8-K

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

September 8, 2005

Date of Report (Date of earliest event reported)

NBTY, INC.

(Exact name of Registrant as specified in its charter)

Delaware	001-31788	11-2228617
(State or other jurisdiction of Incorporation)	(Commission File No.)	(IRS Employer Identification Number)

90 Orville Drive

Bohemia, New York 11716

(Address of principal executive offices, including zip code)

(631) 567-9500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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 7.01.REGULATION FD DISCLOSURE

In its press release dated September 8, 2005, NBTY, Inc. announced that it will webcast a presentation by its president and chief financial officer at the Goldman Sachs Global Retailing Conferences on Friday, September 9, 2005.  The release also contains sales results for August 2005.  A copy of the press release is attached as Exhibit 99.1.

ITEM 9.01.FINANCIAL STATEMENTS AND EXHIBITS

(C)  Exhibits.

99.1Press release issued by NBTY, Inc., dated September 8, 2005.

This Form 8-K and the attached Exhibit are furnished to comply with Item 7.01 and Item 9.01 of Form 8-K.  Neither this Form 8-K nor the attached Exhibit are to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall this Form 8-K nor the attached Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 (except as shall be expressly set forth by specific reference in such filing).

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SIGNATURES

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.

	NBTY, INC.
	By:	/s/ Harvey Kamil
	Name:	Harvey Kamil
	Title:	President and Chief Financial Officer
Date: September 8, 2005

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE
Contact:	Harvey Kamil Carl Hymans
	NBTY, Inc. G.S. Schwartz & Co.
	President & Chief Financial Officer 212-725-4500
631-200-2020 carlh@schwartz.com

NBTY TO WEB CAST PRESENTATION AT THE GOLDMAN SACHS

GLOBAL RETAILING CONFERENCE

—ANNOUNCES PRELIMINARY SALES FOR AUGUST 2005—

BOHEMIA, N.Y. – September 8, 2005 - NBTY, Inc. (NYSE:NTY) (www.NBTY.com ), a leading global manufacturer and marketer of nutritional supplements, today announced that it will web cast the presentation by Harvey Kamil, President and Chief Financial Officer of NBTY, at the Goldman Sachs Global Retailing Conference in New York on Friday, September 9, 2005. The conference is being held at The Hilton New York Hotel.

The presentation is scheduled to be web cast live on the Company Web site, www.nbty.com, on Friday, September 9, 2005 at 8:10 AM Eastern Standard Time.

NBTY’s preliminary unaudited sales results for August 2005 and 2004 by segment are as follows:

SALES

(Unaudited)

FOR THE MONTH OF AUGUST

($ In Millions)

	2005		2004		% Change
Wholesale/ US Nutrition	$	70	$	66	7	%
North American Retail / Vitamin World	$	19	$	17	7	%
European Retail / Holland & Barrett / GNC (UK)	$	45	$	44	2	%
Direct Response/ Puritan’s Pride	$	14	$	16	-10	%
Total	$	148	$	142	4	%

NBTY’s preliminary unaudited sales results for the two months July and August 2005 and 2004 by segment are as follows:

SALES

(Unaudited)

FOR THE TWO MONTHS OF JULY AND AUGUST

($ In Millions)

	2005		2004		% Change
Wholesale/ US Nutrition	$	123	$	127	-4	%
North American Retail / Vitamin World	$	38	$	34	10	%
European Retail / Holland & Barrett / GNC (UK)	$	90	$	91	-1	%
Direct Response/ Puritan’s Pride	$	28	$	31	-9	%
Total	$	279	$	284	-2	%

ABOUT NBTY

NBTY is a leading vertically integrated manufacturer, marketer and distributor of a broad line of high-quality, value-priced nutritional supplements in the United States and throughout the world.  Under a number of NBTY and third party brands, the Company offers over 19,000 products, including products marketed the Company’s Nature’s Bounty®, Vitamin World®, Puritan’s Pride®, Holland & Barrett®, Rexall®, Sundown®, MET-Rx®, WORLDWIDE Sport Nutrition®, American Health®, GNC (UK)®, DeTuinen®, LeNaturiste™, SISU® and Solgar® brands.

This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our financial condition, results of operations and business.  These forward-looking statements can be identified by the use of terminology such as “subject to,” “believe,” “expects,” “plan,” “project,” “estimate,” “intend,” “may,” “will,” “should,” “can,” or “anticipates,” or the negative thereof, or variations thereon, or comparable terminology, or by discussions of strategy.   Although all of these forward looking statements are believed to be reasonable, they are inherently uncertain.  Factors which may materially affect such forward-looking statements include: (i) slow or negative growth in the nutritional supplement industry; (ii) interruption of business or negative impact on sales and earnings due to acts of war, terrorism, bio-terrorism, civil unrest or disruption of mail service; (iii) adverse publicity regarding nutritional supplements; (iv) inability to retain customers of

companies (or mailing lists) recently acquired; (v) increased competition; (vi) increased costs; (vii) loss or retirement of key members of management; (viii) increases in the cost of borrowings and/or unavailability of additional debt or equity capital; (ix) unavailability of, or inability to consummate, advantageous acquisitions in the future, including those that may be subject to bankruptcy approval or the inability of NBTY to integrate acquisitions into the mainstream of its business; (x) changes in general inability of NBTY to gain and/or hold market share of its wholesale and/or retail customers anywhere in the world; (xii) unavailability of electricity in certain geographical areas; (xiii) the inability of NBTY to obtain and/or renew insurance and/or the costs of the same; (xiv) exposure to and expense of defending and resolving, product liability claims and other litigation; (xv) the ability of NBTY to successfully implement its business strategy; (xvi) the inability of NBTY to manage its retail, wholesale, manufacturing and other operations efficiently; (xvii) consumer acceptance of NBTY’s products; (xviii) the inability of NBTY to renew leases for its retail locations; (xix) the inability of NBTY’s retail stores to attain or maintain profitability; (xx) the absence of clinical trials for many of NBTY’s products; (xxi) sales and earnings volatility and/or trends for the Company and its market segments; (xxii) the efficacy of NBTY’s Internet and on-line sales and marketing strategies; (xxiii) fluctuations in foreign currencies, including the British Pound, the Euro and the Canadian dollar; (xxiv) import-export controls on sales to foreign countries; (xxv) the inability of NBTY to secure favorable new sites for, and delays in opening, new retail locations; (xxvi) introduction of and compliance with new federal, state, local or foreign legislation or regulation or adverse determinations by regulators anywhere in the world (including the banning of products) and more particularly proposed Good Manufacturing Practices in the United States, the Food Supplements Directive and Traditional Herbal Medicinal Products Directive in Europe and Section 404 requirements of the Sarbanes-Oxley Act of 2002; (xxvii) the mix of NBTY’s products and the profit margins thereon; (xxviii) the availability and pricing of raw materials; (xxix) risk factors discussed in NBTY’s filings with the U.S. Securities and Exchange Commission; (xxx) adverse effects on NBTY as a result of increased gasoline prices and potentially reduced traffic flow to NBTY’s retail locations; (xxxi) adverse tax determinations; (xxxii) the loss of a significant customer of the Company; and (xxxiii) other factors beyond the Company’s control.

NBTY cannot be certain that the measures taken by the Company will be sufficient to meet the section 404 requirements of the Sarbanes-Oxley Act of 2002.

Readers are cautioned not to place undue reliance on forward-looking statements.  NBTYcannot guarantee future results, trends, events, levels of activity, performance or achievements.   NBTY does not undertake and specifically declines any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events.

Consequently, such forward-looking statements should be regarded solely as NBTY’scurrent plans, estimates and beliefs.

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