Filed
pursuant to Rule 424(b)(3)
relating
to Registration Statement No. 333-107836
DISCOVERY
LABORATORIES, INC.
SUPPLEMENT
DATED MARCH 21, 2006
TO
PROSPECTUS DATED AUGUST 8, 2003
This
Supplement should be read in conjunction with the Preliminary Prospectus, dated
August 8, 2003, contained in Registration Statement No. 333-107836 (the
“Registration Statement”) of Discovery Laboratories, Inc., as amended and
supplemented by (i) the Pre-Effective Amendment No. 1 to the Registration
Statement filed with the Securities and Exchange Commission (the “Commission”)
on August 21, 2003, including the Preliminary Prospectus, dated August 20,
2003,
contained therein, and including the exhibits thereto, (ii) the Prospectus
Supplement, dated April 16, 2004, filed with the Commission on April 16, 2004,
(iii) the Prospectus Supplement, dated May 9, 2005, filed with the Commission
on
May 9, 2005, and (iv) the Prospectus Supplement, dated February 17, 2006, filed
with the Commission on February 17, 2006.
Three
of
the holders of our Class A Warrants have assigned their warrants: (i) Castle
Creek Healthcare Partners LLC has assigned its Class A Warrant to purchase
20,000 shares of our common stock to Hudson Bay Fund LP, (ii) CC LifeScience
Market Neutral Fund, Ltd. has assigned its Class A Warrant to purchase 7,514
shares of our common stock to D3 LifeScience Market Neutral Fund Ltd. and (iii)
CC LifeScience, Ltd. has assigned its Class A Warrant to purchase 30,056 shares
of our common stock to D3 LifeScience Ltd.
Accordingly,
the Selling Stockholder table contained in the Prospectus, as amended and
supplemented, is further amended, as set forth below, by (i) revising the
entries for the assignors and (ii) adding entries for the
assignees.
Our
common stock, par value $.001 per share, is listed on the Nasdaq National Market
under the symbol “DSCO”. On March 20, 2006, the closing sale price for the
common stock, as reported on the Nasdaq National Market, was $7.60.
Neither
the SEC nor any state securities commission has approved or disapproved of
these
securities or determined if this prospectus supplement is truthful or complete.
Any representation to the contrary is a criminal offense.
The
information appearing in the following table supplements or supersedes in part
the information in the table under the heading “Selling Stockholders” in the
Preliminary Prospectus, dated August 20, 2003, as amended and
supplemented.
SELLING
STOCKHOLDERS
| Name |
Number
of Shares of common stock, not including Warrants, Beneficially
Owned
|
Number
of Shares represented by Warrants Beneficially Owned
|
Total
Number of Shares of common stock Beneficially Owned +
|
Percentage
Beneficially Owned Before Offering
|
Number
of Shares to be Offered for the Account of Selling
Stockholders
|
Number
of Shares to be Owned after this Offering
|
Percentage
to be Beneficially Owned After this Offering
|
|||||||||||||||
|
Castle
Creek Healthcare Partners LLC
|
100,000
|
0
|
100,000
|
0
|
100,000
|
0
|
*
|
|||||||||||||||
|
CC
LifeScience, Ltd.
|
150,280
|
0
|
150,280
|
0
|
150,280
|
0
|
*
|
|||||||||||||||
|
CC
LifeScience Market Neutral Fund, Ltd.
|
37,570
|
0
|
37,570
|
0
|
37,570
|
0
|
*
|
|||||||||||||||
|
D3
LifeScience Ltd.
|
0
|
30,056
|
0
|
0
|
30,056
|
0
|
*
|
|||||||||||||||
|
D3
LifeScience Market Neutral Ltd.
|
0
|
7,514
|
0
|
0
|
7,514
|
0
|
*
|
|||||||||||||||
|
Hudson
Bay Fund LP
|
0
|
20,000
|
0
|
0
|
20,000
|
0
|
*
|
------------------------
*
Less
than 1%.
+
The
information contained in this table reflects “beneficial” ownership of common
stock within the meaning of Rule 13d-3 under the Securities Exchange Act of
1934. Beneficial ownership information reflected in the table includes shares
of
common stock issuable upon the exercise of outstanding warrants.
Please
keep this supplement with your Prospectus.
2