8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) March 1, 2010

INSPIRE PHARMACEUTICALS, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-31135	04-3209022
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4222 Emperor Boulevard, Suite 200, Durham, North Carolina	27703-8466
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (919) 941-9777

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On March 1, 2010, the Board of Directors (the “Board”) of Inspire Pharmaceuticals, Inc. (the “Company”), upon the recommendation of the Corporate Governance Committee of the Board, appointed George B. Abercrombie as a director. Upon his appointment to the Board, Mr. Abercrombie was also appointed to the Company’s Audit Committee.

There are no arrangements or understandings between Mr. Abercrombie and the Company or any employee or affiliate of the Company, pursuant to which Mr. Abercrombie was selected as a director.

In connection with his appointment, Mr. Abercrombie received stock options to purchase 2,371 and 18,970 shares of the Company’s common stock at a purchase price of $6.28 per share, the fair market value of the Company’s common stock on the grant date. The stock option to purchase 2,371 shares will vest on the date of the Company’s 2010 Annual Meeting of Stockholders. The stock option to purchase 18,970 shares will vest quarterly over three years commencing on the date of grant as follows: 40% of such shares in year one, 30% of such shares in year two, and 30% of such shares in year three.

Mr. Abercrombie also received grants of 1,592 and 12,739 restricted stock units. The grant of 1,592 restricted stock units will vest on the date of the 2010 Annual Meeting of Stockholders. The grant of 12,739 restricted stock units will vest as follows: 40% of such units on June 1, 2011; 30% of such units on June 1, 2012, and 30% of such units on June 1, 2013 (or the date of the 2013 Annual Meeting of Stockholders, if earlier).

Mr. Abercrombie, age 55, most recently served as the President and CEO of Hoffmann-La Roche Inc. and Head of North American Pharmaceutical Operations from 2001 through December 2009. During this time, he led the North American Pharmaceutical Operations for the Roche Group in the U.S. and Canada. In addition to the aforementioned position, Mr. Abercrombie brings extensive pharmaceuticals experience to his new role at the Company, as described in a press release attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

No.	Description
99.1	Press release dated March 1, 2010

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Inspire Pharmaceuticals, Inc.
By:	/s/ Joseph M. Spagnardi
	Joseph M. Spagnardi,
	Senior Vice President, General Counsel and Secretary

Dated: March 5, 2010

EXHIBIT INDEX

No.	Description
99.1	Press release dated March 1, 2010

EX-99.1

Exhibit 99.1

For Immediate Release

Investor Contact: Inspire Pharmaceuticals, Inc. Jenny Kobin VP, Investor Relations and Corporate Communications (919) 941-9777, Extension 219 Media Contact: Inspire Pharmaceuticals, Inc. Cara Amoroso Manager, Corporate Communications (919) 941-9777, Extension 266

INSPIRE ELECTS GEORGE ABERCROMBIE TO BOARD OF DIRECTORS

DURHAM, NC - March 1, 2010 - Inspire Pharmaceuticals, Inc. (NASDAQ: ISPH) announced today the election of George B. Abercrombie to its Board of Directors, effective March 1, 2010. Mr. Abercrombie will also serve as a member of the Audit Committee of the Board.

Mr. Abercrombie, age 55, most recently served as the President and CEO of Hoffmann-La Roche Inc. (“Roche”) and Head of North American Pharmaceutical Operations from 2001 through December 2009. During this time, he led the North American Pharmaceutical Operations for the Roche Group in the U.S. and Canada. Under his leadership, Roche achieved leading market share positions for key marketed products, strengthening the value of Roche’s U.S. business. Prior to Roche, Mr. Abercrombie served as Senior Vice President, Commercial Operations at Glaxo Wellcome Inc. (“Glaxo”) from 1997 to 2001. In this role, Mr. Abercrombie was responsible for all commercial operations in the U.S., including pharmaceutical sales and marketing, managed care, business planning and development and late-state clinical drug studies for the entire U.S. portfolio. Mr. Abercrombie held positions as Vice President and General Manager, Business Operations, and Vice President and General Manager of the Glaxo Pharmaceuticals Division from 1993 through 1997. Prior to Glaxo, Mr. Abercrombie spent ten years at Merck & Co., Inc. (“Merck”), where he held a broad range of positions in sales, marketing, executive sales management and business development. During his career, Mr. Abercrombie has been involved with various industry associations such as the University of North Carolina School of Pharmacy Foundation, the Duke University Fuqua School of Business Health Sector Advisory Board, the Board of Directors for the Pharmaceutical Research and Manufacturers of America (“PhRMA”) and the Johns Hopkins School of Hygiene and Public Health. Mr. Abercrombie is a member of the Board of Directors of Project HOPE, an organization dedicated to achieving sustainable advances in health care around the world. Mr. Abercrombie holds a B.S. in Pharmacy from the University of North Carolina at Chapel Hill and an M.B.A. from Harvard Business School.

Kenneth B. Lee, Jr., Inspire’s Chairman, stated, “We are pleased that George has joined the Inspire Board. He has had a distinguished career at Merck, Glaxo and Hoffmann-La Roche, from where he recently retired. While George’s management experience is diverse, he has headed many commercial activities during his career, and we are delighted to regain the commercial perspective we had when Bill Ringo was on our Board. George will bring extremely valuable experience to Inspire as we grow both our commercial and R&D activities.”

4222 Emperor Boulevard, Suite 200 — Durham, North Carolina 27703

Telephone 919.941.9777 — Fax 919.941.9797

Page 2

Mr. Abercrombie will serve the remainder of a three-year term expiring at Inspire’s 2010 annual meeting of stockholders and is expected to be nominated for re-election at the 2010 annual meeting.

About Inspire

Inspire is a biopharmaceutical company focused on researching, developing and commercializing prescription pharmaceutical products for ophthalmic and pulmonary diseases. Inspire’s goal is to build and commercialize a sustainable portfolio of innovative new products based on its technical and scientific expertise. The most advanced compounds in Inspire’s clinical pipeline are denufosol tetrasodium for cystic fibrosis and PROLACRIA^™ (diquafosol tetrasodium ophthalmic solution) 2% for dry eye, which are both in Phase 3 development, and AZASITE^® (azithromycin ophthalmic solution) 1% for blepharitis, which is in Phase 2 development. Inspire receives revenues related to the promotion of AZASITE for bacterial conjunctivitis, the co-promotion of ELESTAT^® (epinastine HCl ophthalmic solution) 0.05% for allergic conjunctivitis and royalties based on net sales of RESTASIS^® (cyclosporine ophthalmic emulsion) 0.05% for dry eye. For more information, visit www.inspirepharm.com.

Forward-Looking Statements

The forward-looking statements in this news release relating to management’s expectations and beliefs are based on preliminary information and management assumptions. Such forward-looking statements are subject to a wide range of risks and uncertainties that could cause results to differ in material respects, including those relating to product development, revenue, expense and earnings expectations, the seasonality of ELESTAT, intellectual property rights, competitive products, results and timing of clinical trials, success of marketing efforts, the need for additional research and testing, delays in manufacturing, funding, and the timing and content of decisions made by regulatory authorities, including the U.S. Food and Drug Administration. Further information regarding factors that could affect Inspire’s results is included in Inspire’s filings with the SEC. Inspire undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof.

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4222 Emperor Boulevard, Suite 200 — Durham, North Carolina 27703

Telephone 919.941.9777 — Fax 919.941.9797