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):  May 13, 2011

PROPHASE LABS, INC.
(Exact name of registrant as specified in its charter)


Nevada
(State or other
jurisdiction of incorporation)
0-21617
(Commission
File Number)
23-2577138
(I.R.S. Employer
Identification No.)
 
621 N. Shady Retreat Road
Doylestown, PA
 
18901
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (215) 345-0919



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 May 13, 2011, ProPhase Labs, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2011.  A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
     
No.
 
Description
     
99.1
 
Press Release dated May 13, 2011


           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.


 
 
ProPhase Labs, Inc.
   
   
 
By:  /s/ Robert V. Cuddihy, Jr.         
Robert V. Cuddihy, Jr.
Chief Operating Officer

Date: May 13, 2011

 
 

 
 
 
EXHIBIT INDEX
     
No.
 
Description
     
99.1
 
Press Release dated May 13, 2011