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

         Date of Report (Date of earliest event reported): March 7, 2003

                                   ----------

                         COMMISSION FILE NUMBER 1-12584

                                                                         
DELAWARE                           SHEFFIELD PHARMACEUTICALS, INC.             13-3808303
(State of other jurisdiction of    (Exact name of registrant as specified      (I.R.S. Employer
incorporation or organization)     in its charter)                             Identification No.)



   3136 Winton Road South, Suite 201, Rochester, New York              14623
  --------------------------------------------------------         -----------
        (Address of principal executive officers)                   (Zip Code)

        Registrant's telephone number, including area code (585) 292-0310

                                   ----------


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






ITEM 5. OTHER EVENTS

         On March 6, 2003, Sheffield Pharmaceuticals, Inc., a Delaware
corporation, issued a press release, a copy of which is attached hereto as
Exhibit 99.4 and is incorporated herein by reference.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

(c)      Exhibits

Exhibit Number            Description
- --------------            -----------

     99.4                 Press Release dated March 6, 2003 issued by Sheffield
                          Pharmaceuticals, Inc.

                                   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 thereunto duly authorized.

                                          SHEFFIELD PHARMACEUTICALS, INC.


Dated:  March 7, 2003                     By: /s/ Thomas M. Fitzgerald
                                              ----------------------------------
                                          Thomas M. Fitzgerald
                                          President and Chief Executive Officer





                                INDEX TO EHIBITS



EXHIBIT
NUMBER           DESCRIPTION
- -------          -----------
              
99.4             Press Release dated March 6, 2003 issued by Sheffield
                 Pharmaceuticals, Inc.

EX-99.4

                                                                    EXHIBIT 99.4

[SHEFFIELD LOGO]
                                                       NEWS RELEASE


For further information contact:

Thomas M. Fitzgerald, President and CEO
Sheffield Pharmaceuticals, Inc.
(585) 292-0310


FOR IMMEDIATE RELEASE


                 SHEFFIELD COMPLETES SECURED DEBT FINANCING AND
                     ANNOUNCES MANAGEMENT AND BOARD CHANGES


ROCHESTER, NY - MARCH 6, 2003 - Sheffield Pharmaceuticals, Inc. (AMEX:SHM) today
announced that it has completed a secured debt financing of up to $.5 million
with various shareholders of the Company and a third party.

The promissory note with the third party provides up to $.45 million of
financing which the Company, at its option, can draw down in three equal
installments. The Company received the first installment on February 25, 2003,
with additional equal installments available on or before March 25, 2003 and
April 25, 2003. The note provides for interest at the rate of 9% per annum and
matures on the closing of a licensing transaction for the Unit Dose
NanoCrystal(TM) Budesonide drug product being developed through Respiratory
Steroid Development Ltd., the Company's joint venture with Elan Corporation. The
promissory note will be secured by a priority claim on the Company's interest in
the Unit Dose Budesonide product. Upon maturity, the Company will repay
principal and accrued interest on the note, a premium of 100% of the outstanding
balance of the note, and a warrant to purchase the number of shares of Sheffield
common stock equal to the principal amount of the note drawn down by the
Company. Any warrants to be issued under the note arrangement will have an
exercise price of $.20 per share.

The promissory notes with certain of the shareholders provide an additional $.05
million of financing received upon signing of the notes. These notes include
essentially the same terms and conditions as the aforementioned notes with
certain parties.

"The funds from this transaction, together with available cash balances, will
allow the Company additional time to continue to evaluate and pursue various
financing alternatives currently being considered by the Company. Sheffield
continues its on-going third party feasibility work on the Tempo(TM) Inhaler and
is progressing licensing opportunities and other forms of strategic alliances
with a number of companies. The steps taken enhance our ability to achieve
critical value drivers which are crucial for Sheffield," commented Thomas M.
Fitzgerald, the Company's President & CEO.






In addition, in a realignment of management responsibility Scott A. Hoffmann has
stepped down as vice president finance and administration and chief financial
officer of the Company to pursue other interests effective immediately. Mr.
Hoffmann's responsibilities will be allocated to other members of Sheffield's
management in the near term. Also, Mr. Andrew Ferrara has resigned from the
board of directors. Mr. Fitzgerald said "I want to thank both Scott and Andy for
their contributions to Sheffield."

Sheffield Pharmaceuticals, Inc. provides innovative, cost-effective
pharmaceutical therapies by combining state-of-the-art pulmonary drug delivery
technologies with existing and emerging therapeutic agents. Sheffield is
developing a range of products to treat respiratory and systemic diseases using
pressurized metered dose, solution-based and dry powder inhaler and formulation
technologies, including its proprietary Premaire(R) Delivery System and
Tempo(TM) Inhaler. Sheffield focuses on improving clinical outcomes with
patient-friendly alternatives to inconvenient or sub-optimal methods of drug
administration. Investors can learn more about Sheffield Pharmaceuticals on its
Web site at www.sheffieldpharm.com.

This press release contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, which are intended to be
covered by the safe harbors created thereby. Investors are cautioned that all
forward-looking statements involve risks and uncertainty. Although the Company
believes that the assumptions underlying the forward-looking statements
contained herein are reasonable, any of the assumptions could be inaccurate, and
therefore, the Company's actual results could differ materially from the results
anticipated in the forward-looking statements included in this press release.
For a discussion of factors that could cause or contribute to such material
differences, investors are directed to the risks and uncertainties contained in
the Company's Form 10-Q for the quarter ended September 30, 2002, and other
documents filed by the Company with the Securities and Exchange Commission. The
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements include the difficulties of a development
stage pharmaceutical company raising substantial additional capital (through
financings or otherwise) in the current environment to fund its operations and
the progress of development, government and regulatory approvals and
licensing/commercialization of the Company's technologies. In light of the
significant uncertainties inherent in the forward-looking statements included
herein, the inclusion of such information should not be regarded as a
representation by the Company or any other person that the objectives and plans
of the Company will be achieved.


                                      # # #