Sec Form 4 Filing - BELL LEONARD @ ALEXION PHARMACEUTICALS INC - 2012-07-27

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
BELL LEONARD
2. Issuer Name and Ticker or Trading Symbol
ALEXION PHARMACEUTICALS INC [ ALXN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO
(Last) (First) (Middle)
C/O ALEXION PHARMACEUTICALS INC, 352 KNOTTER DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
07/27/2012
(Street)
CHESHIRE, CT06410
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, par value $.0001 per share 07/27/2012 M 27,000 ( 1 ) A $ 4.42 1,908,912 D
Common Stock, par value $.0001 per share 07/27/2012 M 35,000 A $ 5.82 1,943,912 D
Common Stock, par value $.0001 per share 07/27/2012 S 24,768 ( 1 ) D $ 105.85 ( 2 ) 1,919,144 D
Common Stock, par value $.0001 per share 07/27/2012 S 2,232 D $ 106.46 ( 3 ) 1,916,912 D
Common Stock, par value $.0001 per share 07/27/2012 S 18,394 D $ 108.4 ( 4 ) 1,898,518 D
Common Stock, par value $.0001 per share 07/27/2012 S 16,606 D $ 109.47 ( 5 ) 1,881,912 D
Common Stock, par value $.0001 per share 07/27/2011 S 2,272 ( 6 ) D $ 106.14 1,879,640 D
Common Stock, par value $.0001 per share 07/27/2012 G 204,088 ( 7 ) D $ 0 1,675,552 D
Common Stock, par value $.0001 per share 07/31/2012 S 2,470 ( 6 ) D $ 104.96 ( 8 ) 1,673,082 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Option to Purchase Common Stock $ 4.42 07/27/2012 M 27,000 12/23/2003 09/23/2013 Common Stock, par value $.0001 per share 27,000 $ 0 0 D
Option to Purchase Common Stock $ 5.82 07/27/2012 M 35,000 05/24/2004 02/24/2014 Common Stock, par value $.0001 per share 35,000 $ 0 27,332 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BELL LEONARD
C/O ALEXION PHARMACEUTICALS INC
352 KNOTTER DRIVE
CHESHIRE, CT06410
X CEO
Signatures
/s/ Leonard Bell 07/31/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The transactions reported by this Form 4 are made pursuant to the terms of a sales plan designed to meet the requirements of Rule 10b5-1(c)(1) of the Securities Exchange Act.
( 2 )This transaction was executed in multiple trades through a broker-dealer at prices ranging from $105.27 - $106.27. The price reported in this column reflects the weighted average sales price. Upon request, the reporting person will provide to the SEC staff full information regarding the number of shares sold at each price.
( 3 )This transaction was executed in multiple trades through a broker-dealer at prices ranging from $106.27 - $107.27. The price reporting in this column reflects the weighted average sales price. Upon request, the reporting person will provide to the SEC staff full information regarding the number of shares sold at each price.
( 4 )This transaction was executed in multiple trades through a broker-dealer at prices ranging from $108.00 - $108.99. The price reported in this column reflects the weighted average sales price. Upon request, the reporting person will provide to the SEC staff full information regarding the number of shares sold at each price.
( 5 )This transaction was executed in multiple trades through a broker-dealer at prices ranging from $109.01 - $109.99. The price reported in this column reflects the weighted average sales price. Upon request, the reporting person will provide to the SEC staff full information regarding the number of shares sold at each price.
( 6 )These sales were made to cover the withholding taxes immediately following the vesting of previously granted Restricted Stock.
( 7 )The shares represent the remainder and final distribution on July 27, 2012 from two grantor retained annuity trusts established in 2010 to a family trust. Upon such distribution, such shares were no longer beneficially owned by the reporting person.
( 8 )This transaction was executed in multiple trades through a broker-dealer at prices ranging from $104.93 - $104.96. The price reported in this column reflects the weighted average sales price. Upon request, the reporting person will provide to the SEC staff full information regarding the number of shares sold at each price.

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