Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Beacon Co
  2. Issuer Name and Ticker or Trading Symbol
INFINITY PHARMACEUTICALS, INC. [INFI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O OGIER HOUSE, THE ESPLANADE, ST. HELIER
3. Date of Earliest Transaction (Month/Day/Year)
09/07/2012
(Street)

JERSEY CHANNEL ISLANDS JE4 9WG
4. If Amendment, Date Original Filed(Month/Day/Year)
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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               3,000,000 D  
Common Stock 09/07/2012   P   5,416,565 A $ 14.5 5,416,565 I By Purdue Pharma L.P. (1)

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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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
Stock Purchase Warrants (right to buy) $ 20 (2) 01/07/2009   H(2)   500,000   01/07/2009 07/01/2010(2) Common Stock 500,000 $ 0 (2) 0 D  
Stock Purchase Warrants (right to buy) $ 30 (2) 01/07/2009   H(2)   1,000,000   01/07/2009 07/01/2011(2) Common Stock 1,000,000 $ 0 (2) 0 D  
Stock Purchase Warrants (right to buy) $ 40 (2) 01/07/2009   H(2)   1,500,000   01/07/2009 07/02/2012(2) Common Stock 1,500,000 $ 0 (2) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Beacon Co
C/O OGIER HOUSE, THE ESPLANADE
ST. HELIER
JERSEY CHANNEL ISLANDS JE4 9WG
    X    

Signatures

 /s/ Anthony M. Roncalli, as Assistant Secretary of Beacon Company   09/07/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These securities were purchased by Purdue Pharma L.P. pursuant to the Securities Purchase Agreement between the Issuer, Purdue Pharma L.P., Rosebay Medical Company L.P. and the Reporting Person, dated July 17, 2012 (the "Securities Purchase Agreement"). The Reporting Person and Rosebay Medical Company L.P. are the ultimate parents of Purdue Pharma L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.
(2) These warrants expired and were not exercised by the holder.

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