ITEM 1

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):
June 23, 2005

Alpharma Inc.

 

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction of incorporation)

1-8593
(Commission File
Number)

22-2095212
(IRS Employer Identification)

 

One Executive Drive, Fort Lee, New Jersey 07024
(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code
(201) 947-7774

 
 

Not Applicable

______________________________________________
(Former name or former address, if changed since

last report)

 

Item 1.01 Entry into a Material Definitive Agreement.

Restricted Stock Unit Awards

On June 23, 2005, at the recommendation of the Compensation Committee of the Board of Directors (the "Board") of Alpharma Inc. (the "Company"), the Board approved the annual 2005 restricted stock unit awards for the non-executive members of the Board as of such date. The awards consist of restricted stock units granted pursuant to the Alpharma Inc. 2003 Omnibus Incentive Compensation Plan.

The following table sets forth the restricted stock unit awards granted to the non-executive members of the Board.

NAME

AWARD

   

Einar W. Sissener, Chairman
of the Board

7,500 Restricted Stock Units

Finn Berg Jacobsen

5,835 Restricted Stock Units

Glen E. Hess

5,000 Restricted Stock Units

William I. Jacobs

5,000 Restricted Stock Units

Jill Kanin-Lovers

5,000 Restricted Stock Units

Ramon M. Perez

5,000 Restricted Stock Units

Robert Thong

5,000 Restricted Stock Units

Peter G. Tombros

5,000 Restricted Stock Units

Farah M. Walters

5,000 Restricted Stock Units

 

SIGNATURE

 

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 duly authorized.

 

 

ALPHARMA INC.
(Registrant)



By /s/    Robert F. Wrobel

Name:   Robert F. Wrobel
Title:   Secretary

 

Date: June 27, 2005