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SCLD > SEC Filings for SCLD > Form 8-K on 18-Sep-2009All Recent SEC Filings

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Form 8-K for STEELCLOUD INC


18-Sep-2009

Results of Operations and Financial Condition, Notice of Delisting or Failure to S


Item 2.02. Results of Operations and Financial Condition.

On September 14, 2009, SteelCloud issued a press release relating to its financial results for its third quarter of fiscal 2009, which ended July 31, 2009, and announcing a conference call relating to these financial results which was held on September 15, 2009. A copy of the press release is attached as Exhibit 99.1 and a copy of the transcript of the conference call is attached as Exhibit 99.2.

The information in this Current Report on Form 8-K (including exhibits 99.1 and 99.2 filed herewith) is furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by SteelCloud under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.



Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On September 18, 2009, SteelCloud announced that it has received notice from NASDAQ, under Marketplace Rule 5450(a)(1), that its common stock is subject to potential delisting from the NASDAQ Capital Market because the bid price of its common stock closed below the minimum $1.00 per share requirement for 30 consecutive business days prior to September 15, 2009. SteelCloud has been granted an initial 180 calendar days, or until March 15, 2010, to regain compliance.

A copy of the press release is attached hereto as Exhibit 99.3.



Item 8.01 Other Events.

On September 14, 2009, SteelCloud issued a press release relating to its financial results for its third quarter of fiscal 2009, and announcing a conference call relating to these financial results which was held on September 15, 2009. Please see Item 2.02. A copy of the press release is attached as Exhibit 99.1 and a copy of the transcript of the conference call is attached as Exhibit 99.2.

On September 18, 2009, SteelCloud issued a press release announcing the receipt of a notice from NASDAQ relating to the delisting of its common stock. Please see Item 3.01. A copy of the press release is attached hereto as Exhibit 99.3.



Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release dated September 14, 2009, entitled "SteelCloud Announces Third Quarter 2009 Results".

99.2 Transcript of SteelCloud Earnings Conference Call for Third Quarter 2009, held on September 15, 2009.

99.3 Press Release dated September 18, 2009, entitled "SteelCloud Receives NASDAQ Notification Regarding Bid Price; Grace Period Granted Through March 15, 2010".


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