--------------------------------------------------------------------------------

                                  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): August 17, 2006

                         GALAXY NUTRITIONAL FOODS, INC.
             (Exact Name of Registrant as Specified in its Charter)

         Delaware                         1-15345                25-1391475
------------------------------    ------------------------   -------------------
(State or other juristidiction    (Commission File Number)     (IRS Employer
      of incorporation)                                      Identification No.)

                                2441 Viscount Row
                             Orlando, Florida 32809
               ---------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (407) 855-5500
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

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>

Section 1. Registrant's Business and Operations

Item 1.01 Entry into a Material Definitive Agreement

On August 17, 2006,  the Board of Directors of Galaxy  Nutritional  Foods,  Inc.
(the  "Company")  approved the grant of options to acquire 100,000 shares of the
Company's common stock to each of David Lipka,  Michael Broll and Angelo Morini,
each a director of the Company.  Each of these options has an exercise  price of
$0.44  (110% of the $.40  market  price as quoted on the OTC  Bulletin  Board on
August 17, 2006).  The options were granted outside of any stock option plan and
are immediately vested and expire on August 17, 2011.

Section 8 - Other Events

Item 8.01 Other Events

On August 17, 2006,  in  recognition  of David  Lipka's  substantial  efforts on
behalf of the  Company,  the Board voted to  increase  his  compensation  in his
capacity as Chairman of the Board of Directors of the Company,  from $60,000 per
year to  $120,000  per year.  As a result of this  increase,  Mr.  Lipka will no
longer be considered an "independent"  director within the meaning of applicable
securities  regulations.  In addition,  the Board resolved that the entire Board
should act as the audit  committee of the Board and appointed  Robert Mohel,  an
independent  director,  to  serve  as  Chairman  of the  meetings  of the  audit
committee.

Section 9.   Financial Statements and Exhibits.

Item 9.01    Financial Statements and Exhibits.

10.35        Non-plan Option to Purchase Securities of Galaxy Nutritional Foods,
             Inc. dated August 17, 2006 in favor of David H. Lipka
             (Filed herewith.)

10.36        Non-plan Option to Purchase Securities of Galaxy Nutritional Foods,
             Inc. dated August 17, 2006 in favor of Michael E. Broll
             (Filed herewith.)

10.37        Non-plan Option to Purchase Securities of Galaxy Nutritional Foods,
             Inc. dated August 17, 2006 in favor of Angelo S. Morini
             (Filed herewith.)


                                       1
<PAGE>

                                   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.


Dated: August 21, 2006                           Galaxy Nutritional Foods, Inc.

                                                 By: /s/ Michael E. Broll
                                                     -----------------------
                                                     Michael E. Broll
                                                     Chief Executive Officer


                                       2
{"company-data": {"conformed-name": "GALAXY NUTRITIONAL FOODS INC", "cik": "0000819527", "assigned-sic": "2020", "irs-number": "251391475", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-15345", "film-number": "061046139"}, "business-address": {"street1": "2441 VISCOUNT ROW", "city": "ORLANDO", "state": "FL", "zip": "32809", "phone": "4078555500"}, "mail-address": {"street1": "2441 VISCOUNT ROW", "city": "ORLANDO", "state": "FL", "zip": "32809"}, "former-company": [{"former-conformed-name": "GALAXY FOODS CO", "date-changed": "19920703"}, {"former-conformed-name": "GALAXY CHEESE CO", "date-changed": "19920302"}]}
--------------------------------------------------------------------------------

                                  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): August 17, 2006

                         GALAXY NUTRITIONAL FOODS, INC.
             (Exact Name of Registrant as Specified in its Charter)

         Delaware                         1-15345                25-1391475
------------------------------    ------------------------   -------------------
(State or other juristidiction    (Commission File Number)     (IRS Employer
      of incorporation)                                      Identification No.)

                                2441 Viscount Row
                             Orlando, Florida 32809
               ---------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (407) 855-5500
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

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))

--------------------------------------------------------------------------------
Section 1. Registrant's Business and Operations

Item 1.01 Entry into a Material Definitive Agreement

On August 17, 2006,  the Board of Directors of Galaxy  Nutritional  Foods,  Inc.
(the  "Company")  approved the grant of options to acquire 100,000 shares of the
Company's common stock to each of David Lipka,  Michael Broll and Angelo Morini,
each a director of the Company.  Each of these options has an exercise  price of
$0.44  (110% of the $.40  market  price as quoted on the OTC  Bulletin  Board on
August 17, 2006).  The options were granted outside of any stock option plan and
are immediately vested and expire on August 17, 2011.

Section 8 - Other Events

Item 8.01 Other Events

On August 17, 2006,  in  recognition  of David  Lipka's  substantial  efforts on
behalf of the  Company,  the Board voted to  increase  his  compensation  in his
capacity as Chairman of the Board of Directors of the Company,  from $60,000 per
year to  $120,000  per year.  As a result of this  increase,  Mr.  Lipka will no
longer be considered an "independent"  director within the meaning of applicable
securities  regulations.  In addition,  the Board resolved that the entire Board
should act as the audit  committee of the Board and appointed  Robert Mohel,  an
independent  director,  to  serve  as  Chairman  of the  meetings  of the  audit
committee.

Section 9.   Financial Statements and Exhibits.

Item 9.01    Financial Statements and Exhibits.

10.35        Non-plan Option to Purchase Securities of Galaxy Nutritional Foods,
             Inc. dated August 17, 2006 in favor of David H. Lipka
             (Filed herewith.)

10.36        Non-plan Option to Purchase Securities of Galaxy Nutritional Foods,
             Inc. dated August 17, 2006 in favor of Michael E. Broll
             (Filed herewith.)

10.37        Non-plan Option to Purchase Securities of Galaxy Nutritional Foods,
             Inc. dated August 17, 2006 in favor of Angelo S. Morini
             (Filed herewith.)

                                       1
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.

Dated: August 21, 2006                           Galaxy Nutritional Foods, Inc.

                                                 By: /s/ Michael E. Broll
                                                     -----------------------
                                                     Michael E. Broll
                                                     Chief Executive Officer

                                       2