Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Berkenblit Anna
2. Date of Event Requiring Statement (Month/Day/Year)
12/09/2016
3. Issuer Name and Ticker or Trading Symbol
IMMUNOGEN INC [IMGN]
(Last)
(First)
(Middle)
C/O IMMUNOGEN, INC., 830 WINTER STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & Chief Medical Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WALTHAM, MA 02152
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Common Stock 6,000
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Stock Option (right to buy) 04/01/2016(1) 04/01/2025 Common Stock 125,000 $ 8.94 D  
Stock Option (right to buy) 07/13/2016(2) 07/13/2025 Common Stock 11,000 $ 16.72 D  
Stock Option (right to buy) 06/01/2017(3) 06/01/2026 Common Stock 4,000 $ 5.75 D  
Stock Option (right to buy) 07/18/2017(4) 07/18/2026 Common Stock 50,000 $ 3.05 D  
Stock Option (right to buy) 09/30/2017(5) 09/30/2026 Common Stock 50,000 $ 2.68 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Berkenblit Anna
C/O IMMUNOGEN, INC.
830 WINTER STREET
WALTHAM, MA 02152
      VP & Chief Medical Officer  

Signatures

/s/ Craig Barrows, attorney in fact 12/16/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 31,250 shares exercisable as of filing date, 31,250 shares exercisable commencing on April 1, 2017, 31,250 shares exercisable commencing on April 1, 2018 and 31,250 shares exercisable commencing on April 1, 2019.
(2) 3,667 shares exercisable as of filing date, 3,667 shares exercisable commencing on July 13, 2017, and 3,666 shares exercisable commencing on July 13, 2018.
(3) Exercisable as to 1,334 shares commencing on June 1, 2017, 1,333 shares commencing on June 1, 2018, and 1,333 shares commencing on June 1, 2019.
(4) Exercisable as to 16,667 shares commencing on July 18, 2017, 16,667 shares commencing on July 18, 2018, and 16,666 shares commencing on July 18, 2019.
(5) Exercisable as to 16,667 shares commencing on September 30, 2017, 16,667 shares commencing on September 30, 2018, and 16,666 shares commencing on September 30, 2019.

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