SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
Amendment No.  1

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Check the following box if a fee is being paid with this statement.  o

* This statement is filed jointly on behalf of Dr. Sachiko Kuno and her husband, Dr. Ryuji Ueno, pursuant to Rule 13d-1(k)(1).  Dr. Kuno disclaims membership in a group with Dr. Ueno.

(1)  Includes 1,309,752 shares of Class A Common Stock and 26,191,050 shares of Class B Common Stock owned by S&R Technology Holdings, Inc., which is wholly owned by Dr. Kuno and her husband.  Each share of Class B Common Stock is convertible at any time into one share of Class A Common Stock without further consideration.  Dr. Kuno disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein.  Also includes 148,530 shares of Class A Common Stock and vested options to purchase an additional 98,000 shares of Class A Common Stock owned by Dr. Kuno’s husband.  Dr. Kuno disclaims beneficial ownership of these shares.  Also includes 200,566 shares of Class A Common Stock owned by S&R Foundation, of whose Board of Directors Dr. Kuno and her husband are each members.  Dr. Kuno disclaims beneficial ownership of these shares.  Excludes 2,485,150 shares of Class A Common Stock owned by R-Tech Ueno, Ltd. (“R-Tech”), a majority of whose capital stock is owned (directly and indirectly) by Dr. Kuno and her husband.  Voting and dispositive power with respect to the shares owned by R-Tech is held by its board of directors.  Dr. Kuno and her husband do not have or share voting or dispositive power with respect to these shares.

2

* This statement is filed jointly on behalf of Dr. Ryuji Ueno and his wife, Dr. Sachiko Kuno, pursuant to Rule 13d-1(k)(1).  Dr. Ueno disclaims membership in a group with Dr. Kuno.

(2)  Includes 1,309,752 shares of Class A Common Stock and 26,191,050 shares of Class B Common Stock owned by S&R Technology Holdings, Inc., which is wholly owned by Dr. Ueno and his wife.  Each share of Class B Common Stock is convertible at any time into one share of Class A Common Stock without further consideration.  Dr. Ueno disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.  Also includes 52,037 shares of Class A Common Stock and a vested option to purchase an additional 85,000 shares of Class A Common Stock owned by Dr. Ueno’s wife.  Dr. Ueno disclaims beneficial ownership of these shares.  Also includes 200,566 shares of Class A Common Stock owned by S&R Foundation, of whose Board of Directors Dr. Ueno and his wife are each members.  Dr. Ueno disclaims beneficial ownership of these shares.  Excludes 2,485,150 shares of Class A Common Stock owned by R-Tech Ueno, Ltd. (“R-Tech”), a majority of whose capital stock is owned (directly and indirectly) by Dr. Ueno and his wife.  Voting and dispositive power with respect to the shares owned by R-Tech is held by its board of directors.  Dr. Ueno and his wife do not have or share voting or dispositive power with respect to these shares.

3

(3)  Sucampo Pharmaceuticals, Inc. (the “Issuer”) is the successor to Sucampo Pharma Americas, Inc., a Delaware corporation formerly named Sucampo Pharmaceuticals, Inc., for purposes of filings under Section 13(d) of the Securities Exchange Act of 1934, as amended, as a result of a reorganization into a holding company structure.  In the reorganization the Issuer became the new parent holding company of Sucampo Pharma Americas, Inc.

4

(4)  See footnotes 1 and 2 on the cover pages to this schedule.

5

SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.  We also hereby agree that the above statement containing the information required by Schedule 13G with respect to the securities described therein is filed on behalf of each of us.

6