Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

ARMISTICE CAPITAL, LLC

2. Date of Event Requiring Statement (MM/DD/YYYY) 1/22/2020

3. Issuer Name and Ticker or Trading Symbol

TETRAPHASE PHARMACEUTICALS INC [TTPH]

(Last) (First) (Middle)

510 MADISON AVENUE, 7TH FLOOR,

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

__X__ Director ___X___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

NEW YORK, NY 10022

(City) (State) (Zip)

5. If Amendment, Date Original Filed(MM/DD/YYYY)

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

___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

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, $0.001 par value	1419507	D ⁽¹⁾
Common Stock, $0.001 par value	1419507	I	See Footnote ⁽¹⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Pre-Funded Warrants	11/1/2019 ⁽²⁾	⁽³⁾	Common Stock	1430493	$0.01	D ⁽¹⁾
Pre-Funded Warrants	11/1/2019 ⁽²⁾	⁽³⁾	Common Stock	1430493	$0.01	I	See Footnote 1
Pre-Funded Warrants	1/24/2020 ⁽²⁾	⁽³⁾	Common Stock	2063334	$0.001	D ⁽¹⁾
Pre-Funded Warrants	1/24/2020 ⁽²⁾	⁽³⁾	Common Stock	2063334	$0.001	I	See Footnote 1
Warrants	11/1/2019 ⁽⁴⁾	11/1/2024	Common Stock	2130493	$3.62	D ⁽¹⁾
Warrants	11/1/2019 ⁽⁴⁾	11/1/2024	Common Stock	2130493	$3.62	I	See Footnote 1
Warrants	1/24/2020 ⁽²⁾	1/24/2025	Common Stock	3333334	$2.87	D ⁽¹⁾
Warrants	1/24/2020 ⁽²⁾	1/24/2025	Common Stock	3333334	$2.87	I	See Footnote 1

Explanation of Responses:
(1)	The reported securities are directly owned by Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the "Master Fund"). The reported securities may be deemed to be indirectly beneficially owned by Armistice Capital, LLC, as the investment manager of the Master Fund. The reported securities may also be deemed to be indirectly beneficially owned by Steven Boyd as Managing Member of Armistice Capital, LLC. Armistice Capital, LLC and Steven Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(2)	These warrants are currently exercisable, subject to a blocker provision that prevents the Master Fund from exercising the warrants if it would be more than a 9.99% beneficial owner of the outstanding shares of the Issuer's common stock (collectively, the "Shares") following such exercise.
(3)	These warrants do not have an expiration date.
(4)	These warrants are currently exercisable, subject to a blocker provision that prevents the Master Fund from exercising the warrants if it would be more than a 4.99% beneficial owner of the Shares following such exercise.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
ARMISTICE CAPITAL, LLC 510 MADISON AVENUE, 7TH FLOOR NEW YORK, NY 10022	X	X
Armistice Capital Master Fund Ltd. C/O DMS CORPORATE SERVICES LTD. 20 GENESIS CLOSE, P.O. BOX 314 GRAND CAYMAN, E9 KY1-1104		X
Boyd Steven C/O ARMISTICE CAPITAL, LLC 510 MADISON AVENUE, 7TH FLOOR NEW YORK, NY 10022	X	X

Signatures
Armistice Capital, LLC By: /s/ Steven Boyd, Managing Member		1/31/2020
^**Signature of Reporting Person		Date
Armistice Capital Master Fund Ltd. By: /s/ Steven Boyd, Director		1/31/2020
^**Signature of Reporting Person		Date
/s/ Steven Boyd		1/31/2020
^**Signature of Reporting Person		Date