8-K

UNITED STATES

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)

July 24, 2014

MELA SCIENCES, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-51481	13-3986004
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

50 Buckhout Street, Suite 1 Irvington, New York	10533
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (914) 591-3783

N/A

(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:

¨ 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 8.01. Other Events.

MELA Sciences, Inc. (the “Company”) received a letter dated July 24, 2014 from the NASDAQ Stock Market LLC (“NASDAQ”) notifying the Company that the staff of NASDAQ has determined that for ten consecutive business days from July 10, 2014 to July 23, 2014, the closing bid price of the Company’s common stock had been at $1.00 per share or greater. Accordingly, the Company has regained compliance with Listing Rule 5500(a)(2).

On July 29, 2014, the Company issued a press release with respect to regaining compliance with the NASDAQ listing requirement, a copy of which is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.	Exhibit Description
99.1	Press Release dated July 29, 2014.

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.

MELA SCIENCES, INC.
By:	/s/ Robert W. Cook
	Robert W. Cook,
	Chief Financial Officer

Date: July 29, 2014

-3-

EX-99.1

Exhibit 99.1

MELA Sciences Regains Compliance with NASDAQ Listing Requirements

Irvington, NY, July 29, 2014 — MELA Sciences, Inc. (NASDAQ: MELA), developer of the MelaFind^® system, an optical diagnostic device approved for use in the U.S. and the European Union to assist dermatologists in melanoma diagnosis, today announced that it has received a letter from The NASDAQ Stock Market advising that the Company has regained compliance with NASDAQ’s minimum bid price listing requirement.

MELA Sciences has satisfied the terms of the NASDAQ Listing Qualifications Panel by complying with the minimum bid price requirement of $1.00 per share under NASDAQ Listing Rule 5550(a)(2), and all other criteria for continued listing on The NASDAQ Capital Market. Accordingly, NASDAQ has advised that the matter is now closed.

About MELA Sciences, Inc. www.melasciences.com

MELA Sciences is a medical technology company dedicated to designing and developing innovative software-driven technology for the clinical early detection and prevention of skin cancer. MELA Sciences conducted the largest, positive prospective study ever done on the melanoma disease, and is the first and only medical technology company to receive both FDA Pre-Market Approval (PMA) for the U.S. and CE Marking certification for the European Union for a device of this nature.

Media	Investors
Diana Garcia Redruello	Andrew McDonald
MELA Sciences, Inc.	LifeSci Advisors, LLC
212-518-4226	646-597-6987
dgarcia@melasciences.com	Andrew@LifeSciAdvisors.com