Amended Statement of Beneficial Ownership (3/a)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	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 ^*

Di Donato Brian

2. Date of Event Requiring Statement (MM/DD/YYYY) 2/11/2019

3. Issuer Name and Ticker or Trading Symbol

ACHILLION PHARMACEUTICALS INC [ACHN]

(Last) (First) (Middle)

C/O ACHILLION PHARMACEUTICALS, INC., 1777 SENTRY PARKWAY W, BLDG 14, STE 200

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

_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
SVP, Chief Financial Officer /

(Street)

BLUE BELL, PA 19422

(City) (State) (Zip)

5. If Amendment, Date Original Filed(MM/DD/YYYY)

2/11/2019

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 Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options (Right to buy)	⁽¹⁾	8/7/2028	Common Stock	200000.00	$2.56	D

Explanation of Responses:
(1)	This option was granted on August 7, 2018 and vests as to 25% of the original number of shares on the first anniversary of the grant date and as to an additional 6.25% of the original number of shares at the end of each successive three-month period thereafter.

Remarks:
This Form 3/A amends and restates the Form 3 filed by the reporting person on February 11, 2019.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Di Donato Brian C/O ACHILLION PHARMACEUTICALS, INC. 1777 SENTRY PARKWAY W, BLDG 14, STE 200 BLUE BELL, PA 19422			SVP, Chief Financial Officer

Signatures
/s/ Brian Di Donato		11/1/2019
^**Signature of Reporting Person		Date

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ACHN Achillion Pharmaceuticals Inc