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 *

Fellner Peter 		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
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O VERNALIS PLC, 100 BERKSHIRE PLACE WHARFEDALE ROAD 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/11/2013
(Street)

WINNERSH BERKSHIRE, X0 RG41 5RD
(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

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
Director Stock Option (Right to buy)   $2.94   10/11/2013     D         50000      (1) 7/20/2021   Common Stock   50000     (2) 0   D    
Director Stock Option (Right to buy)   $2.10   10/11/2013     D         20000      (3) 6/22/2022   Common Stock   20000     (4) 0   D    
Director Stock Option (Right to buy)   $4.60   10/11/2013     D         20000      (5) 6/13/2023   Common Stock   20000     (6) 0   D    

Explanation of Responses:
( 1)  The option originally provided for vesting as to 20% of the shares on July 20, 2011 and each one year anniversary thereafter. Pursuant to the Agreement and Plan of Merger, dated September 5, 2013, between the Issuer, Otsuka Pharmaceutical Co., Ltd., and Autumn Acquisition Corporation (the "Merger Agreement"), the option vested in full immediately prior to the closing of the merger.
( 2)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $278,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 3)  The option provided for vesting as to 1/4th of the shares on June 22, 2012 and on each three month anniversary thereafter.
( 4)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $128,000.00, which represents the difference between $8.50 and the exercise price of the option per share.
( 5)  The option originally provided for vesting as to 1/4th of the shares on June 13, 2013 and on each three month anniversary thereafter. Pursuant to the Merger Agreement, the option vested in full immediately prior to the closing of the merger.
( 6)  Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $78,000.00, 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
Fellner Peter
C/O VERNALIS PLC
100 BERKSHIRE PLACE WHARFEDALE ROAD
WINNERSH BERKSHIRE, X0 RG41 5RD 		X



Signatures
/s/ Peter Fellner 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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