| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| FORM 10-Q/A |
| (Amendment No. 1) |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period ended September 30, 2006.
| Commission File Number: 0-29630 |
| SHIRE PLC |
| (Exact name of registrant as specified in its charter) |
| England and Wales | 98-0484822 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| Hampshire International Business Park, Chineham, | 44 1256 894 000 | |
| Basingstoke, Hampshire, England, RG24 8EP | (Registrant’s telephone number, including area code) | |
| (Address of principal executive offices and zip code) | ||
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.
| Yes [X] | No [ ] |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.
| Large accelerated filer [X] | Accelerated filer [ ] | Non-accelerated filer [ ] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| Yes [ ] | No [X] |
As at November 10, 2006 the number of outstanding ordinary shares of the Registrant was 502,380,547.
Explanatory Note
Shire plc is filing this Amendment No. 1 (the “Amendment”) to its quarterly report on Form 10-Q for the quarter ended September 30, 2006 (the “Report”), which was originally filed with the U.S. Securities and Exchange Commission on November 6, 2006, solely for the purposes of correcting a typographical error contained in Exhibit 32.1 as originally filed with the Report. The introductory paragraph in Exhibit 32.1 as originally filed contained a reference to the “quarter ended June 30, 2006” as opposed to the “quarter ended September 30, 2006”. This Amendment corrects that error.
This Amendment does not affect the original financial statements or footnotes as originally filed. This Amendment does not reflect events occurring after the filing of the Report or modify or update those disclosures affected by subsequent events. Except for the items described above or contained in this Amendment, this Amendment continues to speak as of the date of the Report, and does not modify, amend or update in any way the financial statements or any other item or disclosure in the Report.
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PART II. OTHER INFORMATION
ITEM 6. EXHIBITS
Exhibits
| 31.1 | Certification of Matthew Emmens pursuant to Rule 13a – 14 under The Exchange Act. | |
| 31.2 | Certification of Angus Russell pursuant to Rule 13a – 14 under The Exchange Act. | |
| 32.1 | Certification of Matthew Emmens and Angus Russell pursuant to Section 906 of the Sarbanes – Oxley Act of 2002. | |
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SHIRE PLC
(Registrant)
| Date: | ||
| November 17, 2006 | ||
| /s/ Matthew Emmens | ||
| By: | Matthew Emmens | |
| Chief Executive Officer | ||
| Date: | ||
| November 17, 2006 | ||
| /s/ Angus Russel | ||
| By: | Angus Russell | |
| Chief Financial Officer | ||
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Exhibit Index
Exhibit No. | Description | |
| 31.1 | Certification of Matthew Emmens pursuant to Rule 13a – 14 under The Exchange Act. | |
| 31.2 | Certification of Angus Russell pursuant to Rule 13a – 14 under The Exchange Act. | |
| 32.1 | Certification of Matthew Emmens and Angus Russell pursuant to Section 906 of the Sarbanes – Oxley Act of 2002. | |
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