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): February 13, 2004



                           INTEGRATED BIOPHARMA, INC.
               (Exact Name of Registrant as Specified in Charter)

        Delaware                       000-28876                  22-2407475
(State or Other Jurisdiction         (Commission                 (IRS Employer
   of Incorporation)                 File Number)            Identification No.)

                    225 Long Ave., Hillside, New Jersey 07205
               (Address of Principal Executive Offices) (Zip Code)

        Registrant's telephone number, including area code (973) 926-0816


                                 NOT APPLICABLE
         (Former Name or Former Address, if Changed Since Last Report)





ITEM 7.  Financial Statements and Exhibits.

         (c) Exhibits

Exhibit Number   Description

99.1             Press Release of Integrated BioPharma, Inc. dated February 13,
                 2004 reporting results for the quarter ended December 31, 2003.

ITEM 9.  Regulation FD Disclosure.

         In accordance with SEC Release No. 33-8216, the following  information,
required to be furnished under "Item 12. Results of Operations and Financial
Condition," is furnished under "Item 9. Regulation FD Disclosure".

         On February 13, 2004 the Company issued a press release reporting
results for the quarter ended December 31, 2003, the text of which is attached
hereto as Exhibit 99.1 and incorporated herein in its entirety by reference.

         The statements in this Current Report on Form 8-K, including the
exhibits, contain forward-looking statements and are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that forward-looking statements involve risk and
uncertainties which may affect the Registrant's business prospects, including
economic, competitive, governmental, technological and other factors discussed
in filings with the Securities and Exchange Commission.

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                                   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.

                                            INTEGRATED BIOPHARMA, INC.


February 17, 2004                           By: /s/Eric Friedman
                                            --------------------
                                            Name:    Eric Friedman
                                            Title:   Vice President


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                                  EXHIBIT INDEX


Exhibit Number   Description

99.1             Press Release of Integrated BioPharma, Inc. dated February  13,
                 2004 reporting results for the quarter ended December 31, 2003.

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