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SEC FORM 3 SEC Form 3
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
or Section 30(h) of the Investment Company Act of 1940 		 
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1. Name and Address of Reporting Person*
Canaan Equity Partners III LLC
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/30/2007 		3. Issuer Name and Ticker or Trading Symbol
AMICUS THERAPEUTICS INC [ FOLD ]
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 Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
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 Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Convertible Preferred Stock (1) (2) Common Stock 931,762 (3) I See footnote(4)
Series C Convertible Preferred Stock (1) (2) Common Stock 907,498 (3) I See footnote(5)
Series D Convertible Preferred Stock (1) (2) Common Stock 203,378 (3) I See footnote(6)
Series B Convertible Preferred Stock Warrant (Right to Buy) (1) 05/04/2014 Series B Convertible Preferred Stock(7) 14,179 (8) I See Footnote(9)
1. Name and Address of Reporting Person*
Canaan Equity Partners III LLC
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
CANAAN EQUITY III LP
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
CANAAN EQUITY III ENTREPRENEURS LLC
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
BALEN JOHN V
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
GREEN L STEPHEN
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
DEEPAK KAMRA
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
KOPCHINSKY GREGORY
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
RUDNICK SETH
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
RUSSO GUY M
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
1. Name and Address of Reporting Person*
YOUNG ERIC A
(Last) (First) (Middle)
C/O CANAAN PARTNERS
285 RIVERSIDE AVENUE, SUITE 250
(Street)
WESTPORT CT 06880
(City) (State) (Zip)
Explanation of Responses:
1. Immediately Exercisable.
2. Not Applicable.
3. Each share of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock, as applicable, will automatically convert on a 1-for-1 basis into shares of Common Stock upon the closing of the Issuer?s initial public offering.
4. Consists of 898,220 shares held of record by Canaan Equity III, L.P. and 33,542 shares held of record by Canaan Equity III Entrepreneurs, LLC. Each of John V. Balen, Stephen L. Green, Deepak Kamra, Gregory Kopchinsky, Seth A. Rudnick, Guy M. Russo, Eric A. Young are managers of Canaan Equity III LLC, the sole general partner and manager, as applicable, of Canaan Equity III, L.P. and Canaan Equity III Entrepreneurs, LLC and, as a result, such individuals may be deemed to have shared voting, investment and dispositive power with respect to such shares. Each such person disclaims beneficial ownership of such shares except to the extent of their respective pecuniary interest therein. The inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of the shares for purposes of Section 16 of the Securities Exchange Act of 1934 or any other purpose.
5. Consists of 874,830 shares held of record by Canaan Equity III, L.P. and 32,668 shares held of record by Canaan Equity III Entrepreneurs, LLC. Each of John V. Balen, Stephen L. Green, Deepak Kamra, Gregory Kopchinsky, Seth A. Rudnick, Guy M. Russo, Eric A. Young are managers of Canaan Equity III LLC, the sole general partner and manager, as applicable, of Canaan Equity III, L.P. and Canaan Equity III Entrepreneurs, LLC and, as a result, such individuals may be deemed to have shared voting, investment and dispositive power with respect to such shares. Each such person disclaims beneficial ownership of such shares except to the extent of their respective pecuniary interest therein. The inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of the shares for purposes of Section 16 of the Securities Exchange Act of 1934 or any other purpose.
6. Consists of 196,058 shares held of record by Canaan Equity III, L.P. and 7,320 shares held of record by Canaan Equity III Entrepreneurs, LLC. Each of John V. Balen, Stephen L. Green, Deepak Kamra, Gregory Kopchinsky, Seth A. Rudnick, Guy M. Russo, Eric A. Young are managers of Canaan Equity III LLC, the sole general partner and manager, as applicable, of Canaan Equity III, L.P. and Canaan Equity III Entrepreneurs, LLC and, as a result, such individuals may be deemed to have shared voting, investment and dispositive power with respect to such shares. Each such person disclaims beneficial ownership of such shares except to the extent of their respective pecuniary interest therein. The inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership of the shares for purposes of Section 16 of the Securities Exchange Act of 1934 or any other purpose.
7. Each warrant will be converted into warrants to purchase Common Stock in connection with the closing of the Issuer?s initial public offering in accordance with the terms of the applicable warrant.
8. Each warrant will be automatically exercised in connection with the closing of the Issuer?s initial public offering for shares of Common Stock on a 1-for-1 basis in accordance with the terms of the applicable warrant.
9. Consists of warrants to purchase 13,669 shares held of record by Canaan Equity III, L.P. and warrants to purchase 510 shares held of record by Canaan Equity III Entrepreneurs, LLC. Each of John V. Balen, Stephen L. Green, Deepak Kamra, Gregory Kopchinsky, Seth A. Rudnick, Guy M. Russo, Eric A. Young are managers of Canaan Equity III LLC, the sole general partner and manager, as applicable, of Canaan Equity III, L.P. and Canaan Equity III Entrepreneurs, LLC and, as a result, such individuals may be deemed to have shared voting, investment and dispositive power with respect to such warrants and shares. Each such person disclaims beneficial ownership of such warrants and shares except to the extent of their respective pecuniary interest therein. The inclusion of these warrants and shares in this report shall not be deemed to be an admission of beneficial ownership for purposes of Section 16 of the Securities Exchange Act of 1934 or any other purpose.
Remarks:
Canaan Equity Partners III LLC By: /s/ John D. Lambrech, as Attorney-in-Fact 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
* 05/30/2007
** 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.
Exhibit 24.1
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and
appoints each of Guy M. Russo and John D. Lambrech, signing singly and each
acting individually, as the undersigned's true and lawful attorney in fact with
full power and authority as hereinafter described to:

(1)	execute for and on behalf of the undersigned, in any capacity, Forms 3,
4, and 5 (including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act");

(2)	do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to prepare, complete and execute any such
Form 3, 4, or 5, prepare, complete and execute any amendment or amendments
thereto, and timely deliver and file such form with the United States Securities

and Exchange Commission and any stock exchange or similar authority;

(3)	seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information regarding transactions in securities from
any third party, including brokers, employee benefit plan administrators and
trustees, and the undersigned hereby authorizes any such person to release
any such information to such attorney in fact and approves and ratifies any
such release of information; and

(4)	take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney in fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney in fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney in fact may approve
in such attorney in fact's discretion.

The undersigned hereby grants to each such attorney in fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and
powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney in fact, or such attorney in fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this power of attorney
and the rights and powers herein granted.  The undersigned acknowledges
that the foregoing attorneys in fact, in serving in such capacity at the
request of the undersigned, are not assuming nor relieving any of the
undersigned's responsibilities to comply with Section 16 of the Exchange
Act.  The undersigned acknowledges that the foregoing attorneys in fact
assume (i) no liability for the undersigned's responsibility to comply
with the requirement of the Exchange Act, (ii) no liability of the
undersigned for any failure to comply with such requirements, or (iii)
no obligation or liability of the undersigned for profit disgorgement
under Section 16(b) of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect
to the undersigned's holdings of and transactions in securities, unless
earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys in fact.


                                            *     *     *


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 30th day of May, 2007.

CANAAN EQUITY PARTNERS III LLC


By: /s/ Guy M. Russo
    ---------------------
Name:   Guy M. Russo
Title:     Manager


CANAAN EQUITY III L.P.

By:   Canaan Equity Partners III LLC, its general partner


By: /s/ Guy M. Russo
    ---------------------
Name:     Guy M. Russo
Title:       Manager


CANAAN EQUITY III ENTREPRENEURS LLC

By:   Canaan Equity Partners III LLC, its manager


By: /s/ Guy M. Russo
    ---------------------
Name:     Guy M. Russo
Title:       Manager


/s/ John V. Balen
- ---------------------
John V. Balen


/s/ Stephen L. Green
- ---------------------
Stephen L. Green


/s/ Deepak Kamra
- ---------------------
Deepak Kamra


/s/ Gregory Kopchinsky
- ---------------------
Gregory Kopchinsky


/s/ Seth A. Rudnick
- ---------------------
Seth A. Rudnick


/s/ Guy M. Russo
- ---------------------
Guy M. Russo


/s/ Eric A. Young
- ---------------------
Eric A. Young


/s/ Stephen Bloch
- ---------------------
Stephen Bloch

Joint Filer Statement
Page 1 of 2

Name of Joint Filers:

Canaan Equity III L.P.
Canaan Equity III Entrepreneurs LLC
John V. Balen
Stephen L. Green
Deepak Kamra
Gregory Kopchinsky
Seth A. Rudnick
Guy M. Russo
Eric A. Young

Address of Joint Filers:

c/o Canaan Partners
285 Riverside Avenue, Suite 250
Westport, CT 06880

Designated Filer:

Canaan Equity Partners III LLC

Issuer and Ticker Symbol:

Amicus Therapeutics, Inc. (FOLD)

Date of Event Requiring Statement:

May 30, 2007

SIGNATURES OF JOINT FILERS

CANAAN EQUITY PARTNERS III LLC


By:         *
- ------------------------------------
Name:
Title:


CANAAN EQUITY III L.P.

By:   Canaan Equity Partners III LLC, its general partner


By:         *
- ------------------------------------
Name:
Title:


Joint Filer Statement
Page 2 of 2


CANAAN EQUITY III ENTREPRENEURS LLC

By:   Canaan Equity Partners III LLC, its manager


By:         *
- ------------------------------------
Name:
Title:

                 *
- ------------------------------------
John V. Balen


                 *
- ------------------------------------
Stephen L. Green


                 *
- ------------------------------------
Deepak Kamra


                 *
- ------------------------------------
Gregory Kopchinsky


                 *
- ------------------------------------
Seth A. Rudnick


                 *
- ------------------------------------
Guy M. Russo


                 *
- ------------------------------------
Eric A. Young



*  By: /s/ John D. Lambrech
- ------------------------------------
John D. Lambrech, Attorney-in-Fact