SECURITIES AND EXCHANGE COMMISSION ~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 3, 2005 Pharmaceutical Formulations, Inc. (Exact Name of Registrant as Specified in Charter)

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 22, 2005 Pharmaceutical Formulations, Inc. (Exact Name of Registrant as Specified in Charter)

Delaware
(State or Other Jurisdiction
of Incorporation)

0-11274
(Commission
File Number)

22-2367644
(IRS Employer
Identification No.)

460 Plainfield Avenue, Edison, New Jersey 08818
(Address of Principal Executive Offices, including Zip Code)

Registrant's telephone number, including area code: 732-985-7100 ~~N.A. (Former Name or Former Address, if Changed Since Last Report)~~

N.A.
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2 below):

|___| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CRF 240.13e-4(c))

~~|__|~~ITEM ~~Soliciting~~5.02. Departure ~~material~~of ~~pursuant~~Directors toor ~~Rule~~Principal Officers; ~~14a-12~~Election ~~under~~of ~~the~~Directors; ~~Exchange~~Appointment ~~Act~~of ~~(17~~Principal ~~CFR 240~~Officers.~~14-12)~~

~~|__|~~ On ~~Pre-commencement~~June ~~communications~~3, ~~pursuant~~2005 toA. ~~Rule~~Ernest ~~14d-2(b)~~Toth, ~~under~~Jr. submitted his resignation to the ~~Exchange~~Company ~~Act~~as Vice ~~(17~~President ~~CFR~~and ~~240-14d-2(b))~~Chief Financial Officer to accept a position with another company.

|__| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CRF 240.13e-4(c))

ITEM 2.02 Results of Operations and Financial Condition

The Company issued a press release regarding the fourth quarter and year-end fiscal 2004 financial results on April 22, 2005, a copy of which is attached as an exhibit.

ITEM 9.01 Financial Statements and Exhibits

99.1 Press release issued on April 22, 2005 regarding quarterly and year-end financial results.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PHARMACEUTICAL FORMULATIONS, INC. By: /s/ A.James ~~Ernest~~Ingram ~~Toth, Jr.~~ Name: A.James ~~Ernest~~Ingram ~~Toth, Jr.~~ Title: ~~Vice~~Chairman ~~President~~of the Board and Chief ~~Financial~~Executive Officer

Dated: ~~April~~June 257, 2005

EXHIBIT INDEX

99.1. Press release issued on April 22, 2005 regarding quarterly and year-end financial results.

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