Prothena Corporation plc
Prothena Corp plc (Form: 3, Received: 12/28/2012 16:42:11)
FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ELAN CORP PLC

2. Date of Event Requiring Statement (MM/DD/YYYY)
12/20/2012 

3. Issuer Name and Ticker or Trading Symbol

Prothena Corp plc [PRTA]

(Last)        (First)        (Middle)

TREASURY BUILDING,, LOWER GRAND CANAL STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

DUBLIN 2, L2 00000       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Ordinary Shares   3182253   I   (1) Indirect   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Shares directly owned by Elan Science One Limited ("ES1"). ES1 is an indirect wholly-owned subsidiary of Elan Corporation, plc.

Remarks:
Exhibit List: Exhibit 99.1 - Joint Filer Information

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ELAN CORP PLC
TREASURY BUILDING,
LOWER GRAND CANAL STREET
DUBLIN 2, L2 00000

X

Elan Science One Ltd
TREASURY BUILDING
LOWER GRAND CANAL STREET
DUBLIN, L2 DUBLIN 2

X


Signatures
/s/ William F. Daniel, Executive Vice President and Company Secretary 12/28/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Exhibit 99.1
 
Joint Filer Information


Name:
 
Elan Science One Limited
Address:
Treasury Building, Lower Grand Canal Street,
Dublin 2,  Ireland
 
Designated Filer:
 
Elan Corporation, plc
Issuer & Ticker Symbol:
 
Prothena Corporation plc (PRTA)
Date of Earliest
Transaction Required
to be Reported:
 
 
 
12/20/12
Signature:
/s/ William F. Daniel                                        
Name:  William F. Daniel
Title:  Company Secretary