Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
Aisling Capital II LP
   2. Issuer Name and Ticker or Trading Symbol
Esperion Therapeutics, Inc. [ESPR] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
888 7TH AVENUE, 30TH FLOOR		 3. Date of Earliest Transaction (Month/Day/Year)
07/01/2013
(Street)

NEW YORK, NY 10106		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 07/01/2013   C   1,816,475 A (1) 1,816,475 I By Aisling Capital II, L.P. (2)
Common Stock 07/01/2013   P   238,119 A $ 14 2,054,594 I By Aisling Capital II, L.P. (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) 07/01/2013   C     1,816,475   (1)   (1) Common Stock 1,816,475 $ 0 0 I By Aisling Capital II, L.P. (2)
Warrant to Purchase Preferred Stock $ 1 (4) 07/01/2013   J     497,666 (4)   (3) 02/12/2018 Series A Preferred Stock 497,666 $ 0 0 I By Aisling Capital II, L.P. (2)
Warrant to Purchase Common Stock $ 6.99 (4) 07/01/2013   J   71,237 (4)     (3) 02/12/2018 Common Stock 71,237 $ 0 71,237 I By Aisling Capital II, L.P. (2)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Aisling Capital II LP
888 7TH AVENUE
30TH FLOOR
NEW YORK, NY 10106		     X    
AISLING CAPITAL PARTNERS, LP
888 7TH AVENUE,
30TH FLOOR
NEW YORK, NY 10106		     X    
AISLING CAPITAL PARTNERS LLC
888 7TH AVENUE,
30TH FLOOR
NEW YORK, NY 10106		     X    
SCHIFF ANDREW N
888 7TH AVENUE
30TH FLOOR
NEW YORK, NY 10106		     X    
Purcell Dennis J
888 7TH AVENUE,
30TH FLOOR
NEW YORK, NY 10106		     X    
ELMS STEVE
888 7TH AVENUE,
30TH FLOOR
NEW YORK, NY 10106		     X    

Signatures

 /s/ Aisling Capital II, LP, by /s/ Lloyd Appel   07/01/2013
**Signature of Reporting Person Date
 /s/ Aisling Capital Partners, LLC, by /s/ Lloyd Appel   07/01/2013
**Signature of Reporting Person Date
 /s/ Aisling Capital Partners, LP, by /s/ Lloyd Appel   07/01/2013
**Signature of Reporting Person Date
 /s/ Andrew N. Schiff   07/01/2013
**Signature of Reporting Person Date
 /s/ Dennis J. Purcell   07/01/2013
**Signature of Reporting Person Date
 /s/ Steve Elms   07/01/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The Series A Preferred Stock was automatically converted into Common Stock on a 6.986-for-1 basis upon the closing of the Issuer's initial public offering without payment of further consideration and had no expiration date.
(2) The reportable securities are owned directly by Aisling Capital II, LP ("Aisling"), and held indirectly by Aisling Capital Partners, LP ("Aisling GP"), as general partner of Aisling, Aisling Capital Partners LLC ("Aisling Partners"), as general partner of Aisling GP, and each of the individual managing members of Aisling Partners. The individual managing members (collectively, the "Managers") of Aisling Partners are Dennis Purcell, Dr. Andrew Schiff and Steve Elms. Aisling GP, Aisling Partners, and the Managers share voting and dispositive power over the shares directly held by Aisling.
(3) The warrant is immediately exercisable.
(4) Upon the closing of the Issuer's initial public offering, this warrant to purchase shares of Series A Preferred Stock automatically converted on a 6.986-for-1 basis into a warrant to purchase shares of Common Stock, and the exercise price automatically adjusted accordingly. The transaction is listed solely for the purpose of reporting the change in the shares underlying the warrant and the change in exercise price.

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