On May 7, 2009, Arrhythmia Research Technology, Inc. (the "Company") announced its financial results for the three months ended March 31, 2009. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.01 to this Current Report on Form 8-K.

The information in this Form 8-K and Exhibit 99.1 attached hereto 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.

On May 6, 2009, the Company's Board of Directors adopted amendments to the Company's Amended and Restated By-laws (the "By-laws"). The purpose and effect of the principal amendments to the existing By-laws is briefly summarized below. The summary of the amendments made to the existing By-laws of the Corporation is not intended to be complete and is qualified in its entirety to the Amended and Restated By-laws as amended, attached as Exhibit 3.2 to this Current Report on Form 8-K.

Article II, Section 9, entitled "Vote" has been amended to state that the election of directors shall be by a plurality of the votes cast by the stockholders present in person or represented by proxy at the meeting and entitled to vote thereon, subject to the rights of the holders of preferred stock to elect directors as set forth in one or more series of preferred stock.

Article VI entitled "Indemnification" has been modified to set forth specifically the obligation of the Corporation regarding (a) mandatory indemnification of directors and executive officers; (b) prepayment of expenses and advancement of expenses conditioned on an undertaking to repay certain advances, (c) rights to indemnification and advancement of expenses being deemed contractual rights; (d) nonexclusivity of rights to indemnification; (e) offset of indemnification against other sources including insurance coverage; (f) authorization to purchase and maintain insurance; (g) survival of indemnification rights; and (h) permissive indemnification of officers, employees and agents of the Corporation. The previous Article VI required indemnification of persons serving as directors, officers, employees or agents of the Corporation to the fullest extent permitted by Delaware law.

Item 9.01           Financial Statements and Exhibits.

(d)      Exhibits.

Exhibit No.                Description

                          3.2 Amended and Restated Bylaws

99.01 Press Release dated May 7, 2009