mri_8k-051812.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: May 17, 2012

(Date of earliest event reported)

MRI INTERVENTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-54575	58-2394628
(State or other jurisdiction	(Commission File	(I.R.S. Employer
of incorporation or organization)	Number)	Identification No.)

One Commerce Square, Suite 2550 Memphis, Tennessee		38103
(Address of principal executive offices)		(Zip Code)

(901) 522-9300

(Registrant's telephone 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 7.01. Regulation FD Disclosure.

Kimble Jenkins, Chief Executive Officer of MRI Interventions, Inc. (the “Company”), is issuing a letter dated May 18, 2012 to stockholders of the Company. A copy of the letter is being furnished herewith as Exhibit 99.1 and will be posted to the Company’s website at http://ir.stockpr.com/mriinterventions/company-news.

The Company is posting an investor presentation to its website at http://ir.stockpr.com/mriinterventions/presentations. A copy of the investor presentation is being furnished herewith as Exhibit 99.2. The Company may use the investor presentation from time to time in conversations with investors, analysts and others.

The Company is furnishing the information contained in Exhibits 99.1 and 99.2 pursuant to Regulation FD. Such information is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

The information contained in Exhibits 99.1 and 99.2 is summary information that is intended to be considered in the context of the Company’s filings with the Securities and Exchange Commission (“SEC”) and other public announcements that the Company may make from time to time, by press release or otherwise. The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

Item 8.01. Other Events

On May 17, 2012, the Financial Industry Regulatory Authority cleared the request of Canaccord Genuity, Inc., a registered brokerage firm, to submit a quote for the Company’s common stock on the Over-The-Counter (OTC) Bulletin Board under the symbol “MRIC”.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.

See Exhibit Index immediately following signature page.

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.

	MRI INTERVENTIONS, INC.

Date: May 18, 2012	By:	/s/ Kimble L. Jenkins
		Kimble L. Jenkins Chief Executive Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Letter dated May 18, 2012 from Kimble Jenkins to stockholders of MRI Interventions, Inc.
99.2	MRI Interventions, Inc. investor presentation dated May 2012