Laurus Master Fund, Ltd.

On June 18, 2008 the Company and Laurus Master Fund, Ltd. (“Laurus”) entered into agreements (the “Payoff and Amendment Agreements”) pursuant to which: (i) the Amended and Restated Secured Non-Convertible Revolving Note in the original principal amount of $5,000,000 dated as of April 29, 2005 (the “Revolving Note”) was satisfied; (ii) the Second Amended and Restated Secured Convertible Minimum Borrowing Note in the original principal amount of $2,500,000 dated as of April 29, 2005 (the “Minimum Borrowing Note”) & Second Amended and Restated Secured Convertible Term Note in the original principal amount of $5,000,000 dated as of April 29, 2005 (the “Term Note”) were modified to extend the maturity to December 31, 2008 and to provided that no interest would accrue or be paid until December 31, 2008, at which time the notes would be marked “Paid”, conditioned upon satisfaction of stated conditions; (iii) Laurus released its security interest in all assets of the company except the capital stock and assets of Analytica International, Inc and the Company’s rights and interest in BiovaxID® royalties under the Royalty Agreement dated October 31, 2008; (iv) the Company agreed that if it sells its Analytica subsidiary, it will pay all proceed to Laurus up to $8.8 million and all proceeds above $8.8 million will be equally shared between the Company and Laurus; and (v) if the Company does not sell Analytica or otherwise pays Laurus $8.8 million by December 31, 2008, the Company shall assign 2% royalty interest in BiovaxID from the Company’s Royalty Agreement and Laurus may either (a) demand payment of the amount, (b) take ownership of Analytica in which instance the Company will continue to be responsible for any deficit in the event Laurus sells Analytica, or (c) receive 1% royalty interest in BiovaxID worldwide sales from the Company’s royalty agreement for each $1 million of the amount then remaining unpaid. The Payoff and Amendment Agreements and related agreements are attached as Exhibits to this Current Report on Form 8-K.

The other material terms and conditions of the agreements are as follows:

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8% Original Issue Discount Secured Convertible Debenture

On June 19, 2008, all closing conditions contained in the definitive agreements relating to a private placement (the “Private Placement”) 8% Secured Convertible Debentures due June 17, 2011 (the “Debentures”) were satisfied, and the transaction was closed. The principal amount of Debentures sold, including the original issue discount, was $8,906,098 resulting in the issuance of 2,979,495 warrants. Rodman and Renshaw, PA served as the placement agent and will be issued 372,437 warrants and paid a placement fee. The estimated net proceeds after costs, expenses, original issue discount and placement fees is estimated to be $7.4 million.

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The information included in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.03.

The information included in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 3.02.

The following information is being furnished under Item 7.01 of Form 8-K: Press release, dated June 17, 2008, by Accentia Biopharmaceuticals, Inc. (the “Company”) entitled “Accentia Reports on Multiple Sclerosis Study: Revimmune™ Shows Unprecedented Results in Reducing Disability and Improving Function”. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K.

See the Exhibit Index set forth below for a list of exhibits included with this Form 8-K.

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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 thereunder duly authorized.

Date: June 20, 2008

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EXHIBIT INDEX

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