UNITED
STATES SECURITIES AND EXCHANGE COMMISSION


Washington
D.C. 20549


____________





FORM
10-Q/A




(Amendment No. 1)





x Quarterly Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934





For the
quarterly period ended March 31, 2010





OR





o Transition Report Pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934





For the
transition period
from        to





Commission File Number 001-31668





INTEGRATED BIOPHARMA,
INC.


(Exact
name of registrant, as specified in its charter)








Delaware
            22-2407475(State
      or other jurisdiction of incorporation or
      organization)
            (I.R.S.
      Employer Identification
      No.)




225
      Long Ave., Hillside, New Jersey
              07205(Address of principal executive
      offices)
              (Zip
      Code)


(888)
319-6962


(Registrant's telephone
number, including Area Code)




Not
Applicable


(Former
name, former address and former fiscal year, if changed since last
report)





Indicate
by check mark whether the Registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.





Yes x  No



Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check
one):


Large
      accelerated filer 
            
            Accelerated
      filer 
            
            Non-accelerated
      filer 
            
            Smaller
      reporting company x





Indicate by check whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act).





Yes   No x


Applicable
only to Corporate Issuers:





The
number of shares outstanding of each of the issuer’s class of common stock, as
of the latest practicable date:





Class
            Outstanding at May 19,
      2010Common Stock, $0.002
      par value
            20,519,342
      Shares









Explanatory
Statement





This
Amendment No. 1 amends Integrated BioPharma, Inc.'s Quarterly Report on Form
10-Q for the quarter ended March 31, 2010 which was filed with the Securites and
Exchange Commission on May 19, 2010.  The Company is filing this Amendment
No. 1 to correct a typographical error found in the Signature page to the
original filing.  Accordingly, the Signature page has been amended to
reflect a correction of the typographical error.





This Amendment No. 1 does not include the entire Form 10-Q
except as described in this explanatory note.  This Amendment No. 1 does
not amend any other information set forth in the original filing.


















SIGNATURES








Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.





INTEGRATED BIOPHARMA,
INC.








Date:  May 19,
      2010
            
            By:
            /s/ E Gerald
      KayE. Gerald
      Kay,President and
      Chief Executive Officer








Date:  May 19,
      2010
            
            By:
            /s/ Dina L.
      MasiDina L.
      Masi,Chief
      Financial Officer & Senior Vice
President






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