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Washington, D.C. 20549

Amarin Corporation plc

(Name of Issuer)

Ordinary Shares, 5p par value

(Title of Class of Securities)

023111107

(CUSIP Number)

December 21, 2005

(Date of Event Which Requires Filing of this Statement)

 

 

CUSIP No.		023111107		Page		2		of		11

 

*SEE INSTRUCTIONS BEFORE FILLING OUT

**SEE ITEM 4.

CUSIP No.		023111107		Page		3		of		11

 

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CUSIP No.		023111107		Page		4		of		11

 

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CUSIP No.		023111107		Page		5		of		11

 

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CUSIP No.		023111107		Page		7		of		11

 

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SCHEDULE 13G

     This Schedule 13G (the “Schedule 13G”) is being filed on behalf of Southpoint Capital Advisors LLC, a Delaware limited liability company (“Southpoint CA LLC”), Southpoint GP, LLC, a Delaware limited liability company (“Southpoint GP LLC”), Southpoint Capital Advisors LP, a Delaware limited partnership (“Southpoint Advisors”), Southpoint GP, LP, a Delaware limited partnership (“Southpoint GP”), Robert W. Butts and John S. Clark II. Southpoint CA LLC is the general partner of Southpoint Advisors. Southpoint GP LLC is the general partner of Southpoint GP. Southpoint GP is the general partner of Southpoint Fund LP, a Delaware limited partnership (the “Fund”), Southpoint Qualified Fund LP, a Delaware limited partnership (the “Qualified Fund”), and Southpoint Offshore Operating Fund, LP, a Cayman Islands exempted limited partnership (the “Offshore Operating Fund”). Southpoint Offshore Fund, Ltd., a Cayman Island exempted company (the “Offshore Fund”), is also a general partner of the Offshore Operating Fund. This Schedule 13G relates to shares of Ordinary Shares of Amarin Corporation plc (the “Issuer”), purchased by the Fund, the Qualified Fund and the Offshore Operating Fund.

Item 1(a)		Name of Issuer.
		Amarin Corporation plc
Item 1(b)		Address of Issuer’s Principal Executive Offices.
		7 Curzon Street
		London, United Kingdom W1J 5HG
Item 2(a)		Name of Person Filing.
			(1	)		Southpoint Capital Advisors, LP
			(2	)		Southpoint GP, LP
			(3	)		Southpoint Capital Advisors, LLC
			(4	)		Southpoint GP, LLC
			(5	)		Robert W. Butts
			(6	)		John S. Clark II
Item 2(b)		Address of Principal Business Office, or, if none, Residence.
			(1	)		For all Filers:
						623 Fifth Avenue, Suite 2503
						New York, NY 10022
						(212) 692-6350

Item 2(c)		Citizenship or Place of Organization.
			(1	)		Southpoint Capital Advisors LP is a Delaware limited partnership.
			(2	)		Southpoint GP, LP is a Delaware limited partnership.
			(3	)		Southpoint Capital Advisors LLC is a Delaware limited liability company.
			(4	)		Southpoint GP, LLC is a Delaware limited liability company.
			(5	)		Robert W. Butts is a U.S. citizen.
			(6	)		John S. Clark II is a U.S. citizen.
Item 2(d)		Title of Class of Securities.
		Ordinary Shares, 5p Par Value (the “Ordinary Shares”).
Item 2(e)		CUSIP Number.
		023111107
Item 3		If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not Applicable.
Item 4		Ownership.
			(a	)		Southpoint CA LLC, Southpoint GP LLC, Southpoint GP, Southpoint Advisors, Robert W. Butts and John S. Clark II may be deemed the beneficial owners of 8,098,820 shares of the Ordinary Shares.
			(b	)		As of December 21, 2005, Southpoint CA LLC, Southpoint GP LLC, Southpoint GP, Southpoint Advisors, Robert W. Butts and John S. Clark II may be deemed the beneficial owners of 9.6% of the outstanding shares of the Ordinary Shares. This percentage was determined by dividing 8,098,820 by 77,600,000, the number of Ordinary Shares currently issued and outstanding, as reported in the Issuer’s report on form 20-F for the year 2004 and subsequent press releases.
			(c	)		Southpoint CA LLC, Southpoint GP LLC, Southpoint GP, Southpoint Advisors, Robert W. Butts and John S. Clark II have the sole power to vote and dispose of the 8,098,820 shares of the Ordinary Shares beneficially owned.
Item 5		Ownership of Five Percent or Less of a Class.
		Not Applicable.

Item 6		Ownership of More Than Five Percent on Behalf of Another Person.
		All securities reported in this schedule are owned by clients of the Investment Manager. To the knowledge of the Investment Manager, no one client owns more than 5% of the Ordinary Shares.
Item 7		Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.
		Not Applicable.
Item 8		Identification and Classification of Members of the Group.
		Not Applicable.
Item 9		Notice of Dissolution of Group.
		Not Applicable.
Item 10		Certification.
		By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Exhibits		Exhibit 1
		Joint Filing Agreement dated December 28, 2005, between Southpoint CA LLC, Southpoint GP LLC, Southpoint GP, Southpoint Advisors, Robert W. Butts and John S. Clark II.

SIGNATURE

     After reasonable 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.

     Date: December 28, 2005

EXHIBIT 1

JOINT FILING AGREEMENT

     In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Ordinary Shares, 5p par value, of Amarin Corporation plc, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

     The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

     This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

[Signature Page Follows]

     IN WITNESS WHEREOF, the undersigned have executed this Agreement as of December 28, 2005.