8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): July 31, 2008

Integrated BioPharma, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

000-28876	22-2407475
(Commission File Number)	(IRS Employer Identification No.)

225 Long Avenue Hillside, New Jersey	07205
(Address of Principal Executive Offices)	(Zip Code)

(973) 926-0816

(Registrant’s Telephone Number, Including Area Code)

(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 obligation 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 240.14a-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))

Item 8.01     Other Items

      Integrated BioPharma, Inc. (the “Company”) announced on July 31, 2008 that it has changed the record date and distribution date with respect to the spin-off of the Company's interest in iBioPharma, Inc. (formerly InB:Biotechnologies, Inc.) pro rata to all of the Company's public stockholers.  The record date is changed to August 12, 2008 from August 4, 2008, and the distribution date is changed to August 18, 2008 from August 8, 2008.

      A copy of the press release issued by the Company is attached as Exhibit 99.1 hereto.

Item 9.01     Financial Reports and Exhibits.
 
      (d)     Exhibits.

Exhibit No.      Description

99.1     Press Release dated July 31, 2008

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.

INTEGRATED BIOPHARMA, Inc.

Date:   July 31, 2008                     By: /s/ Dina L. Masi          

Name: Dina L. Masi

Title: Chief Financial Officer

EX-99

NEWS RELEASE for July 31, 2008

Contact: Dina Masi, CFO
              Jeffrey Leach, Investor Relations
              Integrated BioPharma, Inc.
              j.leach@ibiopharma.com
              888.319.6962

INTEGRATED BIOPHARMA, INC. ANNOUNCES CHANGE IN RECORD DATE

HILLSIDE, NJ, July 31, 2008 -- Integrated Biopharma, Inc. (NasdaqGM: INBP) today announced that it has changed its record date to August 12, 2008 from August 4, 2008 for the spin-off of the Company’s interest in iBioPharma, Inc. (formerly InB:Biotechnologies, Inc.) (“iBioPharma”) as announced on July 25, 2008.

The shares will be distributed, in book-entry form, effective as of 11:59 p.m. on August 18, 2008 (the “Distribution Date").  For each share of the Company's common stock that a stockholder owns as of the end of August 12, 2008 (the "Record Date"), such stockholder is entitled to receive one share of iBioPharma's common stock.  However, any holder of the Company's stock who sells shares of the Company's stock after the Record Date but before the date NASDAQ sets as the “ex distribution” date, which we expect will be the next business day after the Distribution Date or a few days thereafter, depending on when a market for iBioPharma develops, will also be selling his, her or its entitlement to receive shares of iBioPharma common stock in the Spin-Off, pursuant to what is referred to by NASDAQ as a “due bill.”  Investors are encouraged to consult with their financial advisors regarding the specific implications of selling the Company stock before the Distribution Date or the “ex distribution” date.

The Company has changed its Record Date to allow its professional consultants to complete the customary documents and filings associated with a spin-off transaction.

iBioPharma, has developed a novel, proprietary platform technology for the rapid, efficient and economical manufacture of biopharmaceuticals, including vaccine antigens, antibodies and other therapeutic proteins. iBioPharma has established an exclusive commercial relationship with the Fraunhofer USA Center for Molecular Biotechnology and the lead product candidates from the joint program include influenza vaccines and an antiviral therapeutic for treatment of influenza. Further information is available at www.ibiopharma.com
 

About Integrated BioPharma, Inc. (INBP)

Integrated BioPharma is a unique grouping of companies presently serving the varied needs of the health care industry. Through its core nutraceutical business, the Company creates, develops, manufactures and markets products worldwide. Through its subsidiary, AgroLabs, Inc., INBP distributes and markets healthful nutritional products under the following brands: Naturally Aloe, Naturally Noni, Naturally Pomegranate, Naturally Thai Mangosteen and most recently, Naturally Superberry Upgrade and among various other nutritional products. Additionally, through its subsidiary, InB:Manhattan Drug Company, INBP manufactures vitamins and nutritional supplements for sale to distributors, multilevel marketers and specialized health-care providers. Its pharmaceutical business operates a cGMP facility for the production and sale of Paclitaxel and related drugs and provides technical services through its contract research organization. Further information is available at www.ibiopharma.com
 

Statements included in this release related to Integrated BioPharma, Inc. may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of risks and uncertainties such as competitive factors, technological development, market demand, and the Company's ability to obtain new contracts and accurately estimate net revenues due to variability in size, scope and duration of projects. Further information on potential risk factors that could affect the Company's financial results can be found in the company's Reports filed with the Securities and Exchange Commission.