On March 8, 2005, Alpharma Inc. ("Company") and Bank of America ("BOA") entered into Amendment No. 6 to the Credit Agreement, dated as of October 5, 2001, between the Company, BOA and certain other financial institutions. The amendment allows, among other things (i) flexibility to take full advantage of the American Jobs Creation Act by permitting liens securing European credit facilities and the incurrence of new European Credit Facilities up to $75million and new Euro Notes up to $300 million (less any amounts outstanding under the European Credit Facilities), (ii) more flexibility to refinance the existing convertible debt by permitting future additional senior unsecured notes in the US and amending the debt prepayment covenant, (iii) the Company to carry forward the unused portion of certain add-backs to Consolidated EBITDA granted in Amendment No. 5 through December 31, 2005, (iv) non-cash expenses associated with employee stock options to be added back under the definition of Consolidated EBITDA, (v) an add-back, for the purpose of the net worth covenant, of a certain amount of asset valuation impairments, (vi) added latitude with respect to the interest coverage ratio and the total leverage ratio through March 31, 2006, and (vii) an extension of a reporting requirement until April 30, 2005.

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.

Date: March 11, 2005