FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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 *
  FROST PHILLIP MD ET AL
2. Date of Event Requiring Statement (Month/Day/Year)
03/17/2014
3. Issuer Name and Ticker or Trading Symbol
BIOZONE PHARMACEUTICALS, INC. [BZNE]
(Last)
(First)
(Middle)
4400 BISCAYNE BLVD.
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MIAMI, FL 33137
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 8,640,190
I
By Frost Gamma Investments Trust (1)
Common Stock 4,545,993
I
By Frost Group LLC (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock   (3)   (3) Common Stock (3) $ (3) I By Frost Gamma Investments Trust (1)
Common Stock Warrants (Right to Buy) 04/18/2013 04/18/2018 Common Stock 200,000 $ 0.5 I By Frost Gamma Investments Trust (1)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FROST PHILLIP MD ET AL
4400 BISCAYNE BLVD.
MIAMI, FL 33137
  X   X    
Frost Gamma Investments Trust
4400 BISCAYNE BLVD.
MIAMI, FL 33137
    X    

Signatures

/s/ Phillip Frost, M.D., Individually and as Trustee 03/17/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) These securities are held by Frost Gamma Investments Trust, of which Phillip Frost M.D., is the trustee. Frost Gamma L.P. is the sole and exclusive beneficiary of Frost Gamma Investments Trust. Dr. Frost is one of two limited partners of Frost Gamma L.P. The general partner of Frost Gamma L.P. is Frost Gamma, Inc., and the sole shareholder of Frost Gamma, Inc. is Frost-Nevada Corporation. Dr. Frost is also the sole shareholder of Frost-Nevada Corporation. The reporting person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
(2) These securities are owned directly by The Frost Group, LLC, of which Frost Gamma Investments Trust is a principal member. The reporting person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
(3) Represents approximately 427,760 shares of Series B preferred stock. The Series B shares automatically convert into 205.08308640 shares of Common Stock when the issuer increases its authorized capital to enable all of the outstanding Series B holders to convert. The Series B shares were issued on January 2, 2014 and do not expire.
 
Remarks:
Remarks: This Form 3 does not include any of the securities owned directly by OPKO Health, Inc., a company which the reporting person is the Chairman of the Board and Chief Executive Officer, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

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