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

         Date of Report (Date of earliest event reported): April 8, 2005


                             VITRO DIAGNOSTICS, INC.
              ---------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Nevada                     0-17378                   84-1012042
             ------                     --------                  ----------
(State or other jurisdiction of     (Commission File           (I.R.S. Employer
 incorporation or organization)         Number)              Identification No.)

                             12635 E. Montview Blvd.
                                Aurora, CO 80010
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number including area code: (720) 859-4120

           -----------------------------------------------------------
          (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 (see General Instruction A.2. below):

     [  ]   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 240.14a-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))


<PAGE>

Item 1.01 Entry into a Material Definitive Agreement.

          Please see the information reported under Item 5.02 below for a
complete description of certain material definitive agreements to which Vitro
Diagnostics, Inc. (the "Company") is party.

Item 3.02 Unregistered Sales of Equity Securities.

          Please see the information under Item 5.02 below for a complete
description of the Company's recent sale of unregistered equity securities.

Item 5.01 Changes in Control of Registrant.

          Please see the information under Item 5.02 below for a complete
description of factors affecting a change in control of the Company.

Item 5.02 Departures of Directors or Principal Officers; Election of Directors;
          Appointment of Principal Officers.

          Effective April 8, 2005, the Board of Directors of the Company
appointed James T. Posillico, PhD, as its President and Chief Executive Officer.
Simultaneously, James R. Musick resigned as President and CEO and was appointed
Chairman of the Board of Directors, Chief Operating Officer and Secretary. Erik
Van Horn simultaneously resigned as Secretary, and Dr. Musick retained his
position as Chief Financial Officer of the Company.

          In conjunction with their appointments, the Company entered into
employment agreements with both Dr. Posillico and Dr. Musick. Each agreement
provides for an initial term of three (3) years and is automatically renewable
for an additional three-year period unless either party gives notice to the
other that the agreement will be terminated. Each agreement would automatically
terminate in the event of the death or incapacity of the employee, and both may
be terminated by the Company "for cause," or by the employee for "good reason."
The circumstances constituting cause or good reason under the agreements are set
forth therein, copies of which are filed as exhibits to this Report. Each
employment agreement also includes an agreement against competition while the
individual is employed by the Company and prohibits the employee from soliciting
any employee, supplier or customer of the Company for a period of one (1) year
following termination of employment.

          The agreement with Dr. Posillico provides for a base salary of
$180,000 per annum for the first year, $250,000 per annum for the second year,
and $300,000 per annum during the third year. The agreement also provides that
if the Company obtains financing of $3 million or more during the first two
years of the agreement, the base salary would automatically increase to $300,000
per annum effective with the closing of the financing. Dr. Posillico has agreed
to accrue his salary until such time as the Company obtains sufficient working
capital.

                                       2

<PAGE>


          The agreement with Dr. Posillico also provides for the grant of stock
options as follows:

          o    Options to purchase 250,000 shares of the Company's common stock
               at a price of $.17 per share, exercisable for a period of ten
               (10) years, immediately vested;

          o    Options to purchase 500,000 shares of the Company's common stock
               at a price of $.17 per share, vesting upon the achievement of a
               strategic alliance to commercialize the Company's fertility drug
               technology, completion of a successful financing in an amount not
               less than $3 million to commercialize VITROPIN(TM), or the sale
               or out-license of the Company's drug technology to a third party;

          o    Options to purchase an additional 500,000 shares of the Company's
               common stock at a price of $.17 per share, vesting upon
               achievement of a strategic alliance to commercialize the
               Company's beta islet technology by a third party, the successful
               financing of the commercialization of this technology, or the
               sale or out-license of the technology to a third party;

          o    Options to purchase an additional 150,000 shares of the Company's
               common stock at a price of $.17 per share, vesting at such time
               as the Company reports cumulative product sales of $125,000
               during any one year as reported in any financial statement filed
               with the Securities and Exchange Commission on Form 10-QSB or
               10-KSB; and

          o    Options to purchase an additional 150,000 shares of the Company's
               common stock at market price, vesting at such time as the Company
               reports cumulative product sales of $250,000 during any one year
               as reported in any financial statement filed with the Commission
               on Form 10-QSB or 10-KSB.

          All of the options which are subject to vesting expire ten (10) years
from the date of vesting. Further, each of the options would terminate ninety
(90) days from the date the employee's employment with the Company is
terminated. All of the options are intended to be granted as "incentive stock
options" under the Company's Equity Incentive Plan of 2000, although the Plan
must be amended and approved by the shareholders to increase the amount of
common stock reserved under the Plan in order to provide for some of the
options.

          The provisions of Dr. Musick's employment agreement regarding salary
are identical to those of Dr. Posillico's. Options granted to Dr. Musick are as
follows:

          o    Options to purchase 150,000 shares of the Company's common stock
               at a price of $.17 per share, vesting at such time as the Company
               reports cumulative product sales of $125,000 during any one year
               as reported in any financial statement filed with the Securities
               and Exchange Commission on Form 10-QSB or 10-KSB; and

          o    Options to purchase an additional 150,000 shares of the Company's
               common stock at market price, vesting at such time as the Company

                                       3
<PAGE>


               reports cumulative product sales of $250,000 during any one year
               as reported in any financial statement filed with the Commission
               on Form 10-QSB or 10-KSB.

          The employment agreement of each individual provides that, if the
employee is terminated without cause or the employee resigns with good reason,
the Company is obligated to pay the employee one year of base salary at the
then-prevailing rate, payable in accordance with the Company's normal pay
periods.

          The Company issued a press release in conjunction with the appointment
of Dr. Posillico as the President and Chief Executive Officer. A copy of the
press release is attached to this Report as an exhibit.

Item 9.01 Financial Statements and Exhibits.

          (c) Exhibits. The following exhibits are filed with this report:

               10.1 Executive Employment Agreement between the Company and James
                    R. Musick effective April 1, 2005

               10.2 Executive Employment Agreement between the Company and James
                    T. Posillico effective April 1, 2005

               99.1 Press Release of the Company dated April 11, 2005

Cautionary Statement for Purposes of the "Safe Harbor "Provisions of the Private
Securities Litigation Reform Act of 1995.

                  The matters discussed in this report on Form 8-K, when not
         historical matters, are forward-looking statements that involve a
         number of risks and uncertainties that could cause actual results to
         differ materially from projected results. Such factors include, among
         others, the willingness and ability of third parties to honor their
         contractual obligations, government regulations, availability of
         financing, judicial proceedings, force majeure events, and other risk
         factors as described from time to time in the Company's filings with
         the Securities and Exchange Commission. Many of these factors are
         beyond the Company's ability to control or predict. The Company
         disclaims any intent or obligation to update its forward-looking
         statements, whether as a result of receiving new information, the
         occurrence of future events, or otherwise.

Summaries, by their nature, are incomplete. Interested parties are encouraged to
review the entire documents summarized in this report by referring to the
agreements filed with the report.

                                       4

<PAGE>


                                    SIGNATURE

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.


                             VITRO DIAGNOSTICS, INC.



Date:  April 12, 2005                By: /s/  James R. Musick
             --                          ---------------------------------------
                                         James R. Musick, Chairman of the Board,
                                         Chief Operating and Chief Financial
                                         Officer


                                       5
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{"company-data": {"conformed-name": "VITRO DIAGNOSTICS INC", "cik": "0000793171", "assigned-sic": "2836", "irs-number": "841012042", "state-of-incorporation": "NV", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-17378", "film-number": "05748298"}, "business-address": {"street1": "12635 E. MONTVIEW BLVD.", "street2": "SUITE 218", "city": "AURORA", "state": "CO", "zip": "80010", "phone": "(720) 859-4120"}, "mail-address": {"street1": "12635 E. MONTVIEW BLVD.", "street2": "SUITE 218", "city": "AURORA", "state": "C0", "zip": "80010"}, "former-company": [{"former-conformed-name": "LABTEK INC", "date-changed": "19870217"}, {"former-conformed-name": "IMPERIAL MANAGEMENT INC", "date-changed": "19870201"}]}
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

         Date of Report (Date of earliest event reported): April 8, 2005

                             VITRO DIAGNOSTICS, INC.
              ---------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Nevada                     0-17378                   84-1012042
             ------                     --------                  ----------
(State or other jurisdiction of     (Commission File           (I.R.S. Employer
 incorporation or organization)         Number)              Identification No.)

                             12635 E. Montview Blvd.
                                Aurora, CO 80010
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number including area code: (720) 859-4120

           -----------------------------------------------------------
          (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 (see General Instruction A.2. below):

     [  ]   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 240.14a-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 1.01 Entry into a Material Definitive Agreement.

          Please see the information reported under Item 5.02 below for a
complete description of certain material definitive agreements to which Vitro
Diagnostics, Inc. (the "Company") is party.

Item 3.02 Unregistered Sales of Equity Securities.

          Please see the information under Item 5.02 below for a complete
description of the Company's recent sale of unregistered equity securities.

Item 5.01 Changes in Control of Registrant.

          Please see the information under Item 5.02 below for a complete
description of factors affecting a change in control of the Company.

Item 5.02 Departures of Directors or Principal Officers; Election of Directors;
          Appointment of Principal Officers.

          Effective April 8, 2005, the Board of Directors of the Company
appointed James T. Posillico, PhD, as its President and Chief Executive Officer.
Simultaneously, James R. Musick resigned as President and CEO and was appointed
Chairman of the Board of Directors, Chief Operating Officer and Secretary. Erik
Van Horn simultaneously resigned as Secretary, and Dr. Musick retained his
position as Chief Financial Officer of the Company.

          In conjunction with their appointments, the Company entered into
employment agreements with both Dr. Posillico and Dr. Musick. Each agreement
provides for an initial term of three (3) years and is automatically renewable
for an additional three-year period unless either party gives notice to the
other that the agreement will be terminated. Each agreement would automatically
terminate in the event of the death or incapacity of the employee, and both may
be terminated by the Company "for cause," or by the employee for "good reason."
The circumstances constituting cause or good reason under the agreements are set
forth therein, copies of which are filed as exhibits to this Report. Each
employment agreement also includes an agreement against competition while the
individual is employed by the Company and prohibits the employee from soliciting
any employee, supplier or customer of the Company for a period of one (1) year
following termination of employment.

          The agreement with Dr. Posillico provides for a base salary of
$180,000 per annum for the first year, $250,000 per annum for the second year,
and $300,000 per annum during the third year. The agreement also provides that
if the Company obtains financing of $3 million or more during the first two
years of the agreement, the base salary would automatically increase to $300,000
per annum effective with the closing of the financing. Dr. Posillico has agreed
to accrue his salary until such time as the Company obtains sufficient working
capital.

                                       2
The agreement with Dr. Posillico also provides for the grant of stock
options as follows:

          o    Options to purchase 250,000 shares of the Company's common stock
               at a price of $.17 per share, exercisable for a period of ten
               (10) years, immediately vested;

          o    Options to purchase 500,000 shares of the Company's common stock
               at a price of $.17 per share, vesting upon the achievement of a
               strategic alliance to commercialize the Company's fertility drug
               technology, completion of a successful financing in an amount not
               less than $3 million to commercialize VITROPIN(TM), or the sale
               or out-license of the Company's drug technology to a third party;

          o    Options to purchase an additional 500,000 shares of the Company's
               common stock at a price of $.17 per share, vesting upon
               achievement of a strategic alliance to commercialize the
               Company's beta islet technology by a third party, the successful
               financing of the commercialization of this technology, or the
               sale or out-license of the technology to a third party;

          o    Options to purchase an additional 150,000 shares of the Company's
               common stock at a price of $.17 per share, vesting at such time
               as the Company reports cumulative product sales of $125,000
               during any one year as reported in any financial statement filed
               with the Securities and Exchange Commission on Form 10-QSB or
               10-KSB; and

          o    Options to purchase an additional 150,000 shares of the Company's
               common stock at market price, vesting at such time as the Company
               reports cumulative product sales of $250,000 during any one year
               as reported in any financial statement filed with the Commission
               on Form 10-QSB or 10-KSB.

          All of the options which are subject to vesting expire ten (10) years
from the date of vesting. Further, each of the options would terminate ninety
(90) days from the date the employee's employment with the Company is
terminated. All of the options are intended to be granted as "incentive stock
options" under the Company's Equity Incentive Plan of 2000, although the Plan
must be amended and approved by the shareholders to increase the amount of
common stock reserved under the Plan in order to provide for some of the
options.

          The provisions of Dr. Musick's employment agreement regarding salary
are identical to those of Dr. Posillico's. Options granted to Dr. Musick are as
follows:

          o    Options to purchase 150,000 shares of the Company's common stock
               at a price of $.17 per share, vesting at such time as the Company
               reports cumulative product sales of $125,000 during any one year
               as reported in any financial statement filed with the Securities
               and Exchange Commission on Form 10-QSB or 10-KSB; and

          o    Options to purchase an additional 150,000 shares of the Company's
               common stock at market price, vesting at such time as the Company

                                       3
reports cumulative product sales of $250,000 during any one year
               as reported in any financial statement filed with the Commission
               on Form 10-QSB or 10-KSB.

          The employment agreement of each individual provides that, if the
employee is terminated without cause or the employee resigns with good reason,
the Company is obligated to pay the employee one year of base salary at the
then-prevailing rate, payable in accordance with the Company's normal pay
periods.

          The Company issued a press release in conjunction with the appointment
of Dr. Posillico as the President and Chief Executive Officer. A copy of the
press release is attached to this Report as an exhibit.

Item 9.01 Financial Statements and Exhibits.

          (c) Exhibits. The following exhibits are filed with this report:

               10.1 Executive Employment Agreement between the Company and James
                    R. Musick effective April 1, 2005

               10.2 Executive Employment Agreement between the Company and James
                    T. Posillico effective April 1, 2005

               99.1 Press Release of the Company dated April 11, 2005

Cautionary Statement for Purposes of the "Safe Harbor "Provisions of the Private
Securities Litigation Reform Act of 1995.

                  The matters discussed in this report on Form 8-K, when not
         historical matters, are forward-looking statements that involve a
         number of risks and uncertainties that could cause actual results to
         differ materially from projected results. Such factors include, among
         others, the willingness and ability of third parties to honor their
         contractual obligations, government regulations, availability of
         financing, judicial proceedings, force majeure events, and other risk
         factors as described from time to time in the Company's filings with
         the Securities and Exchange Commission. Many of these factors are
         beyond the Company's ability to control or predict. The Company
         disclaims any intent or obligation to update its forward-looking
         statements, whether as a result of receiving new information, the
         occurrence of future events, or otherwise.

Summaries, by their nature, are incomplete. Interested parties are encouraged to
review the entire documents summarized in this report by referring to the
agreements filed with the report.

                                       4
SIGNATURE

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.

                             VITRO DIAGNOSTICS, INC.

Date:  April 12, 2005                By: /s/  James R. Musick
             --                          ---------------------------------------
                                         James R. Musick, Chairman of the Board,
                                         Chief Operating and Chief Financial
                                         Officer

                                       5