Edgar Filing: AMICUS THERAPEUTICS INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

NEFF P SHERRILL

2. Issuer Name and Ticker or Trading Symbol
AMICUS THERAPEUTICS INC [FOLD]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O QUAKER BIOVENTURES, 2929 ARCH STREET, CIRA CENTRE

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2007

(Street)

PHILADELPHIA, PA 19104

4. If Amendment, Date Original Filed(Month/Day/Year)

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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/05/2007		C		1,419,762	A	⁽¹⁾	1,419,762	I	By Partnership ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Series C Convertible Preferred Stock

⁽¹⁾

06/05/2007

396,825

08/16/2005

⁽¹⁾

Common Stock

396,825

$ 0

By Quaker Bioventures, L.P. ⁽²⁾

Series C Convertible Preferred Stock

⁽¹⁾

06/05/2007

132,275

08/16/2005

⁽¹⁾

Common Stock

132,275

$ 0

By Garden State Life Sciences Venture Fund, L.P. ⁽³⁾

Series C Convertible Preferred Stock

⁽¹⁾

06/05/2007

396,825

04/17/2006

⁽¹⁾

Common Stock

396,825

$ 0

By Quaker Bioventures, L.P. ⁽²⁾

Series C Convertible Preferred Stock

⁽¹⁾

06/05/2007

132,275

04/17/2006

⁽¹⁾

Common Stock

132,275

$ 0

By Garden State Life Sciences Venture Fund, L.P. ⁽³⁾

Series D Convertible Preferred Stock

⁽¹⁾

06/05/2007

135,586

09/13/2006

⁽¹⁾

Common Stock

135,586

$ 0

By Quaker Bioventures, L.P. ⁽²⁾

Series D Convertible Preferred Stock

⁽¹⁾

06/05/2007

45,195

09/13/2006

⁽¹⁾

Common Stock

45,195

$ 0

By Garden State Life Sciences Venture Fund, L.P. ⁽³⁾

Series D Convertible Preferred Stock

⁽¹⁾

06/05/2007

135,586

03/09/2007

⁽¹⁾

Common Stock

135,586

$ 0

By Quaker Bioventures, L.P. ⁽²⁾

Series D Convertible Preferred Stock

⁽¹⁾

06/05/2007

45,195

03/09/2007

⁽¹⁾

Common Stock

45,195

$ 0

By Garden State Life Sciences Venture Fund, L.P. ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
NEFF P SHERRILL C/O QUAKER BIOVENTURES 2929 ARCH STREET, CIRA CENTRE PHILADELPHIA, PA 19104	X

Signatures

/s/ Sherrill Neff		06/06/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Each of the Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Amicus Therapeutics, Inc. common stock on a one for one basis upon the closing of Amicus Therapeutics, Inc's initial public offering on June 5, 2007.
(2)	The reporting person is a member of Quaker BioVentures Capital, L.P., which is the general partner of Quaker BioVentures, L.P. Voting and investment power over these shares is exercised by Quaker BioVentures Capital, L.P. in its role as general partner and investment advisor of Quaker BioVentures, L.P. The reporting person disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of section 16 of for any other purpose.
(3)	The reporting person is a member of Quaker BioVentures Capital, L.P., which is the general partner of Garden State Life Sciences Venture Fund, L.P. Voting and investment power over these shares is exercised by Quaker BioVentures Capital, L.P. in its role as general partner and investment advisor of Garden State Life Sciences Venture Fund, L.P. The reporting person disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of section 16 of for any other purpose.
(4)	Consists of 1,064,822 shares held by Quaker BioVentures, L.P. and 354,940 shares held by Garden State Life Sciences Venture Fund, L.P. The reporting person is a member of Quaker BioVentures Capital, L.P., which is the general partner of Quaker BioVentures, L.P and Garden State Life Sciences Venture Fund, L.P. Voting and investment power over these shares is exercised by Quaker BioVentures Capital, L.P. in its role as general partner and investment advisor of Quaker BioVentures, L.P. and Garden State Life Sciences Venture Fund, L.P. The reporting person disclaims beneficial ownership of these shares except to the extent of his proportionate pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of section 16 of for any other purpose.

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