Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CD Financial, LLC
  2. Issuer Name and Ticker or Trading Symbol
INTEGRATED BIOPHARMA INC [INBP.OB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
3299 N.W. 2ND AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2008
(Street)

BOCA RATON, FL 33431
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/21/2008 05/21/2008 J   50,000 A $ 0 (1) 3,145,910 (2) D  
Common Stock 07/29/2008 07/29/2008 C   1,356,293 A $ 0 (3) 2,990,934 (4) D  
Common Stock 08/21/2008 08/21/2008 J   50,000 A $ 0 (5) 2,846,729 (6) D  
Common Stock 11/21/2008 11/21/2008 J   50,000 A $ 0 (7) 3,756,293 (8) D  
Common Stock 02/21/2009 02/21/2009 J   50,000 A $ 0 (9) 3,806,293 (8) D  
Common Stock 05/21/2009 05/21/2009 J   50,000 A $ 0 (10) 3,856,293 (8) D  
Common Stock 08/21/2009 08/21/2009 J   50,000 A $ 0 (11) 3,906,293 (8) D  
Common Stock 11/21/2009 11/21/2009 J   50,000 A $ 0 (12) 3,956,293 (8) D  
Common Stock 02/21/2010 02/21/2010 J   50,000 A $ 0 (13) 4,006,293 (8) D  
Common Stock 05/21/2010 05/21/2010 J   50,000 A $ 0 (14) 4,056,293 (8) D  
Common Stock 08/21/2010 08/21/2010 J   50,000 A $ 0 (15) 4,106,293 (8) D  
Common Stock 11/21/2010 11/21/2010 J   50,000 A $ 0 (16) 4,156,293 (8) D  
Common Stock 02/21/2011 02/21/2011 J   50,000 A $ 0 (17) 4,206,293 (8) D  
Common Stock 05/21/2011 05/21/2011 J   50,000 A $ 0 (18) 4,256,293 (8) D  
Common Stock 08/21/2011 08/21/2011 J   50,000 A $ 0 (19) 4,306,293 (8) D  
Common Stock 11/21/2011 11/21/2011 J   50,000 A $ 0 (20) 4,356,293 (8) D  
Common Stock 02/21/2012 02/21/2012 J   50,000 A $ 0 (21) 4,406,293 (8) D  
Common Stock 05/21/2012 05/21/2012 J   50,000 A $ 0 (22) 4,456,293 (8) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series C Convertible Preferred Stock; stated value $1000 (1) $ 2 06/30/2008 06/30/2008 P   108 (23)   06/30/2008 02/01/2013 Common Stock, par value $0.002 43,124 (23) 3,108 (23) D  
Series C Convertible Preferred Stock; stated value $1000 $ 2 07/29/2008 07/29/2008 C     3,133.04 06/30/2008 02/01/2013 Common Stock, par value $0.002 1,356,293 (26) 3,133.4 (26) D  
6% secured convertible note due 2017 $ 0.65 06/27/2012   P   1 (24)   06/27/2012 07/07/2017(25) Common Stock, par value $0.002 8,230,768 (24) 1 (24) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CD Financial, LLC
3299 N.W. 2ND AVENUE
BOCA RATON, FL 33431
    X    

Signatures

 /s/ William H. Milmoe, as Manager of CD Financial, LLC   07/05/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Common stock issued to the Reporting Person on the first 90 day anniversary of February 21, 2008, pursuant to the Securities Purchase Agreement, dated as of February 21, 2008 (the "Original SPA"), by and between the Issuer and the Reporting Person, which was superseded by the Amended and Restated Securities Purchase Agreement, dated as of June 27, 2012, by and between the Issuer and the Reporting Person (the "SPA").
(2) Includes (i) 1,833,852 shares of common stock issuable upon the conversion of the 9.5% Convertible Senior Secured Note, dated as of February 21, 2008, issued by the Issuer and payable to the order of CD Financial, in the original principal amount of $4,500,000 ("Original Note"), which was superseded by the Amended and Restated Secured Convertible Secured Promissory Note, dated as of June 27, 2012, in the original principal amount of $5,300,000 (the "Convertible Note"), issued by the Issuer to CD Financial pursuant to the SPA and (ii) 1,262,053 shares of common stock issuable upon the conversion of Series C Convertible Preferred Stock, stated value $1,000, issued by the Issuer pursuant to the Original SPA. The conversion price for the Original Note and the Series C Convertible Preferred Stock is equal to the greater of (i) $2.00 and (ii) 90% of the market price of the common stock (as defined in the Original SPA and the Series C Convertible Preferred Stock certificate of designation).
(3) Common stock issued to the Reporting Person upon the conversion of 3,133.04 shares of Series C Convertible Preferred Stock constituting all of the Series C Convertible Preferred Stock owned by the Reporting Person.
(4) Includes 1,584,641 shares of common stock issuable upon the conversion of the Original Note.
(5) Common stock issued to the Reporting Person on the second 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(6) Includes 1,390,436 shares of common stock issuable upon the conversion of the Original Note.
(7) Common stock issued to the Reporting Person on the third 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(8) Includes 2,250,000 shares of common stock issuable upon the conversion of the Original Note.
(9) Common stock issued to the Reporting Person on the fourth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(10) Common stock issued to the Reporting Person on the fifth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(11) Common stock issued to the Reporting Person on the sixth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(12) Common stock issued to the Reporting Person on the seventh 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(13) Common stock issued to the Reporting Person on the eighth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(14) Common stock issued to the Reporting Person on the ninth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(15) Common stock issued to the Reporting Person on the tenth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(16) Common stock issued to the Reporting Person upon the eleventh 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(17) Common stock issued to the Reporting Person upon the twelfth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(18) Common stock issued to the Reporting Person upon the thirteenth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(19) Common stock issued to the Reporting Person upon the fourteenth 90 day anniversary February 21, 2008, pursuant to the Original SPA.
(20) Common stock issued to the Reporting Person upon the fifteenth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(21) Common stock issued to the Reporting Person upon the sixteenth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(22) Common stock issued to the Reporting Person upon the seventeenth 90 day anniversary of February 21, 2008, pursuant to the Original SPA.
(23) Shares were acquired as the annual dividend on the Series C Preferred Stock pursuant to the Original SPA. The Reporting Person beneficially owned 3,023,726 shares of common stock of the issuer as of June 30, 2008, which includes (i) 1,732,701 shares of common stock issuable upon the conversion Original Note and (ii) 1,241,026 shares of common stock issuable upon the conversion of Series C Convertible Preferred Stock.
(24) The Convertible Note was issued by the Issuer to the Reporting Person pursuant to SPA. The Reporting Person currently beneficially owns 10,437,062 shares of common stock of the Issuer, which includes 8,230,768 shares of common stock issuable upon the conversion of the Convertible Note.
(25) The expiration date of the conversion option is the date that the Convertible Promissory Note is repaid in full, whether at maturity or otherwise.
(26) Shares were converted into shares of common stock pursuant to the terms of the Series C Convertible Preferred Stock, resulting in $25.04 additional dividends.

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