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 *
PANEM SANDRA PHD
  2. Issuer Name and Ticker or Trading Symbol
ACORDA THERAPEUTICS INC [ACOR]
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 ACORDA THERAPEUTICS, INC, 15 SKYLINE DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
02/15/2006
(Street)

HAWTHORNE, NY 10532
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 02/15/2006   C   1,630 A (1) 1,630 (1) D  
Common 02/15/2006   C   545,272 A (1) 546,902 (1) I See (2)
Common 02/15/2006   C   42,749 A (1) 589,651 (1) I See (2)
Common 02/15/2006   C   108,833 A (1) 698,484 (1) I See (3)
Common 02/15/2006   C   8,534 A (1) 707,018 (1) I See (3)
Common 02/15/2006   P   41,667 A $ 6 748,685 I See (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Series H Convertible Preferred Stock (1) 02/15/2006   C     2,119   (1)   (1) Common Stock 1,630 (1) $ 0 0 D  
Series J Convertible Preferred Stock (1) 02/15/2006   C     708,854   (1)   (1) Common Stock 545,272 (1) $ 0 141,485 I See (2)
Series J Convertible Preferred Stock (1) 02/15/2006   C     141,485   (1)   (1) Common Stock 108,833 (1) $ 0 0 I See (3)
Series K Convertible Preferred Stock (1) 02/15/2006   C     55,574   (1)   (1) Common Stock 42,749 (1) $ 0 11,093 I See (2)
Series K Convertible Preferred Stock (1) 02/15/2006   C     11,093   (1)   (1) Common Stock 8,534 (1) $ 0 0 I See (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PANEM SANDRA PHD
C/O ACORDA THERAPEUTICS, INC
15 SKYLINE DRIVE
HAWTHORNE, NY 10532
  X      

Signatures

 s/ Michelle Meyers, by power of attorney   02/17/2006
**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) All of the outstanding shares of the Issuer's Series H, J and K Convertible Preferred Stock automatically converted to Common Stock of the Issuer upon the closing of the Issuer's initial public offering and had no expiration date.
(2) These shares are held by Cross Atlantic Partners IV, K/S ("CAP"). According to information provided by CAP, Ms. Panem could be deemed to have shared voting and dispositive power with respect to the shares of stock held by CAP. However, Ms. Panem disclaims beneficial ownership except to the extent of her indirect pecuniary interest therein, and this report shall not be deemed to be an admission that she is the beneficial owner of these securities for purposes of Section 16.
(3) These shares are held by Nordea Bank Danmark A/S ("Nordea"). According to information provided by Nordea, Ms. Panem could be deemed to have shared voting and dispositive power with respect to the shares of stock held by Nordea. However, Ms. Panem disclaims beneficial ownership except to the extent of her indirect pecuniary interest therein, and this report shall not be deemed to be an admission that she is the beneficial owner of these securities for purposes of Section 16.
 
Remarks:
Exhibit List - Exhibit 24: Power of Attorney

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