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 and Exchange Act of 1934

Date of Report (Date of earliest reported event): November 12, 2007

GEOPHARMA, INC.

(Exact name of registrant as specified in charter)

Florida	001-16185	59-2600232
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

6950 Bryan Dairy Road, Largo, Florida	33777
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (727) 544-8866

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 2.02. Results of Operations

On November 15, 2007, the Company issued a press release wherein it provided forward looking statements including the number of Food and Drug Administration filings, revenue and operational guidance for the fiscal year ending March 31, 2008 and 2009.

A copy of the press release is attached as Exhibit 99.3 hereto.

On November 14, 2007 GeoPharma, Inc issued a Press Release announcing it’s results of operations as of and for the Three and Six Months Ended September 30, 2007, a copy of which is attached as Exhibit 99.2 hereto.

In Accordance with General Instructions B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any registration statement or other document filed under the Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 8.01. Other Events

On November 12, 2007, the Company issued a press release announcing it has received an approval from the Food and Drug Administration, (“FDA”), to begin producing Carprofen. Carprofen is a non-steroidal anti-inflammatory drug (NSAID) that is used by veterinarians for the relief of pain and inflammation associated with osteoarthritis in dogs.

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

ITEM 9.01. Financial Statements and Exhibits.

(c) Exhibits. The following documents are filed as exhibits to this report:

99.1	Press release issued November 12, 2007
99.2	Press release issued November 14, 2007
99.3	Press release issued November 15, 2007

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 authorize

	GEOPHARMA, INC.
Date: November 15, 2007	/s/ Mihir K. Taneja
	Mihir K. Taneja,
	Chief Executive Officer
	/s/ Carol Dore-Falcone
	Carol Dore-Falcone,
	Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

GeoPharma, Inc. Receives FDA Approval to Manufacture and Distribute Carprofen

LARGO, Fla., Nov. 12 /PRNewswire-FirstCall/ — GeoPharma, Inc. (Nasdaq: GORX) (the “Company”) GeoPharma, Inc. announced today it has received an approval from the FDA to begin producing Carprofen.

Commonly marketed by Pfizer as Rimadyl(TM), Carprofen is a non-steroidal anti-inflammatory drug (NSAID) that is used by veterinarians for the relief of pain and inflammation associated with osteoarthritis in dogs. Additionally, Carprofen is often used in the treatment of postoperative pain associated with soft tissue and orthopedic surgeries in dogs.

“This is a major step forward in the company’s tactical plans to offer generic drugs,” stated GeoPharma CEO Mihir K. Taneja. “We are tremendously pleased to have received final approval on Carprofen from the FDA for both the company and our shareholders. GeoPharma has anticipated this approval and is well prepared to have its arrival begin to translate into sales and net income almost immediately. This is the first of what we anticipate will be many approvals for GeoPharma. We continue to be enthusiastic about our drug pipeline which holds 12 ANDAs and other drug products in various stages of development and the approval process. It is our hope to receive additional approvals by the end of our fiscal year on other drugs, as well as a production approval of our dedicated 100,000 Sq. Ft. Beta Lactam manufacturing facility located in Baltimore, Maryland,” added Mr. Taneja.

The company detailed its plans to produce Carprofen in three strengths 25 mg, 75 mg, and 100 mg caplets, allowing for appropriate dosing and cost effective pain management for the animals. Furthermore, the company reiterated its strategic commitment to aggressively pursue attractive generic drug and medical device opportunities wherever they present themselves.

About GeoPharma Inc: GeoPharma, Inc. is a rapidly growing pharmaceutical company specializing in the manufacturing and distribution of over-the- counter, nutritional, generic drug and functional food products, as well as, health and beauty products for companies worldwide. This is accomplished by utilizing our wholly owned subsidiaries Innovative Health Products, Inc., Libi Labs, Belcher Pharmaceuticals, Inc. and Breakthrough Engineered Nutrition, Inc. Innovative Health Products and Libi Labs specialize in the development and manufacture of a broad range of nutritional supplements and cosmeceuticals. As a contract manufacturer, we develop and manufacture dietary supplements as well as health and beauty care products for distribution through various outlets. Belcher Pharmaceuticals, Inc is a state-of-the-art FDA-registered, drug development and manufacturing facility for generic and over-the-counter (“OTC”) drugs. Breakthrough Engineered Nutrition, Inc. develops markets and distributes its own branded dietary supplements. Currently, DEX-L10, DEX-C20, OxyFirm and Cortiloss are among Breakthrough’s top selling dietary products. Breakthrough’s products are distributed nationwide and internationally in specialty, food, drug and mass outlets, including Target, Wal-Mart, GNC, Walgreens, CVS, Rite Aid, Duane Reade and many others. We also have an established network of brokers and distributors strategically located across the United States and Canada. GeoPharma’s growth strategy is to capitalize on its manufacturing expertise to develop high margin generic or novel drugs for niche markets with high barriers to entry. GeoPharma’s competitive advantage lies in its ability to circumvent or overcome the challenges in these markets. For more about GeoPharma, Inc., go to our websites at www.geopharmainc.com, www.hoodiadexL10.com, and www.onlineihp.com

This press release may contain statements, which constitute forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including those regarding the company and its subsidiaries’ expectations, intentions, strategies and beliefs pertaining to future performance. All statements contained herein are based upon information available to the company’s management as of the date hereof, and actual results may vary based upon future events, both within and without management’s control. Important factors that could cause such differences are described in the company’s periodic filings with the Securities and Exchange Commission.

EX-99.2

Exhibit 99.2

GeoPharma Reports Second Quarter Results

LARGO, Fla., Nov. 14 /PRNewswire-FirstCall/ — GeoPharma, Inc. (Nasdaq: GORX) today announced financial results for the three months ended September 30, 2007. “Although, the second quarter proved to be a challenging one for GeoPharma, many recent positive developments allow the company to look forward with continued confidence and optimism”, stated GeoPharma CEO Mihir K. Taneja. “Two major developments for the Company including the completion of the Dynamic Health Products Inc. (“Dynamic”) acquisition, as well as the FDA approval of our first generic drug offering, Carprofen, are prime examples of the company’s growing advancement opportunities”. “We maintain the belief that GeoPharma is well positioned to finish the year strongly, with new manufacturing contracts coming online, the overhead inventory supply of a major manufacturing client eliminated and the addition of new revenues and income generated from manufacturing Carprofen and the Dynamic acquisition”. “Furthermore, we continue to make progress on the 12 ANDAs as well as other drug products in the pipeline”. “The company will obviously expound on all new developments as they reveal themselves in the next 1, 3, and 6 month periods”.

Q2 Financial Summary

— Total revenues for the second quarter ended September 30, 2007 were $6.0 million as compared to the first quarter continuing operation revenues for the three months ended June 30, 2007 of $6.8 million. The June 30, 2007 revenue of $6.8 million excludes the PBM discontinued segment revenues of $2.9 million in order for comparison purposes.

— Gross Profits for the second quarter ended September 30, 2007 were $1.2 million as compared to the first quarter continuing operations gross profits for June 2007 quarter of $1.5 million. The June 30, 2007 gross profits of $1.5 million excludes the PBM discontinued segment gross profits of $21,000 in order for comparison purposes.

— Selling, general and administrative expenses, exclusive of depreciation and amortization were $3.7 million for the quarter ended September 2007 as compared to $3.0 million for the quarter ended June 2007. Increases this quarter were attributable to higher costs related to business expansion such as rents, payrolls and related insurances in addition to costs incurred for integrating the EZ-Med acquisition consummated in June 2007.

— Research and development (“R&D”) expenditures for the three months ended September 30, 2007 totaled approximately $366,000 all of which was charged as an expense to operations as compared to $426,000 of R&D expense for June 2007.

— Net loss for the September quarter 2007 was $(1.7) million as compared to the June 2007 net loss of $(1.1) million. Net loss per share for the September quarter 2007 was $(0.15) as compared to the June 2007 quarter net loss of $(0.11).

See the financial tables that follow.

ABOUT GEOPHARMA, INC.

GeoPharma, Inc. is a rapidly growing pharmaceutical company specializing in the manufacturing and distribution of over-the-counter, nutritional, generic drug and functional food products. The company’s growth strategy is to capitalize on its manufacturing expertise to develop high margin generic or novel drugs for niche markets with high barriers to entry. GeoPharma’s competitive advantage lies in its ability to circumvent or overcome the challenges in these markets. For more about GeoPharma, Inc., go to our websites at www.geopharmainc.com, www.onlineihp.com and www.hoodiadexl10.com

CONFERENCE CALL INFORMATION

GeoPharma will host a conference call to discuss results on Wednesday, November 14, 2007 at 11:30 (ET) with CEO, Mihir Taneja and VP/CFO, Carol Dore- Falcone. Interested parties may participate in the conference call by dialing 1-866-831-6234 and entering pass code 35259037, 5 minutes prior to the initiation of the call. A replay of the conference call will be available from 1:30 PM (ET) on November 14 through November 21, by dialing 1-888-286- 8010 and entering pass code 38097544.

FORWARD LOOKING STATEMENTS

This press release may contain statements, which constitute forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including those regarding the company and its subsidiaries’ expectations, intentions, strategies and beliefs pertaining to future performance. All statements contained herein are based upon information available to the company’s management as of the date hereof, and actual results may vary based upon future events, both within and without management’s control. Important factors that could cause such differences are described in the company’s periodic filings with the Securities and Exchange Commission.

GAAP FINANCIAL TABLES FOLLOW

GEOPHARMA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

	Three Months Ended September 30,						Six Months Ended September 30,
	2007			2006			2007			2006
Revenues:
PBM (a discontinued operation)	$	—		$	4,673,611		$	—		$	9,551,393
Distribution		1,360,751			3,323,298			3,217,271			6,495,174
Manufacturing		4,660,406			8,643,527			9,582,511			15,028,499
Pharmaceutical		—			38,360			41,199			251,846
Total revenues	$	6,021,157		$	16,678,796		$	12,840,981		$	31,326,911
Cost of goods sold:
PBM (a discontinued operation)		—			4,637,583			—			9,476,037
Distribution		721,542			1,384,061			1,737,435			2,762,226
Manufacturing (excluding depreciation and amortization presented below)		3,325,080			5,759,086			6,785,716			10,308,317
Pharmaceutical		740,755			233,082			1,573,380			608,700
Total cost of goods sold	$	4,787,377		$	12,013,812		$	10,096,531		$	23,155,280
Gross profit:
PBM (a discontinued operation)		—			36,028			—			75,356
Distribution		639,209			1,939,237			1,479,836			3,732,948
Manufacturing		1,335,326			2,884,441			2,796,795			4,820,182
Pharmaceutical		(553,805	)		(194,722	)		(1,532,181	)		(356,854	)
Total gross profit	$	1,233,780		$	4,664,984		$	2,744,450		$	8,171,631
Selling, general and administrative expenses:
Selling, general and administrative expenses		3,430,179			3,307,757			6,307,385			5,931,207
Stock option compensation expense		264,247			427,675			420,837			855,350

Depreciation and amortization		372,231			245,565			819,358			481,627
Selling, general and administrative expenses		4,066,657			3,980,997			7,547,580			7,268,184
Operating income (loss) before other income and expense, minority interest, income taxes and discontinued operations	$	(2,832,877	)	$	683,987		$	(4,803,130	)	$	903,447
Other income (expense), net:
Other income (expense), net		126			166,197			2,249			164,301
Interest income (expense), net		124,296			(25,204	)		84,505			(28,617	)
Total other income (expense), net	$	124,422		$	140,993		$	86,754		$	135,684
Income (loss) before minority interest, income taxes and discontinued operations	$	(2,708,455	)	$	824,980		$	(4,716,376	)	$	1,039,131
Minority interest benefit (expense)		216,793			327,057			442,456			664,328
Income tax benefit (expense)		877,802			(284,000	)		1,685,402			(588,000	)
Net income (loss) from continuing operations	$	(1,613,860	)	$	868,037		$	(2,588,518	)	$	1,115,459
Discontinued operations:
Revenues: PBM	$	—		$	—		$	2,925,139		$	—
Cost of goods sold: PBM		—			—			2,904,274			—
Gross profit: PBM	$	—		$	—		$	20,865		$	—
Selling, general and administrative expenses: PBM		—			—			20,785			—
PBM segment exit income (expense)		—			—			8,300			—
Discontinued operations net income (net of income tax)	$	—		$	—		$	8,380		$	—
Net income (loss)	$	(1,613,860	)	$	868,037		$	(2,580,138	)	$	1,115,459
Preferred stock dividends		100,002			75,000			208,335			150,000
Net income (loss) available to common shareholders	$	(1,713,862	)	$	793,037		$	(2,788,473	)	$	965,459
Basic income (loss) per share	$	(.15	)	$	.08		$	(.25	)	$	.10
Basic weighted average number of common shares outstanding		11,436,721			9,927,195			11,398,371			9,907,322
(Diluted income (loss) per share	$	(.15	)	$	.07		$	(.25	)	$	.08
Diluted weighted average number of common shares outstanding		11,436,721			13,331,543			11,398,371			13,311,670

SOURCE GeoPharma, Inc.

EX-99.3

Exhibit 99.3

GeoPharma, Inc. Provides Positive Forward Looking Guidance for all Aspects of Its Business Model

LARGO, Fla., Nov. 15 /PRNewswire-FirstCall/ — GeoPharma, Inc. (Nasdaq: GORX) (the “Company”) GeoPharma, Inc. today reiterated the positive outlook for its overall business as detailed in their second quarter conference call dated November 14, 2007, including positive forward looking revenue guidance for the fiscal year ending March 31, 2008 and the fiscal year ending March 31, 2009.

“The company looks forward confidently to the future as our short, intermediate and long term plans begin to come together in a manner that will translate into top and bottom line growth,” said Mihir K. Taneja. “The company couldn’t be more pleased to have consummated the Dynamic Health Products Inc. (“Dynamic”) acquisition on October 15th, 2007 and for its completion to improve the revenue expectations anticipated for the fiscal years ending March 31, 2008 and March 31, 2009.”

“The benefit of the first 5 months of the Dynamic deal should contribute 27 million dollars to GeoPharma’s revenues during that period, that being said, we anticipate revenues in the 63 to 65 million dollar range for the March 31, 2008 fiscal year,” stated GeoPharma VP/CFO Carol Dore-Falcone. “Furthermore, for the fiscal year ending March 31, 2009, we believe that revenues in excess of 100 million dollars are more than achievable. Eliminating a marginally profitable Pharmacy Benefit Management (“PBM”) business segment effective May 15, 2007 and replacing it with Dynamic, a more profitable distribution model, makes for an attractive transition given Dynamic is expected to provide higher revenues and profits.”

Commenting on the FDA approval of generic Carprofen, GeoPharma CEO Mihir K. Taneja stated, “We intend to produce and distribute our newly approved drug offering and fully expect the first batches to be shipped shortly and those sales to be reflected in the 3rd quarter ending December 31st, 2007.”

“Having the Dynamic deal closed and our first FDA drug approval realized should illustrate to the street our ability to execute our stated strategic objectives,” continued Taneja. “This is only the beginning of the company’s financial blueprint. GeoPharma’s drug pipeline contains 12 ANDA’s and other drug products, several of these initiatives are pending approval and process completion. GeoPharma projects having 6 drug products contributing to the business model by the period ending March 31st, 2009, adding approximately 15 million dollars for that period to the top line. Our dedicated 100,000 Sq. Ft. Beta Lactam facility will play a major role in our future success and we continue to be encouraged by its progression toward production.”

“The company predicts significant improvements in revenue and income in all aspects of our core businesses, not only for the remainder of the fiscal year, but for the foreseeable future. Understandably, with our recent developments, coupled with the knowledge that several new manufacturing contracts are currently coming online and the inventory restructuring of a major manufacturing client completed, it is easy for the company to be bullish,” concluded Mr. Taneja.

A replay of the conference call will be available from 1:30 PM (ET) on November 14 through November 21, by dialing 1-888-286-8010 and entering pass code 38097544.

About GeoPharma, Inc.:

GeoPharma, Inc. is a rapidly growing pharmaceutical company specializing in the manufacturing and distribution of over-the-counter, nutritional, generic drug and functional food products. The company’s growth strategy is to capitalize on its manufacturing expertise to develop high margin generic or novel drugs for niche markets with high barriers to entry. GeoPharma’s competitive advantage lies in its ability to circumvent or overcome the challenges in these markets. For more about GeoPharma, Inc., go to our websites at www.geopharmainc.com, www.hoodiadexL10.com and www.onlineihp.com.

This press release may contain statements, which constitute forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including those regarding the company and its subsidiaries’ expectations, intentions, strategies and beliefs pertaining to future performance. All statements contained herein are based upon information available to the company’s management as of the date hereof, and actual results may vary based upon future events, both within and without management’s control. Important factors that could cause such differences are described in the company’s periodic filings with the Securities and Exchange Commission.

SOURCE GeoPharma, Inc.