Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  ELAN CORP PLC
 2. Date of Event Requiring Statement (Month/Day/Year)
07/24/2013		 3. Issuer Name and Ticker or Trading Symbol
Lipocine Inc. [MBARD]
(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)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DUBLIN 2, L2 00000		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Common Stock 800,394
I (1)
Indirect (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 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

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 Pharma International LTD
TREASURY BUILDING
LOWER GRAND CANAL STREET
DUBLIN 2, L2 00000		     X   (1)
ELAN INTERNATIONAL SERVICES LTD
C/O TREASURY BUILDING
LOWER GRAND CANAL STREET
DUBLIN 2, L2 00000		     X    

Signatures

/s/ William F. Daniel, Executive Vice President and Company Secretary 08/02/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 718,483 shares are directly owned by Elan International Services Limited, an indirect wholly-owned subsidiary of Elan Corporation, plc ("Elan"), and 81,911 shares are directly owned by Elan Pharma International Limited, an indirect wholly-owned subsidiary of Elan. Elan Pharma International Limited may be deemed to be a member of a 13(d) group (with Elan and Elan International Services Limited) constituting a 10% owner.
 
Remarks:
Exhibit List:  Exhibit 99.1 - Joint Filer Information

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