8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


         Date of Report (Date of earliest event reported)     APRIL 17, 2006
                                                           ---------------------

                                  NETGURU, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           DELAWARE                000-28560                  22-2356861
           --------                ---------                  ----------
(State or other jurisdiction      (Commission                (IRS Employer
      of incorporation)           File Number)             Identification No.)

      22700 SAVI RANCH PARKWAY, YORBA LINDA, CALIFORNIA         92887
- --------------------------------------------------------------------------------
           (Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code            (714) 974-2500
                                                    ----------------------------

                                 NOT APPLICABLE
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)

     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 (SEE General Instruction A.2. below):

     |_| 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(c))





ITEM 7.01.        REGULATION FD DISCLOSURE.

         On April 17, 2006, netGuru issued a press release announcing that it is
considering delisting from Nasdaq and terminating its SEC reporting obligations,
while its board of directors continues to evaluate opportunities to merge or
sell all or part of its remaining operations. A copy of the press release is
attached as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01.        FINANCIAL STATEMENTS AND EXHIBITS.

         (a)      Financial Statements of Businesses Acquired.
                  --------------------------------------------

                  Not applicable.

         (b)      Pro Forma Financial Information.
                  --------------------------------

                  Not applicable.

         (c)      Shell Company Transactions.
                  ---------------------------

                  Not applicable.

         (d)      Exhibits.
                  ---------

                  Number   Description
                  ------   -----------

                  99.1     Press release dated April 17, 2006


                                      -2-





                                    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.

Date:  April 19, 2006              NETGURU, INC.

                                   By:  /S/ BRUCE K. NELSON
                                        ----------------------------------------
                                        Bruce K. Nelson, Chief Financial Officer





                                      -3-






                         EXHIBIT ATTACHED TO THIS REPORT



                  Number   Description
                  ------   -----------

                  99.1     Press release dated April 17, 2006






                                      -4-

EX-99.1

                                                                    EXHIBIT 99.1
                                    netGuru
                                    -------

Bruce Nelson                                        Dan Matsui/Gene Heller
Chief Financial Officer                             Silverman Heller Associates
(714) 974-2500 x-5215                               (310) 208-2550


   NETGURU INC. CONSIDERS DELISTING AND TERMINATING SEC REPORTING OBLIGATIONS
       Board of Directors Continues Evaluating Sale, Merger Opportunities

Yorba Linda, Calif.--April 17, 2006--netGuru, Inc. (Company) (Nasdaq: NGRU) is
considering delisting from Nasdaq and terminating its SEC reporting obligations,
while its board of directors continues to evaluate opportunities to merge or
sell all or part of its remaining operations.

Since November 2005, the special committee appointed by netGuru's board of
directors has been evaluating strategic alternatives and options for the Company
and its information technology, Web 4, and engineering business process
outsourcing businesses. Discussions with a number of public and private entities
continue to be held involving potential asset purchases, common stock purchases,
and reverse mergers, but, to date, interest has been at levels substantially
below valuation indicated by recent stock price.

Currently, the Company's cash position is approximately $3.3 million, of which
$1.1 million remains restricted in connection with the sale of the REI division
in November 2005, and another $1.4 million is reserved for operational
commitments, leaving approximately $800,000 in working capital and accessible
cash.

Revenues are not expected to measurably increase during the next six months and,
although cost reductions have continued in force since before the sale of REI,
ongoing operations continue to cause net cash usage. A substantial portion of
those ongoing expenses is attributable to being a Nasdaq-listed and
SEC-reporting company.

As a result, the board has determined that it may not be cost-effective for the
Company to remain listed on Nasdaq and maintain full-reporting status relative
to its remaining operations. Furthermore, as previously announced, the Company
is not in compliance with Nasdaq's $1.00 minimum closing bid price requirement
for continued listing on The Nasdaq Capital Market. Therefore, an alternative
under consideration to conserve resources and avoid involuntary delisting is to
voluntarily delist the Company's shares from trading on Nasdaq and terminate the
Company's SEC reporting obligations under Sections 12 and 15 of the Securities
Exchange Act of 1934.

Considering the rate of cash usage in light of the Company's current cash
position, if a merger or sale on acceptable terms is not consummated within the
next few months, the Company intends to proceed with steps to delist from Nasdaq
and terminate its SEC reporting obligations if the Company is then eligible to
do so.





About netGuru
netGuru is an engineering services company offering engineering business process
outsourcing (EBPO) services for the architecture, engineering, and construction
(A/E/C) industry; document/project collaboration software/solutions for A/E/C
companies, enterprise software providers, software integrators, and other
businesses engaged in document/project-centric operations; and technical
services and support. netGuru offices are located in the United States, Europe,
and India. For more information, please visit www.netguru.com.


Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995:
With the exception of historical or factual information, the matters discussed
in this press release, including without limitation, consideration to delist,
consideration to terminate SEC reporting obligations, potential sale of all or
part of the Company, level of interest relative to market value, present and
future cash position, cash requirements, revenues, and timing of discussions and
decisions regarding delisting and deregistration, are forward-looking statements
that involve risks and uncertainties. Actual future results may differ. Factors
that could cause or contribute to such differences in results include, but are
not limited to, the special committee's ability to identify, negotiate and
consummate any divestiture or other strategic transaction, netGuru's ability to
conserve resources and implement further reductions in ongoing expenses, legal
and other restrictions on netGuru's ability to voluntarily delist and deregister
its common stock, and other factors discussed in the "Risk Factors" Section of
netGuru's Form 10-KSB for the fiscal year ended March 31, 2005, and other
filings made with the U.S. Securities and Exchange Commission.