8-K

                                  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

                                January 20, 2005
                                (Date of report)

                    CARACO PHARMACEUTICAL LABORATORIES, LTD.
             (Exact name of registrant as specified in its charter)



                                                                         
              Michigan                                0-24676                             38-2505723
  -------------------------------            ------------------------           -------------------------------
  (State or other jurisdiction of            (Commission file number)           (I.R.S. employer identification
           incorporation)                                                                    no.)


                1150 Elijah McCoy Drive, Detroit, Michigan 48202
                ------------------------------------------------
                    (Address of principal executive offices)

                                 (313) 871-8400
                                 --------------
              (Registrant's telephone number, including area code)

                                 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
      140.14a-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 2.02. Results of Operations and Financial Condition and Item 7.01.
Regulation FD Disclosure

      On January 20, 2005, registrant announced its unaudited preliminary
results of operations for the year ended December 31, 2004, as set forth in the
press release included as Exhibit 99.1 hereto, which is incorporated herein by
reference.

Item 9.01.  Financial Statements and Exhibits

c)    Exhibits.

      Exhibit No.       Description

99.1  Press Release of Caraco Pharmaceutical Laboratories, Ltd., dated January
20, 2005 announcing unaudited preliminary 2004 year-end results of operations.

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

                    CARACO PHARMACEUTICAL LABORATORIES, LTD.


       Date: January 20, 2005          By: /s/ Jitendra N. Doshi
                                           -----------------------
                                           Jitendra N. Doshi
                                           Chief Executive Officer




                                  Exhibit Index

         99.1         99.1  Press Release of Caraco Pharmaceutical Laboratories,
                      Ltd., dated January 20, 2005 announcing unaudited
                      preliminary 2004 year-end results of operations.

EX-99.1

                                                                    Exhibit 99.1

Contacts

       Caraco Pharma - Jitendra Doshi or Bob Kurkiewicz - P: 313 871-8400
       Marcotte Financial Relations - Mike Marcotte - P: 248 656-3873

            Caraco Declares Unaudited Preliminary Results for 2004:
                        Revenues $ 60.3 Million, Up 32%,
                    Net Cash from Operations $22.0 Million,
       Net loss $0.1 Million after Non-cash R&D expense of $24.4 Million,
                   Caraco Repays All Loans and is Debt-Free.
                   2005 Revenues Expected to Grow 15% to 20%.

DETROIT, Jan 20, 2005 /PRNewswire-FirstCall via COMTEX/ -- Caraco Pharmaceutical
Laboratories, Ltd. (Amex: CPD) declared record revenues of $60.3 million and
record net cash from operations of $22.0 million for 2004. After non-cash R&D
expense of $24.4 million, net loss was $0.1 million, Jitendra N. Doshi, Chief
Executive Officer, announced today.

The 2004 unaudited preliminary results are being declared to facilitate
statutory consolidation of Caraco results in the 3rd quarter unaudited results
of Sun Pharmaceutical Industries Ltd., of which Caraco is a 64% subsidiary.

"During 2004, we used available cash to fully repay $23.3 million of all
outstanding loans, to increase Inventories by $7.5 million and to invest in
facility upgrades of $3.9 million." Mr. Doshi added that, "Caraco's outstanding
debt as of December 31, 2004 has been totally eliminated, from $33.7 million two
years ago.

"We are very pleased to have exceeded our 2004 revenue guidance of 20-25%
growth. We expect our sales in 2005 to grow 15% to 20% over sales in 2004.
However, increased competition may cause pricing pressures and result in lower
prices. This may adversely affect growth rates and gross margins. Management has
and will continue to work diligently to counter this through increased sales
volumes, better-cost absorption of operational overheads, and cost reductions,"
Mr. Doshi stated.

He added that, in December 2004, Caraco selected three additional products for
development pursuant to the November 21, 2002 products agreement with Sun Pharma
Global, Inc. With this, a total of 18 products have now been selected out of the
25 products to be transferred under this agreement.

Of these 18 products, 8 products have passed bioequivalency studies and 10 are
in various stages of development. Of the 8 products, 6 ANDAs were filed with the
FDA during 2004. We received approval for two products during 2004. There are
currently 6 ANDAs pending FDA approval.

Detroit-based Caraco Pharmaceutical Laboratories, Ltd., develops, manufactures
and distributes generic and private-label prescription drugs to some of the
nation's largest wholesalers, distributors, drugstore chains, healthcare systems
and state and federal agencies.

Safe Harbor: This news release contains forward-looking statements made pursuant
to the safe-harbor provisions of the Private Securities Litigation Reform Act of
1995. Such statements are based on management's current expectations and are
subject to risks and uncertainties that could cause actual results to differ
materially from those described in the forward- looking statements. These risks
and uncertainties are contained in the Corporation's filings with the Securities
and Exchange Commission and


                                       3


include: that the information is of a preliminary nature and may be subject to
further adjustment; not obtaining FDA approval for new products or delays in
receiving FDA approvals; governmental restrictions on the sale of certain
products; dependence on key personnel; development by competitors of new or
superior products or cheaper products or new technology for the production of
products or the entry into the market of new competitors; market and customer
acceptance and demand for new pharmaceutical products; availability of raw
materials in a timely manner, at competitive prices, and in required quantities;
timing and success of product development and launch; integrity and reliability
of the Company's data; lack of success in attaining full compliance with regard
to regulatory and cGMP compliance; experiencing difficulty in managing our
recent rapid growth and anticipated future growth; dependence on limited
customer base; occasional credits to certain customers reflecting price
reductions on products previously sold to them and still available as
shelf-stock; possibility of an incorrect estimate of charge-backs and the impact
of such an incorrect estimate on net sales, gross profit and net income;
dependence on few products generating majority of sales; product liability
claims for which the Company may be inadequately insured; subjectivity in
judgment of management in applying certain significant accounting policies
derived based on historical experience, terms of contracts, our observations of
trends of industry, information received from our customers and other sources,
to estimate revenues, accounts receivable, allowances including chargebacks,
rebates, income taxes, values of assets and inventories etc., litigation
involving claims of patent infringement and other risks identified in our
reports and registration statements filed with the Securities and Exchange
Commission. These forward-looking statements represent our judgment as of the
date of this report. We disclaim, however, any intent or obligation to update
our forward-looking statements.