SC TO-I/A

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE TO

TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) or 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

SAVVIS, Inc.

(Name of Subject Company (issuer))

SAVVIS, Inc.

(Names of Filing Person (offeror))

3.0% Convertible Senior Notes due May 15, 2012
(Title of Class of Securities)

805423AA8
(CUSIP Number of Class of Securities)

Gregory W. Freiberg
Senior Vice President, Chief Financial Officer
SAVVIS, Inc.
1 SAVVIS Parkway
Town & Country, Missouri 63017
(314) 628-7000
(Name, address, and telephone number of person authorized
to receive notices and communications on behalf of filing persons)

with copies to:
Denis P. McCusker
Bryan Cave LLP
211 N. Broadway, Suite 3600
St. Louis, MO 63108
(314) 259-2000

CALCULATION OF FILING FEE

Transaction Valuation*	Amount of Filing Fee**
$341,550,000	$	24,352.51

*	The transaction value is estimated only for purposes of calculating the filing fee. This amount is based on the purchase of $345,000,000 aggregate principal amount of the outstanding 3.0% Convertible Senior Notes due May 15, 2012, for an amount in cash equal to 99% of the principal amount of the Notes.
**	Pursuant to Rule 0-11 of the Exchange Act, the amount of the filing fee is calculated by multiplying the transaction value by 0.00007130.
þ	Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: $24,352.51	Filing Party: SAVVIS, Inc.
Form or Registration No.: Schedule TO-I	Date Filed: July 1, 2010

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

o third-party tender offer subject to Rule 14d-1.

þ issuer tender offer subject to Rule 13e-4.

o going-private transaction subject to Rule 13e-3.

o amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer: o

TABLE OF CONTENTS

INTRODUCTORY STATEMENT
	Item 4. Terms of the Transaction
	Item 12. Exhibits
SIGNATURES
	EXHIBIT INDEX
EX-99.A.5.IV

INTRODUCTORY STATEMENT

     This Amendment No. 3 (“Amendment No. 3”) amends and supplements the Tender Offer Statement on Schedule TO (as amended, the “Schedule TO”) originally filed with the Securities and Exchange Commission (“SEC”) on July 1, 2010, as amended by Amendment No. 1 to the Schedule TO filed on July 30, 2010 and Amendment No. 2 to the Schedule TO filed on August 3, 2010, in connection with the offer by SAVVIS, Inc., a Delaware corporation (“Savvis” or the “Company”), to purchase any and all of its outstanding 3.0% Convertible Senior Notes due May 15, 2012 (the “Notes”) for an amount in cash equal to $990 per $1,000 principal amount of the Notes validly tendered and accepted for purchase plus accrued and unpaid interest thereon up to, but not including, the date of purchase. The Company’s offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase dated July 1, 2010 (the “Offer to Purchase”) and in the related Letter of Transmittal, copies of which are attached to this Schedule TO as Exhibits (a)(1)(i) and (a)(1)(ii), respectively (which together, as amended or supplemented from time to time, constitute the “Offer”).

     Only those items amended are reported in this Amendment No. 3. Except as specifically provided herein, the information contained in the Schedule TO remains unchanged and this Amendment No. 3 does not modify any of the information previously reported on Schedule TO. You should read this Amendment No. 3 together with the Schedule TO, the Offer to Purchase and the related Letter of Transmittal.

Item 4. Terms of the Transaction.

     (a) Material Terms. The information set forth in the Offer to Purchase under “The Tender Offer” is amended and supplemented by the following information:

The Offer expired at 8:00 a.m., New York City time, on Wednesday, August 4, 2010, which we refer to as the Expiration Date. The Company has been advised by Global Bondholder Services Corporation, as Information Agent and Depositary, that, pursuant to the terms of the Tender Offer, Notes with an aggregate principal amount of $339,394,000 were validly tendered and not validly withdrawn prior to the Expiration Date. All validly tendered Notes have been accepted for purchase in accordance with the terms of the Tender Offer. The aggregate consideration (including accrued and unpaid interest) for the accepted Notes of approximately $338 million will be delivered promptly by the Depositary to the tendering holders. After the purchase pursuant to the Tender Offer, approximately $6 million aggregate principal amount of the Notes remain outstanding. The full text of the Company’s press release, dated August 4, 2010, announcing the expiration and results of the Offer is filed as Exhibit (a)(5)(iv) hereto and is incorporated by herein by reference.

Item 12. Exhibits.

     The Exhibit Index attached to this Tender Offer Statement on Schedule TO is incorporated herein by reference.

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SIGNATURES

     After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: August 4, 2010

SAVVIS, INC.
By:	/s/ Gregory W. Freiberg
	Name:	Gregory W. Freiberg
	Title:	Senior Vice President, Chief Financial Officer

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EXHIBIT INDEX

(a)(1)(i)*	Offer to Purchase, dated July 1, 2010.
(a)(1)(ii)*	Form of Letter of Transmittal (including Substitute Form W-9 and Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9).
(a)(5)(i)*	Press Release, dated July 1, 2010.
(a)(5)(ii)*	Press Release, dated July 30, 2010, regarding the extension of the tender offer.
(a)(5)(iii)*	Press Release, dated August 3, 2010, regarding the extension of the tender offer.
(a)(5)(iv)**	Press Release, dated August 4, 2010, regarding completion of the tender offer.
(d)(1)	Indenture, dated as of May 9, 2007, between SAVVIS, Inc. and The Bank of New York (now known as Bank of New York Mellon), as trustee, including the Form of Global Note attached as Exhibit A thereto (incorporated herein by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, filed on May 10, 2007).
(d)(2)	1999 Stock Option Plan, as amended (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Annual Report on Form 10-K, filed on April 17, 2001).
(d)(3)	Amendment No. 1 to the 1999 Stock Option Plan (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, filed on August 14, 2002).
(d)(4)	Amendment No. 2 to the 1999 Stock Option Plan (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, filed on August 14, 2002).
(d)(5)	Amendment No. 3 to the 1999 Stock Option Plan (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q, filed on August 14, 2002).
(d)(6)	Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q, filed on May 5, 2006).
(d)(7)	Amendment No. 1 to the Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.6 to the Registrant’s Annual Report on Form 10-K, filed on February 26, 2007).
(d)(8)	Amendment No. 2 to the Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed on May 15, 2007).
(d)(9)	Amendment No. 3 to the Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q, filed on July 31, 2007).
(d)(10)	Amendment No. 4 to the Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed on May 22, 2009).
(d)(11)	Amendment No. 5 to the Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed on May 22, 2009).
(d)(12)	Form of Non-Qualified Stock Option Agreement under the Amended and Restated 2003 Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, filed October 30, 2003).

(d)(13) The description of our common stock, incorporated by reference to our Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on February 8, 2000, including any amendments or reports filed for the purpose of updating such description.

*	Previously filed on Schedule TO.
**	Filed herewith.

EX-99.A.5.IV

Exhibit (a)(5)(iv)

CONTACT:
Investors: Peggy Reilly Tharp	Media: Justin Lopinot
314-628-7491	314-628-7053
peggy.tharp@savvis.net	justin.lopinot@savvis.net

Savvis Announces Closing of $625 Million Senior Secured
Credit Facilities and Completion of Tender Offer
for 3% Convertible Senior Notes

ST. LOUIS, Aug. 4, 2010 — Savvis, Inc. (NASDAQ: SVVS), a global leader in cloud infrastructure and hosted IT solutions for enterprises, today announced that it has closed its senior secured credit facilities, which include a $550 million term loan, maturing in 2016 and bearing interest at Libor + 500bps, and a $75 million revolving credit facility, maturing in early 2014 and bearing interest at Libor + 475bps.

The company also completed its cash tender offer, accepting for payment $339.4 million of the outstanding $345 million of its 3% Convertible Senior Notes due May 2012, pursuant to the terms of the tender offer. The tender offer expired at 8 a.m. ET today.

The net proceeds of the senior secured credit facilities have been used to pay the purchase price in the tender offer for the 3% Convertible Notes, for the repayment of outstanding amounts under the company’s existing $150 million revolving credit facility and other bank and vendor financing, as well as any related fees and expenses. Remaining proceeds not used to repay existing indebtedness will be used for general corporate purposes.

“This six-year maturity provides flexibility to support our strategic growth strategy,” said Jim Ousley, Savvis chairman and chief executive officer. “Savvis is poised for significant opportunities, and the fact that we successfully raised money in today’s fluctuating financing market conditions demonstrates the confidence investors have in our vision.”

About Savvis

Savvis, Inc. (NASDAQ: SVVS) is a global leader in cloud infrastructure and hosted IT solutions for enterprises. More than 2,500 unique clients, including 30 of the top 100 companies in the Fortune 500, use Savvis to reduce capital expense, improve service levels and harness the latest advances in cloud computing. For more information, please visit www.savvis.net.

Forward-Looking Statements

This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially

from Savvis’ expectations. Certain factors that could adversely affect actual results are set forth as risk factors described in Savvis’ SEC reports and filings, including its annual report on Form 10-K for the year ended December 31, 2009, and subsequent filings. Those risk factors include, but are not limited to, uncertainties in economic conditions, including conditions that could pressure enterprise IT spending; introduction of, demand for and market acceptance of Savvis’ products and services; whether or not Savvis is able to sign additional outsourcing deals; variability in pricing for those products and services; merger and acquisition activity by Savvis clients or other client activity that affects the level of business done with Savvis; rapid evolution of technology; changes in the operating environment; and changes or proposed changes in, or introduction of new, regulatory schemes or environments that impact Savvis and/or its clients’ businesses. The forward-looking statements contained in this document speak only as of the date of publication, Aug. 4, 2010. Subsequent events and developments may cause the company’s forward-looking statements to change, and the company will not undertake efforts to revise those forward-looking statements to reflect events after this date.

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