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 *
  Orenstein Daniel H.
 2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2010		 3. Issuer Name and Ticker or Trading Symbol
ATHENAHEALTH INC [ATHN]
(Last)
(First)
(Middle)
311 ARSENAL STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, GC, and Secretary
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WATERTOWN, MA 02472		 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 3,231 (1)
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) 06/01/2006(2) 07/21/2015 Common Stock 1,334 $ 3.8 D  
Stock Option (Right to Buy) 01/09/2007(3) 02/28/2016 Common Stock 250 $ 5.26 D  
Stock Option (Right to Buy) 01/01/2008(4) 03/15/2017 Common Stock 3,750 $ 7.39 D  
Stock Option (Right to Buy) 01/07/2009(5) 03/03/2018 Common Stock 2,500 $ 32.72 D  
Stock Option (Right to Buy) 07/01/2009(6) 07/01/2018 Common Stock 30,000 $ 30.64 D  
Stock Option (Right to Buy) 01/05/2010(7) 03/02/2019 Common Stock 2,000 $ 25.67 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Orenstein Daniel H.
311 ARSENAL STREET
WATERTOWN, MA 02472		       SVP, GC, and Secretary  

Signatures

/s/ Daniel H. Orenstein 07/08/2010
**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) 3,200 of these shares represent restricted stock units issued pursuant to the Issuer's 2007 Stock Option and Incentive Plan. Subject to Reporting Person's continued employment with Issuer, the restricted stock units vest in four equal annual installments beginning on February 15, 2011, until fully vested on February 15, 2014.
(2) The Reporting Person was originally granted an option to purchase 5,000 shares and has to date exercised that option to purchase 3,666 of those shares. The remaining 1,334 shares are fully vested and exercisable.
(3) The Reporting Person was originally granted an option to purchase 500 shares and has to date exercised that option to purchase 250 of those shares. The remaining 250 shares are fully vested and exercisable.
(4) The Reporting Person was originally granted an option to purchase 5,000 shares and has to date exercised that option to purchase 1,250 of those shares. Subject to the Reporting Person's continued employment with the Issuer, the option vests and becomes exercisable in four equal annual installments beginning on January 1, 2008, until fully vested and exercisable on January 1, 2011.
(5) Subject to the Reporting Person's continued employment with the Issuer, the option vests and becomes exercisable in four equal annual installments beginning on January 7, 2009, until fully vested and exercisable on January 7, 2012.
(6) Subject to the Reporting Person's continued employment with the Issuer, the option vests and becomes exercisable in four equal annual installments beginning on July 1, 2009, until fully vested and exercisable on July 1, 2012.
(7) Subject to the Reporting Person's continued employment with the Issuer, the option vests and becomes exercisable in four equal annual installments beginning on January 5, 2010, until fully vested and exercisable on January 5, 2013.

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