8-K 1 e18794_8k.txt FORM 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: August 10, 2004 ------------------------------- (Date of earliest event reported) SPHERIX(R) INCORPORATED -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-5576 52-0849320 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission file number) (I.R.S. Employer of incorporation) Identification No.) 12051 Indian Creek Court, Beltsville, Maryland 20705 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including area code: (301) 419-3900 Not Applicable -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 12: RESULTS OF OPERATIONS AND FINANCIAL CONDITION On August 10, 2004, the Registrant issued a press release regarding its financial results for the first quarter ended June 30, 2004. A copy of the press release is attached hereto as Exhibit 99.1. The information provided in this Current Report on Form 8-K is being provided pursuant to Item 12 of Form 8-K. In accordance with General Instruction B.6 of Form 8-K, the information in this report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing. 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. Spherix Incorporated By: /s/ Thomas W. Gantt ---------------------------------- Thomas W. Gantt Chief Executive Officer Date: August 10, 2004 EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press Release dated August 10, 2004 2