8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):  August 2, 2007

ICEWEB, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-27865	13-2640971
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

205 Van Buren Street, Suite 150, Herndon, Virginia 20170

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:  703-964-8000

_________________________________________________

(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

On August 2, 2007, the Company issued a press release providing certain forward-looking guidance.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated August 2, 2007

SIGNATURES

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.

ICEWEB, INC.

Date:  August 2, 2007	By:	/s/ John R. Signorello
		John R. Signorello,
		Chief Executive Officer

- 2 -

EX-99

Exhibit 99.1

FOR IMMEDIATE RELEASE

NEWS RELEASE for August 2, 2007

Contact:	Allen & Caron	IceWEB, Inc.
	Rudy Barrio (investors)	Gary Dunham
	Brian Kennedy (media)	703 964 8000
	212 691 8087	investor@IceWEB.com
	r.barrio@allencaron.com
	brian@allencaron.com

IceWEB™ Updates Yearly Projection to $19,000,000

Revenue in 3^rd Quarter up 337% over 3^rd Quarter ‘06

Herndon, Virginia – August 2, 2007 – IceWEB Inc., www.iceWEB.com (OTCBB: IWEB), announced today that the company is upgrading its revenue forecast for fiscal 2007 to $19,000,000 from previously estimated $17,000,000. The company will hold an Investor Conference Call on August 15, 2007 at 10:00am. Dial in number for USA: 866-309-0490 For international callers 720-348-6820 Meeting ID: 1424520. The company is eager to hear from shareholders and any interested parties. Please submit any questions, ideas or recommendations to investor@iceweb.com before 5:30pm EST on Friday August 10^th, 2007.

IceWEB CEO and Chairman, John R. Signorello, stated, “Our third quarter was significantly improved over the same quarter last year. The momentum is now building for 2008 to be a breakout year. We anticipate organic growth to produce $30,000,000 in sales in 2008. The sales performance we expect to deliver this year, $19,000,000, coupled with the infrastructure we currently have in place positions us to strategically grow all aspects of the business moving forward.”

To be added to IceWEB’s investor relations email list please click on the following link: http://www.iceweb.com/home_investrelations.aspor call Investor Relations at 703-964-8000 ext 0961.

About IceWEB

IceWEB, Inc., (OTC BB: IWEB), utilizes a hosted software services model that brings technologies normally reserved for large corporations to the small business customer. By subscribing to IceWEB’s flagship products, IceMAIL and IcePORTAL small and medium sized businesses can now have the benefits of these more advanced software systems for a low ‘pay as you grow’ basis instead of being faced with large up-front capital expenses. IceWEB also provides network infrastructure solutions services to our enterprise and Government customers with a specific focus on network security. Founded in 2000, IceWEB is headquartered in Herndon, VA, and serves customers in the public and private sectors. For more information, please visit http://www.IceWEB.com or http://www.IceMAIL.com.

Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995: Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements that involve risks and uncertainties, including but not limited to business conditions and the amount of growth in the computer industry and general economy, competitive factors, and other risks detailed from time to time in the Company’s SEC reports, including but not limited to its annual report on Form 10-K and its quarterly reports on Forms 10-Q. The Company does not undertake any obligation to update forward-looking statements.

All trademarks and brand names are the property of their respective companies.