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

Cornerstone Therapeutics Inc.
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(Exact name of registrant as specified in its charter)

Not Applicable
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Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 19, 2012, Cornerstone Therapeutics Inc. (the “Company”) and Vincent T. Morgus, the Company’s former Executive Vice President and Chief Financial Officer, entered into a Separation Letter Agreement and General Release (the “Separation Agreement”), approved by the Compensation Committee of the Company’s Board of Directors. So long as Mr. Morgus does not revoke the Separation Agreement in accordance with its terms, Mr. Morgus will be entitled to receive, among other things, the following severance benefits pursuant to Section 5.4 of his Amended and Restated Employment Agreement dated February 1, 2011 (the “Employment Agreement”):

Furthermore, in lieu of a portion of the lump sum payment described above, the Separation Agreement provides that the Company will accelerate the vesting of the remainder of Mr. Morgus’s shares of restricted stock, representing 20,460 shares. Pursuant to the Separation Agreement, the amount of the lump sum payment set forth above will be reduced by (i) the value (determined in accordance with the Separation Agreement) of the 20,460 shares of restricted stock described above and (ii) the amount of any withholding tax paid by the Company with respect to the vesting of all of Mr. Morgus’s previously unvested 34,320 shares of restricted stock.

The Separation Agreement further provides that the Company will (i) extend the period during which Mr. Morgus’s vested stock options may be exercised until March 31, 2013 and (ii) reduce the 90-day notice period under the Employment Agreement and instead pay Mr. Morgus $54,625, representing the additional salary he would have received during the remainder of the notice period.

Pursuant to the Separation Agreement, Mr. Morgus agrees to release the Company and its affiliates from any and all claims he may have against such persons and to abide by customary confidentiality, noncompetition, nonsolicitation, and nondisparagement provisions. The Company agrees to not make disparaging comments regarding Mr. Morgus, to release him from claims arising in connection with his employment by the Company (subject to certain exceptions), to continue to indemnify him under the Company’s certificate of incorporation as currently in effect and to maintain D&O insurance coverage for him for five years.

The Separation Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The Company has previously filed the Employment Agreement as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2011. The Company refers you to these exhibits for the complete terms of the Separation Agreement and the Employment Agreement, respectively.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

     See the Exhibit Index attached hereto.

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.

Exhibit Index