##### Table of Contents



United States
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q/A
AMENDMENT NO. 1
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   ALKERMES, INC.
  PENNSYLVANIA
    
    23-2472830(State or other jurisdiction of
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)
 88 Sidney Street, Cambridge, MA
    
    02139-4136(Address of principal executive offices)
    
    (Zip Code)
 (617) 494-0171
   þ o
  þ o
  o þ
  Class
    
    
    As of November 2, 2005Common Stock, $.01 par value
    
    
    91,108,896Non-Voting Common Stock, $.01 par value
    
    
    382,632




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TABLE OF CONTENTS  Item 6. ExhibitsSIGNATURESEX-10.2 Amendment to 1999 Stock Option PlanEX-31.1 Certification of CEOEx-31.2 Certification of CFOEX-32.1 Certification of CEO & CFO    Table of Contents    
 Item 6. Exhibits
 List of Exhibits:
 Exhibit No.3.2
    
    Second Amended and Restated By-Laws of Alkermes, Inc.
(Incorporated by reference to Exhibit 3.2 to the Registrants
Current Report on Form 8-K filed on September 28, 2005).10.1
    
    Amended and Restated January 1, 2005 to March 31, 2006 Named
Executive Bonus Plan. (Incorporated by reference to Exhibit 10.1
to the Registrants Current Report on Form 8-K filed on September 15, 2005).+10.2
    
    Amendment to 1999 Stock Option Plan, as amended (filed herewith).+31.1
    
    Rule 13a-14(a)/15d-14(a) Certification (furnished herewith).31.2
    
    Rule 13a-14(a)/15d-14(a) Certification (furnished herewith).32.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(furnished herewith).+
    
    Indicates a management contract or any compensatory plan, contract or arrangement.
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##### Table of Contents



SIGNATURES
  ALKERMES, INC.
(Registrant)Date: November 17, 2005
    
    By:
    
    /s/ Richard F. PopsRichard F. Pops
Chief Executive Officer and Director
(Principal Executive Officer)Date: November 17, 2005
    
    By:
    
    /s/ James M. FratesJames M. Frates
Vice President, Chief Financial Officer
and Treasurer
(Principal Financial and Accounting Officer)
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##### Table of Contents



EXHIBIT INDEX
 Exhibit No.3.2
    
    Second Amended and Restated By-Laws of Alkermes, Inc.
(Incorporated by reference to Exhibit 3.2 to the Registrants
Current Report on Form 8-K filed on September 28, 2005).10.1
    
    Amended and Restated January 1, 2005 to March 31, 2006 Named
Executive Bonus Plan. (Incorporated by reference to Exhibit 10.1
to the Registrants Current Report on Form 8-K filed on September
15, 2005).+10.2
    
    Amendment to 1999 Stock Option Plan, as amended (filed herewith).+31.1
    
    Rule 13a-14(a)/15d-14(a) Certification (furnished herewith).31.2
    
    Rule 13a-14(a)/15d-14(a) Certification (furnished herewith).32.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(furnished herewith).+
    
    Indicates a management contract or any compensatory plan, contract or arrangement.
 4