dvi8-kpromnote.htm

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)

December 24, 2008

ECOLOGY COATINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada	333-91436	26-0014658
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(State or other jurisdiction incorporation)	(Commission File Number)	(IRS Employer or Identification No.)

2701 Cambridge Court, Suite 100

Auburn Hills, MI 48326

___________________________________________________

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 248-370-9900

(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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On December 24, 2008, the Company issued a convertible promissory note to Seven Industries in the principal amount of Twenty Thousand Dollars ($20,000) bearing interest at five percent (5%) per annum, with a maturity date of June 30, 2009. Seven Industries is wholly owned by J.B. Smith, a director of the Company and the managing partner of Equity 11, Ltd. which holds 2,010 shares of the Company’s 5% Convertible Preferred Shares. At its option, the Company may extend the maturity date for an additional thirty (30) days upon delivery to Seven Industries of Fifteen Thousand (15,000) shares of the Company’s common stock. Seven Industries, at its option, may demand payment of all amounts owed under the note within fifteen (15) days following the Company’s completion of either (i) an underwritten public offering of its securities or (ii) a private offering exempt from registration under Section 4(2) of the Securities Act of 1933, as amended which results in proceeds, net of underwriting discounts and commissions, in excess of One Million Dollars ($1,000,000). The amounts due under the note may also be accelerated upon an event of default.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number	Description

10.54	Promissory Note dated December 24, 2008 in favor of Seven Industries

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.

	ECOLOGY COATINGS, INC.

DATE: December 24, 2008	By: /s/ Daniel V. Iannotti
	Daniel V. Iannotti
	Vice President, General Counsel and Secretary