Item 8.01 Other Events.

On April 28, 2009, SteelCloud received notice from Nasdaq indicating that Nasdaq has granted SteelCloud an extension of time to regain compliance with Listing Rule 5550(b) (the "Rule"). The Rule requires a Nasdaq listed company to maintain a minimum of (a) $2,500,000 stockholders' equity, or (b) $35,000,000 market value of listed securities, or (c) $500,000 net income from continuing operations for the most recently completed fiscal year or two of the three most recently completed fiscal years. As previously disclosed by SteelCloud in a Current Report on Form 8-K which was filed with the Securities and Exchange Commission on March 27, 2009, SteelCloud received notice from Nasdaq relating to the delisting of SteelCloud's securities as a result of SteelCloud's noncompliance with the Rule.

The terms of the extension include: (a) on or before July 6, 2009, SteelCloud must complete an equity transaction or a merger/and or acquisition, and (b) SteelCloud must make appropriate disclosures to the SEC and Nasdaq on a Form 8-K. In the event SteelCloud does not satisfy the terms of the extension, Nasdaq will provide written notification that SteelCloud's securities will be delisted.

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