SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KAPOOR JOHN N

(Last)

(First)

(Middle)

225 EAST DEERPATH ROAD

SUITE 250

(Street)

LAKE FOREST

60045

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AKORN INC [ AKN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/31/2006		C⁽¹⁾		1,927,386	A	$2.28	22,499,059⁽¹⁾	I	See footnote⁽³⁾
Common Stock	03/31/2006		C⁽²⁾		1,612,895	A	$1.8	24,111,954⁽²⁾	I	See footnote⁽³⁾
Common Stock								402,518	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Debt (Tranche A)	$2.28	03/31/2006		C⁽¹⁾			3,000,000	12/31/2002	12/20/2006	Common Stock	⁽¹⁾	⁽¹⁾	0	I	See footnote⁽³⁾
Convertible Debt (Tranche B)	$1.8	03/31/2006		C⁽²⁾			2,000,000	07/12/2001	12/20/2006	Common Stock	⁽²⁾	⁽²⁾	0	I	See footnote⁽³⁾

Explanation of Responses:

1. On March 31, 2006, that certain $3,000,000 Convertible Promissory Note dated July 12, 2001 (the "Tranche A Note") was converted into common stock. Principal and accrued interest on the Tranche A Note was converted into 1,927,386 shares based upon a conversion price of $2.28 per share. Exempt under Rule 16b-6(b).

2. On March 31, 2006, that certain $2,000,000 Convertible Promissory Note dated July 12, 2001 (the "Tranche B Note") was converted into common stock. Principal and accrued interest on the Tranche B Note was converted into 1,612,895 shares based upon a conversion price of $1.80 per share. Exempt under Rule 16b-6(b).

3. Securities held through various limited partnerships and trusts. Dr. Kapoor disclaims beneficial ownerhip of such shares except to the extent of his pecuniary interest.

	/s/ John N. Kapoor	04/03/2006
	** 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 4 (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).
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