SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549




FORM 8-K/A


CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported):  November 9, 2007



Derma Sciences, Inc.
(Exact name of registrant as specified in its charter)


Pennsylvania 1-31070 23-2328753
(State or other jurisdiction (Commission (IRS employer
of incorporation) File Number) identification number)




214 Carnegie Center, Suite 300
Princeton, NJ 08540
(609) 514-4744
(Address including zip code and telephone
number, of principal executive offices)

        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 2.01. Completion of Acquisition or Disposition of Assets

        Derma Sciences, Inc. (referred to herein as the “Registrant”), amends its Current Report on Form 8-K filed November 9, 2007 and amended on January 14, 2008 concerning the acquisition by the Registrant of substantially all of the assets and the business of F.A. Products, L.P. The purpose of the amendment is the filing of financial statements and exhibits required by Item 9.01 of Form 8-K and Item 310(c) of Regulation S-B.

Item 9.01. Financial Statements and Exhibits

(a)  Financial Statements of Business Acquired.

        The audited balance sheets as of September 29, 2007 and September 30, 2006 and statements of income, cash flows and changes in stockholders’ equity for the years ended September 29, 2007 and September 30, 2006 of F.A. Products, L.P. are filed herewith as Exhibit 99.1.

(b)  Pro Forma Financial Information.

        The unaudited pro forma condensed consolidated balance sheet at September 30, 2007 and the pro forma condensed consolidated statements of income for the nine months ended September 30, 2007 and the year ended December 31, 2006 of the Registrant and F.A. Products, L.P. are filed herewith as Exhibit 99.2.

(d)  Exhibits

  23.1   Consent of Vitale, Caturano & Company, Ltd.

  99.1   Audited balance sheets as of September 29, 2007 and September 30, 2006 and statements of income, changes in stockholders’ equity and cash flows for the years ended September 29, 2007 and September 30, 2006 of F.A. Products, L.P.

  99.2   Unaudited pro forma condensed consolidated balance sheet at September 30, 2007 and the pro forma condensed consolidated statements of income for the nine months ended September 30, 2007 and the year ended December 31, 2006 of the Registrant and F.A. Products, L.P.

2


        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.

  DERMA SCIENCES, INC.
 
 		  
  By: /s/ John E. Yetter  
    John E. Yetter, CPA
Vice President and Chief Financial Officer 		 
Date: January 24, 2008      

3


EXHIBIT INDEX


  23.1   Consent of Vitale, Caturano & Company, Ltd.

  99.1   Audited balance sheets as of September 29, 2007 and September 30, 2006 and statements of income, changes in stockholders’ equity and cash flows for the years ended September 29, 2007 and September 30, 2006 of F.A. Products, L.P.

  99.2   Unaudited pro forma condensed consolidated balance sheet at September 30, 2007 and the pro forma condensed consolidated statements of income for the nine months ended September 30, 2007 and the year ended December 31, 2006 of the Registrant and F.A. Products, L.P.