FORM 4
[ X ] 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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MANUSO JAMES S J 		2. Issuer Name and Ticker or Trading Symbol

Astex Pharmaceuticals, Inc [ ASTX ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O ASTEX PHARMACEUTICALS, INC., 4140 DUBLIN BOULEVARD, SUITE 200 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/11/2013
(Street)

DUBLIN, CA 94568
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/11/2013     U    13900   D   (1) 0   D    
Common Stock   10/11/2013     U    70   D   (1) 0   I   See Note   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Employee Stock Option (Right to buy)   $6.10   10/11/2013     D         250000      (3) 1/3/2015   Common Stock   250000     (4) 0   D    
Employee Stock Option (Right to buy)   $5.03   10/11/2013     D         250000      (5) 1/3/2016   Common Stock   250000     (6) 0   D    
Employee Stock Option (Right to buy)   $4.87   10/11/2013     D         200000    8/31/2006   8/31/2016   Common Stock   200000     (7) 0   D    
Employee Stock Option (Right to buy)   $5.06   10/11/2013     D         360000      (8) 1/3/2017   Common Stock   360000     (9) 0   D    
Employee Stock Option (Right to buy)   $5.06   10/11/2013     D         1000000      (10) 1/3/2017   Common Stock   1000000     (11) 0   D    
Employee Stock Option (Right to buy)   $3.60   10/11/2013     D         360000      (12) 1/2/2018   Common Stock   360000     (13) 0   D    
Employee Stock Option (Right to buy)   $2.00   10/11/2013     D         360000      (14) 1/2/2019   Common Stock   360000     (15) 0   D    
Employee Stock Option (Right to buy)   $1.76   10/11/2013     D         1200000      (16) 4/1/2019   Common Stock   1200000     (17) 0   D    
Employee Stock Option (Right to buy)   $3.12   10/11/2013     D         360000      (18) 4/1/2020   Common Stock   360000     (19) 0   D    
Employee Stock Option (Right to buy)   $2.12   10/11/2013     D         800000      (20) 10/1/2020   Common Stock   800000     (21) 0   D    
Employee Stock Option (Right to buy)   $3.16   10/11/2013     D         360000      (22) 4/1/2021   Common Stock   360000     (23) 0   D    
Employee Stock Option (Right to buy)   $1.84   10/11/2013     D         360000      (24) 4/1/2022   Common Stock   360000     (25) 0   D    
Employee Stock Option (Right to buy)   $4.57   10/11/2013     D         360000      (26) 4/1/2023   Common Stock   360000     (27) 0   D    

Explanation of Responses:
( 1)  Pursuant to the Agreement and Plan of Merger, dated September 5, 2013, between the Issuer, Otsuka Pharmaceutical Co. Ltd., and Autumn Aquisition Corporation (the "Merger Agreement"), each share of Common Stock was exchanged for $8.50 in cash.
( 2)  Includes 60 shares held individually by spouse and 10 shares held by spouse as custodian for their daughter under the Uniform Grant to Minors Act.
( 3)  The option provided for vesting as to 1/12th of the shares on February 1, 2005 and on each one month anniversary thereafter.
( 4)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $600,000.00 which represents the difference between $8.50 and the exercise price of the option per share.
( 5)  The option provided for vesting as to 1/12th of the shares on February 1, 2006 and on each one month anniversary thereafter.
( 6)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $867,500.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 7)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $726,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 8)  The option provided for vesting as to 1/12th of the shares on February 1, 2007 and on each one month anniversary thereafter.
( 9)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $1,238,400.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 10)  The option provided for vesting upon the satisfaction of certain milestones as set forth in the employment agreement between the Issuer and the reporting person effective January 1, 2007. Pursuant to the Merger Agreement, the option vested in full immediately prior to the closing of the merger.
( 11)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $3,440,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 12)  The option provided for vesting as to 1/12th of the shares on February 1, 2008 and on each one month anniversary thereafter.
( 13)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $1,764,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 14)  The option provided for vesting as to 1/12th of the shares on February 1, 2009 and on each one month anniversary thereafter.
( 15)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $2,340,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 16)  The option provided for vesting upon the satisfaction of certain milestones as set forth in the employment agreement between the Issuer and the reporting person effective April 1, 2009. Pursuant to the Merger Agreement, the option vested in full immediately prior to the closing of the merger.
( 17)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $8,088,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 18)  The option provided for vesting as to 1/12th of the shares on May 1, 2010 and on each one month anniversary thereafter.
( 19)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $1,936,800.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 20)  The option provided for vesting upon the satisfaction of certain milestones as set forth in the employment agreement between the Issuer and the reporting person effective October 1, 2010. Pursuant to the Merger Agreement, the option vested in full immediately prior to the closing of the merger.
( 21)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $5,104,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 22)  The option provided for vesting as to 1/12th of the shares on May 1, 2011 and on each one month anniversary thereafter.
( 23)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $1,922,400.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 24)  The option provided for vesting as to 1/12th of the shares on May 1, 2012 and on each one month anniversary thereafter.
( 25)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $2,397,600.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 26)  The option provided for vesting as to 1/12th of the shares on May 1, 2013 and on each one month anniversary thereafter. Pursuant to the Merger Agreement, the option vested in full immediately prior to the closing of the merger.
( 27)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $1,414,800.00, which represents the difference between $8.50 and the exercise price of the option per share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MANUSO JAMES S J
C/O ASTEX PHARMACEUTICALS, INC.
4140 DUBLIN BOULEVARD, SUITE 200
DUBLIN, CA 94568 		X
Chief Executive Officer

Signatures
/s/ James S.J. Manuso 10/16/2013
** 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 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).
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.
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