UNITED STATES
SECURITIES EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
_____________________________________________________
LPATH INC.
(Name of Issuer)
_____________________________________________________
Common Stock
(Title of Class of Securities)
_____________________________________________________
548910108
(CUSIP Number)
_____________________________________________________
Name: Darrell King
Address: Barclays PLC
1 Churchill Place
London
E14 5HP, United Kingdom
Phone: + 44 (0) 20 7116 2654
(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications)
_____________________________________________________
September 22, 2008
(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 Rule 13d-1(e), 13d-1(f) or 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
disclosures provided in a prior cover page.
The information required on 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).
(Continued on following pages)
CUSIP NO. 548910108 13D
1. NAME OF REPORTING PERSON:
Barclays PLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (See Instructions):
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ]
PURSUANT TO ITEMS 2(d) OR 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
England
NUMBER OF SHARES BENEFICIALLY OWNED BY
REPORTING PERSON WITH
7. SOLE VOTING POWER:
8,421,100
8. SHARED VOTING POWER:
N/A
9. SOLE DISPOSITIVE POWER:
8,421,100
10. SHARED DISPOSITIVE POWER:
N/A
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
8,421,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
16.0%
14. TYPE OF REPORTING PERSON (See Instructions):
HC
CUSIP NO. 548910108 13D
1. NAME OF REPORTING PERSON:
Barclays Capital Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (See Instructions):
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ]
PURSUANT TO ITEMS 2(d) OR 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Connecticut
NUMBER OF SHARES BENEFICIALLY OWNED BY
REPORTING PERSON WITH
7. SOLE VOTING POWER:
8,421,100
8. SHARED VOTING POWER:
N/A
9. SOLE DISPOSITIVE POWER:
8,421,100
10. SHARED DISPOSITIVE POWER:
N/A
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
8,421,100
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES (See Instructions)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
16.0%
14. TYPE OF REPORTING PERSON (See Instructions):
BD
Item 1. Security and Issuer
This statement on Schedule 13D ( ''Statement'') relates to the
common stock, par value $0.001 per share (the ''Common Stock''), of Lpath Inc,
a Nevada corporation (''Lpath''). The address of the principal
executive offices of Lpath is 6335 Ferris Square, Suite A, San Diego, CA92121.
Item 2. Identity and Background
This Statement is being filed by Barclays PLC (''Barclays PLC'')
and Barclays Capital Inc. (''BCI'') (together ''Barclays''). The address and
principal place of business of Barclays PLC is 1 Churchill Place, London,
E14 5HP, England. The address and principal place of business of Barclays
Capital Inc. is 200 Park Avenue, New York, New York 10166.
Barclays PLC is an international financial services provider
organized in England. BCI, a subsidiary of Barclays PLC, is a broker-dealer
registered under section 15 of the Securities Exchange Act of 1934
and is incorporated under the laws of the state of Connecticut. Additional
information concerning Barclays PLC is set forth in its Annual Report on
Form 20-F for the fiscal year ended December 31, 2007.
The names, residence or business address, citizenships and
present principal occupations or employment of the senior executive officers
and directors of Barclays are set forth in Appendix A.
During the last five years neither Barclays, nor to the best
knowledge of Barclays, any of the persons listed in Appendix A hereto has
(i) been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to,
federal or state securities laws, or finding any violation with respect to
such laws.
Item 3. Source and Amount of Funds or Other Consideration
The funds for this transaction came from the working capital of BCI.
Item 4. Purpose of Transaction
The securities were acquired as part of Barclays' acquisition of
Lehman Brothers Holdings Inc.'s (''Lehman Brothers'') North American investment
banking and capital markets operations. According to the Schedule 13D filed by
Lehman Brothers on April 16, 2007 the securities were purchased as part of a
private placement financing by Lpath to recapitalize Lpath. The securities were
held by LBI Group a wholly-owned subsidiary of Lehman Brothers.
As part of a Securities Purchase Agreement dated April 9 2007 between Lpath and
LBI Group and other purchasers under which Lehman Brothers acquired the Common
Stock, LBI Group received the right to designate one director of Lpath. Pursuant
to this right, LBI Group designated Jeffrey Ferrell, a senior vice president of
LBI Group, who was subsequently elected to the Lpath board of directors. Mr
Ferrell became an employee of BCI as a result of Barclays' acquisition of
Lehman Brothers North American investment banking and capital markets operations
and he continues to sit on the Lpath board of directors. Barclays has requested
that Lpath grant Barclays all of Lehman's rights under the Securities Purchase
Agreement.
Barclays and BCI review their holdings in Lpath on an ongoing basis. Depending
on such review, they may make additional purchases or sales of Lpath's
securities in the future. Additional transactions, if any,in Lpath's
securities will depend on various factors, including, without limitation, the
price of the Common Stock, stock market conditions and the business prospects
of Lpath. In addition, Barclays may engage, from time to time, in discussions
with Lpath and other stockholders of Lpath concerning Lpath and its business.
Except as otherwise described herein, neither
Barclays nor the persons listed on Appendix A have any current plans or
proposals which relate to or would result in any of the transactions or changes
contemplated in Items 4(a) through 4(j) of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a) See Items 11 and 13 of the cover page for Barclays PLC and BCI.
BCI is the actual owner of 8,421,100 shares of Common Stock
comprising 16.0% of the Common Stock.
None of the individuals listed in Appendix A own any shares
of the Common Stock.
(b) See Items 7 and 9 of the cover page for Barclays PLC and BCI.
(c) Not Applicable.
(d) Neither Barclays nor, to the best knowledge of Barclays, any
of the persons listed in Appendix A hereto knows of any other
person who has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of,
any shares of Common Stock beneficially owned by Barclays, other
than customers of Barclays over whose shares Barclays may have
investment discretion.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Neither Barclays, nor to the best knowledge of Barclays, any of the persons
listed in Appendix A hereto have any contracts, arrangements, understandings
or relationships with respect to any securities of the issuer.
Item 7. Material to be Filed as Exhibits
Exhibit Description
A. Joint Filing Agreement
1. Securities Purchase Agreement between
Lpath, Inc. and LB I Group and other purchasers,
dated April 7, 2007.
SIGNATURES
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.
Dated: October 17, 2008
BARCLAYS PLC
By: __________________________
Name: Darrell King
Title: Head of Compliance Operations
BARCLAYS CAPITAL INC
By: __________________________
Name: Darrell King
Title: Head of Compliance Operations
EXHIBIT INDEX
Exhibit Description
A. Joint Filing Agreement
1. Securities Purchase Agreement between Lpath, Inc.
and LB I Group and other purchasers, dated
April 7, 2007.
JOINT FILING AGREEMENT
The undersigned hereby agree that the Statement on Schedule 13D filed herewith
(and any amendments thereto), is being filed jointly with the Securities and
Exchange Commission pursuant to Rule 13d-1(k)(1) under the Securities Exchange
Act of 1934, as amended, on behalf of each such person.
Dated: October 17, 2008
BARCLAYS PLC
By: __________________________
Name: Darrell King
Title: Head of Compliance Operations
BARCLAYS CAPITAL INC
By: __________________________
Name: Darrell King
Title: Head of Compliance Operations
Appendix A
BARCLAYS PLC BOARD OF DIRECTORS
NAME/TITLE/CITIZENSHIP/BUSINESS ADDRESS
MARCUS AGIUS
Chairman of the Board
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
JOHN VARLEY
Group Chief Executive
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
ROBERT E. DIAMOND, JR.
President and CEO, Investment Banking and
Investment Management
American and British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
CHRIS LUCAS
Group Finance Director
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
FRITS SEEGERS
Global Retail and Commercial Banking
Dutch Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
DAVID BOOTH
Retired Member of the Management
Committee, Morgan Stanley
American Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
SIR RICHARD BROADBENT
Chairman, Arriva PLC
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
RICHARD LEIGH CLIFFORD
Retired Chief Executive, Rio Tinto Group
Australian Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
FULVIO CONTI
Chief Executive, Enel SpA
Italian Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
PROFESSOR DAME SANDRA DAWSON
Professor, University of Cambridge
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
SIR ANDREW LIKIERMAN
Professor, London Business School
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
SIR MICHAEL RAKE
Chairman, BT Group PLC
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
SIR NIGEL RUDD
Non-executive Chairman, Pendragon PLC &
BAA Limited
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
STEPHEN RUSSELL
Retired Chief Executive, Boots Group PLC
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
SIR JOHN SUNDERLAND
Chairman, Cadbury Schweppes, PLC
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
PATIENCE WHEACROFT
Financial Journalist
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
EXECUTIVE OFFICERS
NAME/TITLE/CITIZENSHIP/ BUSINESS ADDRESS
MARCUS AGIUS
Chairman of the Board
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
JOHN VARLEY
Group Chief Executive
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
ROBERT E. DIAMOND, JR.
President
American and British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
CHRIS LUCAS
Group Finance Director
British Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
FRITS SEEGERS
Global Retail and Commercial Banking
Dutch Citizen
Barclays PLC
1 Churchill Place
London, E14 5HP, England
LAWRENCE DICKINSON
Company Secretary
British Citizen
1 Churchill Place
London, E14 5hP, England
MARK HARDING
General Counsel
British Citizen
1 Churchill Place
London, E14 5HP, England
ROBERT LE BLANC
Risk Director
British and Canadian Citizen
1 Churchill Place
London, E14 5HP, England
BARCLAYS CAPITAL INC.
BOARD OF DIRECTORS
NAME/TITLE/CITIZENSHIP/BUSINESS ADDRESS
GERARD S. LAROCCA
Chairman and Chief Executive, Americas
American Citizen
200 Park Avenue,
New York, NY 10166
ERIN MANSFIELD
President
American Citizen
200 Park Avenue,
New York, NY 10166
MICHAEL MONTGOMERY
CAO - EquiFirst Corp / HomEq Servicing
American Citizen
4837 Watt Avenue,
North Highlands, CA 95660
JAMES WALKER
Chief Financial Officer
British Citizen
200 Park Avenue,
New York, NY 10166
EXECUTIVE OFFICERS
NAME/TITLE/CITIZENSHIP/BUSINESS ADDRESS
GERARD S. LAROCCA
Chairman and Chief Executive, Americas
American Citizen
200 Park Avenue
New York, NY 10166
ERIN MANSFIELD
President
American Citizen
200 Park Avenue
New York, NY 10166
JAMES WALKER
Chief Financial Officer
British Citizen
200 Park Avenue
New York, NY 10166
THERESA SCOTT
Treasurer and Vice President
American Citizen
200 Park Avenue
New York, NY 10166
T.J. GAVENDA
Controller and Vice President
American Citizen
200 Cedar Knolls Road
Whippany, NJ 07981
ALAN B. KAPLAN
Secretary
American Citizen
200 Park Avenue
New York, NY 10166
TERESA FOXX
Assistant Secretary
American Citizen
1111 Brickell Avenue
Miami FL 33131
BRET GANIS
Assistant Secretary
American Citizen
200 Park Avenue
New York, NY 10166
CHERYL A. GRASSMANN
Assistant Secretary
American Citizen
200 Park Avenue,
New York, NY 10166
JESSICA WEINER
Assistant Secretary
American Citizen
200 Park Avenue
New York, NY 10166
SUSAN GRBIC
Vice President
American Citizen
200 Park Avenue
New York, NY 10166
GEORGE MATTHEWS
Vice President
American Citizen
200 Cedar Knolls Road
Whippany, NJ 07981