8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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):  July 31, 2008

United Therapeutics Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware	000-26301	52-1984749
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

1110 Spring Street
Silver Spring, MD	20910
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:

(301) 608-9292

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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.  Results of Operations and Financial Condition.

On July 31, 2008, United Therapeutics Corporation (the “Company”) issued a press release setting forth its earnings for the Company’s quarterly period ended June 30, 2008.

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

Item 9.01.  Exhibits

This information shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

(d)  Exhibits
Exhibit No.	Description of Exhibit
99.1	Press release dated July 31, 2008

2

SIGNATURE

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.

	UNITED THERAPEUTICS CORPORATION
Dated: July 31, 2008	By:	/s/ Paul A. Mahon
		Name:	Paul A. Mahon
		Title:	General Counsel

3

Exhibit Index

Exhibit No.	Description of Exhibit
99.1	Press release dated July 31, 2008

4

EX-99.1

Exhibit 99.1

For Immediate Release

For Further Information Contact:

Andrew Fisher at (202) 483-7000

Email: Afisher@unither.com

UNITED THERAPEUTICS REPORTS

SECOND QUARTER 2008 FINANCIAL RESULTS

·Revenues of $68.6 Million, Increase of 32% Over Second Quarter 2007

·EPS of $0.63 per Basic Share, Increase of 125% Over Second Quarter 2007

·Earnings Before Non-Cash Charges of $1.36 per Basic Share, Increase of 56% Over Second Quarter 2007

Silver Spring, MD, July 31, 2008:  United Therapeutics Corporation (NASDAQ: UTHR) today announced its results of operations for the quarter ended June 30, 2008.

Total revenues for the second quarter of 2008 were $68.6 million, up 32.3% from $51.8 million for the second quarter of 2007.  Net income for the second quarter of 2008 was $14.3 million, or $0.63 per basic share, compared to $5.8 million, or $0.28 per basic share, for the second quarter of 2007.  Gross margins from sales were $60.6 million in the second quarter of 2008, compared to $45.8 million in the second quarter of 2007.  The increases in revenues and gross margins corresponded to the growth in sales of our lead product, Remodulin.  Earnings before non-cash charges, defined as net income before non-cash income taxes, depreciation, amortization, impairment charges and share-based compensation (stock option and share tracking award expense), were $30.7 million for the second quarter of 2008, up 70.3% from $18.0 million for the second quarter of 2007.

“It is gratifying that we are on track to grow our annual revenues in excess of 30% for the sixth consecutive year,” said Martine Rothblatt, Ph.D., United Therapeutics’ Chairman and Chief Executive Officer.  “I am also pleased that, after twelve years of operations, our accumulated deficit has been eliminated and we are now able to report accumulated earnings. These financial accomplishments reflect the decisions of hundreds of doctors and patients to use Remodulin and make it the leading form of prostacyclin therapy in the United States.”

Research and Development Expenses

The table below summarizes research and development expenses by major project and non-project components (dollars in thousands):

	Three Months Ended  June 30,				Percentage
	2008		2007		Change
Project and non-project:
Cardiovascular	$	11,890	$	9,269	28.3	%
Cancer	177		4,061		(95.6	)%
Infectious disease	220		200		10.0	%
Share-based compensation	3,313		2,981		11.1	%
Other	3,541		1,459		142.7	%
Total research and development expense	$	19,141	$	17,970	6.5	%

The increase in cardiovascular expenses was primarily due to increased expenses related to our inhaled and oral treprostinil programs.

Selling, General and Administrative Expenses

The table below summarizes selling, general and administrative expenses by major category (dollars in thousands):

	Three Months Ended June 30,				Percentage
	2008		2007		Change
Category:
General and administrative	$	9,444	$	9,066	4.2	%
Sales and marketing	9,316		5,708		63.2	%
Share-based compensation	4,333		5,700		(24.0	)%
Total selling, general and administrative expenses	$	23,093	$	20,474	12.8	%

The increase in sales and marketing related expenses reflects increases in salary and related expenses and professional fees incurred in connection with new marketing campaigns and initiatives.

Earnings Before Non-Cash Charges

The following table provides a reconciliation of net income to earnings before non-cash charges for the three-month periods ending June 30, 2008 and 2007, respectively (in thousands, except per share data):

	Three Months Ended June 30,
	2008		2007
Net income, as reported	$	14,331	$	5,806
Add back:
Income tax expense	7,553		2,724
Depreciation and amortization	1,028		796
Impairment charges	152		—
Share-based compensation	7,661		8,714
Earnings before non-cash charges	$	30,725	$	18,040
Earnings before non-cash charges per share (1):
Basic	$	1.36	$	0.87
Diluted	$	1.26	$	0.82

(1)   Calculated by dividing earnings before non-cash charges by the weighted average shares outstanding, as reported below.

Conference Call

United Therapeutics will host a half-hour teleconference on Thursday, July 31, 2008, at 9:00 a.m. Eastern Time.  The teleconference is accessible by dialing 1-800-603-1777, with international callers dialing 1-706-679-8129.  A rebroadcast of the teleconference will be available for one week and can be accessed by dialing 1-800-642-1687, with international callers dialing 1-706-645-9291, and using conference code: 56186490.

This teleconference is also being webcast and can be accessed via United Therapeutics’ website at http://ir.unither.com/events.cfm.

About United Therapeutics

United Therapeutics is a biotechnology company focused on the development and commercialization of unique products to address the unmet medical needs of patients with chronic and life-threatening cardiovascular and infectious diseases and cancer.

Non-GAAP Financial Information

This press release contains a financial measure that does not comply with U.S. generally accepted accounting principals (GAAP). This measure supplements our financial results prepared in accordance with GAAP as reported below.

We use earnings before non-cash charges, a financial non-GAAP measure, internally for operating, budgeting and financial planning purposes and as a metric to determine the efficiency of our operations.  We believe our investors’ understanding of our performance is enhanced by disclosing this measure.  The presentation of this non-GAAP financial measure is not to be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP.

Forward-looking Statements

Statements included in this press release that are not historical in nature are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements include, among others, our expectations and intentions related to annual revenue growth and our ability to maintain our accumulated earnings.  These forward-looking statements are subject to certain risks and uncertainties, such as those described in our periodic reports filed with the Securities and Exchange Commission, that could cause actual results to differ materially from anticipated results.  Consequently, such forward-looking statements are qualified by the cautionary statements, cautionary language and risk factors set forth in our periodic reports and documents filed with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and current reports on Form 8-K.  We claim the protection of the safe harbor contained in the Private Securities Litigation Reform Act of 1995 for forward-looking statements.  We are providing this information as of July 31, 2008, and assume no obligation to update or revise the information contained in this press release whether as a result of new information, future events or any other reason.

Remodulin is a registered trademark of United Therapeutics Corporation. [uthr-g]

*              *              *

UNITED THERAPEUTICS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2008			2007			2008			2007
	(Unaudited)						(Unaudited)
Revenues:
Net product sales	$	65,497		$	49,381		$	124,650		$	87,788
Service sales	2,393			1,783			4,620			3,545
Distributor fees	666			667			1,333			667
Total revenues	68,556			51,831			130,603			92,000
Operating expenses:
Research and development	19,141			17,970			40,217			46,084
Selling, general and administrative	23,093			20,474			42,424			35,638
Cost of product sales	6,564			4,791			12,739			8,606
Cost of service sales	768			551			1,479			1,132
Total operating expenses	49,566			43,786			96,859			91,460
Income from operations	18,990			8,045			33,744			540
Other income (expense):
Interest income	2,804			1,938			6,412			5,983
Interest expense	—			(713		)	—			(1,424		)
Equity loss in affiliate	(43		)	(79		)	(156		)	(193		)
Other, net	817			(279		)	525			(220		)
Total other income, net	3,578			867			6,781			4,146
Income before income tax	22,568			8,912			40,525			4,686
Income tax expense	(8,237		)	(3,106		)	(14,792		)	(1,661		)
Net income	$	14,331		$	5,806		$	25,733		$	3,025
Net income per common share:
Basic	$	0.63		$	0.28		$	1.15		$	0.14
Diluted	$	0.59		$	0.26		$	1.07		$	0.14
Weighted average number of common shares outstanding:
Basic	22,600			20,837			22,467			21,069
Diluted	24,328			22,020			24,120			22,219

CONSOLIDATED BALANCE SHEET DATA

As of June 30, 2008

(Unaudited, in thousands)

Cash, cash equivalents and marketable investments (excluding restricted amounts of $45,037)	$	342,741
Total assets	$	679,818
Total liabilities & common stock subject to repurchase	$	316,411
Total stockholders’ equity	$	363,407