-12-16	Common Stock	P	15050	$1.15	Acquired	5103144	Indirect
2008-12-16	Common Stock	P	100	$1.18	Acquired	5103244	Indirect
2008-12-17	Common Stock	P	1700	$1.14	Acquired	5104944	Indirect
2008-12-17	Common Stock	P	2900	$1.16	Acquired	5107844	Indirect
2008-12-17	Common Stock	P	3690	$1.18	Acquired	5111534	Indirect
2008-12-17	Common Stock	P	2654	$1.1979	Acquired	5114188	Indirect
2008-12-17	Common Stock	P	400	$1.21	Acquired	5114588	Indirect
2008-12-17	Common Stock	P	150	$1.22	Acquired	5114738	Indirect
2008-12-17	Common Stock	P	1200	$1.23	Acquired	5115938	Indirect
2008-12-18	Common Stock	P	11500	$1.13	Acquired	5127438	Indirect
2008-12-18	Common Stock	P	7000	$1.15	Acquired	5134438	Indirect
2008-12-18	Common Stock	P	9700	$1.18	Acquired	5144138	Indirect
2008-12-18	Common Stock	P	2193	$1.19	Acquired	5146331	Indirect
2008-12-18	Common Stock	P	3495	$1.2	Acquired	5149826	Indirect
2008-12-18	Common Stock	P	500	$1.23	Acquired	5150326	Indirect

Footnotes

F1: As General Partner of Grace Brothers, Ltd. which owns 4,463,920 shares (after purchases through December 18, 2008) and as General Partner of Grace Investments, Ltd. which owns 300,000 shares, Bradford T. Whitmore is an indirect beneficial owner. As General Partner of Grace Brothers, Ltd. and as General Partner of Grace Investments, Ltd., Spurgeon Corporation is an indirect beneficial owner.

F2: Bradford T. Whitmore directly owns 386,406 shares of common stock.