##### Table of Contents



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

FORM 10-Q/A

(Mark One)x
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2003ORo
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from     to

Commission file number: 001-16033

ESPERION THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)

Delaware
    
    38-3419139(State of incorporation)
    
    (IRS Employer Identification No.)


3621 S. State Street,
695 KMS Place
Ann Arbor, MI 48108
(734) 332-0506
(Address of principal executive offices, including zip
code, and telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

x Yes
    
    o No


Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

x Yes
    
    o No


The number of outstanding shares of the registrants common stock, as of
August 8, 2003, was 33,577,270.





---

TABLE OF CONTENTS



|                            |  |  |  |  |  |  |  | 
|--------------------------- |  |  |  |  |  |  |  | 
|SIGNATURES                 
|INDEX TO EXHIBITS          
|Advisory Services Agreement
|Certification              
|Certification              



---



##### Table of Contents






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

Dated: October 28, 2003
    
    
    
    ESPERION THERAPEUTICS, INC.(Registrant)By:
    
    /s/ Roger S. Newton

Roger S. NewtonPresident and Chief Executive Officer(Principal Executive Officer)By:
    
    /s/ Timothy M. Mayleben

Timothy M. MaylebenChief Operating Officerand Chief Financial Officer(Principal Financial Officer)


3



---



##### Table of Contents






INDEX TO EXHIBITS

|        |  |                                                                                                                                                                                                                                                                        
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  |  | Exhibit                                                                                                                                                                                                                                                                
|        |  |                                                                                                                                                                                                                                                                        
|10.55** |  | Advisory Services Agreement among Scheer & Company, Inc., David I. Scheer and Esperion
Therapeutics, Inc. dated as of April 28, 2003.                                                                                                                                 
|        |  |                                                                                                                                                                                                                                                                        
|10.56+  |  | Employment arrangement between Adeoye Y. Olukotun and Esperion Therapeutics, Inc. dated
June 4, 2003.                                                                                                                                                                  
|        |  |                                                                                                                                                                                                                                                                        
|10.57+  |  | Amendment No. 1 to Esperion Therapeutics, Inc. 2000 Equity Compensation Plan (Amended
and Restated Effective April 18, 2002).                                                                                                                                          
|        |  |                                                                                                                                                                                                                                                                        
|10.58+  |  | Office Lease between State 94 Properties, L.L.C. and Esperion Therapeutics, Inc. dated as of
June 28, 2003.                                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                        
|31.1+   |  | Certification pursuant to Rules 13a-14 (a) or 15d-14 (a) promulgated under the Securities
Exchange
Act of 1934, as amended.                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                        
|31.2+   |  | Certification pursuant to Rules 13a-14 (a) or 15d-14 (a) promulgated under the Securities
Exchange
Act of 1934, as amended.                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                        
|31.3**  |  | Certification pursuant to Rules 13a-14 (a) or 15d-14 (a) promulgated under the Securities
Exchange
Act of 1934, as amended.                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                        
|31.4**  |  | Certification pursuant to Rules 13a-14 (a) or 15d-14 (a) promulgated under the Securities
Exchange
Act of 1934, as amended.                                                                                                                                            
|        |  |                                                                                                                                                                                                                                                                        
|32.1+   |  | Certification pursuant to 18 U.S.C. Section 1350.                                                                                                                                                                                                                      
|        |  |                                                                                                                                                                                                                                                                        
|32.2+   |  | Certification pursuant to 18 U.S.C. Section 1350.                                                                                                                                                                                                                      
|        |  |                                                                                                                                                                                                                                                                        
|       |  | Confidential treatment requested with respect to portions of the Agreement indicated with
brackets and asterisks [*      *]. A complete copy of this Agreement, including the redacted
portions, has been separately filed with the Securities and Exchange Commission.
|        |  |                                                                                                                                                                                                                                                                        
|**      |  | Filed herewith.                                                                                                                                                                                                                                                        
|        |  |                                                                                                                                                                                                                                                                        
|+       |  | Previously filed.                                                                                                                                                                                                                                                      

4