SCHEDULE 14C INFORMATION

                                 (RULE 14C-101)

                 Information Statement Pursuant to Section 14(c)
          of the Securities Exchange Act of 1934 (Amendment No. ______)


Check  the  appropriate  box:

[ ]  Preliminary  Information  Statement
[X]  Definitive  Information Statement     [ ] Confidential, for use of the
                                               Commission  only  (as
                                               permitted by Rule 14c-5(d)(2))


                      FLEMINGTON PHARMACEUTICAL CORPORATION
                -------------------------------------------------
                (Name of Registrant as Specified in Its Charter)

Payment  of  Filing  Fee  (Check  the  appropriate  box):

    [X]  No  Fee  Required.
    [ ]  Fee computed on table below per Exchange Act Rules 14c- 5(g) and 0-11.

    1)  Title  of  each  class  of  securities  to  which  transaction applies:

                    Common Stock, par value $.001 per share
          -------------------------------------------------------------

     2)  Aggregate  number  of  securities  to  which  transaction  applies:

                  14,441,052 shares of Common Stock Outstanding
           ----------------------------------------------------------
     3)  Per  unit  price  or  other  underlying  value  of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee
is  calculated  and  state  how  it  was  determined):
                                     N/A
                   ---------------------------------------------

     4)  Proposed  maximum  aggregate  value  of  transaction:
       ___________________________________________________________________

     5)  Total  Fee  Paid.
       ___________________________________________________________________

[ ]  Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2)  and  identify  the  filing  for  which  the  offsetting fee was paid
previously.  Identify  the  previous filing by registration statement number, or
the  Form  or  Schedule  and  the  date  of  its  filing.

     1)  Amount  Previously  Paid:
       ___________________________________________________________________
     2)  Form,  Schedule  or  Registration  Statement  No.:
       ___________________________________________________________________
     3)  Filing  Party:
       ___________________________________________________________________
     4)  Date  Filed:
       ___________________________________________________________________



                              INFORMATION STATEMENT
                                TO STOCKHOLDERS
                                       OF
                      FLEMINGTON PHARMACEUTICAL CORPORATION

             THIS INFORMATION STATEMENT IS BEING PROVIDED TO YOU BY
                      THE BOARD OF DIRECTORS OF THE COMPANY

              WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED
                             NOT TO SEND US A PROXY.







                      FLEMINGTON PHARMACEUTICAL CORPORATION
                               31 STATE HIGHWAY 12
                          FLEMINGTON, NEW JERSEY  08822





                               SEPTEMBER 11, 2002





TABLE  OF  CONTENTS                                        PAGE
-------------------                                        ----

Information  Statement                                        1

Additional  Information                                       1

Outstanding  Voting  Securities                               2

Principal  Stockholders                                       3

Description  of  Stockholder  Matter                          4

Signature                                                     5




EXHIBIT  LIST
-------------

     1.  Amendment  to  Certificate  of  Incorporation.





                      FLEMINGTON PHARMACEUTICAL CORPORATION
                               31 STATE HIGHWAY 12
                          FLEMINGTON, NEW JERSEY 08822

                              INFORMATION STATEMENT


     This  Information  Statement  is  furnished  to holders of shares of common
stock,  $.001  par  value  (the  "Common  Stock"),  of Flemington Pharmaceutical
Corporation  (the "Company") to notify such stockholders that on or about August
2,  2002,  the  Company  received  written  consents  in  lieu  of  a meeting of
stockholders  from  holders  of  7,584,670  shares  of Common Stock representing
approximately  53% of the total issued and outstanding shares of voting stock of
the Company approving an amendment to the Company's certificate of incorporation
to  change  the name of the Company from "Flemington Pharmaceutical Corporation"
to  "Novadel  Pharma  Inc."  (the  "Stockholder  Matter").

     This  Information  Statement  describing  the  approval  of the Stockholder
Matter  is  first  being mailed or furnished to the Company's stockholders on or
about  September  11,  2002, and such matter shall not become effective until at
least  20 days thereafter.  Expenses in connection with the distribution of this
Information Statement will be paid by the Company and are anticipated to be less
than  $10,000.

     The Board of Directors knows of no other matters other than those described
in this Information Statement which have been recently approved or considered by
the  holders  of  a  majority  of  the  shares  of  the  Company's voting stock.

     The  approval  of  the  Stockholder  Matter  described  in  the Information
Statement  required  the  approval of a majority of the Common Stock present and
entitled  to  vote  in  person  or  by  proxy  on  that  matter.

                             ADDITIONAL INFORMATION

     The  Company is subject to the informational requirements of the Securities
Exchange  Act  of  1934,  as  amended  (the  "Exchange  Act"), and in accordance
therewith files reports, proxy statements and other information including annual
and  quarterly  reports  on Form 10-KSB and 10-QSB (the "1934 Act Filings") with
the  Securities  and  Exchange Commission (the "Commission").  Reports and other
information  filed  by  the  Company  can  be inspected and copied at the public
reference  facilities  maintained  at  the  Commission  at  Room 1024, 450 Fifth
Street,  N.W.,  Washington,  DC  20549.  Copies of such material can be obtained
upon  written request addressed to the Commission, Public Reference Section, 450
Fifth  Street,  N.W.,  Washington,  D.C.  20549,  at  prescribed  rates.  The
Commission  maintains  a  web  site  on  the  Internet (http://www.sec.gov) that
contains  reports,  proxy  and  information  statements  and  other  information
regarding  issuers  that  file  electronically  with  the Commission through the
Electronic  Data  Gathering,  Analysis  and  Retrieval  System  ("EDGAR").

     The  following  documents  as  filed with the Commission by the Company are
incorporated  herein  by  reference:

(1)     Annual  Report  on  Form 10-KSB for the fiscal year ended July 31, 2001.

                                        1

(2)     Quarterly Reports on Form 10-QSB for the periods ended October 31, 2001,
        January  31,  2002,  and  April  30,  2002.

(3)     Proxy  Statement  on  Schedule  14A  dated  January  16,  2002.


                          OUTSTANDING VOTING SECURITIES

     As  of  August 2, 2002 (the "Record Date"), out of the 50,000,000 shares of
Common  Stock authorized there were 14,441,052 shares of Common Stock issued and
outstanding, and out of the 1,000,000 shares of Preferred Stock authorized there
were  no  shares  of  the  Preferred  Stock  outstanding.

     Only  holders of record of the Common Stock at the close of business on the
Record  Date  were  entitled  to  participate  in  the  written  consents of the
Company's  stockholders.  Each  share  of  Common  Stock was entitled to one (1)
vote.

     The  General Corporation Law of the State of Delaware (the "DGCL") provides
in  substance  that  unless  the Company's certificate of incorporation provides
otherwise,  stockholders  may  take action without a meeting of stockholders and
without  prior  notice  if  a  consent or consents in writing, setting forth the
action  so  taken, is signed by the holders of outstanding stock having not less
than  the minimum number of votes that would be necessary to take such action at
a  meeting  at  which  all  shares  entitled  to  vote  thereon  were  present.

     In  accordance  with the DGCL, the Company received more than a majority of
the  shares  of Common Stock approving the Stockholder Matter.  As a result, the
Company  shall  take  all actions necessary to implement the Stockholder Matter.




                                        2

                             PRINCIPAL STOCKHOLDERS

     The  following  table  sets  forth the number of shares of our common stock
owned  as  of  the Record Date by (i) each person who is known by the Company to
own beneficially more than five percent of the Company's common stock; (ii) each
of the Company's officers and directors; and (iii) all officers and directors as
a group.  Except as otherwise noted, the persons named in the table below do not
own  any  other capital stock of the Company and have sole voting and investment
power  with  respect  to  all  shares  beneficially  owned  by  them.

Name and Address or                Amount and Nature Of           Percentage Of
Number In Group(1)                 Beneficial Ownership (2)           Class
------------------                 ------------------------          ------

Harry A. Dugger, III, Ph.D.                 1,829,003(3)              12.12%

John  Klein                                         0(4)               ____

Donald  Deitman                                     0                  ____

Robert  C.  Galler                            700,000(5)               4.62%

Robert  F.  Schaul,  Esq.                     264,310(6)               1.80%

Jack  J.  Kornreich                           244,000(6)               1.67%

Mohammed  Abd  El-Shafy                             0(7)               ----

Lindsay Rosenwald                          13,233,334(8)              62.84%

Biomedical Investment Group, LLC         5,333,334(8)(9)              31.18%

All  Executive  Officers  and      3,037,599(3)(4)(5)(6)(7)           20.21%
Directors  as  a  group
(7  persons)

(1)  The  address  of all holders listed herein is c/o Flemington Pharmaceutical
Corporation,  31  State  Highway  12,  Flemington,  New  Jersey  08822.

(2) Except as otherwise indicated, each named holder has, to our knowledge, sole
voting  and  investment  power  with respect to the shares indicated. Beneficial
ownership  as reported in the table above has been determined in accordance with
Instruction  (4)  to  Item  403  of  Regulation  S-B  of  the  Exchange  Act.

(3)  Includes  options to purchase 200,000 shares of common stock(exercisable at
$.70  per  share)issued  under  the  1992 Stock Option Plan which expire in July
2006; options to purchase 50,000 shares of common stock (exercisable at $.70 per
share)  under  the 1997 Stock Option Plan which expire in December 2006; options
to  purchase  95,000 shares of common stock(exercisable at $.70 per share)issued
under  the  1998  Stock  Option  Plan  which  expire in January 2005, options to
purchase 300,000 shares of common stock issued outside of the Plans (exercisable
at  $1.84  per  share)  which  expire November 2007; 108,000 shares owned by his
daughter  Christina  Dugger;  and 108,000 shares owned by his son Andrew Dugger.
Dr. Dugger may be deemed to be a "parent" of the Company as such term is defined
under  the  Federal  securities  laws.

(4)  Does  not  include  Non-Plan  options, issued in February 2002, to purchase
1,000,000  shares of common stock at an exercise price of $2.40 per share. These
options  vest  in three equal annual installments, beginning in 2003, and expire
in  2012.

(5)  Mr.  Galler  was  granted  Non-Plan options to purchase 1,050,000 shares of
common  stock, at an exercise price of $0.75 per share. 700,000 of these options
are  vested;  the remaining 350,000 options are subject to a condition precedent
which  has  not  yet  been  met.  The  vested  options expire in September 2011.

                                        3

(6)  Includes:  20,000  options,  issued under the 1992 Option Plan, to purchase
common  stock  at  an  exercise price of $.63 per share, expiring in July, 2006;
25,000 options issued under the 1997 Option Plan, to purchase common stock at an
exercise  price of $.63 per share, expiring in March 2008; 10,000 options issued
under  the  1998  Option  Plan, to purchase common stock at an exercise price of
$.63 per share, expiring in September 2009: 95,000 options issued under the 1998
Option  Plan,  to  purchase common stock at an exercise price of $.63 per share,
expiring  in January 2010; and 75,000 options issued under the 1998 Option Plan,
to  purchase  common  stock at an exercise price of $2.63 per share, expiring in
February  2012.

(7)  Does  not include Non-Plan Options, issued in May 2002, to purchase 150,000
shares  of  common  stock  at an exercise price of $3.02 per share.  The options
vest  equally  in  November  2002, May 2003 and May 2004 and expire in May 2012.

(8) Includes 3,950,000 shares of common stock and warrants to purchase 3,950,000
shares  of  common  stock at an exercise price of $.75 per share which expire in
December  2008.  Also  includes  2,666,667  shares of common stock and 2,666,667
warrants  to  purchase  2,666,667  shares of common stock, which expire in March
2009,  owned  by  Biomedical  Investment Group, LLC which is a limited liability
company  wholly  owned  by  Lindsay  A.  Rosenwald.

(9)  Includes  warrants  to  purchase  2,666,667  shares  of  common stock at an
exercise  price  of  $.75  per  share  which  expire  in  March  2009.


COMPLIANCE  WITH  SECTION  16(A)  OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934

     Section  16(a) of the Exchange Act requires officers, directors and persons
who  own  more  than ten (10) percent of a class of equity securities registered
pursuant  to  Section  12  of  the Exchange Act to file reports of ownership and
changes  in  ownership  with  both the SEC and the principal exchange upon which
such  securities  are traded or quoted.  Officers, directors and persons holding
greater  than  ten  (10) percent of the outstanding shares of a class of Section
12-registered  equity  securities  ("Reporting  Persons")  are  also required to
furnish  copies  of  any  such  reports  filed  pursuant to Section 16(a) of the
Exchange  Act  with the Company.  Based solely on a review of the copies of such
forms furnished to the Company, the Company believes that from August 1, 2001 to
July 31, 2002, all Section 16(a) filing requirements applicable to its Reporting
Persons  were  complied  with.


                        DESCRIPTION OF STOCKHOLDER MATTER

AMENDMENT  TO  THE  COMPANY'S CERTIFICATE OF INCORPORATION TO CHANGE THE NAME OF
THE  COMPANY  TO  "NOVADEL  PHARMA  INC."


NAME  CHANGE

     Due  to  the  Company's  desire  to  adopt a name that will more accurately
reflect  the  Company's  character  and  business  operations  within  the
pharmaceutical  industry,  the Board of Directors has determined that it will be
in  the best interests of the Company and its stockholders to change the name of
the  Company  from  "Flemington  Pharmaceutical  Corporation" to "Novadel Pharma
Inc.".

                                        4

     The  Board  of  Directors by unanimous written consent dated July 30, 2002,
and  certain  stockholders  (the  "Majority  Stockholders") owning a majority of
issued and outstanding capital stock of the Company entitled to vote, by written
consent  dated as of August 2, 2002, approved an amendment to its certificate of
incorporation  to  change  the  name of the corporation to "Novadel Pharma Inc."
The  amendment  to  the  certificate of incorporation is set forth as Annex A to
this  Information  Statement.

     After  the name change, it is anticipated that the Company's trading symbol
for  the  OTC  Bulletin  Board  will  be  changed  from  "FLEM"  to  "NVDL".

VOTE  REQUIRED

     The affirmative vote of the holders of a majority of the outstanding common
shares  is  required for approval of the Stockholder Matter, which vote has been
obtained  by  written  consent  dated  as  of  August  2,  2002.

DISSENTERS'  RIGHTS

     Dissenters'  rights  will  not  be available to stockholders who oppose the
amendment  to  the  certificate  of  incorporation  of  the Company as presented
herein.

BOARD  OF  DIRECTORS  RESERVATION  OF  RIGHTS

     The  Company  intends to file a certificate of amendment to the certificate
of  incorporation  with  the  Delaware Secretary of State changing the corporate
name to "Novadel Pharma Inc."  within 30 days of the mailing of this Information
Statement.

     Our  Board  of  Directors  reserves  the right, notwithstanding stockholder
approval and without further action by the stockholders, to elect not to proceed
with  the  Stockholder  Matter,  if at any time prior to filing a certificate of
amendment  to  the  certificate of incorporation, the Board of Directors, in its
sole  discretion,  determines  that it is no longer in the best interests of the
Company  and  its  stockholders.

IF  YOU  HAVE  ANY  QUESTIONS  REGARDING  THIS  INFORMATION  STATEMENT,

                                 PLEASE CONTACT:

                           Harry A. Dugger, III, Ph.D.
                               31 State Highway 12
                          Flemington, New Jersey  08822
                                  (908) 782-3431

                                      By  order  of  the  Board  of  Directors
                                      Flemington  Pharmaceutical
                                      Corporation

                                      /s/ Harry A. Dugger, III,  Ph.D.
                                      ________________________________________
                                      Harry  A.  Dugger,  III,  Ph.D.
                                      Chief  Executive  Officer  and
                                      President

                                        5




                                                                         ANNEX A

                            CERTIFICATE OF AMENDMENT

                                        OF

                          CERTIFICATE OF INCORPORATION

                                       OF

                      FLEMINGTON PHARMACEUTICAL CORPORATION


It  is  hereby  certified  that:

1.     The  name  of  the  corporation (hereinafter called the "corporation") is
Flemington  Pharmaceutical  Corporation.

2.     The  certificate of incorporation of the corporation is hereby amended by
striking  out  Article First in its entirety and by substituting in lieu of said
Article  the  following  new  Article:

                                 "ARTICLE FIRST
                                      NAME

          1.1 The name of the corporation (hereinafter called the "Corporation")
     is  Novadel  Pharma  Inc."


3.     The  amendment  of  the certificate of incorporation herein certified has
been  duly  adopted  and  written  consent has been given in accordance with the
provisions  of  Sections 228 and 242 of the General Corporation Law of the State
of  Delaware.


Signed  on  ________  ___,  2002.

                                    FLEMINGTON  PHARMACEUTICAL  CORPORATION



                                   By: __________________________
                                   Name:
                                   Title: