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 (Date of Earliest Event Reported): August 12, 2005

APPLICA INCORPORATED

(Exact name of Registrant as specified in its charter)

Commission File Number 1-10177

Florida	59-1028301
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

3633 Flamingo Road, Miramar, Florida	33027
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (954) 883-1000

     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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

     In June 2005, the Securities and Exchange Commission approved certain amendments to the continued listing criteria for issuers with a class of securities registered on the New York Stock Exchange (the “NYSE”), under Rule 802.01 of the NYSE’s Listed Company Manual. Under the new continued listing requirements, as they apply to Applica Incorporated (“Applica”), one of the conditions which would cause Applica to fall “below criteria” is if its average market capitalization is less than $75 million over a 30 trading-day period and, at the same time, its stockholders’ equity is less than $75 million. The listing standards previously in effect required Applica to maintain market capitalization or stockholders’ equity over $50 million, among other standards, in order to meet the continued listing requirements. Applica was in full compliance with the listing standards previously in effect.

     On August 12, 2005, Applica received official notice from the NYSE that it failed to meet the new continued listing requirements, as its total market capitalization was less than $75 million over a 30 trading-day period and its stockholders’ equity was less than $75 million. In its press release issued July 29, 2005 announcing its results of operations for its second fiscal quarter of 2005, Applica reported total stockholders’ equity of approximately $70.6 million as of June 30, 2005. In addition, based on 24,163,812 shares outstanding as of August 11, 2005, and the reported closing price of Applica’s common stock on the NYSE on that date ($2.38), Applica had a market capitalization of approximately $57.5 million as of that date.

     Under the applicable NYSE compliance procedures, Applica has 45 days from the date of its receipt of the notice to submit a plan to the NYSE to demonstrate its ability to achieve compliance with the continued listing standards within 18 months. Applica currently intends to submit such a plan. Beginning August 19, 2005, the NYSE will make available on its consolidated tape an indicator, “.BC,” to reflect that Applica is below the NYSE’s quantitative continued listing standards. In order to achieve compliance with the new continued listing standards, Applica would have to increase its stockholders’ equity to $75 million, or to demonstrate a market capitalization of at least $75 million, but not necessarily both, at the end of the 18-month compliance period or for two consecutive quarters. If Applica fails to submit a compliance plan, if the NYSE does not accept its plan, or if Applica is unable to gain compliance with the new standards, Applica would seek listing on another exchange.

Item 9.01. Financial Statements and Exhibits.

     (c) Exhibits. On August 12, 2005, Applica issued a press release announcing its receipt of the notice from the NYSE. A copy of the press release is attached as Exhibit 99 to this report.

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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.

Date: August 12, 2005	Applica Incorporated
	By:	/s/ Terry Polistina
		Terry Polistina, Senior Vice President and Chief
		Financial Officer of Applica Incorporated

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Exhibit Index

Exhibit No.		Description
	99	Applica Incorporated Press Release dated August 12, 2005

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EX-99.1

Exhibit 99

FOR IMMEDIATE RELEASE

Contact:	Investor Relations Department
	(954) 883-1000
	investor.relations@applicamail.com

Applica Incorporated Announces
NYSE Non-Compliance Notice

     Miramar, Florida (August 12, 2005) — Applica Incorporated (NYSE: APN) today announced that it has been notified by the New York Stock Exchange (NYSE) that it is not in compliance with the NYSE’s continued listing standards. Applica is considered “below criteria” by the NYSE because over a consecutive 30 day trading period, its total market capitalization and its shareholders’ equity were each less than $75 million.

     While Applica was in full compliance with the previous continued listing standards set forth by the Exchange, the NYSE recently adopted new continued listing standards with which the Company is not currently in compliance. In accordance with the continued listing criteria set forth by the NYSE, the Company intends to present a plan to the NYSE within the 45 day required timeframe demonstrating how it intends to comply with the continued listing standards.

     Applica Incorporated and its subsidiaries are marketers and distributors of a broad range of branded small household appliances. Applica markets and distributes kitchen products, home products, pest control products, pet care products and personal care products. Applica markets products under licensed brand names, such as Black & Decker®, its own brand names, such as Windmere®, LitterMaid®, Belson® and Applica®, and other private-label brand names. Applica’s customers include mass merchandisers, specialty retailers and appliance distributors primarily in North America, Latin America and the Caribbean. The Company operates a manufacturing facility in Mexico. Additional information regarding the Company is available at www.applicainc.com.