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): August 30, 2005
                               (AUGUST 26, 2005)

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                                  CATUITY INC.
             (Exact name of registrant as specified in its charter)


          DELAWARE                       000-30045               38-3518829
(State or other jurisdiction     (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)


   2711 E. JEFFERSON AVE.
   DETROIT, MICHIGAN 48207                                    (313)-567-4348
    (Address of principal                               (Registrant's telephone
     executive offices)                                      number, including
                                                              area code)

                                 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.

(  )  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

On August 26, 2005, the Company issued a press release disclosing that Catuity's
A$7 million (US$5.29 million) recapitalization was oversubscribed and that it
plans to close the acquisition of Loyalty Magic Pty Ltd on Sept. 1.

A copy of the press release issued regarding the capital raise and acquisition
is included as Exhibit 99.6.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

        (c) Exhibits

       Exhibit No.            Description of Exhibits
       -----------            -----------------------

          99.6                 Catuity Raises A$7M (US$5.29M); Acquisition
                               Closes Sept. 1


                                    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 thereunto duly authorized.


                                              CATUITY INC.
                                              (Registrant)


                                        By /s/ John H. Lowry
                                           ------------------------------------
                                             John H. Lowry
                                             Senior Vice President,
                                             Chief Financial Officer & Secretary

Date:  August 30, 2005

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EX-99.6

                                                                    EXHIBIT 99.6
           CATUITY RAISES A$7M (US$5.29M); ACQUISITION CLOSES SEPT. 1

Company Anticipates Full Compliance with NASDAQ Rules

DETROIT, MI and SYDNEY, Australia (Friday, August 26, 2005) -- Catuity, Inc.
(NASDAQ: CTTY; ASX: CAT), a provider of POS-focused solutions, including loyalty
and gift card, said today that its recapitalization was oversubscribed at A$7
million (US$5.29 million) and that it plans to close the acquisition of Loyalty
Magic Pty Ltd on Sept. 1.

Catuity expects that these actions, approved on July 19 by shareholders, will
bring the company into compliance with the listing rules of NASDAQ. The company
expects to have shareholder equity (net assets) of approximately $8.1 million on
September 30, 2005, which is well in excess of the minimum required by NASDAQ.

"We had strong support from existing shareholders, institutional investors in
Australia, and for the first time, U.S. institutional investors," said John
Racine, President and CEO of Catuity Inc. "We have notified the Nasdaq Listings
Qualifications Panel of our capital raising results and have reiterated our
request that they allow us time to close the raise and the pending acquisition
to demonstrate that we are back in compliance with the listing rules. We
continue to believe that they will allow us to demonstrate compliance."

Separately, the Company announced today the appointment of Don Campion, the
former CFO of VeriFone, North America's largest point of sale terminal
manufacturer, to the board of directors and as chairman of the Company's Audit
Committee. The appointment brings Catuity back into compliance with NASDAQ's
continuous listing requirement of having three independent directors on its
audit committee.

Following the completion of the capital raise and the acquisition of Loyalty
Magic, Catuity will have approximately 1,814,000 shares outstanding. Of those,
approximately 70% will be listed to trade on NASDAQ (which includes the shares
issued under the Loyalty Magic acquisition) and the balance on the Australian
Stock Exchange. The newly issued shares listed on the ASX are expected to begin
trading on Sept. 8, while new shares listed on NASDAQ are subject to the Company
completing a registration statement on Form S-3. The Director's, including Mr.
Campion, have invested $A233,000 in the capital raise.

"The mix of the holdings of shares is a reversal of our historical mix of share
holdings and it marks the first time that we have raised capital from U.S.
institutions with a long-term view of leveraging our liquidity of the NASDAQ
market," said Mr. Racine. "This is good news for both markets, as we have seen
demonstrated in trading volumes in recent weeks. Our liquidity will enable us to
use our stock to execute the acquisition of profitable POS-focused companies in
the U.S. market."

The recapitalization of the company was accomplished through the sale of common
stock, which is unusual for a capital raise for a company in turnaround mode.
"We are pleased that we were able to minimise dilution of existing shareholders
while giving them an opportunity to top up in the recapitalization," said
Alexander (Sandy) Dawson, the non-executive chairman of Catuity. "Over one-third
of the capital raise was taken up by Australian investors." All applications
from shareholders have been accepted in full. Catuity's adviser on the capital
raise was Hindal Ventures through its licensed entity Hindal Securities.

Catuity expects to close the acquisition of Loyalty Magic on Sept. 1. As
previously disclosed, the company will designate Melbourne as its new Australian
headquarters.

"While there are economies that will be realized through this acquisition, the
real opportunity is combining our capabilities in loyalty and gift card for
chain retailers," said Chris Leach, who will become CEO of Catuity's Australian
operations. "Our combined technology, experience and financial resources will
support our growth plans through 2006."

Catuity will provide a detailed update of the progress of the acquisition on
Nov. 14 when it releases third quarter results.

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"Our focus now is on executing the next phase of our strategy, which is to
consummate our first acquisition of a profitable POS-focused company in the
U.S.," said Racine. "With the completion of the recapitalization, we can
continue to focus both on sales execution and advancing discussions, negotiation
and execution of definitive agreements with acquisition targets."

Catuity, Inc. makes the point of sale more profitable for its clients by
delivering products and services that reduce costs and generate new revenue.
More information on Catuity is available at its website: http://www.catuity.com.

In conjunction with the provisions of the "Safe Harbor" section to the Private
Securities Litigation Reform Act of 1995, this release may contain
forward-looking statements pertaining to future anticipated projected plans,
performance and developments, as well as other statements relating to future
operations. All such forward-looking statements are necessarily only estimates
of future results and there can be no assurance that actual results will not
materially differ from expectations. Further information on potential factors
that could affect Catuity, Inc. is included in the Company's Form 10-K, which is
filed with the US Securities & Exchange Commission.

Contact:          Jack Lowry
                  Catuity Inc.
                  313.567.4348, ext. 202
                  jackl@catuity.com

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