SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 22)

BELLUS HEALTH INC.

(Name of Company)

COMMON SHARES, NO PAR VALUE

(Title of class of securities)

07986A101

(CUSIP Number)

Dr. Francesco Bellini
Chairman and Chief Executive Officer
BELLUS Health Inc.
275 Armand Frappier Blvd.
Laval, Quebec H7V 4A7, Canada
(450) 680-4500

(Persons Authorized to Receive Notices and Communications)

February 25, 2009

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

TABLE OF CONTENTS


	ITEM 4. PURPOSE OF TRANSACTION
	ITEM 5. INTEREST IN SECURITIES OF THE COMPANY
	ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
	ITEM 7. MATERIALS TO BE FILED AS EXHIBITS
SIGNATURE
SIGNATURE
SIGNATURE
SIGNATURE
SIGNATURE
SIGNATURE
SIGNATURE
SIGNATURE
SIGNATURE
EXHIBIT INDEX
EX-99.VV
EX-99.WW


CUSIP No.		07986A101	Schedule 13D	Page		2		of		26 pages


1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) P. P. Luxco Holdings II S.A.R.L.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	N/A

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Luxembourg

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			11,087,382

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			11,087,382

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	11,087,382

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	22.2%

14	TYPE OF REPORTING PERSON

	CO


CUSIP No.		07986A101	Schedule 13D	Page		3		of		26 pages


1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Picchio Pharma Inc.


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	N/A

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Canada

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			11,450,429

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			11,450,429

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	11,450,429

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	22.9%

14	TYPE OF REPORTING PERSON

	HC, CO


CUSIP No.		07986A101	Schedule 13D	Page		4		of		26 pages

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
FMRC Family Trust

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

N/A

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Alberta

SOLE VOTING POWER

NUMBER OF

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

11,706,468¹

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

WITH

SHARED DISPOSITIVE POWER

11,706,468¹

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

11,706,468¹

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

23.4%

TYPE OF REPORTING PERSON

¹ As described in Item 4 of Amendment No. 17, FMRC is deemed to share beneficial ownership of the BELLUS Shares owned by each of Picchio and Luxco. In addition, as described in Item 4 of Amendment No. 21, Alberta, a wholly owned subsidiary of FMRC, has the right to receive 5,725,215 BELLUS Shares from Picchio, while VSV has the right to receive 5,725,214 BELLUS Shares from Picchio, on or before April 30, 2009.


CUSIP No.		07986A101	Schedule 13D	Page		5		of		26 pages


1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) John W. Churchill


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	N/A

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Canada

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			11,706,468

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			11,706,468

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	11,706,468

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	23.4%

14	TYPE OF REPORTING PERSON

	IN


CUSIP No.		07986A101	Schedule 13D	Page		6		of		26 pages


1	NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Vernon H. Strang


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) o

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	N/A

5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Canada

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			11,706,468

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			11,706,468

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	11,706,468

12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	23.4%

14	TYPE OF REPORTING PERSON

	IN


CUSIP No.		07986A101	Schedule 13D	Page		7		of		26 pages

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Victoria Square Ventures Inc.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

N/A

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

SOLE VOTING POWER

NUMBER OF

1,172,704

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

11,450,429²

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

1,172,704

WITH

SHARED DISPOSITIVE POWER

11,450,429²

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,623,133²

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

25.2%

TYPE OF REPORTING PERSON

HC, CO

² Includes 11,450,429 BELLUS Shares held through Picchio. As described in Item 4 of Amendment No. 21, VSV has the right to receive 5,725,214 BELLUS Shares from Picchio, while Alberta has the right to receive 5,725,215 BELLUS Shares from Picchio, on or before April 30, 2009.


CUSIP No.		07986A101	Schedule 13D	Page		8		of		26 pages

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Dr. Francesco Bellini

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

SOLE VOTING POWER

NUMBER OF

798,541³

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

1,461,822⁴

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

798,541³

WITH

SHARED DISPOSITIVE POWER

1,461,822⁴

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,260,363

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

4.5%

TYPE OF REPORTING PERSON

³ Includes 178,541 BELLUS Shares directly owned by Dr. Bellini, 480,000 BELLUS Shares issuable under currently exercisable options (including 170,000 currently exercisable options held by Picchio International Inc., an entity controlled by Dr. Bellini), and 140,000 BELLUS Shares which Dr. Bellini is entitled to receive pursuant to the Agreement with the Company dated as of December 1, 2004 disclosed in Amendment No. 6 hereto, and for which regulatory and shareholder approval have been obtained.

⁴ Includes 1,461,822 BELLUS Shares held of record by Dr. Bellini’s wife, Marisa Bellini, which Dr. Bellini may be deemed to own beneficially, but as to which he disclaims beneficial ownership.


CUSIP No.		07986A101	Schedule 13D	Page		9		of		26 pages

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Roberto Bellini

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

N/A

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

SOLE VOTING POWER

NUMBER OF

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

1,368,684⁵

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

WITH

SHARED DISPOSITIVE POWER

1,368,684⁵

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,368,684

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

2.7%

TYPE OF REPORTING PERSON

⁵ Roberto Bellini and Carlo Bellini are deemed to share beneficial ownership of 1,368,684 BELLUS Shares held by Rocabe.


CUSIP No.		07986A101	Schedule 13D	Page		10		of		26 pages

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Carlo Bellini

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) o

(b) o

SEC USE ONLY

SOURCE OF FUNDS (SEE INSTRUCTIONS)

N/A

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

SOLE VOTING POWER

NUMBER OF

64,200

SHARED VOTING POWER

BENEFICIALLY

OWNED BY

1,368,684⁶

EACH

SOLE DISPOSITIVE POWER

REPORTING

PERSON

64,200

WITH

SHARED DISPOSITIVE POWER

1,368,684⁶

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,432,884

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

2.9%

TYPE OF REPORTING PERSON

⁶ Carlo Bellini and Roberto Bellini are deemed to share beneficial ownership of 1,368,684 BELLUS Shares held by Rocabe.


CUSIP No.		07986A101	Schedule 13D	Page		11		of		26 pages

This Amendment No. 22 amends the Schedule 13D filed on October 3, 2003, as amended, including as amended by the most recent amendment filed on December 22, 2008 (the “Statement”), and is filed by (i) P.P. Luxco Holdings II S.A.R.L., (ii) Picchio Pharma, Inc., (iii) FMRC Family Trust, (iv) John W. Churchill, (v) Vernon H. Strang, (vi) Victoria Square Ventures Inc., (vii) Dr. Francesco Bellini, (viii) Roberto Bellini and (ix) Carlo Bellini, relating to the common shares, no par value (the “BELLUS Shares”), of BELLUS Health Inc. (formerly known as Neurochem Inc.), a corporation organized under the Canada Business Corporations Act (the “Company”). Unless otherwise indicated, all capitalized terms used herein shall have the meanings given to them in the Statement, and unless amended hereby, all information previously filed remains in effect. All dollar amounts are in Canadian dollars, except as otherwise indicated.

This Amendment No. 22 is filed as a result of the Company’s receipt of separate letters, dated February 25, 2009, from FMRC and VSV respectively (the “Financing Letters”).

ITEM 4. PURPOSE OF TRANSACTION

Item 4 is hereby amended by adding the following at the end thereof:

The Financing Letters express the separate commitment of each of FMRC and VSV to provide financing to the Company, on terms to be agreed by the parties, in the event that the Company is unable to secure alternative financing but is able to satisfy the conditions expressed in the Financing Letters. The Financing Letters expire on March 23, 2009. The Financing Letters are included as Exhibits VV and WW to this Statement and are incorporated into this Item 4 by reference. The Financing Letters replace the commitments of Picchio announced by the Company on October 21, 2008 in a press release included as Exhibit JJ to this Statement. As of the date hereof, the Company has not accepted either of the Financing Letters.

ITEM 5. INTEREST IN SECURITIES OF THE COMPANY

All references to BELLUS Shares owned by Marisa Bellini in subsections (a) and (b) of Item 5 of the Statement are hereby amended to refer to her ownership of a total of 1,461,822 BELLUS Shares. All references to BELLUS Shares owned by Dr. Francesco Bellini are hereby amended to refer to his ownership of 178,541 BELLUS Shares directly, 310,000 BELLUS Shares issuable under currently exercisable options held by him directly, 170,000 BELLUS Shares issuable under currently exercisable options held by Picchio International Inc., a corporation controlled by Dr. Bellini, and 140,000 BELLUS Shares which Dr. Bellini is entitled to receive pursuant to the Agreement with the Company dated as of December 1, 2004 disclosed in Amendment No. 6 hereto, and for which regulatory and shareholder approval have been obtained. All references to BELLUS Shares owned by Roberto Bellini are hereby amended to delete references to BELLUS Shares owned directly by him.

The tenth paragraph of subsection (a) of Item 5 is amended and restated in its entirety as follows:

Certain directors and executive officers of Power Corp. or VSV, or their spouses, own BELLUS Shares as follows (number of BELLUS Shares in parentheses): (A) Peter Kruyt (51,900), of which 46,700 are subject to options that are currently exercisable or exercisable within 60 days; (B) Andre Desmarais (225,800), of which 15,800 are subject to options that are currently exercisable or exercisable


CUSIP No.		07986A101	Schedule 13D	Page		12		of		26 pages

		within 60 days, 60,000 of which are held of record by his wife and which he may be deemed to beneficially own, and 100,000 of which are held of record by a holding company he controls and which he may be deemed to beneficially own; and (C) Luc Jobin (2,000). Messrs. Kruyt and Jobin are also directors of Picchio, and Andre Desmarais is a director and Deputy Chairman of Picchio. In addition, John A. Rae, a director and Executive Vice President of Power Corp., is the Chair of the Board of Trustees of Queen’s University in Kingston, Ontario, which owns 84,058 BELLUS Shares. John A. Rae disclaims beneficial ownership of those shares.

		(c) On December 30 and 31, 2008, Marisa Bellini used $11,811.20 of her personal funds to purchase an aggregate of 29,180 BELLUS Shares as follows: on December 30, 2008, 10,000 shares at $0.42 per share, 1,500 shares at $0.40 per share and 7,680 at $0.34 per share; and on December 31, 2008, 10,000 shares at $0.45 per share.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

Item 4 of this Amendment is incorporated by reference in this Item 6.

Item 6 is hereby amended by adding the following at the end hereof:

		Pursuant to the Financing Letters, FMRC and VSV have each committed to subscribe for up to $10 million in securities of the Company (the “Securities”) upon the satisfaction or waiver of various conditions described in the Financing Letters. The nature, terms, pricing and security granted (if applicable) in respect of the Securities will be determined by negotiations among the parties.

		As of February 1, 2009, the Company and the holders of all of the Notes that may be deemed to be restricted securities under Rule 144 under the Securities Act of 1933 (the “Securities Act”) entered into an Amendment to the Registration Rights Agreement relating to the Notes. Under the Amendment, the Company’s obligation to register the Notes under the Securities Act will terminate on March 9, 2009. The form of the Amendment is included as Exhibit XX to this Statement.

ITEM 7. MATERIALS TO BE FILED AS EXHIBITS

The following Exhibits are filed herewith:

VV.	Financing letter, dated February 25, 2009, from FMRC Family Trust to BELLUS Health Inc.


CUSIP No.		07986A101	Schedule 13D	Page		13		of		26 pages

WW.		Financing letter, dated February 25, 2009, from Victoria Square Ventures Inc. to BELLUS Health Inc.

XX.		Form of Amendment, dated as of February 1, 2009, by and between BELLUS Health Inc. and the note holders listed on the signature pages thereto (incorporated by reference to Exhibit 99.1 to the Form 6-K of Bellus Health Inc. filed on February 18, 2009).

================================================================================


CUSIP No.		07986A101	Schedule 13D	Page		14		of		26 pages

SIGNATURE

P P LUXCO HOLDINGS II SARL SC 13D/A