EXPLANATORY NOTE

This Amendment No. 1 to the Current Report on Form 8-K/A of NovaDel Pharma Inc., a Delaware corporation (the “Company”), amends and supplements the Current Report on Form 8-K that was filed by the Company with the Securities and Exchange Commission (the “Commission”) on August 22, 2011 (the “Original Form 8-K”), in response to comments the Company received from the Commission on a confidential treatment request the Company made for certain portions of Exhibit 10.2 in the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2011. This Amendment No. 1 to the Company’s Current Report on Form 8-K/A is being filed to amend and supplement Item 1.01.

Item 1.01. Entry into a Material Definitive Agreement.

On August 18, 2011, the Company entered into an exclusive license and distribution agreement (the “Agreement”) with Rechon Life Science AB (“Rechon”) to manufacture and commercialize Zolpimist® outside of the United States, Canada, Israel and North and South Korea. Zolpimist is NovaDel’s oral spray formulation of zolpidem tartrate, approved by the FDA in December of 2008. Under the terms of the agreement, Rechon will assume responsibility for manufacturing and marketing Zolpimist outside the United States, Canada, Israel and North and South Korea. In addition, Rechon will pay a single-digit royalty on each unit shipped from Rechon’s manufacturing facility. Under the terms of the agreement, Rechon is required to complete and submit a regulatory filing for Zolpimist in the European Union. In addition, Rechon is required to launch Zolpimist in at least three countries outside the European Union within 12 months.

The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which the Company intends to file as an exhibit to the Company’s quarterly report on Form 10-Q for the quarter ending September 30, 2011 or as an exhibit to an amendment to this current report on Form 8-K, with portions omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.

Item 7.01 Regulation FD Disclosure

On August 22, 2011, the Company issued a press release to announce the Agreement as set forth above. A copy of the press release is attached hereto as Exhibit 99.1.

The information furnished pursuant to this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.