--------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 29, 2004
AQUACELL TECHNOLOGIES, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-16165 33-0750453
------------------------------ ------------- ------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
10410 Trademark Street, Rancho Cucamonga, CA 91730
---------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(909) 987-0456
--------------------------------------------------
Registrant's telephone number, including area code
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(e))
--------------------------------------------------------------------------------
ITEM 3.01. Notice of Failure to Satisfy a Continued Listing Rule or Standard
(a) On November 29, 2004 the Registrant received a notice from the
American Stock Exchange ("Amex") that it was not in compliance with Section
1003(a)(i) of the Amex Company Guide. The Company has furnished a Plan to the
Amex pursuant to which it proposes to comply with the rule. On December 2, 2004
the Amex advised the Registrant that it had accepted the Registrant's Plan to
come into compliance with the rule within 18 months as required by Section 1009
(b).
SIGNATURE
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.
AQUACELL TECHNOLOGIES, INC.
Date: December 3, 2004 By: /s/ Gary S. Wolff
------------------------------------
Gary S. Wolff
Principal Accounting Officer