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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0001102624-04-000019.txt : 20040210
<SEC-HEADER>0001102624-04-000019.hdr.sgml : 20040210
<ACCEPTANCE-DATETIME>20040210123019
ACCESSION NUMBER:		0001102624-04-000019
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20040210
ITEM INFORMATION:		
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20040210

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			IMMUCELL CORP /DE/
		CENTRAL INDEX KEY:			0000811641
		STANDARD INDUSTRIAL CLASSIFICATION:	IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835]
		IRS NUMBER:				010382980
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-12934
		FILM NUMBER:		04580718

	BUSINESS ADDRESS:	
		STREET 1:		56 EVERGREEN DR
		CITY:			PORTLAND
		STATE:			ME
		ZIP:			04103
		BUSINESS PHONE:		2078782770

	MAIL ADDRESS:	
		STREET 1:		56 EVERGREEN DRIVE
		CITY:			PORTLAND
		STATE:			ME
		ZIP:			04103
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>immucell8k.htm
<DESCRIPTION>IMMUCELL CORPORATION 8K
<TEXT>
<table cellpadding="3" border="0" cellspacing="0" width="100%">
<tr><td>
</td></tr>
</table>
<center>
<table border=0 cellpadding=3 cellspacing=0>
<tr><td align="center"><br><br>
<B>UNITED STATES<br>
SECURITIES AND EXCHANGE COMMISSION</B><br>
Washington, D.C. 20549<p>
<hr size=1>
<p><b>FORM 8-K<p>
CURRENT REPORT
<p>
Pursuant to Section 13 or 15(d) of the<br>Securities Exchange Act of 1934.
</td>
</tr>
</table>
<p>
<b>
<table border=0 cellpadding=0 cellspacing=0>
<tr><td colspan=5 align=center>
<b>Date of Report: February  10, 2004</b><br>
(Date of earliest event reported)<br><br>
</td></tr>
<tr><td colspan=5 align=center>
<b>ImmuCell Corporation</b><br>
(Exact name of registrant as specified in its charter)
</td></tr>
<tr>
<td align=center width="20%">
<b>DE</b><br>
(State or other jurisdiction of incorporation)
</td>
<td width="20%">
&nbsp;
</td>
<td align=center width="20%">
<b>0-15507</b><br>
(Commission File Number)
</td>
<td width="20%">
&nbsp;
</td>
<td align=center width="20%">
<b>01-0382980</b><br>
(IRS Employer Indentification Number)
</td>
</tr>
<tr>
<td width="20%">
&nbsp;
</td>
<td align=center width="20%" colspan=2>
<b>56 Evergreen Drive, Portland, ME</b><br>
(Address of principal executive offices)
</td>
<td align=center width="20%" colspan=2>
<b>04103</b><br>
(Zip Code)
</td>
<td width="20%">
&nbsp;
</td>
</tr>
<tr><td colspan=5 align=center>
<br>Registrant's telephone number, including area code: <b>(207) 878-2770</b>
</td></tr>
</table>
</center>
<hr size=1>
<table width=100%>
<tr><td width="100%">
<b>Item 7. Financial Statements and Exhibits</b></b><br>
<b>(a) Not Applicable <br>
(b) Not Applicable<br>
(c) Exhibits</b><br>
99.1 &nbsp; &nbsp; &nbsp; <a href="immucellcorporation.htm">Press Release of ImmuCell Corporation dated February  10, 2004</a></b>
<p>
<b>Item 12. Results of Operations and Financial Condition</b></b><br>
<br>
On February 10, 2004, ImmuCell Corporation (the "Company") issued a press release announcing earnings results for the three and twelve month periods ended December 31, 2003. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.<br>
<br>The information shall not be deemed "filed" for purposes of Setion 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Exchange Act, except as expressly set forth by specific reference in such filing.
<p>
<p>
<hr size=1>
<b><center>SIGNATURE</center></b>
<p>
&nbsp; &nbsp; &nbsp; 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.<p>
</td></tr>
</table>
<table>
<tr>
<td width="50%" valign=top>
Dated: February  10, 2004<br>
</td>
<td>
<b>IMMUCELL CORPORATION</b>
<p>
By: <u>&nbsp;/s/ Michael F. Brigham &nbsp; &nbsp; &nbsp; &nbsp; &nbsp; &nbsp; &nbsp; &nbsp; &nbsp; &nbsp; </u> <br>
&nbsp; &nbsp; &nbsp;Michael F. Brigham<br>
&nbsp; &nbsp; &nbsp;<i>President/CEO</i><br>
</td></tr>
</table>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1 CHARTER
<SEQUENCE>3
<FILENAME>immucellcorporation.htm
<DESCRIPTION>IMMUCELL CORPORATION PRESS RELEASE
<TEXT>

<p></p>
Exhibit 99.1
<p></p>
<b>ImmuCell Announces Financial Results for Fourth Quarter and Full Year 2003</b>
<p>PORTLAND, ME -- 02/10/2004 --  ImmuCell Corporation (NASDAQ: ICCC) today
announced the results of its operations for the three and twelve month
periods ended December 31, 2003.
</p>
<p>
Total product sales during the three month period ended December 31, 2003
decreased by $19,000, or approximately 2%, to $794,000, in comparison to
the same period in 2002.  Total product sales during the twelve month
period ended December 31, 2003 decreased by $2,157,000, or 41%, to
$3,145,000, in comparison to the same period in 2002.
</p>
<p>
To better understand the year-to-year comparison of these financial
results, the reader must remember that, as previously announced, the
Company accepted a payment of $930,000 in consideration for the early
termination of the Kamar product license as of October 1, 2002.  Sales made
under this license aggregated $2,204,000 during the nine month period ended
September 30, 2002.  Sales of the Company's other proprietary products
(principally First Defense&#174; and Wipe Out&#174; Dairy Wipes) during the
twelve month period ended December 31, 2003 increased by $47,000, or
approximately 2%, to $3,145,000, in comparison to the same period in 2002
excluding sales made under the terminated license.
</p>
<p>
"The effect of the termination of this product license on the
period-to-period comparison of our performance is now behind us.  Going
forward as we compare 2004 to 2003, we will be looking at the results of
our proprietary products," commented Michael F. Brigham, president and CEO.
"At the same time, the positive preliminary results from an experimental
field trial of Mast Out&#174; that we announced on January 28, 2004 support
our decision to aggressively fund the further development of that program."
</p>
<p>
During the three months ended December 31, 2003, the Company recognized a
loss before taxes of $204,000, in comparison to income before taxes of
$1,182,000 during the same period in 2002.  The fourth quarter 2002 results
included $930,000 in other income related to the early termination of the
Kamar license and $400,000 in revenue from the sale of technology rights.
The net loss of $128,000, or $0.05 per share, during the three months ended
December 31, 2003 compares to net income of $709,000, or $0.26 per diluted
share, during the same period in 2002.
</p>
<p>
During the twelve months ended December 31, 2003, the Company recognized
income before taxes of $716,000, in comparison to income before taxes of
$1,481,000 during the same period in 2002.  In the first quarter of 2003,
the Company recognized $1,100,000 in other income from the sale of its
interest in a lactoferrin-producing joint venture.  After deducting direct
selling expenses from its gross margin, the Kamar product contributed
$289,000 to income before taxes during 2002.  The net income of $411,000,
or $0.15 per diluted share, during the twelve months ended December 31,
2003 compares to net income of $886,000, or $0.32 per diluted share, during
the same period in 2002.
</p>
<p>
During the three month period ended December 31, 2003, research and
development expenses increased by $76,000, or 19%, to $476,000, comprising
58% of total revenues during the fourth quarter of 2003. During the twelve
month period ended December 31, 2003, research and development expenses
increased by $297,000, or 28%, to $1,350,000, comprising 40% of total
revenues in 2003.  Deducting grant income in both periods, the net research
and development investment increased by $489,000, or 65%, to $1,238,000 in
2003, comprising 37% of total revenues in 2003 in comparison to 12% of
total revenues in 2002.  The majority of this funding was invested in the
development of Mast Out&#174;, the Company's Nisin-based mastitis treatment
product.
</p>
<p>
The Company's cash and short-term investments increased by $1,102,000, or
35%, to $4,245,000 at December 31, 2003, in comparison to $3,143,000 at
December 31, 2002.  The Company invested approximately $304,000 in fixed
assets during 2003, principally related to its investment in the equipment
and facility modifications necessary to manufacture Nisin in-house.
Stockholders' equity increased by $416,000, or 6%, to $7,370,000 at
December 31, 2003, as compared to $6,955,000 at December 31, 2002.
</p>
<p>
ImmuCell Corporation is a biotechnology company that is developing products
intended to help reduce the overuse of antibiotics in animal and human
healthcare and is manufacturing and selling other products that improve
animal health and productivity in the dairy and beef industry.  ImmuCell
Corporation press releases and other information about the Company are
available at its corporate web site at http://www.immucell.com.
</p>
<p>
<pre>
                                    (Unaudited)
                                Three Months Ended   Twelve Months Ended
(In thousands, except              December 31,          December 31,
 per share amounts)              2003       2002       2003       2002
                               --------   --------   --------   --------
Revenues:
Product sales                  $    794   $    814   $  3,145   $  5,301
Other revenues                       31        531        212        884
                               --------   --------   --------   --------
Total revenues                      825      1,345      3,357      6,185

Costs and expenses:
Product costs                       303        408      1,347      2,799
Research and development
 expenses                           476        401      1,350      1,053
Selling, general and
 administrative expenses            261        294      1,089      1,800
                               --------   --------   --------   --------
Total costs and expenses          1,040      1,103      3,786      5,652
                               --------   --------   --------   --------

Net operating (loss) income        (215)       242       (429)       533

Interest and other income            11        940      1,145        948
                               --------   --------   --------   --------

(Loss) income before taxes         (204)     1,182        716      1,481
Tax (benefit) expense               (76)       473        305        595
                               --------   --------   --------   --------
Net (loss) income              $   (128)  $    709   $    411   $    886
                               ========   ========   ========   ========

Net (loss) income per
 common share:
Basic                          $  (0.05)  $   0.26   $   0.15   $   0.32
Diluted                        $  (0.05)  $   0.26   $   0.15   $   0.32

Weighted average common
 shares outstanding:
Basic                             2,741      2,736      2,738      2,735
Diluted                           2,741      2,778      2,824      2,798



                               At December 31, 2003  At December 31, 2002
                               --------------------  --------------------
(In thousands)
Cash and short-term investments      $  4,245              $  3,143
Total assets                            8,187                 7,513
Net working capital                     4,965                 4,228
Stockholders' equity                 $  7,370              $  6,955
</pre>

</p>
<pre>
Contact:
Michael F. Brigham
President and Chief Executive Officer
(207) 878-2770 Ext. 3106


</pre>

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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