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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Name of Issuer) AXSOME THERAPEUTICS INC
(Title of Class of Securities) Common Stock
(CUSIP Number) 05464T104
(Date of Event Which Requires Filing of this Statement) April 18, 2017
Check the appropriate box to designate the rule pursuant to which this
Schedule
is filed:
[ ]Rule 13d-1(b)
[ X ]Rule 13d-1(c)
[ ]Rule 13d-1(d)
CUSIP No. 05464T104
1.Names of Reporting Persons.
Laurence W.Lytton
2. Check the Appropriate Box if a Member of a Group (See Instructions)
a)..........................................................................
(b)..........................................................................
3.SEC Use Only
4.Citizenship or Place of Organization
USA
5.Sole Voting Power 1,269,292
6.Shared Voting Power 31,400
7.Sole Dispositive Power 1,269,292
8.Shared Dispositive Power 31,400
9.Aggregate Amount Beneficially Owned by Each Reporting
Person 1,300,692
10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions).................................
11.Percent of Class Represented by Amount in Row (9)
5.5%
12.Type of Reporting Person (See Instructions)
IN
Item 1.
(a)Name of Issuer AXSOME THERAPEUTICS INC
(b)Address of Issuer's Principal Executive Offices
25 Broadway, 9th Fl
New York, New York
Item 2.
(a)Name of Person Filing Laurence W. Lytton
(b)Address of Principal Business Office or, if none, Residence
467 CPW
N.Y., NY 10025
(c)Citizenship USA
(d)Title of Class of Securities Common
(e)CUSIP Number 05464T104
Item 3. not applicable
Item 4.Ownership.
(a)Amount beneficially owned: 1,300,692 consisting of
1,187,192 shares held by the reporting person, 74,100 held in
the AWL Family LLC, 12,000 held in the IKL Trust, 5,000 held
in the KLL Family Trust, and 22,400 shares held in other
related accounts.
(b)Percent of class: 5.5%
(c)Number of shares as to which the person has:
(i)Sole power to vote or to direct the vote 1,269,292.
(ii)Shared power to vote or to direct the vote 31,400.
(iii)Sole power to dispose or to direct the disposition of 1,269,292.
(iv)Shared power to dispose or to direct the disposition of 31,400.
Item 5.Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the
following ( ).
Item 6.Ownership of More than Five Percent on Behalf of Another Person.
Not applicable
Item 7.Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding Company
Not applicable
Item 8.Identification and Classification of Members of the Group
Not applicable
Item 9.Notice of Dissolution of Group
Not applicable
Item 10.Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that
purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
___4/27/17____________________________
Date
____s/ Laurence W. Lytton____________________________
Signature
_____Laurence W. Lytton___________________________
Name/Title