SC 13D 1 lpathinc081016.txt 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