Form 3 ADAGE CAPITAL PARTNERS For: Mar 03 (10K)

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person^*

ADAGE CAPITAL PARTNERS GP LLC

(Last)

(First)

(Middle)

200 CLARENDON STREET, 52ND FLOOR

(Street)

BOSTON

02116

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/03/2009

3. Issuer Name and Ticker or Trading Symbol
AMAG PHARMACEUTICALS INC. [AMAG]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $.01 per share ("Common Stock")	1,914,123	I	See FN ⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Excercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Excercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Equity Swap (obligation to buy) ⁽²⁾	12/08/2008	06/09/2009	Common Stock	100,000	$ 34.839	I	See FNs ⁽¹⁾ ⁽²⁾
Equity Swap (obligation to buy) ⁽³⁾	12/08/2008	06/09/2009	Common Stock	477,324	$ 45.2099	I	See FNs ⁽¹⁾ ⁽³⁾

Explanation of Responses:

1. The Shares of Common Stock and Equity Swaps to which this note relates are held directly by Adage Capital Partners, L.P., a Delaware limited partnership (the "Fund"). Adage Capital Partners GP, L.L.C., a Delaware limited liability company ("ACPGP"), serves as the general partner of the Fund and as such has discretion over the portfolio securities beneficially owned by the Fund. Adage Capital Advisors, L.L.C., a Delaware limited liability company ("ACA"), is the managing member of ACPGP and directs ACPGP's operations. Robert Atchinson and Phillip Gross are the managing members of ACPGP and ACA and general partners of ACP. ACPGP, ACA, Robert Atchinson and Phillip Gross disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.

2. On December 8, 2008, the Fund entered into an equity swap agreement with a securities broker under which, upon expiration of the six-month term of the agreement, (i) the Fund will be obligated to pay the broker $34.839 per share for each share of Common Stock that is subject to the agreement, and (ii) the broker will be obligated to pay the Fund the volume weighted average market price of 100,000 shares of Common Stock, as of the end of the six month period.

3. On December 8, 2008, the Fund entered into an equity swap agreement with a securities broker under which, upon expiration of the six-month term of the agreement, (i) the Fund will be obligated to pay the broker $45.2099 per share for each share of Common Stock that is subject to the agreement, and (ii) the broker will be obligated to pay the Fund the volume weighted average market price of 477,324 shares of Common Stock, as of the end of the six month period.

	/s/ Robert Atchinson	03/06/2009
	** Signature of Reporting Person	Date
	/s/ Adage Capital Partners, L.P.; By its general partner Adage Capital Partners GP, L.L.C.; By its managing member Adage Capital Advisors, L.L.C.; By its managing member Robert Atchinson	03/06/2009
	** Signature of Reporting Person	Date
	/s/ Adage Capital Partners GP, L.L.C.; By its managing member Adage Capital Advisors, L.L.C.; By its managing member Robert Atchinson	03/06/2009
	** Signature of Reporting Person	Date
	/s/ Adage Capital Advisors, L.L.C.; By its managing member Robert Atchinson	03/06/2009
	** Signature of Reporting Person	Date
	/s/ Phillip Gross	03/06/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

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