UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest reported event): May 13, 2010

GEOPHARMA, INC.
(Exact name of registrant as specified in charter)


Florida	001-16185	59-2600232
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


6950 Bryan Dairy Road, Largo, Florida		33777
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (727) 544-8866

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):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing rule or Standard

On May 13, 2010, GeoPharma, Inc. received a letter, as attached herein on Exhibit 99.1, stating that the Nasdaq Hearings Panel has determined to deny the request of GeoPharma, Inc.(the "Company") for continued listing on The Nasdaq Stock Market, and will therefore suspend trading of the Company's shares effective at the open of business on Monday, May 17, 2010.

The Company is considering a request that the Nasdaq Listing and Hearing Review Council review this decision. The Company has 15 days from the date of this letter to request that review.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01.

Financial Statements and Exhibits.

(c) Exhibits. The following documents are filed as exhibits to this report:

99.1 Letter dated May 13, 2010

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 hereunto duly authorize


		GEOPHARMA, INC.

Date: May14 , 2010		/s/ Mihir K. Taneja
		Mihir K. Taneja,
		Chief Executive Officer

		/s/ Carol Dore-Falcone
		Carol Dore-Falcone,
		Senior Vice President and Chief Financial Officer

GeoPharma, Inc. 8-K