Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                       Pursuant to Section 13 OR 15(d) of
                       The Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): March 10, 2006

                            PRO-PHARMACEUTICALS, INC.
             (Exact name of registrant as specified in its charter)

            Nevada                 000-32877               04-3562325
  (State or other jurisdiction    (Commission             (IRS Employer
      of incorporation)           File Number)          Identification No.)

            189 Wells Avenue, Newton, Massachusetts           02459
           (Address of principal executive offices)         (Zip Code)

       Registrant's telephone number, including area code: (617) 559-0033

    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

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR

[ ] 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.

On March 10,2006, Pro-Pharmaceuticals issued a news release reporting its
unaudited fourth quarter and full year 2005 financial results, ended December
31, 2005, a copy of which is furnished with this Current Report on Form 8-K as
Exhibit 99.1.

Item 9.01  Financial Statements and Exhibits.

         (c) Exhibits

99.1     News release of Pro-Pharmaceuticals, Inc. dated March 10, 2006, titled,
"Pro-Pharmaceuticals Reports Unaudited Fourth Quarter and Full Year 2005
Financial Results".


      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 thereunto duly authorized.

                                           PRO-PHARMACEUTICALS, INC.

                                           By: /s/ Carl L. Lueders
                                               Carl L. Lueders
                                               Chief Financial Officer

Date:  March 10, 2006