UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
AGENUS, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
00847G101
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(CUSIP Number)
2/23/11
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/ X / Rule 13d-1(b)
/ / Rule 13d-1(c)
/ / 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
thatsection of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
Persons who respond to the collection of information contained in this
form are not required to respond unless the form displays a currently
valid OMB control number.
CUSIP No. 00847G101
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
INGALLS & SNYDER, LLC
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2. Check the Appropriate Box if a Member of a Group
(a)
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(b)
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3. SEC Use Only
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4. Citizenship or Place of Organization
New York
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Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power 0
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6. Shared Voting Power 0
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7. Sole Dispositive Power 0
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8. Shared Dispositive 8,021,601
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
8,021,601
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10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares
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11. Percent of Class Represented by Amount in Row (9)
7.12%
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12. Type of Reporting Person
BD,IA
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Item 1.
(a) Name of Issuer
AGENUS, INC.
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(b) Address of Issuer's Principal Executive Offices
162 FIFTH AVE
SUITE 900
NEW YORK, NY 10010
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Item 2.
(a) Name of Persons Filing
INGALLS & SNYDER, LLC
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(b) Address of Principal Business Office or, if none,
Residence
61 BROADWAY, NEW YORK, NY 10006
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(c) Citizenship
NEW YORK
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(d) Title of Class of Securities
COMMON STOCK
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(e) CUSIP Number
037032109
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Item 3. This statement is filed pursuant to Rule 13d-1(b), and the Person
Filing is a:
(a) [X] Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o);
(e) [X] An investment adviser in accordance with
section 240.13d-1(b)(1)(ii)(E);
Item 4. Ownership
(a) Amount beneficially owned: 8,021,601
(b) Percent of Class: 7.12%
(c) Number of shares as to which such 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 to direct the disposition of:
0
(iv) shared power to dispose or to direct the disposition of:
8,021,601
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Ingalls & Snyder, LLC ("I&S") is a registered dealer and a
registered investment advisor. Shares reported under shared
dispositive power include shares held in accounts managed
under investment advisory contracts. Included in shares reported
under shared dispositive authority are 6,746,601 shares owned
by Ingalls & Snyder Value Partners, L.P.("ISVP") and shares
which ISVP has the right to acquire by converting their
Antigenics secured convertible notes due 8/31/11. Such
conversion is subject to the restrictions in those notes.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company
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
By signing below I certify that, to the best of my knowledge
and belief,the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer ofthe securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
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.
February 24, 2011
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Date
INGALLS & SNYDER, LLC
By: /s/ Thomas O. Boucher, Jr.
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Thomas O. Boucher, Jr.
Manager