* Icahn slate sets up 3-way battle for Amylin board

* Urges shareholders not to sign company proxy

By Bill Berkrot

NEW YORK, April 7 (Reuters) - Billionaire investor Carl Icahn filed preliminary proxy materials on Tuesday in an effort to elect five handpicked nominees to the board of Amylin Pharmaceuticals Inc (AMLN.O: Quote, Profile, Research).

The action follows Friday's proxy filing by Eastbourne Capital Management naming five nominees it hopes to have elected to the 12-person Amylin board, setting up a three-way proxy battle for control of the company, which makes the diabetes drug Byetta.

In the filing with the U.S. Securities and Exchange Commission, Icahn urged Amylin shareholders not to sign any proxy card sent by the company and informed them that they can revoke their proxy if they had already done so.

The situation, in which the two dissident investors proposed alternative sets of nominees, is complicated by a provision in Amylin's debt agreements that would require it to accelerate repayment of more than $900 million if there is change of control of the board.

The provision, known as a "poison put", is typically put in place to protect bondholders in the event of a takeover by a company with a lower credit rating.

Amylin, based in San Diego, California, has said a change of control would be triggered if a majority of the board ceases to be composed of the incumbent directors or individuals approved by a majority of the incumbent directors.