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): September 27, 2007


                                  CHATTEM, INC.
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             (Exact name of registrant as specified in its charter)


         Tennessee                   0-5905                   62-0156300
   ----------------------     ---------------------     --------------------
         (State of            (Commission File No.)         (IRS Employer
       incorporation)                                     Identification No.)


               1715 West 38th Street, Chattanooga, Tennessee 37409
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          (Address of principal executive offices, including zip code)



                                 (423) 821-4571
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              (Registrant's telephone number, including area code)



Item 2.02.      Results of Operations and Financial Condition
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     On September 27, 2007, Chattem, Inc. (the "Company") issued a press release
announcing  financial results for the fiscal third quarter and nine months ended
August 31, 2007 (the "Press  Release").  A copy of the Press Release is attached
as Exhibit 99.1 and is incorporated by reference herein.

     The Press Release contains disclosure regarding net income and earnings per
share,  excluding  certain  identified  items,  for the  Company's  third fiscal
quarter and nine month periods ended August 31, 2006 and 2007.  The adjusted net
income and  adjusted  earnings  per share  disclosures  are  non-GAAP  financial
measures (the "Operating Measures").  The Operating Measures exclude (i) for the
third fiscal quarter and first nine months of fiscal 2007, employee stock option
expenses under SFAS 123R and a loss on early  extinguishment  of debt;  (ii) for
the third fiscal quarter of 2006, employee stock option expenses under SFAS 123R
and a net recovery related to the Dexatrim  litigation;  and (iii) for the first
nine months of fiscal 2006,  employee  stock option  expenses under SFAS 123R, a
loss on early extinguishment of debt and a net recovery relating to the Dexatrim
litigation.

     A reconciliation  of each of the Operating  Measures to the most comparable
GAAP  measurement  for the fiscal  third  quarter and nine month  periods  ended
August 31, 2006 and 2007 is contained in the  Company's  unaudited  consolidated
statements  of income  attached  to the Press  Release.  The  Company  considers
disclosure  of  the  Operating  Measures  to  be  meaningful  information  to an
investor's  understanding of the Company's operating  performance and useful for
comparison  with prior period and  forecasted net income and earnings per share.
The  Company  believes  that the  Operating  Measures  improve  and  clarify  an
investor's understanding of the Company's financial and operational performance.
Management  of the Company uses this  non-GAAP  measure to analyze the Company's
performance  compared  to  forecasted  and prior  period  results  and for other
internal purposes.

     The Press Release also contains disclosure regarding the Company's earnings
before interest,  taxes,  depreciation and amortization ("EBITDA") for the third
fiscal quarter and nine month period ended August 31, 2006 and 2007,  which is a
non-GAAP  financial  measure. A reconciliation of EBITDA to net income, the most
directly  comparable  GAAP  financial  measure,  is contained  in the  Company's
unaudited consolidated statements of income attached to the Press Release.

     The Company  considers  EBITDA an important  indicator  of its  operational
strength and  performance,  including its ability to pay interest,  service debt
and fund  capital  expenditures.  The  Company  believes  that  EBITDA  provides
investors with a useful measure of the Company's ongoing operating  performance.
Further,  EBITDA is one measure  used in the  calculation  of certain  ratios to
determine the Company's compliance with its existing credit facility.  EBITDA is
not a measurement of financial  performance  and liquidity under GAAP and should
not be considered as an alternative to net income, income from operations or any
performance  measures  derived in accordance  with GAAP, or as an alternative to
cash flows provided by operating,  investing or financing activities as measures
of liquidity.



     The  non-GAAP   financial   measures  used  by  the  Company  do  not  have
standardized  meanings  prescribed  by GAAP and may not be comparable to similar
measures for other companies.

     The  information in this current report on Form 8-K is being  furnished and
shall not be  deemed  "filed"  for  purposes  of  Section  18 of the  Securities
Exchange Act of 1934,  as amended  (the  "Exchange  Act"),  or  incorporated  by
reference in any filing under the  Securities  Act of 1933,  as amended,  or the
Exchange Act,  except as shall be expressly  set forth by specific  reference in
such filing.


Item 9.01.      Financial Statements and Exhibits.
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                (d)     Exhibits:

                        99.1    Press Release dated September 27, 2007



                                   SIGNATURES
                                   ----------

     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.


September 27, 2007                   CHATTEM, INC.


                                     By: /s/ Theodore K. Whitfield, Jr.
                                        ----------------------------------
                                             Theodore K. Whitfield, Jr.
                                             Vice President, General Counsel and
                                             Secretary



                                  EXHIBIT INDEX
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Exhibit No.                Exhibit Description
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99.1                       Press Release dated September 27, 2007