- Amended Statement of Beneficial Ownership (SC 13D/A)
November 03 2008 - 4:31PM
Edgar (US Regulatory)
GCAS
Comments 10/24/2008
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
(Amendment
No. 1)
Under
the Securities Exchange Act of 1934
Amylin
Pharmaceuticals, Inc.
(Name of
Issuer)
(Title of
Class of Securities)
(CUSIP
Number)
Eric
Sippel
Eastbourne
Capital Management, L.L.C.
1101
Fifth Avenue, Suite 370
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
(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 sections 240.13d-1(e), 240.13d-1(f) or 140.13d-1(g), check
the following box.
Note
: Schedules filed in paper
format shall include a signed original and five copies of the schedule,
including all exhibits. See section 240.13d-7 for other parties to whom copies
are to be sent.
* The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required in the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
Schedule
13D-A
CUSIP No.
032346108
Preamble
This
Amendment No. 1 (this “Amendment”) amends and supplements the Schedule 13D filed
on August 3, 2008 (the “Schedule 13D”) by Eastbourne Capital Management, L.L.C
(“Eastbourne”), Richard Jon Barry (“Barry”) and Black Bear Offshore Master Fund,
L.P. (the “Offshore Fund” and, collectively with Eastbourne and Barry, the
“Filers”), relating to shares of Common Stock of Amylin Pharmaceuticals, Inc.
(the “Issuer”). All capitalized terms used in this Amendment and not
otherwise defined herein have the meanings ascribed to such terms in the
Schedule 13D.
Item
4. Purpose of Transaction
The
Filers have previously disclosed that they believe the Stock is substantially
undervalued and that they are exploring ideas to enhance shareholder
value. In that connection, the Filers intend from time to time to
have discussions with management of the Issuer, other shareholders and third
parties, regarding actions or transactions that, if effected, may enhance
shareholder value, including a possible acquisition by a third party of the
Issuer. The Filers can give no assurance that any of the foregoing
parties will have interest in any of the actions or transactions that are raised
during such discussions or that any such actions or transactions will ever be
agreed upon or consummated by the relevant parties.
Item
7. Material to be files as Exhibits
The
Exhibit Index is incorporated herein by reference.
Schedule
13D-A
CUSIP No.
032346108
SIGNATURES
After
reasonable inquiry and to the best of my knowledge, I certify that the
information set forth in this statement is true, complete and
correct.
|
|
Eastbourne
Capital Management, L.L.C.
|
|
|
Black
Bear Offshore Master Fund, L.P.
|
|
|
By: Eastbourne
Capital Management, L.L.C. General
Partner
|
Richard
J. Barry
Schedule
13D
CUSIP No.
032346108
EXHIBIT
INDEX
|
Exhibit
A
|
Joint
Filing Agreement, dated August 29, 2008, among Eastbourne Capital
Management, L.L.C., Black Bear Offshore Master Fund, L.P. and Richard J.
Barry. [Previously filed with the Schedule
13D.]
|
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