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

On October 10, 2012, the NASDAQ Stock Market ("NASDAQ") announced that it will delist the common stock of Dynacq Healthcare, Inc. (the "Company"). Trading in the Company's stock was halted on August 9, 2012, and the Company's stock was suspended on October 4, 2012. The Company's stock has not traded on NASDAQ since August 9, 2012. NASDAQ announced that it will file a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting is expected to become effective ten days after the Form 25 is filed.

Immediately following the suspension and delisting, the Company's common stock will be eligible to trade in the "Grey Market." Grey Market securities do not have bid or ask quotations in the OTC Link system or the OTCBB. Broker-dealers must report Grey Market trades to FINRA, so trade data is available on http://www.otcmarkets.com and other public sources. The Company's stock is not immediately eligible for trading on the over-the-counter market due to the fact that trading in the Company's stock was halted on NASDAQ.

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