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 *
  WILLIAMS GWYNN
2. Date of Event Requiring Statement (Month/Day/Year)
02/18/2014
3. Issuer Name and Ticker or Trading Symbol
AmpliPhi Biosciences Corp [APHB]
(Last)
(First)
(Middle)
BALLCARRICK, POOILVASSISH ROAD
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 Original Filed(Month/Day/Year)
02/18/2014
(Street)

CASTLETOWN, Y8 IM9 4PJ
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)

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
Series B Convertible Preferred Stock 06/26/2013   (1) Common Stock 32,250,610 $ (2) I By Pendinas Limited (3)
Warrant (right to buy) 02/04/2013 02/04/2018 Common Stock 4,351,816 $ 0.14 I By Pendinas Limited (3)
Warrant (right to buy) 03/12/2013 03/04/2018 Common Stock 892,857 $ 0.14 I By Pendinas Limited (3)
Warrant (right to buy) 04/12/2013 04/12/2018 Common Stock 892,857 $ 0.14 I By Pendinas Limited (3)
Warrant (right to buy) 05/13/2013 05/13/2018 Common Stock 892,857 $ 0.14 I By Pendinas Limited (3)
Warrant (right to buy) 06/26/2013 06/26/2018 Common Stock 8,062,652 $ 0.14 I By Pendinas Limited (3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WILLIAMS GWYNN
BALLCARRICK, POOILVASSISH ROAD
CASTLETOWN, Y8 IM9 4PJ
    X    

Signatures

/s/ Gwynn Williams 02/24/2014
**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) The convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date.
(2) Pursuant to its terms, each share of Series B Convertible Preferred Stock is convertible into ten (10) shares of Common Stock.
(3) Gwynn Williams controls Pendinas Limited. Shares held by this entity may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Act of 1934, as amended) by Mr. Williams. Mr. Williams disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

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