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

Date of Report (Date of earliest event reported) May 20, 1999

                           BERGEN BRUNSWIG CORPORATION
             (Exact name of registrant as specified in its charter)

      New Jersey                     1-5110                       22-1444512  
(State or other jurisdiction       (Commission                (I.R.S. Employer
of incorporation)                   File Number)             Identification No.)

4000 Metropolitan Drive, Orange, California                       92868         
            (Address of principal executive offices)            (ZIP code)

Registrant's telephone number, including area code:  (714) 385-4000

    ________________________________________________________________________
          (Former name or former address, if changed since last report)




Item 5.  Other Events

On May 20, 1999, Bergen Capital Trust I (the "Trust") and Bergen entered into an
Underwriting  Agreement,  dated May 20, 1999,  among  Bergen,  the Trust and the
Underwriters named therein. The Underwriting Agreement provides for the issuance
by the Trust of  $300,000,000  aggregate  liquidation  amount of its 7.80% Trust
Originated  Preferred  Securities  (the  "Preferred  Securities")  at  a  public
offering  price of $25 per  Preferred  Security.  The Preferred  Securities  are
guaranteed  by  Bergen to the  extent  described  in  Bergen's  and the  Trust's
Prospectus  Supplement  dated May 20,  1999.  The Trust  intends  to invest  the
proceeds from such sale,  together with the proceeds from the sale of its common
securities  to  Bergen,  in  $309,278,350  aggregate  principal  amount of 7.80%
Subordinated   Deferrable  Interest  Notes  due  2039  of  Bergen.  The  parties
anticipate that the closing will occur on May 26, 1999.

Item 7.  Exhibits

1.1  Underwriting  Agreement - Basic  Provisions  with Terms Agreement attached,
     each   dated   May  20, 1999,  among Bergen, the Trust and the Underwriters
     named therein.

5.1  Opinion  of  Lowenstein    Sandler  PC  regarding  the validity of the Debt
     Securities  and Bergen's  Guarantees of the Preferred Securities.

5.2  Opinion of Richards, Layton & Finger, P.A. regarding the validity of the 
     Preferred Securities.

8.1  Opinion of Lowenstein Sandler PC regarding tax matters.




                                    SIGNATURE

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 hereunto duly authorized.

                                             BERGEN BRUNSWIG CORPORATION
                                             (Registrant)


DATE:   May 21, 1999                         By:   /s/ Neil F. Dimick     
                                                    ____________________________
                                             Name:  Neil F. Dimick
                                             Title: Executive Vice President and
                                                    Chief Financial Officer




                                  EXHIBIT INDEX


EXHIBIT 


1.1  Underwriting  Agreement - Basic  Provisions with Terms Agreement  attached,
     each  dated  May  20, 1999,   among  Bergen, the Trust and the Underwriters
     named therein.

5.1  Opinion of Lowenstein   Sandler  PC  regarding   the  validity  of the Debt
     Securities  and Bergen's  Guarantees of the Preferred Securities.

5.2  Opinion of Richards, Layton & Finger, P.A. regarding the validity of the 
     Preferred Securities.

8.1  Opinion of Lowenstein Sandler PC regarding tax matters.