UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

~~____________________~~ CURRENT REPORT Pursuant to

~~CURRENT~~Section ~~REPORT~~13 or 15(d) of the

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 3, 2013

May 22, 2013

____________________

Unigene Laboratories, Inc.

(Exact name of registrant as specified in its charter)

____________________

Delaware	0-16005	22-2328609
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
incorporation or organization)		Identification No.)

Delaware	0-16005	22-2328609
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

81 Fulton Street, Boonton, New Jersey	07005
(Address of principal executive offices)	(Zip Code)

(973) 265-1100

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ 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 240.14a-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 CFR 240.13e-4(c))

~~Section~~ Item 21.01. –Entry ~~Financial~~into ~~Information~~a Material Definitive Agreement.

~~Item~~Re-Loan ~~2.04~~of ~~Triggering~~Equity ~~Events~~Transfer ~~that~~Agreement ~~Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.~~Proceeds

~~The~~On ~~information~~June ~~provided~~3, in2013, ~~Item~~Unigene 8Laboratories, Inc.01 (“Unigene” and the “Company”) entered into a letter agreement with Victory Park Management, LLC (“Agent”), as agent for Victory Park Credit Opportunities, L.P., Victory Park Credit Opportunities Intermediate Fund, L.P., VPC Fund II, L.P., and VPC Intermediate Fund II (Cayman), L.P. (collectively, the “Lenders”) pursuant to which the Lenders agreed to re-loan to Unigene the remaining $500,000 of ~~this~~the sale proceeds previously received from Nordic Bioscience Clinical Development A/S upon the sale of Unigene’s interest in a joint development vehicle and used to make a mandatory prepayment of the Lenders’ notes, notwithstanding (i) the failure of Unigene to satisfy the conditions precedent to such re-loan as set forth in that certain amended and restated letter agreement, dated as of May 14, 2013, by and between the Agent and the Borrower (the “Re-Loan Letter”), and (ii) the existence of one or more continuing events of default under the transaction documents with the Lenders, as described in the notice sent by the Agent to Unigene on May 22, 2013, which was described in a Current Report on Form 8-K isfiled ~~hereby~~by ~~incorporated~~Unigene ~~into~~with ~~this~~the ~~Item~~Securities 2and Exchange Commission on May 29, 2013.04 The Re-Loan Letter provides that the conversion price of the existing notes held by ~~reference~~the Lenders will not be adjusted under Section 2(e) of such notes solely as a result of the issuance and delivery of the promissory note evidencing the re-loan of the remaining $500,000 of the Nordic sale proceeds.

~~Section~~On June 3, 2013, the Company issued to VPC Fund II, L.P., upon the terms and conditions stated in the Second Amendment to Amended and Restated Financing Agreement, by and among the Company, the Agent and the Lenders (the “Second Amendment”), a senior secured convertible note in the aggregate principal amount of $500,000 (the “Re-Loan Note”). The maturity date of the Re-Loan Note is June 7, 2013. The Re-Loan Note will accrue interest at a rate per annum equal to the greater of (x) the prime rate (announced by Citibank N.A. from time to time) plus 5% –and ~~Corporate Governance~~(y) 15%, which, in the absence of an event of default, accrued and ~~Management~~unpaid interest due and payable with respect to the Re-Loan Note shall, instead of being required to be paid in cash, shall be capitalized and added to the outstanding principal balance of the Re-Loan Note payable on the maturity date; provided, however, in the event of a default (such as currently exists, as described in the Company’s SEC filings, including the Annual Report on Form 10-K for the year ended December 31, 2012), the Re-Loan Note will accrue interest at the default interest rate per annum equal to eighteen percent (18%).

~~Item~~The ~~5.02~~Re-Loan ~~Departure~~Note is convertible into shares of ~~Directors~~common orstock ~~Certain~~of ~~Officers;~~the ~~Election~~Company, par value $0.01 per share (the “Common Stock”), at the lender’s option. The initial conversion rate for the Re-Loan Note is calculated by dividing the sum of ~~Directors;~~the ~~Appointment~~principal to be converted plus all accrued and unpaid interest thereon by $0.09 per share. The conversion rate under the Re-Loan Note is subject to adjustment, including a reduction in the conversion rate in the event the Company issues certain shares of ~~Certain~~Common ~~Officers;~~Stock ~~Compensatory~~at ~~Arrangements~~a purchase price less than the then current conversion price in the future. The description of ~~Certain~~the ~~Officers~~Re-Loan Note does not purport to be complete and is qualified in its entirety by reference, as applicable, to copy filed as Exhibit 10.1 hereto, which is incorporated herein by reference.

OnThe ~~May~~Company ~~22,~~plans ~~2013,~~to ~~Theron~~use ~~Odlaug, member of~~ the ~~Board~~proceeds of ~~Directors and Chairman of~~ the ~~Compensation~~Re-Loan ~~Committee~~Note ofto ~~Unigene~~fund ~~Laboratories,~~certain ~~Inc.~~existing ~~(the~~obligations ~~“Company”),~~and ~~gave~~make ~~notice~~insurance ~~of his resignation as a member of the Board of Directors~~payments. ~~The resignation was effective as of May 22, 2013.~~

~~Section~~The Amended and Restated Financing Agreement, dated as of March 16, 2010, by and among the Company, the Agent and the Lenders and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K –filed ~~Other~~with ~~Events~~the Securities and Exchange Commission (the “SEC”) on March 17, 2010. The Forbearance Agreement and First Amendment to Amended and Restated Financing Agreement, dated as of September 21, 2012 and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K filed with the SEC on September 26, 2012. The Second Amendment and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K filed with the SEC on April 12, 2013. The Re-Loan Letter and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K filed with the SEC on May 20, 2013.

Item 82.0103. ~~Other~~Creation ~~Events~~of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

OnThe ~~May~~information ~~14,~~provided ~~2013,~~in ~~the~~Item ~~Company entered into an amended and restated letter agreement with Victory Park Management, LLC, as administrative and collateral agent (the “Agent”) for Victory Park Credit Opportunities, L~~1.~~P.,~~01 Victory Park Credit Opportunities Intermediate Fund, L.P., VPC Fund II, L.P., and VPC Intermediate Fund II (Cayman), L.P. (collectively, the “Lenders” and together with the Agent, the “VPC Parties”) pursuant to which the Lenders re-loaned to the Company $500,000 (the “Re-loan Note”) of ~~asset~~this sale proceeds used to make a mandatory prepayment of the Lender’s outstanding notes. On April 8, 2013 (the “Second Amendment Effective Date”), the Company entered into a Second Amendment to Amended and Restated Financing Agreement, by and among the Company and the VPC Parties (together with all exhibits and schedules thereto, and as amended from time to time, the “Second Amendment”). The Second Amendment evidenced the amendment of certain provisions of the Amended and Restated Financing Agreement dated as of March 16, 2010, by and among the Company, the Agent and the Lenders party thereto (the “Restated Financing Agreement”) as amended by the Forbearance Agreement and First Amendment to Amended and Restated Financing Agreement, dated as of September 21, 2012, by and among the Company and the VPC Parties (the “Forbearance Agreement”) and the other agreements contemplated by the Second Amendment. The Restated Financing Agreement and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K ~~filed~~is ~~with~~hereby ~~the~~incorporated ~~Securities~~into ~~and~~this ~~Exchange~~Item ~~Commission (the “SEC”) on March 17, 2010~~2.03 ~~The Forbearance Agreement and the transactions contemplated thereby were previously disclosed~~ by ~~the Company on a Current Report on Form 8-K filed with the SEC on September 26, 2012~~reference. The Second Amendment and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K filed with the SEC on April 12, 2013. The Re-Loan Note and the transactions contemplated thereby were previously disclosed by the Company on a Current Report on Form 8-K filed with the SEC on May 20, 2013.

OnItem May 22, 2013 the Company was notified by the VPC Parties that certain events of default exist and are continuing under the aforementioned financing agreements with the VPC Parties, under which approximately $42 million in senior notes issued to the Lenders by Unigene are currently outstanding, including both principal and interest as of May 22, 20133. As a result, the VPC Parties retain the right to issue an event of default redemption notice under the financing agreement or to exercise any other remedies available under the financing agreement and related loan documents or under applicable law02. ~~Under~~Unregistered ~~Section~~Sales ~~2.2~~ of ~~the~~Equity Restated Financing Agreement, for so long as any event of default is continuing, the unpaid principal amount of the notes bear interest at the default interest rate, which is the current interest rate under such agreement plus 3%Securities.

OnThe ~~May~~information ~~23,~~provided ~~2013,~~in ~~the~~Item ~~Company~~1.01 ~~received a Notice~~ of ~~Public~~this ~~Sale~~Current ofReport ~~Collateral~~on ~~Under~~Form ~~Illinois~~8-K ~~Uniform~~under ~~Commercial Code (~~the ~~“Notice”)~~title ~~from~~is ~~the~~hereby ~~Agent,~~incorporated ~~which~~into ~~states~~this ~~that~~Item ~~the~~3.02 ~~Lenders~~by ~~will~~reference. ~~initiate~~The aCompany ~~public~~has ~~UCC~~relied ~~foreclosure sale~~ on ~~June 4, 2013, at 11:00 a.m. Central Time~~ (~~the~~i) ~~“Proposed~~Section ~~Sale”~~4(2), of ~~all of~~ the ~~remaining~~Securities ~~personal~~Act ~~property assets~~ of ~~the~~1933, ~~Company pledged~~ as ~~collateral~~amended ~~under the financing agreement and related documents that include the Company’s Therapeutics strategic business unit~~ (“~~Therapeutics~~Securities ~~SBU~~Act”), ~~including such assets that are used or intended~~ for ~~use~~sales innot ~~connection~~involving ~~with,~~a orpublic ~~that~~offering ~~are~~of ~~necessary~~securities orand ~~advisable~~(ii) toRule ~~the~~506 ~~continued~~under ~~conduct of,~~ the ~~Company’s~~Securities ~~Therapeutics~~Act ~~SBU~~for assales ~~currently~~to ~~being~~an ~~conducted.~~accredited investor.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

	Exhibit No.		Document Description
	10.1		Second Amendment Re-Loan Note dated June 3, 2013

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.

	UNIGENE LABORATORIES, INC.
	By:	/s/ Ashleigh Palmer
		Chief Executive Officer
Date: May 29, 2013

	UNIGENE LABORATORIES, INC.

	By:	/s/ Ashleigh Palmer
		Ashleigh Palmer, Chief Executive Officer

Date: June 7, 2013

EXHIBIT INDEX

Exhibit

No.

Document Description

10.1

Senior Secured Convertible Note, issued by the Company as of June 3, 2013 to VPC Fund II, L.P.

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