<PAGE>   1
     As filed with the Securities and Exchange Commission on June 13, 2001
                                                      Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           the Securities Act of 1933

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

                                 CIMA LABS INC.
             (Exact name of Registrant as specified in its charter)

                 DELAWARE                                         41-1569769
     (State or other jurisdiction of                           (I.R.S. Employer
      incorporation or organization)                         Identification No.)

          10000 VALLEY VIEW ROAD                                  55344-9361
             EDEN PRAIRIE, MN                                     (Zip Code)

 (Address of principal executive offices)

                    CIMA LABS INC. 2001 STOCK INCENTIVE PLAN
                            (Full title of the plan)

                                 David A. Feste
              Vice President, Chief Financial Officer and Secretary
                                 CIMA LABS INC.
                             10000 Valley View Road
                       Eden Prairie, Minnesota 55344-9361
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (952) 947-8700

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

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
======================== ================== ======================= ========================== =====================
                                                                            Proposed
                                                   Proposed                  maximum
       Title of               Amount               maximum                  aggregate               Amount of
     securities to             to be            offering price              offering               registration
     be registered        registered (1)         per share (2)               price (2)                  fee
------------------------ ------------------ ----------------------- -------------------------- ---------------------
<S>                     <C>                 <C>                     <C>                        <C>

     Common Stock,           1,500,000
    $.01 par value            shares                $78.38                $117,570,000              $29,392.50
======================== ================== ======================= ========================== =====================
</TABLE>

(1)      The  Registration  Statement  relates to 1,500,000  shares of Common
         Stock to be offered  pursuant to the CIMA LABS INC.  2001 Stock
         Incentive Plan.
(2)      Estimated solely for the purpose of the registration fee pursuant to
         Rule 457(h)(1) based on the average of the high and low sales prices
         per share of the Registrant's Common Stock on June 11, 2001 as reported
         on the Nasdaq National Market.

================================================================================



<PAGE>   2





                                 CIMA LABS INC.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

                  The following documents of CIMA LABS INC. ("CIMA" or the
"Company") filed with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), are, as of their respective dates, incorporated by reference and made a
part hereof:

                           (1) The Annual Report on Form 10-K of the Company for
                  the fiscal year ended December 31, 2000 filed pursuant to
                  Section 15(d) of the Exchange Act.

                           (2) All other reports filed pursuant to Section 13(a)
                  or 15(d) of the Exchange Act since the end of the fiscal year
                  covered by the Annual Report referred to in (1) above.

                           (3) The description of the Company's Common Stock
                  which is contained in a Registration Statement on Form 8-A
                  filed in June 1994 under the Exchange Act, and all amendments
                  and reports filed for the purpose of updating such
                  description.

                  All reports and other documents filed by the Company pursuant
to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date
of this Registration Statement and prior to the filing of a post-effective
amendment which indicates that all of the shares of Common Stock offered have
been sold or which deregister all shares of the Common Stock then remaining
unsold shall be deemed to be incorporated by reference in and a part of this
Registration Statement from the date of filing of such documents.

                  Any statement contained in a document incorporated, or deemed
to be incorporated, by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or incorporated herein by reference or in any other
subsequently filed document that also is or is deemed to be incorporated by
reference herein modifies or supersedes such statement. Any 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.

                  Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

                  Not Applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company is a Delaware corporation. Section 145 of the General
Corporation Law of the State of Delaware ("Delaware Law") contains detailed
provisions on indemnification of directors and officers of a Delaware
corporation against expenses, judgments, fines and amounts paid in settlement
actually and reasonably incurred in connection with certain litigation.

         The Company's Fifth Restated Certificate of Incorporation, as amended
(the "Certificate"), together with its Third Restated Bylaws (the "Bylaws" and
together with the Certificate, the "Corporate Documents") provide for
indemnification of directors and officers. The Company's Corporate Documents
provide that it will indemnify each


                                       2

<PAGE>   3


director, officer, employee or agent of the Company or any individual serving in
such a capacity with another business entity at the Company's request (an
"Indemnitee") to the full extent permitted by Delaware Law, as now enacted or
hereinafter amended, against all expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by such Indemnitee in connection therewith. The Company's Corporate Documents
provide that expenses incurred by a director, officer or employee in defending
an action, suit or proceeding shall be paid by it in advance of the final
disposition of such action upon receipt of an undertaking by or on behalf of
such person that he will repay such amount if it is ultimately determined that
he is not entitled to be indemnified by the Company. Delaware Law provides that
the indemnification provisions of the statute shall not be deemed exclusive of
any other rights to which those seeking indemnification or advancement of
expenses may be entitled under any bylaw, agreement, vote of stockholders or
disinterested directors or otherwise.

         The Company has entered into agreements with its directors and certain
of its officers, which agreements may require the Company to indemnify such
directors and officers against certain liabilities that may arise by reason of
their status or service as directors or officers, to advance their expenses
incurred as a result of any proceeding against them as to which they could be
indemnified and to obtain directors and officers insurance to the extent
available on reasonable terms.

         The directors and officers of the Company are covered by an insurance
policy indemnifying them against certain civil liabilities, including
liabilities under the federal securities laws, which might be incurred by them
in such capacity.


ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not Applicable.

ITEM 8.  EXHIBITS.

<TABLE>
<CAPTION>

         Exhibit                             Description
         -------                             -----------
<S>                         <C>

         4.1                Form of Certificate for Common Stock (filed as an
                            exhibit to CIMA's Registration Statement on Form
                            S-1, File No. 33-80194, and incorporated herein by
                            reference).

         4.2                Fifth Restated Certificate of Incorporation of CIMA,
                            as amended.

         4.3                Third Restated Bylaws of CIMA (filed as an exhibit
                            to CIMA's Quarterly Report on Form 10-Q for the
                            quarter ended June 30, 1999 File No. 0-24424, and
                            incorporated herein by reference).

         4.4                Rights Agreement, dated March 14, 1997, between CIMA
                            and Wells Fargo Bank Minnesota, N.A. (f/k/a Norwest
                            Bank Minnesota, N.A.), as amended (incorporated by
                            reference herein to Exhibit 3 to CIMA's Registration
                            Statement on Form 8-A, filed June 12, 2001).

         5                  Opinion of Faegre & Benson LLP.

         23.1               Consent of Faegre & Benson LLP (contained in Exhibit
                            5 to this Registration Statement).

         23.2               Consent of Ernst & Young LLP.

         24                 Powers of Attorney.
</TABLE>

                                       3


<PAGE>   4



         99                 CIMA LABS INC. 2001 Stock Incentive Plan, as
                            amended.

ITEM 9.  UNDERTAKINGS.

         A.       The Company hereby undertakes:

                  (1) 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 of 1933;

                           (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. Notwithstanding the foregoing, any increase or
                  decrease in volume of securities offered (if the total dollar
                  value of securities offered would not exceed that which was
                  registered) and any deviation from the low or high end of the
                  estimated maximum offering range may be reflected in the form
                  of prospectus filed with the Commission pursuant to Rule
                  424(b) if, in the aggregate, the changes in volume and price
                  represent no more than a twenty percent change in the maximum
                  aggregate offering price set forth in the "Calculation of
                  Registration Fee" table in the effective 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 (A)(1)(i) and (A)(1)(ii) do not apply if the
Registration Statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed with or furnished to the Commission by the Company
pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
that are incorporated by reference in the Registration Statement.

                  (2) That, for the purpose of determining any liability under
         the Securities Act of 1933, each 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.

                  (3) 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.

         B. The Company hereby undertakes that, for purposes of determining any
liability under the Securities Act of 1933, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act
of 1934 (and, where applicable, each filing of an employee benefit plan's annual
report pursuant to Section 15(d) of the Securities Exchange Act of 1934) 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 that time shall be deemed to be the initial bona
fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company pursuant to the foregoing provisions, or otherwise, the
Company has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Company of expenses
incurred or paid by a director, officer or controlling person of the Company 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 Company will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of



                                       4
<PAGE>   5


appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.


                                       5


<PAGE>   6







                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
undersigned 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 Eden Prairie, State of Minnesota, on June
13, 2001.

                                     CIMA LABS INC.

                                     By     /s/ David A. Feste
                                        ----------------------------------------
                                        David A. Feste, Vice President, Chief
                                        Financial Officer and Secretary

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on June 13, 2001.

<TABLE>
<CAPTION>

                  SIGNATURE                                                     TITLE
                  ---------                                                     -----
<S>                                                  <C>
                 *
----------------------------------                   President, Chief Executive Officer (Principal Executive
John M. Siebert, Ph.D.                                Officer) and Director

                 *
----------------------------------                   Vice President, Chief Financial Officer (Principal
David  A. Feste                                       Financial and Account Officer) and Secretary

                 *
----------------------------------                   Director
Terrance W. Glarner


                 *                                   Director
----------------------------------
Steven B. Ratoff


                 *                                   Director
----------------------------------
Joseph R. Robinson

</TABLE>

* David A. Feste, by signing his name hereto, does hereby sign this document on
behalf of himself and each of the other above-named executive officer and
directors of the Registrant pursuant to powers of attorney duly executed by such
person.


  /s/ David A. Feste
----------------------------------




                                       6

<PAGE>   7



                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>



   Exhibit                                   Description                                       Method of filing
   -------                                   -----------                                       ----------------
<S>            <C>                                                                       <C>

4.1            Form of  Certificate  for  Common  Stock  (filed as an exhibit to CIMA's
               Registration  Statement on Form S-1, File No. 33-80194, and incorporated
               herein by reference)......................................................Incorporated by Reference

4.2            Fifth Restated Certificate of Incorporation of CIMA, as amended...........Filed Electronically

4.3            Third Restated  Bylaws of CIMA (filed as an exhibit to CIMA's  Quarterly
               Report  on Form  10-Q for the  quarter  ended  June 30,  1999,  File No.
               0-24424, and incorporated herein by reference)............................Incorporated by Reference

4.4            Rights Agreement, dated March 14, 1997, between CIMA and Wells
               Fargo Bank Minnesota, N.A (f/k/a Norwest Bank Minnesota, N.A.),
               as amended (incorporated by reference herein to Exhibit 3 to
               CIMA's Registration
               Statement on Form 8-A, filed June 12, 2001)...............................Incorporated by Reference

5              Opinion of Faegre & Benson LLP............................................Filed Electronically

23.1           Consent  of  Faegre & Benson  LLP  (contained  in its  opinion  filed as
               Exhibit 5 to this Registration Statement).................................Filed Electronically

23.2           Consent of Ernst & Young LLP..............................................Filed Electronically

24             Powers of Attorney........................................................Filed Electronically

99             CIMA LABS INC. 2001 Stock Incentive Plan, as amended......................Filed Electronically

</TABLE>


                                       7
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{"company-data": {"conformed-name": "CIMA LABS INC", "cik": "0000833298", "assigned-sic": "2834", "irs-number": "411569769", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-62954", "film-number": "1660293"}, "business-address": {"street1": "10000 VALLEY VIEW ROAD", "city": "EDEN PRAIRIE", "state": "MN", "zip": "55344-9361", "phone": "9529478700"}, "mail-address": {"street1": "10000 VALLEY VIEW ROAD", "city": "EDEN PRAIRIE", "state": "MN", "zip": "55344-9361"}}
1
     As filed with the Securities and Exchange Commission on June 13, 2001
                                                      Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      Under
                           the Securities Act of 1933

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

                                 CIMA LABS INC.
             (Exact name of Registrant as specified in its charter)

                 DELAWARE                                         41-1569769
     (State or other jurisdiction of                           (I.R.S. Employer
      incorporation or organization)                         Identification No.)

          10000 VALLEY VIEW ROAD                                  55344-9361
             EDEN PRAIRIE, MN                                     (Zip Code)

 (Address of principal executive offices)

                    CIMA LABS INC. 2001 STOCK INCENTIVE PLAN
                            (Full title of the plan)

                                 David A. Feste
              Vice President, Chief Financial Officer and Secretary
                                 CIMA LABS INC.
                             10000 Valley View Road
                       Eden Prairie, Minnesota 55344-9361
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (952) 947-8700

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

                         CALCULATION OF REGISTRATION FEE
======================== ================== ======================= ========================== =====================
                                                                            Proposed
                                                   Proposed                  maximum
       Title of               Amount               maximum                  aggregate               Amount of
     securities to             to be            offering price              offering               registration
     be registered        registered (1)         per share (2)               price (2)                  fee
------------------------ ------------------ ----------------------- -------------------------- ---------------------
Common Stock,           1,500,000
    $.01 par value            shares                $78.38                $117,570,000              $29,392.50
======================== ================== ======================= ========================== =====================
(1)      The  Registration  Statement  relates to 1,500,000  shares of Common
         Stock to be offered  pursuant to the CIMA LABS INC.  2001 Stock
         Incentive Plan.
(2)      Estimated solely for the purpose of the registration fee pursuant to
         Rule 457(h)(1) based on the average of the high and low sales prices
         per share of the Registrant's Common Stock on June 11, 2001 as reported
         on the Nasdaq National Market.

================================================================================
2

                                 CIMA LABS INC.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

                  The following documents of CIMA LABS INC. ("CIMA" or the
"Company") filed with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), are, as of their respective dates, incorporated by reference and made a
part hereof:

                           (1) The Annual Report on Form 10-K of the Company for
                  the fiscal year ended December 31, 2000 filed pursuant to
                  Section 15(d) of the Exchange Act.

                           (2) All other reports filed pursuant to Section 13(a)
                  or 15(d) of the Exchange Act since the end of the fiscal year
                  covered by the Annual Report referred to in (1) above.

                           (3) The description of the Company's Common Stock
                  which is contained in a Registration Statement on Form 8-A
                  filed in June 1994 under the Exchange Act, and all amendments
                  and reports filed for the purpose of updating such
                  description.

                  All reports and other documents filed by the Company pursuant
to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act subsequent to the date
of this Registration Statement and prior to the filing of a post-effective
amendment which indicates that all of the shares of Common Stock offered have
been sold or which deregister all shares of the Common Stock then remaining
unsold shall be deemed to be incorporated by reference in and a part of this
Registration Statement from the date of filing of such documents.

                  Any statement contained in a document incorporated, or deemed
to be incorporated, by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or incorporated herein by reference or in any other
subsequently filed document that also is or is deemed to be incorporated by
reference herein modifies or supersedes such statement. Any 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.

                  Not Applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

                  Not Applicable.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         The Company is a Delaware corporation. Section 145 of the General
Corporation Law of the State of Delaware ("Delaware Law") contains detailed
provisions on indemnification of directors and officers of a Delaware
corporation against expenses, judgments, fines and amounts paid in settlement
actually and reasonably incurred in connection with certain litigation.

         The Company's Fifth Restated Certificate of Incorporation, as amended
(the "Certificate"), together with its Third Restated Bylaws (the "Bylaws" and
together with the Certificate, the "Corporate Documents") provide for
indemnification of directors and officers. The Company's Corporate Documents
provide that it will indemnify each

                                       2
3

director, officer, employee or agent of the Company or any individual serving in
such a capacity with another business entity at the Company's request (an
"Indemnitee") to the full extent permitted by Delaware Law, as now enacted or
hereinafter amended, against all expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably incurred
by such Indemnitee in connection therewith. The Company's Corporate Documents
provide that expenses incurred by a director, officer or employee in defending
an action, suit or proceeding shall be paid by it in advance of the final
disposition of such action upon receipt of an undertaking by or on behalf of
such person that he will repay such amount if it is ultimately determined that
he is not entitled to be indemnified by the Company. Delaware Law provides that
the indemnification provisions of the statute shall not be deemed exclusive of
any other rights to which those seeking indemnification or advancement of
expenses may be entitled under any bylaw, agreement, vote of stockholders or
disinterested directors or otherwise.

         The Company has entered into agreements with its directors and certain
of its officers, which agreements may require the Company to indemnify such
directors and officers against certain liabilities that may arise by reason of
their status or service as directors or officers, to advance their expenses
incurred as a result of any proceeding against them as to which they could be
indemnified and to obtain directors and officers insurance to the extent
available on reasonable terms.

         The directors and officers of the Company are covered by an insurance
policy indemnifying them against certain civil liabilities, including
liabilities under the federal securities laws, which might be incurred by them
in such capacity.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

                  Not Applicable.

ITEM 8.  EXHIBITS.
Exhibit                             Description
         -------                             -----------
4.1                Form of Certificate for Common Stock (filed as an
                            exhibit to CIMA's Registration Statement on Form
                            S-1, File No. 33-80194, and incorporated herein by
                            reference).

         4.2                Fifth Restated Certificate of Incorporation of CIMA,
                            as amended.

         4.3                Third Restated Bylaws of CIMA (filed as an exhibit
                            to CIMA's Quarterly Report on Form 10-Q for the
                            quarter ended June 30, 1999 File No. 0-24424, and
                            incorporated herein by reference).

         4.4                Rights Agreement, dated March 14, 1997, between CIMA
                            and Wells Fargo Bank Minnesota, N.A. (f/k/a Norwest
                            Bank Minnesota, N.A.), as amended (incorporated by
                            reference herein to Exhibit 3 to CIMA's Registration
                            Statement on Form 8-A, filed June 12, 2001).

         5                  Opinion of Faegre & Benson LLP.

         23.1               Consent of Faegre & Benson LLP (contained in Exhibit
                            5 to this Registration Statement).

         23.2               Consent of Ernst & Young LLP.

         24                 Powers of Attorney.
3
4

         99                 CIMA LABS INC. 2001 Stock Incentive Plan, as
                            amended.

ITEM 9.  UNDERTAKINGS.

         A.       The Company hereby undertakes:

                  (1) 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 of 1933;

                           (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. Notwithstanding the foregoing, any increase or
                  decrease in volume of securities offered (if the total dollar
                  value of securities offered would not exceed that which was
                  registered) and any deviation from the low or high end of the
                  estimated maximum offering range may be reflected in the form
                  of prospectus filed with the Commission pursuant to Rule
                  424(b) if, in the aggregate, the changes in volume and price
                  represent no more than a twenty percent change in the maximum
                  aggregate offering price set forth in the "Calculation of
                  Registration Fee" table in the effective 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 (A)(1)(i) and (A)(1)(ii) do not apply if the
Registration Statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed with or furnished to the Commission by the Company
pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
that are incorporated by reference in the Registration Statement.

                  (2) That, for the purpose of determining any liability under
         the Securities Act of 1933, each 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.

                  (3) 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.

         B. The Company hereby undertakes that, for purposes of determining any
liability under the Securities Act of 1933, each filing of the Company's annual
report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act
of 1934 (and, where applicable, each filing of an employee benefit plan's annual
report pursuant to Section 15(d) of the Securities Exchange Act of 1934) 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 that time shall be deemed to be the initial bona
fide offering thereof.

         C. Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company pursuant to the foregoing provisions, or otherwise, the
Company has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Company of expenses
incurred or paid by a director, officer or controlling person of the Company 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 Company will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of

                                       4
5

appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.

                                       5
6

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
undersigned 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 Eden Prairie, State of Minnesota, on June
13, 2001.

                                     CIMA LABS INC.

                                     By     /s/ David A. Feste
                                        ----------------------------------------
                                        David A. Feste, Vice President, Chief
                                        Financial Officer and Secretary

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on June 13, 2001.
SIGNATURE                                                     TITLE
                  ---------                                                     -----
*
----------------------------------                   President, Chief Executive Officer (Principal Executive
John M. Siebert, Ph.D.                                Officer) and Director

                 *
----------------------------------                   Vice President, Chief Financial Officer (Principal
David  A. Feste                                       Financial and Account Officer) and Secretary

                 *
----------------------------------                   Director
Terrance W. Glarner

                 *                                   Director
----------------------------------
Steven B. Ratoff

                 *                                   Director
----------------------------------
Joseph R. Robinson
* David A. Feste, by signing his name hereto, does hereby sign this document on
behalf of himself and each of the other above-named executive officer and
directors of the Registrant pursuant to powers of attorney duly executed by such
person.

  /s/ David A. Feste
----------------------------------

                                       6
7

                                INDEX TO EXHIBITS
Exhibit                                   Description                                       Method of filing
   -------                                   -----------                                       ----------------
4.1            Form of  Certificate  for  Common  Stock  (filed as an exhibit to CIMA's
               Registration  Statement on Form S-1, File No. 33-80194, and incorporated
               herein by reference)......................................................Incorporated by Reference

4.2            Fifth Restated Certificate of Incorporation of CIMA, as amended...........Filed Electronically

4.3            Third Restated  Bylaws of CIMA (filed as an exhibit to CIMA's  Quarterly
               Report  on Form  10-Q for the  quarter  ended  June 30,  1999,  File No.
               0-24424, and incorporated herein by reference)............................Incorporated by Reference

4.4            Rights Agreement, dated March 14, 1997, between CIMA and Wells
               Fargo Bank Minnesota, N.A (f/k/a Norwest Bank Minnesota, N.A.),
               as amended (incorporated by reference herein to Exhibit 3 to
               CIMA's Registration
               Statement on Form 8-A, filed June 12, 2001)...............................Incorporated by Reference

5              Opinion of Faegre & Benson LLP............................................Filed Electronically

23.1           Consent  of  Faegre & Benson  LLP  (contained  in its  opinion  filed as
               Exhibit 5 to this Registration Statement).................................Filed Electronically

23.2           Consent of Ernst & Young LLP..............................................Filed Electronically

24             Powers of Attorney........................................................Filed Electronically

99             CIMA LABS INC. 2001 Stock Incentive Plan, as amended......................Filed Electronically
7