AGENUS INC — Director's Dealing 2012

Feb 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGENUS INC (AGEN)
CIK: 0001098972
Period of Report: 2012-02-01

Reporting Person: ARMEN GARO H (chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-01	Common Stock	J	5339	$2.472	Acquired	939020	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	831142	Indirect

Footnotes

F1: Represents the issuance of stock for payment of 34% of Dr. Armen's base salary for the month of January 2012.

F2: Dr. Armen is trustee and has investment authority for the Garo Armen 2009 2 Year GRAT and the Garo Armen 2009 4 Year GRAT, each holding 211,850 and 363,969 shares of Agenus Inc. common stock, respectively. Dr. Armen disclaims beneficial ownership therein. Dr. Armen is the General Partner of Armen Partners LP. As of the date of this report Armen Partners owns a total of 251,277 shares of Agenus Inc. common stock. Dr. Armen is also CEO, Chairman of the Board of Managers and a member of Antigenics Holdings LLC ("Holdings") which, as of the date of this report, owns 4,046 shares of Agenus Inc. common stock. Dr. Armen has a pecuniary interest in only a portion of the shares held by Armen Partners and Holdings and disclaims beneficial ownership to the extent of his pecunaiary interest therein.