424(b)(3)

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-163704

PROSPECTUS SUPPLEMENT

(To prospectus dated November 10, 2010)

LOGO

119,512,556 Ordinary Shares

AMARIN CORPORATION PLC

This prospectus supplement (this “Supplement”) supplements and amends the prospectus included in the post-effective amendment No. 1 to our registration statement (File No. 333-163704) filed on November 10, 2010 and declared effective by the U.S. Securities and Exchange Commission on November 23, 2010 (as so amended and supplemented, the “Prospectus”), which relates to the sale of up to 119,512,556 of our ordinary shares, par value £0.50 per share (“Ordinary Shares”), each represented by one American Depositary Share (“ADS”), of Amarin Corporation plc, by the selling shareholders named in the Prospectus or their transferees, pledgees, donees or other successors in interest. This Supplement does not relate to our issuance of additional Ordinary Shares or ADSs beyond the 119,512,556 originally covered by the Prospectus.

This Supplement should be read in conjunction with, and may not be delivered or utilized without, the Prospectus, which is to be delivered with this Supplement. This Supplement is qualified by reference to the Prospectus, except to the extent that the information in this Supplement updates and supersedes the information contained in the Prospectus.

Our ADSs are listed on the NASDAQ Capital Market, the principal trading market for our securities, under the symbol “AMRN.”

INVESTING IN THESE SECURITIES INVOLVES RISKS. SEE “RISK FACTORS” BEGINNING ON PAGE 4 OF OUR ANNUAL REPORT ON FORM 20-F INCLUDED IN THE ABOVE-REFERENCED PROSPECTUS AS WELL AS THE RISK FACTORS AND OTHER INFORMATION CONTAINED IN DOCUMENTS WE FILE WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION AND WHICH ARE INCORPORATED BY REFERENCE IN THE PROSPECTUS TO READ ABOUT FACTORS YOU SHOULD CONSIDER BEFORE BUYING THESE SECURITIES.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if the Prospectus or this Supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is December 23, 2010.

 

 

The information in the table appearing under the caption “Selling Shareholders” commencing on page 7 of the Prospectus is hereby supplemented and amended by adding the information below with respect to selling shareholders not previously listed in the Prospectus, and by superseding the information with respect to selling shareholders listed below as of or prior to the date of this Supplement.

The information set forth in the table below is current as of December 21, 2010. Since the date on which we were provided with the information regarding their security ownership in Amarin Corporation plc, selling shareholders may have acquired, sold, transferred or otherwise disposed of all or a portion of their securities. Accordingly, the information provided herein and in the Prospectus for any particular shareholder may understate or overstate, as the case may be, such shareholder’s current ownership.

 

Selling Shareholder

    Ordinary
Shares Owned
Prior to
Offering
(Including
Ordinary  Shares
underlying
warrants)		      Percentage
of  Ordinary
Shares
Owned
Prior to
Offering		     Ordinary
Shares to
be Offered		      Ordinary
Shares to  be
owned upon
completion
of offering		      Percentage  of
Ordinary
Shares to be
owned upon
completion of
offering		  

OTA LLC (4)(23)(24)(25)(26)

One Manhattanville Road

Purchase, NY 10577

      1,000,000         0.99 %      1,000,000         0         0 % 

 

(4) Pursuant to the terms of the 2009 Private Placement, the selling stockholder has certain registration rights and rights of first refusal to purchase up to its pro rata share of any offering by the Company of Ordinary Shares or any other class or series of its capital stock.
(23) Biomedical Offshore Value Fund, L.P. transferred to OTA LLC warrants to purchase 340,000 Ordinary Shares.
(24) Biomedical Value Fund, L.P. transferred to OTA LLC warrants to purchase 522,667 Ordinary Shares.
(25) Biomedical Institutional Value Fund, L.P. transferred to OTA LLC warrants to purchase 137,333 Ordinary Shares.
(26) Based on the number of Ordinary Shares outstanding on December 21, 2010, and calculated in accordance with Rule 13d-3 of the Exchange Act.