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                                  UNITED STATES
                       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

       June 14, 2001                                 333-64641
--------------------------------              ------------------------
Date of Report (Date of earliest              (Commission File Number)
  event reported)

                        PHILIPP BROTHERS CHEMICALS, INC.
             (Exact name of registrant as specified in its charter)

         New York                                      13-1840497
----------------------------             ---------------------------------------
(State or other jurisdiction             (I.R.S. Employer Identification Number)
  of incorporation)

                                One Parker Plaza
                           Fort Lee, New Jersey 07024
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               (Address of Principal Executive Offices) (Zip Code)

                                 (201) 944-6020
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

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<PAGE>

Item 5. Other Events and Regulation FD Disclosure.

      On June 14, 2001, the Company's  Phibro-Tech,  Inc. subsidiary and Nufarm,
Inc.  ("Nufarm")  amended the agreement  pursuant to which the Company's  Agtrol
U.S.  business was sold to Nufarm in order to reallocate to the U.S.  business a
portion of the  purchase  price  previously  allocated  to the  Agtrol  business
outside  the U.S.  As a result of the  amendment,  the  sales  price of the U.S.
Agtrol  business is  $16,684,000,  of which  $15,459,000 was paid in cash plus a
note for  $1,225,000  payable on June 30,  2001.  For further  information  with
respect to the original  sale and  amendment  thereof,  reference is made to the
United States Asset Purchase  Agreement and Amendment No. 1 thereto,  which are,
respectively, Exhibit 1 and Exhibit 2 hereto.

Item 7. Financial Statements and Exhibits.

(c) Exhibits

Exhibit 1         United States Asset Purchase  Agreement  between  Phibro-Tech,
                  Inc. and Nufarm, Inc. dated as of May 1, 2001 (Incorporated by
                  reference  to Exhibit  10.37 to the  Quarterly  Report on Form
                  10-Q of the  Registrant for the fiscal quarter ended March 31,
                  2001)

Exhibit 2         Amendment  No. 1 to United  States  Asset  Purchase  Agreement
                  between  Phibro-Tech,  Inc. and Nufarm,  Inc. dated as of June
                  14, 2001


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<PAGE>

                                   SIGNATURES

      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.

                                                PHILIPP BROTHERS CHEMICALS, INC.

                                                By: /s/ Jack C. Bendheim
                                                    --------------------
                                                    Jack C. Bendheim
                                                    President

Dated: June 22, 2001


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<PAGE>

                                  EXHIBIT INDEX

Exhibit 1         United States Asset Purchase  Agreement  between  Phibro-Tech,
                  Inc. and Nufarm, Inc. dated as of May 1, 2001 (Incorporated by
                  reference  to Exhibit  10.37 to the  Quarterly  Report on Form
                  10-Q of the  Registrant for the fiscal quarter ended March 31,
                  2001)

Exhibit 2         Amendment  No. 1 to United  States  Asset  Purchase  Agreement
                  between  Phibro-Tech,  Inc. and Nufarm,  Inc. dated as of June
                  14, 2001


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