Edgar Filing: AVEO PHARMACEUTICALS INC

Dated: February 10, 2012

BIOGEN IDEC INC.

/s/ Paul J. Clancy

Name: Paul J. Clancy

Title: Executive Vice President and Chief Financial Officer

SCHEDULE 13G

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1 )*

Aveo Pharmaceuticals, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

053588109

(CUSIP Number)

December 31, 2011

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 6


CUSIP No. 053588109


1	NAMES OF REPORTING PERSONS Biogen Idec Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨ Not applicable.
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO

Page 2 of 6

Schedule 13G

Item 1(a).

Name of Issuer:

Aveo Pharmaceuticals, Inc.

Item 1(b).

Address of Issuer’s Principal Executive Offices:

75 Sidney Street

Cambridge, Massachusetts 02139

Item 2(a).

Name of Person Filing:

Biogen Idec Inc.

Item 2(b).

Address of Principal Business Office or, if None, Residence:

133 Boston Post Road, Weston, Massachusetts 02493

Item 2(c).

Citizenship:

Delaware

Item 2(d).

Title of Class of Securities:

Common Stock

Item 2(e).

CUSIP Number:

053588109

Item 3.

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not applicable.

(a)	¨ Broker or dealer registered under Section 15 of the Act;

(b)	¨ Bank as defined in section 3(a)(6) of the Act;

(c)	¨ Insurance company as defined in Section 3(a)(19) of the Act;

(d)	¨ Investment company registered under Section 8 of the Investment Company Act of 1940;

(e)	¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)	¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)	¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)	¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

Page 3 of 6

(i)	¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the

Investment Company Act of 1940;

(j)	¨ A non-U.S. institution in accordance with Rule 13d–1(b)(1)(ii)(J);

(k)	¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)	Amount Beneficially Owned: 0

(b)	Percent of Class: 0%

(c)	Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose or direct the disposition of: 0

(iv)

Shared power to dispose or direct the disposition of: 0

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following x.

Page 4 of 6

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable

Item 8.

Identification and Classification of Members of the Group.

Not applicable

Item 9.

Notice of Dissolution of Group.

Not applicable

Item 10.

Certification.

Not applicable

Page 5 of 6

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Page 6 of 6