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 30, 2004
                                                   -------------

                             THE QUIGLEY CORPORATION
                             -----------------------
               (Exact Name of Registrant as Specified in Charter)

          NEVADA                        01-21617             23-2577138
(State or Other Jurisdiction            (Commission          (IRS Employer
of Incorporation)                       File Number)         Identification No.)

   Kells Building, 621 Shady Retreat Road, P.O. Box 1349, Doylestown, PA 18901
   ---------------------------------------------------------------------------
             (Address of Principal Executive Offices)               (Zip Code)

Registrant's telephone number, including area code: (215) 345-0919
                                                    --------------
                                       N/A
         (Former Name or Former Address, if Changed Since Last Report.)








Item 5.     Other Events and Required FD Disclosure.
            ----------------------------------------

            On July 30, 2004, the Company  announced its  declaration of a stock
dividend of Suncoast Naturals, Inc. common stock acquired in the sale of its 60%
equity interest in Caribbean Pacific Natural Products, Inc. The full text of the
press release is attached hereto as Exhibit 99.1.

Item 7.     Financial Statements, Pro Forma Financial Statements and Exhibits.
            ------------------------------------------------------------------

  (c)       Exhibits.

            Exhibit No.   Description
            -----------   -----------

            99.1          Press  Release  dated  July  30,  2004  reporting  the
                          declaration of a stock dividend of Suncoast  Naturals,
                          Inc. common stock.

            99.2          Press  Release  dated July 30, 2004  reporting  second
                          quarter preliminary unaudited earnings.

Item 12.    Results of Operations and Financial Conditions.
            ----------------------------------------------

            On July 30,  2004,  The Quigley  Corporation  (the  "Company")  also
announced its results for the quarter ended June 30, 2004.  The full text of the
press release is attached hereto as Exhibit 99.2.

            The information furnished pursuant to Item 12 of this Current Report
on Form 8-K, including Exhibit 99.2 hereto,  shall not be considered "filed" for
purposes of Section 18 of the  Securities  Exchange Act of 1934, as amended,  or
otherwise subject to the liability of such section, nor shall it be incorporated
by reference  into future  filings by the Company  under the  Securities  Act of
1933,  as amended or under the  Securities  Exchange  Act of 1934,  as  amended,
unless  the  Company  expressly  sets  forth in such  future  filing  that  such
information is to be considered "filed" or incorporated by reference therein.

                                       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.

Dated:  August 2, 2004                     THE QUIGLEY CORPORATION



                                           By: /s/ George J. Longo
                                               -----------------------
                                               Name:  George J. Longo
                                               Title: Vice President and
                                                      Chief Financial Officer

                                       3

EX-99.1

                                                                    EXHIBIT 99.1

                                    QUIGLEY

Contact:
David K. Waldman/John W. Heilshorn                       Carl Fonash
Lippert Heilshorn & Associates                           The Quigley Corporation
(212) 838-3777                                           (267) 880-1111
dwaldman@lhai.com


     THE QUIGLEY CORPORATION DECLARES A STOCK DIVIDEND OF SUNCOAST NATURALS,
                    INC. COMMON STOCK ACQUIRED IN ITS SALE OF
                  CARIBBEAN PACIFIC NATURAL PRODUCTS SUBSIDIARY

DOYLESTOWN,  PA. - JULY 30, 2004 - THE QUIGLEY CORPORATION (NASDAQ:  QGLY) today
announced  that its  Board of  Directors  had  approved  a  distribution  to its
shareholders  of  approximately  500,000  shares  of  common  stock of  Suncoast
Naturals, Inc. (OTC BB:SNTL),  which it acquired through a sale of the Company's
60% equity interest in Caribbean Pacific Natural Products, Inc.

These shares will be distributed on the basis of  approximately  .0434 shares of
Suncoast common stock for each share of The Quigley  Corporation's  common stock
owned of record on September 1, 2004, with fractional shares paid in cash.

In  January  2003,  the  Company   completed  the  transaction   with  Suncoast,
headquartered   in  West  Palm  Beach,  FL,  by  exchanging  the  Company's  60%
controlling interest in Caribbean Pacific Natural Products, Inc. in exchange for
750,000 shares of common stock and 100,000 shares of redeemable  preferred stock
of Suncoast.

The Quigley Corporation (Nasdaq:  QGLY,  http://www.Quigleyco.com)  is a leading
developer and marketer of diversified health products including the COLD-EEZE(R)
family of patented zinc  gluconate  glycine  (ZIGG(TM))  lozenges and sugar free
tablets. COLD-EEZE is the only (ZIGG) lozenge proven in two double-blind studies
to reduce the  duration  of the common  cold from 7.6 to 4.4 days or by 42%.  In
addition to  Over-The-Counter  (OTC)  products,  the Company has formed  Quigley
Pharma   Inc.    (http://www.QuigleyPharma.com),    a   wholly   owned   ethical
pharmaceutical  subsidiary,  to introduce a line of naturally  derived  patented
prescription drugs. The Quigley Corporation's customers include leading national
wholesalers  and  distributors,  as well as independent and chain food, drug and
mass  merchandise  stores  and  pharmacies.  The  Quigley  Corporation  makes no
representation  that  the  U.S.  Food  and  Drug  Administration  or  any  other
regulatory  agency  will  grant an IND or take any  other  action  to allow  the
aforementioned products to be studied or marketed. Furthermore, no claim is made
that the potential  medicine discussed here is safe,  effective,  or approved by
the Food and Drug Administration.

Certain statements in this press release are "forward-looking statements" within
the meaning of the Private Securities  Litigation Reform Act of 1995 and involve
known and  unknown  risk,  uncertainties  and other  factors  that may cause the
company's actual performance or achievements to be materially different from the
results, performance or achievements expressed or implied by the forward-looking
statement.  Factors that impact such forward-looking  statements include,  among
others,  changes in worldwide general economic  conditions,  changes in interest
rates, government regulations, and worldwide competition.

EX-99.2

                                                                    EXHIBIT 99.2

                                    QUIGLEY

Contact:
David K. Waldman/John W. Heilshorn                      Carl Fonash
Lippert Heilshorn & Associates                          The Quigley Corporation
(212) 838-3777                                          (267) 880-1111
dwaldman@lhai.com

                     QUIGLEY REPORTS SECOND QUARTER RESULTS

DOYLESTOWN,  PA. - JULY 30, 2004 - THE QUIGLEY CORPORATION (NASDAQ:  QGLY) today
reported net sales of $6.9 million for the second  quarter of 2004,  compared to
$7.0 million reported for the same period in 2003. For the six-months ended June
30, 2004, net sales were $16.5 million, compared to $15.2 million in 2003.

Net sales of the Company's Cold Remedy segment was relatively  unchanged for the
second quarter of 2004 as compared to 2003. Net sales of the Health and Wellness
segment  decreased  2.0% during the  quarter,  due to a decline in the number of
active domestic  independent  representatives,  which was partially offset by an
increase in European  sales as compared to 2003.  The  increase in net sales for
the six months  reflects a 17.9%  increase in the Company's  Cold Remedy segment
and a 4.3%  increase in the Health and  Wellness  segment.  The  Company's  Cold
Remedy  net  sales  increased  for the  six-months,  as a  result  of  continued
strategic advertising,  marketing  initiatives,  and new products. The Company's
Health and  Wellness  revenues  for the  six-months  increased  as  distribution
continues to expand internationally.

Net loss for the second quarter ended June 30, 2004 was $900,000, or ($0.08) per
share,  compared to a net loss of $1.1  million,  or ($0.09) per share,  for the
same period last year. Net loss for the six-months  ended June 30, 2004 was $1.7
million,  or  ($0.15)  per share,  compared  to a net loss of $2.0  million,  or
($0.17) per share,  for the same period last year.  Net loss for the  six-months
ended  June  30,  2004  and  2003 is  principally  attributed  to  research  and
development costs of $1.8 million and $1.4 million, respectively.

Net loss for the quarter  ended June 30, 2004 improved as compared with the same
period  last  year,  driven by  savings  in  administrative  costs,  which  were
primarily  offset by increased  research and development  costs  associated with
Quigley Pharma.  Net loss for the six-months  improved as compared with the same
period last year,  driven by gross  profit  gains from Cold  Remedy,  which were
partially offset by increases in research and development  costs associated with
Quigley Pharma.

No tax  benefits to reduce  losses are  provided for the quarters and six months
ended  June 30,  2004 and 2003,  since the  Company is in a net  operating  loss
carry-forward  position,  which  is from the  cumulative  effect  of  deductions
attributed to options,  warrants and  unrestricted  stock from  previous  year's
taxable income.

Guy  J.  Quigley,  Chairman,  President  and  Chief  Executive  Officer  stated,
"Although the second quarter is our seasonally  weakest  period,  we reduced our
net loss for both the second quarter and first half, while investing  heavily in
pharmaceutical  research and development.  As we enter the third quarter, we are
in the  process of  beginning  delivery of our new  COLD-EEZE(R)  bubble gum and
COLD-EEZE(R) `green-tea with lemon' lozenges to retail stores."

Mr. Quigley continued,  "During the quarter, we also announced several important
developments in our pharmaceutical  segment. First, QR-435 demonstrated efficacy
in  significantly  reducing the severity of illness in ferrets infected with the
Influenza A virus. These results provide additional pre-clinical data suggesting
that  QR-435 can both  prevent and treat  Influenza  A virus in a ferret  animal
model.  Additionally,  we completed a study,  which determined that injection of
QR-336  was   protective   against   the   effects   of  a  lethal,   whole-body
ionizing-radiation dose in a mouse model."






The Quigley Corporation (Nasdaq:  QGLY,  http://www.Quigleyco.com)  is a leading
developer and marketer of diversified health products including the COLD-EEZE(R)
family of patented zinc  gluconate  glycine  (ZIGG(TM))  lozenges and sugar free
tablets. COLD-EEZE is the only (ZIGG) lozenge proven in two double-blind studies
to reduce the  duration  of the common  cold from 7.6 to 4.4 days or by 42%.  In
addition to  Over-The-Counter  (OTC)  products,  the Company has formed  Quigley
Pharma   Inc.    (http://www.QuigleyPharma.com),    a   wholly   owned   ethical
pharmaceutical  subsidiary,  to introduce a line of  naturally-derived  patented
prescription drugs. The Quigley Corporation's customers include leading national
wholesalers  and  distributors,  as well as independent and chain food, drug and
mass  merchandise  stores  and  pharmacies.  The  Quigley  Corporation  makes no
representation  that  the  U.S.  Food  and  Drug  Administration  or  any  other
regulatory  agency  will  grant an IND or take any  other  action  to allow  the
aforementioned products to be studied or marketed. Furthermore, no claim is made
that the potential  medicine discussed here is safe,  effective,  or approved by
the Food and Drug Administration.

Certain statements in this press release are "forward-looking statements" within
the meaning of the Private Securities  Litigation Reform Act of 1995 and involve
known and  unknown  risk,  uncertainties  and other  factors  that may cause the
company's actual performance or achievements to be materially different from the
results, performance or achievements expressed or implied by the forward-looking
statement.  Factors that impact such forward-looking  statements include,  among
others,  changes in worldwide general economic  conditions,  changes in interest
rates, government regulations, and worldwide competition.

                                 (Tables Follow)






CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

The following  represents  condensed  financial data (in  thousands)  except per
share data:

                                                        Three-Months       Three-Months          Six-Months           Six-Months
                                                           Ended              Ended                Ended                Ended
                                                       June 30, 2004       June 30, 2003        June 30, 2004       June 30, 2003
                                                            ($)                ($)                   ($)                 ($)
                                                       -------------       -------------        -------------       -------------

Net Sales                                                  6,901              7,005                16,507                15,196
Gross profit                                               2,777              2,766                 7,297                 6,460
Sales & marketing expenses                                   835                816                 2,458                 2,343
Administrative expenses                                    2,055              2,312                 4,805                 4,754
Research & development                                       821                722                 1,768                 1,370

Income taxes (Benefit)                                        --                 --                    --                    --
Loss from:
    Continuing operations                                   (912)            (1,055) -             (1,694)               (1,947)
    Discontinued operations                                   --                 --                    --                   (55)

Net loss                                                    (912)            (1,055) -             (1,694)               (2,002)

 Diluted loss per share:
   Continuing operations                                  ($0.08)            ($0.09)               ($0.15)               ($0.17)
   Discontinued operations                                    --                 --                    --                    --

   Net loss                                               ($0.08)            ($0.09)               ($0.15)               ($0.17)

Diluted weighted average common shares outstanding:   11,512,092         11,459,950            11,511,390            11,458,284

Consolidated Balance Sheets (Unaudited)
- ---------------------------------------

The following  represents  condensed  financial  data (in thousands) at June 30,
2004 and December 31, 2003:

                                                     2004               2003
                                                     ($)                 ($)
                                                    ------             ------

              Cash & cash equivalents           13,736             11,392
              Accounts receivable, net               1,362              7,862
              Inventory                              4,295              3,753
              Total current assets                  20,005             23,740
              Total assets                          22,406             26,270
              Total current liabilities              3,241              5,483
              Total stockholders' equity            19,107             20,787