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 *
Pugh Gordon G
  2. Issuer Name and Ticker or Trading Symbol
ALKERMES INC [ALKS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & COO
(Last)
(First)
(Middle)
852 WINTER ST.
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2011
(Street)

WALTHAM, MA 02451
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 09/16/2011   D   24,027 D (1) 0 D  

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non Qualified Stock Option (Right to Buy) $ 25.96 09/16/2011   D     144,592   (2) 01/07/2012 Common Stock 144,592 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 25.96 09/16/2011   D     15,408   (2) 01/07/2012 Common Stock 15,408 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 9.97 09/16/2011   D     11,550   (2) 04/25/2013 Common Stock 11,550 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 9.97 09/16/2011   D     3,850   (2) 04/25/2013 Common Stock 3,850 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 14.57 09/16/2011   D     4,228   (2) 10/17/2013 Common Stock 4,228 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 14.57 09/16/2011   D     25,772   (2) 10/17/2013 Common Stock 25,772 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 12.16 09/16/2011   D     54,599   (2) 12/10/2013 Common Stock 54,599 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 12.16 09/16/2011   D     1   (2) 12/10/2013 Common Stock 1 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 12.3 09/16/2011   D     7,500   (2) 07/12/2014 Common Stock 7,500 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 12.3 09/16/2011   D     22,500   (2) 07/12/2014 Common Stock 22,500 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 14.9 09/16/2011   D     69,480   (2) 12/17/2014 Common Stock 69,480 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 14.9 09/16/2011   D     520   (2) 12/17/2014 Common Stock 520 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 18.6 09/16/2011   D     5,376   (2) 12/09/2015 Common Stock 5,376 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 18.6 09/16/2011   D     32,124   (2) 12/09/2015 Common Stock 32,124 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 20.79 09/16/2011   D     14,063   (2) 05/02/2016 Common Stock 14,063 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 20.79 09/16/2011   D     4,687   (2) 05/02/2016 Common Stock 4,687 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 14.38 09/16/2011   D     19,823   (2) 12/12/2016 Common Stock 19,823 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 14.38 09/16/2011   D     177   (2) 12/12/2016 Common Stock 177 (3) 0 D  
Non Qualified Stock Option (Right to Buy) $ 15.95 09/16/2011   D     23,731   (2) 06/01/2017 Common Stock 23,731 (3) 0 D  
Incentive Stock Option (Right to Buy) $ 15.95 09/16/2011   D     6,269   (2) 06/01/2017 Common Stock 6,269 (3) 0 D  
Employee Stock Option (Right to Buy) $ 14.13 09/16/2011   D     15,000   (4) 11/05/2017 Common Stock 15,000 (3) 0 D  
Employee Stock Option (Right to Buy) $ 12.29 09/16/2011   D     45,000   (5) 05/27/2018 Common Stock 45,000 (3) 0 D  
Employee Stock Option (Right to Buy) $ 8.55 09/16/2011   D     50,000   (6) 05/26/2019 Common Stock 50,000 (3) 0 D  
Restricted Stock Award $ 0 09/16/2011   D     4,250   (7)   (7) Common Stock 4,250 (8) 0 D  
Employee Stock Option (Right to Buy) $ 9.21 09/16/2011   D     30,000   (9) 11/18/2019 Common Stock 30,000 (3) 0 D  
Restricted Stock Award $ 0 09/16/2011   D     11,250   (9)   (9) Common Stock 11,250 (8) 0 D  
Employee Stock Option (Right to Buy) $ 11.74 09/16/2011   D     91,200   (10) 05/17/2020 Common Stock 91,200 (3) 0 D  
Restricted Stock Unit Award $ 0 09/16/2011   D     9,825   (10)   (10) Common Stock 9,825 (8) 0 D  
Employee Stock Option (Right to Buy) $ 18.105 09/16/2011   D     100,000   (11) 05/20/2021 Common Stock 100,000 (3) 0 D  
Restricted Stock Unit Award $ 0 09/16/2011   D     15,000   (11)   (11) Common Stock 15,000 (8) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Pugh Gordon G
852 WINTER ST.
WALTHAM, MA 02451
      SVP & COO  

Signatures

 /s/ Jennifer Baptiste, attorney-in-fact for Gordon G. Pugh   09/20/2011
**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) Disposition made in connection with the conversion of shares pursuant to the merger of Alkermes, Inc. and the global drug delivery technologies business of Elan (the "Merger") into an equal number of ordinary shares of Alkermes plc having a market value, based on the closing price on the effective date of the Merger, of $16.57 per share.
(2) These options are fully vested in accordance with their terms.
(3) Options assumed/converted in the Merger into the right to buy the same number of ordinary shares of Alkermes plc on substantially the same terms.
(4) 75% vested as of 9/16/11, remainder vests on 11/5/11.
(5) 75% vested as of 9/16/11, remainder vests on 5/27/12.
(6) 17,500 vested as of 9/16/11, remainder vests in 2 equal annual installments beginning on 5/26/12.
(7) 50% vested as of 9/16/11, remainder vests in 2 equal annual installments beginning on 5/26/12.
(8) Restricted stock unit awards assumed/converted in the Merger into the right to acquire the same number of ordinary shares of Alkermes plc on substantially the same terms.
(9) 25% vested as of 9/16/11, remainder vests in 3 equal annual installments beginning on 11/18/11.
(10) 25% vested as of 9/16/11, remainder vests in 3 equal annual installments beginning on 5/17/12.
(11) Vests in 4 equal annual installments beginning on 5/20/12.

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