SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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):  September 7, 2007


                              UNITED-GUARDIAN, INC.
               --------------------------------------------------
               (Exact name of Registrant as Specified in Charter)


          DELAWARE                       1-10526                  11-1719724
 ---------------------------     ----------------------          ------------
(State or Other Jurisdiction    (Commission File Number)        (IRS Employer
     of Incorporation)                                       Identification No.)


   230 Marcus Boulevard, Hauppauge, New York                        11788
------------------------------------------------                   --------
   (Address of Principal Executive Offices)                       (Zip Code)



Registrant's telephone number, including area code: (631) 273-0900
                                                    --------------

                                 Not Applicable
           -----------------------------------------------------------
          (Former name or former address, if changed since last report)

     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:

      _
     [_] Written  communications  pursuant to Rule 425 under the  Securities Act
         (17 CFR 230.425)
      _
     [_] Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
         CFR 240.14a-12)
      _
     [_] Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
         Exchange Act (17 CFR 240.14d-2(b)
      _
     [_] Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
         Exchange Act (17 CFR 240.13e-4(c)


Item 5.03 - Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year

     In 2006 The American Stock exchange ("AMEX"), pursuant to rules promulgated
by the United States Securities and Exchange  Commission,  adopted a new listing
standard  requiring  all  of  its  listed  companies  to  become  "eligible"  to
participate in the Direct  Registration  System ("DRS") no later than January 1,
2008. DRS enables investors to maintain  securities  electronically on the books
of a  transfer  agent or  issuer,  and allows  for the  electronic  transfer  of
securities.  To meet the AMEX  requirements to become eligible to participate in
the DRS, the  Company's  Board of  Directors,  on  September 6, 2007,  adopted a
resolution   amending  the  Company's   bylaws  to  allow  for  the   electronic
registration  and transfer of stock. The amendment makes the Company eligible to
participate in the Direct Registration System.

Item 8.01 - Other Events

     On  September 6, 2007 the Board of  Directors  voted to sell the  Company's
Eastern Chemical Corporation subsidiary ("Eastern"), and directed the management
of the Company to find a buyer for Eastern as soon as  possible.  The  Company's
goal is to complete  the sale by December  31,  2007.  On  September 7, 2007 the
Company issued a press release  announcing its intention to sell Eastern. A copy
of that press release is attached as Exhibit 99.1 to this Form 8-K

ITEM 9.01 - EXHIBITS

  (c) Exhibits

      Exhibit Number       Exhibit
      --------------       -------

      99.1                 Press Release dated September 7, 2007


     The  information in this Current  Report,  including the attached  Exhibit,
shall not be  deemed  "filed"  for  purposes  of  Section  18 of the  Securities
Exchange Act of 1934, as amended,  or otherwise  subject to the  liabilities  of
that Section,  nor shall it be deemed  incorporated by reference into any filing
under the Securities  Act of 1933, as amended,  except as expressly set forth by
specific reference in such filing.


                                    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 thereunto duly authorized.

                                                   UNITED-GUARDIAN, INC.

                                                   By:/s/ Kenneth H. Globus
                                                      ---------------------
                                                   Name:  Kenneth H. Globus
                                                   Title: President


September 10, 2007