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): August 11, 2008

VECTOR GROUP LTD.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE
(State or Other Jurisdiction of Incorporation)

1-5759	65-0949535
(Commission File Number)	(I.R.S. Employer Identification No.)

100 S.E. Second Street, Miami, Florida	33131
(Address of Principal Executive Offices)	(Zip Code)

(305) 579-8000
(Registrant’s Telephone Number, Including Area Code)

(Not Applicable)
(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):

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

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

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

     o 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 and Financial Condition

     On August 11, 2008, Vector Group Ltd. announced its financial results for the three and six months ended June 30, 2008. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

     The information in this Current Report on Form 8-K and the Exhibit attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibit

(c) Exhibit.

Exhibit No.		Exhibit
	99.1	Press Release issued August 11, 2008

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SIGNATURE

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

VECTOR GROUP LTD.
By:	/s/ J. Bryant Kirkland III
	J. Bryant Kirkland III
	Vice President and Chief Financial Officer

Date: August 11, 2008

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact: Carrie Bloom/Jonathan Doorley
Sard Verbinnen & Co
212-687-8080
cbloom@sardverb.com

VECTOR GROUP REPORTS SECOND QUARTER 2008 FINANCIAL RESULTS

____________________________

     MIAMI, FL, August 11, 2008 — Vector Group Ltd. (NYSE: VGR) today announced financial results for the three and six months ended June 30, 2008.

     Second quarter 2008 revenues were $143.0 million, compared to revenues of $140.4 million in the second quarter of 2007. The Company recorded operating income of $34.3 million in the 2008 second quarter, compared to operating income of $29.2 million in the second quarter of 2007. Net income for the 2008 second quarter was $19.1 million, or $0.25 per diluted common share, compared to net income of $21.4 million, or $0.32 per diluted common share, in the 2007 second quarter. The results for the three months ended June 30, 2007 included an $8.1 million pre-tax gain from the exchange of notes receivable from Ladenburg Thalmann Financial Services Inc., which had been previously written-off, for shares of Ladenburg common stock and approximately $1.7 million of accrued interest. Adjusting for this gain, the Company’s income for the 2007 second quarter would have been $16.6 million, or $0.25 per diluted common share.

     For the six months ended June 30, 2008, revenues were $275.2 million, compared to $274.2 million for the first six months of 2007. The Company recorded operating income of $62.4 million for the 2008 six-month period, compared to operating income of $54.9 million for the 2007 period. Net income for the 2008 six-month period was $33.4 million, or $0.51 per diluted common share, compared to net income of $44.5 million, or $0.68 per diluted common share, for the 2007 period. The results for 2008 included $12.0 million of pre-tax income from the Company’s investment in the St. Regis hotel, which was sold in March 2008. Adjusting for this item, the Company’s net income for the first six months of 2008 would have been $26.3 million, or $0.41 per diluted common share. The results for the six months ended June 30, 2007 included a $19.6 million pre-tax gain associated with the Company’s previously announced NASA litigation settlement and the $8.1 million pre-tax gain related to the exchange of notes receivable from Ladenburg. Adjusting for these gains, the Company’s income for the six months ended June 30, 2007 would have been $28.2 million, or $0.43 per diluted common share.

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     For the three and six months ended June 30, 2008, the Company’s conventional cigarette business, which includes Liggett Group cigarettes and USA brand cigarettes, had revenues of $142.3 million and $274.0 million, respectively, compared to $139.3 million and $272.1 million for the three and six months ended June 30, 2007, respectively. Operating income was $43.7 million for the second quarter of 2008 and $81.0 million for the first six months of 2008, compared to $37.5 million and $72.9 million for the three and six months ended June 30, 2007, respectively.

Conference Call To Discuss Second Quarter 2008 Results

     As previously announced, the Company will host a conference call and webcast on Tuesday, August 12, 2008 at 11:00 A.M. (ET) to discuss second quarter 2008 results. Investors can access the call by dialing 800-859-8150 and entering 64447522 as the conference ID number. The call will also be available via live webcast at www.vcall.com

     A replay of the call will also be available shortly after the call ends on August 12, 2008 through August 26, 2008. To access the replay, dial 877-656-8905 and enter 64447522 as the conference ID number. The archived webcast will also be available at www.vcall.com for 30 days.

     Vector Group is a holding company that indirectly owns Liggett Group LLC, Vector Tobacco Inc. and New Valley LLC. Additional information concerning the company is available on the company’s website, www.VectorGroupLtd.com.

[Financial Table Follows]

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VECTOR GROUP LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands, Except Per Share Amounts)
Unaudited

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2008			2007			2008			2007
Revenues*	$	142,960		$	140,351		$	275,165		$	274,243
Expenses:
Cost of goods sold*		86,030			87,222			166,037			171,907
Operating, selling, administrative and general expenses		22,585			23,946			46,742			47,433
Operating income		34,345			29,183			62,386			54,903
Other income (expenses):
Interest and dividend income		1,375			1,561			3,346			3,417
Interest expense		(15,257	)		(9,520	)		(30,510	)		(18,654	)
Change in fair value of derivatives embedded within convertible debt		9,759			2,089			7,315			2,116
Provision for loss on investments		—			—			—			(1,158	)
Gain from exchange of LTS notes		—			8,121			—			8,121
Equity income from non-consolidated real estate businesses		4,184			6,927			17,504			9,337
Income from lawsuit settlement		—			—			—			20,000
Other, net		(4	)		(31	)		(577	)		(36	)
Income before provision for income taxes		34,402			38,330			59,464			78,046
Income tax expense		15,277			16,949			26,032			33,538
Net income	$	19,125		$	21,381		$	33,432		$	44,508
Per basic common share:
Net income applicable to common shares	$	0.30		$	0.33		$	0.53		$	0.70
Per diluted common share:
Net income applicable to common shares	$	0.25		$	0.32		$	0.51		$	0.68
Cash distributions and dividends declared per share	$	0.40		$	0.38		$	0.80		$	0.76

* Revenues and Cost of goods sold include excise taxes of $43,201, $44,795, $83,723 and $89,280, respectively

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