<PAGE>   1

As filed with the Securities and Exchange Commission on March 22, 2001.
                                                           Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
             ------------------------------------------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
             ------------------------------------------------------
                               CAMBREX CORPORATION
               (Exact name of issuer as specified in its charter)


                Delaware                           22-2476135
        (State of Incorporation)                (I.R.S. Employer
                                               Identification No.)


                              One Meadowlands Plaza
                        East Rutherford, New Jersey 07073
                                 (201) 804-3000
          (Address and telephone number of principal executive offices)

             CAMBREX CORPORATION 1998 PERFORMANCE STOCK OPTION PLAN
                  CAMBREX CORPORATION 2000 EMPLOYEE PERFORMANCE
                                STOCK OPTION PLAN
                            (Full Title of the Plan)

                                 Peter E. Thauer
                                    Secretary
                              One Meadowlands Plaza
                        East Rutherford, New Jersey 07073
                                 (201) 804-3000
            (Name, address and telephone number of agent for service)



                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
 Title of Securities to be Registered        Amount to be        Proposed Maximum      Proposed Maximum          Amount of
                                              Registered        Offering Price Per    Aggregate Offering      Registration Fee
                                                                     Share(1)              Price (2)
<S>                                          <C>                <C>                   <C>                     <C>
 Cambrex Corporation 1998                      600,000                $43.57              $26,142,000            $6,535.50
 Performance Stock Option Plan
 Class A Common Stock, par value $.10
  per share
                                               -------                ------              -----------            ---------
 Cambrex Corporation 2000 Employee             500,000                $43.57              $21,785,000            $5,446.25
 Performance Stock Option Plan
 Class A Common Stock, par value
  $.10 per share
                                               -------                ------              -----------            ---------
        Total Registration Fee:                                                                                  $11,981.75
                                               -------                ------              -----------            ---------
</TABLE>

(1)      Estimated solely for the purposes of calculating the amount of the
         registration fee, based on the average high and low prices for Cambrex
         Corporation's Class A Common Stock as reported on the New York Stock
         Exchange on March 19, 2001.
<PAGE>   2
(2)      The proposed maximum aggregate offering price listed above has been
         determined pursuant to Rule 457(h) under the Securities Act of 1933, as
         amended, and represents the sum of the aggregate exercise price of all
         options registered hereunder available for future grant under the
         Plans.
<PAGE>   3
                                     PART I

ITEM 1.  PLAN INFORMATION

                  This Registration Statement relates to the registration of
600,000 shares of Class A Common Stock, $.10 par value per share (the "Common
Stock"), of CAMBREX CORPORATION (the "Registrant") awarded under the Cambrex
Corporation 1998 Performance Stock Option Plan and 500,000 shares of Common
Stock under the Cambrex Corporation 2000 Employee Performance Stock Option Plan
(together, the "Plans"). Documents containing the information required by Part I
of the Registration Statement will be sent or given to participants in the Plans
as specified by Rule 428(b). Such documents are not filed with the Securities
and Exchange Commission (the "Commission" or the "SEC") either as part of this
Registration Statement or as prospectuses or prospectus supplements pursuant to
Rule 424 in reliance on Rule 428.

ITEM 2.  REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION

                  The Registrant will, upon written or oral request, provide
without charge to any person to whom the Prospectus relating to this
Registration Statement is delivered, a copy of any and all of the information
which has been incorporated by reference in such Prospectus and this
Registration Statement (pursuant to Item 3 of Part II below). Such requests
should be directed to the Secretary, Cambrex Corporation, One Meadowlands Plaza,
East Rutherford, New Jersey 07073 (telephone: 201-804-3000).

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

                  The following documents which have been filed by the
Registrant with the Commission pursuant to the Securities Act of 1933, as
amended (the "Securities Act") and the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), as applicable, are incorporated by reference
herein and shall be deemed to be a part hereof:

         1.       The Registrant's Annual Report on Form 10-K for the fiscal
                  year ended December 31, 2000.

         2.       All other reports filed by the Registrant pursuant to Section
                  13(a) or 15(d) of the Exchange Act.

         3.       The description of the Registrant's Capital Stock contained in
                  the registration statement filed pursuant to Section 12 of the
                  Exchange Act, including any amendment or report filed for the
                  purpose of updating such description.


All documents, filed by the Registrant with the Commission pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing of a
post-effective amendment to this registration statement which indicates that all
securities offered have been sold or which deregisters all securities then
remaining unsold, shall be deemed to be incorporated by reference in this
registration statement and made a part hereof from their respective dates of
filing (such documents, and the documents enumerated above, being hereinafter
referred to as "Incorporated Documents"); provided, however, that the documents
enumerated above or subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act in each year during which the
offering made by this registration statement is in effect prior to the filing
with the Commission of the Registrant's Annual Report on Form 10-K covering such
year shall not be Incorporated Documents or be incorporated by reference in this
registration statement or be a part hereof from and after the filing of such
Annual Report on Form 10-K.
<PAGE>   4
                  Any statement contained in an Incorporated Document shall be
deemed to be modified or superseded for purposes of this registration statement
to the extent that a statement contained herein or in any other subsequently
filed Incorporated Document modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this registration statement.

ITEM 4.  DESCRIPTION OF SECURITIES

                  The Common Stock being registered hereunder has been
registered pursuant to Section 12 of the Exchange Act and a description of the
Common Stock is contained in the Exchange Act registration statement which has
been filed with the Commission.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

                  Not applicable

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

                  Section 145 of the Delaware General Corporation Law ("DGCL")
makes provision for the indemnification of officers and directors in terms
sufficiently broad to indemnify officers and directors under certain
circumstances from liabilities (including reimbursement for expenses incurred)
arising under the Securities Act. Section 145 of the DGCL empowers a corporation
to indemnify its directors and officers and to purchase insurance with respect
to liability arising out of their capacity or status as directors and officers,
provided that this provision shall not eliminate or limit the liability of a
director: (1) for any breach of the director's duty of loyalty to the
corporation or its stockholders, (2) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (3) arising
under Section 174 of the DGCL or (4) for any transaction from which the director
derived an improper personal benefit. The DGCL provides further that the
indemnification permitted thereunder shall not be deemed exclusive of any other
rights to which the directors and officers may be titled under the corporation's
bylaws, any agreement, a vote of stockholders or otherwise.

                  The Registrant's Restated Certificate of Incorporation
provides for indemnification of the Registrant's officers and directors to the
fullest extent permitted by the DGCL. The Registrant has purchased directors'
and officers' liability insurance covering liabilities that may be incurred by
its directors and officers in connection with the performance of their duties.

                  The Registrant's Bylaws provide a right to indemnification for
expenses, attorney's fees, judgments, fines and amounts paid in settlement
actually and reasonably incurred by any director or officer by reason of the
fact that the director or officer is or was serving or has agreed to serve at
the request of the Registrant as a director or officer of the Registrant or as a
director, officer, partner, fiduciary or trustee of another corporation,
partnership, joint venture, trust or other enterprise, if such officer or
director acted in good faith and in a manner reasonably believed to be in or not
opposed to the best interests of the corporation and, with respect to any
criminal action, that the director or officer had no reasonable cause to believe
that his conduct was unlawful. In an action by or in the right of the
corporation, such indemnification shall be limited to expenses actually and
reasonably incurred by such indemnified party in defense or settlement of such
action and no indemnification shall be made in respect of any matter as to which
such indemnified party shall have been adjudged to be liable to the corporation,
unless the Delaware Chancery Court determines otherwise. The Registrant's Bylaws
provide for the advancement of expenses to an indemnified party upon receipt of
an undertaking by the party to repay those amounts if it is finally determined
that the indemnified party is not entitled to indemnification.
<PAGE>   5
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not applicable.

ITEM 8.  EXHIBITS.

5                          Opinion of General Counsel of the Registrant as to
                           the legality of the Registrant's Common Stock.

23.1                       Consent of General Counsel of the Registrant
                           (included in the Opinion filed as Exhibit 5 hereto).

23.2                       Consent of Pricewaterhouse Coopers L.L.P.,
                           independent auditors.

24                         Power of Attorney (set forth on the signature page
                           hereof).

99.1                       Cambrex Corporation 1998 Performance Stock Option
                           Plan.

99.2                       Cambrex Corporation 2000 Employee Performance Stock
                           Option Plan.

ITEM 9.  UNDERTAKINGS.

(1)      The Registrant hereby undertakes:

                  (a) to file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                           (i)      To include any prospectus required by
                                    Section 10(a)(3) of the Securities Act;

                           (ii)     To reflect in the prospectus any facts or
                                    events arising after the effective date of
                                    the registration statement (or the most
                                    recent post-effective amendment thereof)
                                    which, individually or in the aggregate,
                                    represent a fundamental change in the
                                    information set forth in the registration
                                    statement; and

                           (iii)    To include any material information with
                                    respect to the plan of distribution not
                                    previously disclosed in the registration
                                    statement or any material change to such
                                    information in the registration statement.

                  Provided, however, that paragraphs (1)(a)(i) and (1)(a)(ii) do
not apply if the information required to be included in a post-effective
amendment by those paragraphs is contained in periodic reports filed by the
Registrant pursuant to Section 13(a) or Section 15(d) of the Exchange Act that
are incorporated by reference in the registration statement.

                  (b) That, for the purpose of determining any liability under
the Securities Act, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

                  (c) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.
<PAGE>   6
(2)      The Registrant hereby undertakes that, for the purpose of determining
any liability under the Securities Act, each filing of the issuer's annual
report pursuant to Section 13(a) or 15(d) of the Exchange Act (and, where
applicable, each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the Exchange Act) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein and the offering of such securities
at the time shall be deemed to be the initial bona fide offering hereof.

(3)      Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the above-mentioned provisions, or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.
<PAGE>   7
                                   SIGNATURES

                  Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York and the State of New York, on this 22nd
day of March, 2001.

                                    CAMBREX CORPORATION

                                    By:  /s/      Peter E. Thauer
                                         ------------------------------------
                                         Peter E. Thauer
                                         Vice President-Law and Environment,
                                         General Counsel and Secretary


                                POWER OF ATTORNEY

                  Each person whose signature appears below hereby severally
constitutes and appoints Cyril C. Baldwin, James A. Mach and Douglas H.
MacMillan and each of them acting singly, as his or her true and lawful
attorney-in-fact and agent, with full and several power of substitution and
resubstitution, to sign for him or her and in his or her name, place and stead
in any and all capacities indicated below, the registration statement on Form
S-8 filed herewith and any and all pre-effective and post-effective amendments
and supplements to the said registration statement, and to file the same, with
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney-in-fact and
agent, full power and authority to do and perform each and every act and thing
requisite and necessary fully to all intents and purposes as he or she might or
could do in person hereby ratifying and confirming all that said
attorney-in-fact and agent, or his or her substitute, may lawfully do or cause
to be done by virtue hereof.

                  Pursuant to the requirements of the Securities Act of 1933,
this registration statement or amendment thereto has been signed below by the
following persons in the capacities and on the date indicated below.

<TABLE>
<CAPTION>
         SIGNATURE                               TITLE                                  DATE
<S>                                       <C>                                           <C>
 /s/ James A. Mack                        President, Chief Executive Officer            March 22, 2001
----------------------                    Chairman of the Board
James A. Mack

 /s/ Douglas H. MacMillan                 Vice President -- Finance                     March 22, 2001
------------------------------            and Chief Financial Officer (Principal
Douglas H. MacMillan                      Financial Officer  and Accounting Officer)


 /s/ Cyril C. Baldwin                     Director                                      March 22, 2001
---------------------------------
Cyril C. Baldwin


 /s/ Rosina B. Dixon                      Director                                      March 22, 2001
-----------------------------
Rosina B. Dixon

/s/ George J.W. Goodman                   Director                                      March 22, 2001
-----------------------------
George J.W. Goodman

 /s/ Roy W. Haley                         Director                                      March 22, 2001
--------------------------------
Roy W. Haley
</TABLE>
<PAGE>   8
<TABLE>
<S>                                       <C>                                           <C>
 /s/ Kathryn Rudie Harrigan, PHD          Director                                      March 22, 2001
--------------------------------
Kathryn Rudie Harrigan, PHD

 /s/ Leon J. Hendrix                      Director                                      March 22, 2001
--------------------------------
Leon J. Hendrix

 /s/ Ilan Kaufthal                         Director                                     March 22, 2001
------------------------------
Ilan Kaufthal

 /s/ William Korb                          Director                                     March 22, 2001
-----------------------------
William Korb

 /s/ Robert Lebuhn                         Director                                     March 22, 2001
------------------------------
Robert Lebuhn

 /s/ John R. Miller                        Director                                     March 22, 2001
-------------------------------
John R. Miller
</TABLE>
<PAGE>   9
                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
Exhibit No.                           Description
<S>                        <C>
5                          Opinion of General Counsel of the Registrant as to
                           the legality of the Registrant's Common Stock.

23.1                       Consent of General Counsel of the Registrant
                           (included in the Opinion filed as Exhibit 5 hereto).

23.2                       Consent of Pricewaterhouse Coopers L.L.P.,
                           independent auditors.

25                         Power of Attorney (set forth on the signature page
                           hereof).

99.1                       Cambrex Corporation 1998 Performance Stock Option
                           Plan.

99.2                       Cambrex Corporation 2000 Employee Performance Stock
                           Option Plan.
</TABLE>
[{"type": "S-8", "sequence": "1", "filename": "y46804s-8.txt", "description": "CAMBREX CORPORATION", "secsgml_size_bytes": 21794}]
{"company-data": {"conformed-name": "CAMBREX CORP", "cik": "0000820081", "assigned-sic": "2834", "irs-number": "222476135", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-57404", "film-number": "1575522"}, "business-address": {"street1": "ONE MEADOWLANDS PLZ", "city": "E RUTHERFORD", "state": "NJ", "zip": "07073", "phone": "2018043000"}, "mail-address": {"street1": "ONE MEADOWLANDS PLAZA", "city": "E. RUTHERFORD", "state": "NJ", "zip": "07073"}}
1

As filed with the Securities and Exchange Commission on March 22, 2001.
                                                           Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
             ------------------------------------------------------
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
             ------------------------------------------------------
                               CAMBREX CORPORATION
               (Exact name of issuer as specified in its charter)

                Delaware                           22-2476135
        (State of Incorporation)                (I.R.S. Employer
                                               Identification No.)

                              One Meadowlands Plaza
                        East Rutherford, New Jersey 07073
                                 (201) 804-3000
          (Address and telephone number of principal executive offices)

             CAMBREX CORPORATION 1998 PERFORMANCE STOCK OPTION PLAN
                  CAMBREX CORPORATION 2000 EMPLOYEE PERFORMANCE
                                STOCK OPTION PLAN
                            (Full Title of the Plan)

                                 Peter E. Thauer
                                    Secretary
                              One Meadowlands Plaza
                        East Rutherford, New Jersey 07073
                                 (201) 804-3000
            (Name, address and telephone number of agent for service)

                         CALCULATION OF REGISTRATION FEE
Title of Securities to be Registered        Amount to be        Proposed Maximum      Proposed Maximum          Amount of
                                              Registered        Offering Price Per    Aggregate Offering      Registration Fee
                                                                     Share(1)              Price (2)
Cambrex Corporation 1998                      600,000                $43.57              $26,142,000            $6,535.50
 Performance Stock Option Plan
 Class A Common Stock, par value $.10
  per share
                                               -------                ------              -----------            ---------
 Cambrex Corporation 2000 Employee             500,000                $43.57              $21,785,000            $5,446.25
 Performance Stock Option Plan
 Class A Common Stock, par value
  $.10 per share
                                               -------                ------              -----------            ---------
        Total Registration Fee:                                                                                  $11,981.75
                                               -------                ------              -----------            ---------
(1)      Estimated solely for the purposes of calculating the amount of the
         registration fee, based on the average high and low prices for Cambrex
         Corporation's Class A Common Stock as reported on the New York Stock
         Exchange on March 19, 2001.
2
(2)      The proposed maximum aggregate offering price listed above has been
         determined pursuant to Rule 457(h) under the Securities Act of 1933, as
         amended, and represents the sum of the aggregate exercise price of all
         options registered hereunder available for future grant under the
         Plans.
3
                                     PART I

ITEM 1.  PLAN INFORMATION

                  This Registration Statement relates to the registration of
600,000 shares of Class A Common Stock, $.10 par value per share (the "Common
Stock"), of CAMBREX CORPORATION (the "Registrant") awarded under the Cambrex
Corporation 1998 Performance Stock Option Plan and 500,000 shares of Common
Stock under the Cambrex Corporation 2000 Employee Performance Stock Option Plan
(together, the "Plans"). Documents containing the information required by Part I
of the Registration Statement will be sent or given to participants in the Plans
as specified by Rule 428(b). Such documents are not filed with the Securities
and Exchange Commission (the "Commission" or the "SEC") either as part of this
Registration Statement or as prospectuses or prospectus supplements pursuant to
Rule 424 in reliance on Rule 428.

ITEM 2.  REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION

                  The Registrant will, upon written or oral request, provide
without charge to any person to whom the Prospectus relating to this
Registration Statement is delivered, a copy of any and all of the information
which has been incorporated by reference in such Prospectus and this
Registration Statement (pursuant to Item 3 of Part II below). Such requests
should be directed to the Secretary, Cambrex Corporation, One Meadowlands Plaza,
East Rutherford, New Jersey 07073 (telephone: 201-804-3000).

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

                  The following documents which have been filed by the
Registrant with the Commission pursuant to the Securities Act of 1933, as
amended (the "Securities Act") and the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), as applicable, are incorporated by reference
herein and shall be deemed to be a part hereof:

         1.       The Registrant's Annual Report on Form 10-K for the fiscal
                  year ended December 31, 2000.

         2.       All other reports filed by the Registrant pursuant to Section
                  13(a) or 15(d) of the Exchange Act.

         3.       The description of the Registrant's Capital Stock contained in
                  the registration statement filed pursuant to Section 12 of the
                  Exchange Act, including any amendment or report filed for the
                  purpose of updating such description.

All documents, filed by the Registrant with the Commission pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing of a
post-effective amendment to this registration statement which indicates that all
securities offered have been sold or which deregisters all securities then
remaining unsold, shall be deemed to be incorporated by reference in this
registration statement and made a part hereof from their respective dates of
filing (such documents, and the documents enumerated above, being hereinafter
referred to as "Incorporated Documents"); provided, however, that the documents
enumerated above or subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act in each year during which the
offering made by this registration statement is in effect prior to the filing
with the Commission of the Registrant's Annual Report on Form 10-K covering such
year shall not be Incorporated Documents or be incorporated by reference in this
registration statement or be a part hereof from and after the filing of such
Annual Report on Form 10-K.
4
                  Any statement contained in an Incorporated Document shall be
deemed to be modified or superseded for purposes of this registration statement
to the extent that a statement contained herein or in any other subsequently
filed Incorporated Document modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this registration statement.

ITEM 4.  DESCRIPTION OF SECURITIES

                  The Common Stock being registered hereunder has been
registered pursuant to Section 12 of the Exchange Act and a description of the
Common Stock is contained in the Exchange Act registration statement which has
been filed with the Commission.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

                  Not applicable

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

                  Section 145 of the Delaware General Corporation Law ("DGCL")
makes provision for the indemnification of officers and directors in terms
sufficiently broad to indemnify officers and directors under certain
circumstances from liabilities (including reimbursement for expenses incurred)
arising under the Securities Act. Section 145 of the DGCL empowers a corporation
to indemnify its directors and officers and to purchase insurance with respect
to liability arising out of their capacity or status as directors and officers,
provided that this provision shall not eliminate or limit the liability of a
director: (1) for any breach of the director's duty of loyalty to the
corporation or its stockholders, (2) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (3) arising
under Section 174 of the DGCL or (4) for any transaction from which the director
derived an improper personal benefit. The DGCL provides further that the
indemnification permitted thereunder shall not be deemed exclusive of any other
rights to which the directors and officers may be titled under the corporation's
bylaws, any agreement, a vote of stockholders or otherwise.

                  The Registrant's Restated Certificate of Incorporation
provides for indemnification of the Registrant's officers and directors to the
fullest extent permitted by the DGCL. The Registrant has purchased directors'
and officers' liability insurance covering liabilities that may be incurred by
its directors and officers in connection with the performance of their duties.

                  The Registrant's Bylaws provide a right to indemnification for
expenses, attorney's fees, judgments, fines and amounts paid in settlement
actually and reasonably incurred by any director or officer by reason of the
fact that the director or officer is or was serving or has agreed to serve at
the request of the Registrant as a director or officer of the Registrant or as a
director, officer, partner, fiduciary or trustee of another corporation,
partnership, joint venture, trust or other enterprise, if such officer or
director acted in good faith and in a manner reasonably believed to be in or not
opposed to the best interests of the corporation and, with respect to any
criminal action, that the director or officer had no reasonable cause to believe
that his conduct was unlawful. In an action by or in the right of the
corporation, such indemnification shall be limited to expenses actually and
reasonably incurred by such indemnified party in defense or settlement of such
action and no indemnification shall be made in respect of any matter as to which
such indemnified party shall have been adjudged to be liable to the corporation,
unless the Delaware Chancery Court determines otherwise. The Registrant's Bylaws
provide for the advancement of expenses to an indemnified party upon receipt of
an undertaking by the party to repay those amounts if it is finally determined
that the indemnified party is not entitled to indemnification.
5
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not applicable.

ITEM 8.  EXHIBITS.

5                          Opinion of General Counsel of the Registrant as to
                           the legality of the Registrant's Common Stock.

23.1                       Consent of General Counsel of the Registrant
                           (included in the Opinion filed as Exhibit 5 hereto).

23.2                       Consent of Pricewaterhouse Coopers L.L.P.,
                           independent auditors.

24                         Power of Attorney (set forth on the signature page
                           hereof).

99.1                       Cambrex Corporation 1998 Performance Stock Option
                           Plan.

99.2                       Cambrex Corporation 2000 Employee Performance Stock
                           Option Plan.

ITEM 9.  UNDERTAKINGS.

(1)      The Registrant hereby undertakes:

                  (a) to file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement:

                           (i)      To include any prospectus required by
                                    Section 10(a)(3) of the Securities Act;

                           (ii)     To reflect in the prospectus any facts or
                                    events arising after the effective date of
                                    the registration statement (or the most
                                    recent post-effective amendment thereof)
                                    which, individually or in the aggregate,
                                    represent a fundamental change in the
                                    information set forth in the registration
                                    statement; and

                           (iii)    To include any material information with
                                    respect to the plan of distribution not
                                    previously disclosed in the registration
                                    statement or any material change to such
                                    information in the registration statement.

                  Provided, however, that paragraphs (1)(a)(i) and (1)(a)(ii) do
not apply if the information required to be included in a post-effective
amendment by those paragraphs is contained in periodic reports filed by the
Registrant pursuant to Section 13(a) or Section 15(d) of the Exchange Act that
are incorporated by reference in the registration statement.

                  (b) That, for the purpose of determining any liability under
the Securities Act, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

                  (c) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.
6
(2)      The Registrant hereby undertakes that, for the purpose of determining
any liability under the Securities Act, each filing of the issuer's annual
report pursuant to Section 13(a) or 15(d) of the Exchange Act (and, where
applicable, each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the Exchange Act) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein and the offering of such securities
at the time shall be deemed to be the initial bona fide offering hereof.

(3)      Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the above-mentioned provisions, or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.
7
                                   SIGNATURES

                  Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York and the State of New York, on this 22nd
day of March, 2001.

                                    CAMBREX CORPORATION

                                    By:  /s/      Peter E. Thauer
                                         ------------------------------------
                                         Peter E. Thauer
                                         Vice President-Law and Environment,
                                         General Counsel and Secretary

                                POWER OF ATTORNEY

                  Each person whose signature appears below hereby severally
constitutes and appoints Cyril C. Baldwin, James A. Mach and Douglas H.
MacMillan and each of them acting singly, as his or her true and lawful
attorney-in-fact and agent, with full and several power of substitution and
resubstitution, to sign for him or her and in his or her name, place and stead
in any and all capacities indicated below, the registration statement on Form
S-8 filed herewith and any and all pre-effective and post-effective amendments
and supplements to the said registration statement, and to file the same, with
exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney-in-fact and
agent, full power and authority to do and perform each and every act and thing
requisite and necessary fully to all intents and purposes as he or she might or
could do in person hereby ratifying and confirming all that said
attorney-in-fact and agent, or his or her substitute, may lawfully do or cause
to be done by virtue hereof.

                  Pursuant to the requirements of the Securities Act of 1933,
this registration statement or amendment thereto has been signed below by the
following persons in the capacities and on the date indicated below.
SIGNATURE                               TITLE                                  DATE
/s/ James A. Mack                        President, Chief Executive Officer            March 22, 2001
----------------------                    Chairman of the Board
James A. Mack

 /s/ Douglas H. MacMillan                 Vice President -- Finance                     March 22, 2001
------------------------------            and Chief Financial Officer (Principal
Douglas H. MacMillan                      Financial Officer  and Accounting Officer)

 /s/ Cyril C. Baldwin                     Director                                      March 22, 2001
---------------------------------
Cyril C. Baldwin

 /s/ Rosina B. Dixon                      Director                                      March 22, 2001
-----------------------------
Rosina B. Dixon

/s/ George J.W. Goodman                   Director                                      March 22, 2001
-----------------------------
George J.W. Goodman

 /s/ Roy W. Haley                         Director                                      March 22, 2001
--------------------------------
Roy W. Haley
8
/s/ Kathryn Rudie Harrigan, PHD          Director                                      March 22, 2001
--------------------------------
Kathryn Rudie Harrigan, PHD

 /s/ Leon J. Hendrix                      Director                                      March 22, 2001
--------------------------------
Leon J. Hendrix

 /s/ Ilan Kaufthal                         Director                                     March 22, 2001
------------------------------
Ilan Kaufthal

 /s/ William Korb                          Director                                     March 22, 2001
-----------------------------
William Korb

 /s/ Robert Lebuhn                         Director                                     March 22, 2001
------------------------------
Robert Lebuhn

 /s/ John R. Miller                        Director                                     March 22, 2001
-------------------------------
John R. Miller
9
                                  EXHIBIT INDEX
Exhibit No.                           Description
5                          Opinion of General Counsel of the Registrant as to
                           the legality of the Registrant's Common Stock.

23.1                       Consent of General Counsel of the Registrant
                           (included in the Opinion filed as Exhibit 5 hereto).

23.2                       Consent of Pricewaterhouse Coopers L.L.P.,
                           independent auditors.

25                         Power of Attorney (set forth on the signature page
                           hereof).

99.1                       Cambrex Corporation 1998 Performance Stock Option
                           Plan.

99.2                       Cambrex Corporation 2000 Employee Performance Stock
                           Option Plan.