8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 2, 2012

Commission File Number:  000-03718

Park City Group, Inc.
(Exact name of small business issuer as specified in its charter)

Nevada
(State or other jurisdiction of incorporation or organization)

37-1454128
(IRS Employer Identification No.)

3160 Pinebrook Rd., Park City, Utah 84098
(Address of principal executive offices)

435-645-2000
(Registrant's Telephone number)

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 (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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On August 2, 2012, Park City Group, Inc. (the "Company") announced that Edward Clissold, the Company's General Counsel, was appointed as the Chief Financial Officer. Mr. Clissold also serves as the Company's General Counsel. Mr. Clissold will succeed David Colbert, who resigned to pursue another professional opportunity. A press release announcing Mr. Clissold's appointment is attached to this Current Report on Form 8-K as Exhibit 99.1.

Mr. Clissold has served as the Company's General Counsel since March 2002. Prior to joining the Company, he served as General Counsel for Mrs. Fields' Cookies from August 1987 to April 1995 and was also in private practice. Mr. Clissold holds a Bachelors degree in Finance from the University of Utah and a Law Degree from Brigham Young University.

Item 9.01 Financial Statements and Exhibits.

See Exhibit Index.

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.

Park City Group, Inc.

Date:   August 6, 2012

By:	/s/ Randy Fields
	Name: Randy Fields
	Title: Chief Executive Officer

Exhibit Index

Exhibit No.	Description
EX-99.1	Press Release dated August 6, 2012

EX-99

Park City Group Appoints Ed Clissold as Chief Financial Officer

Park City, Utah -- August 6, 2012 --Park City Group (NYSE: AMEX: PCYG) today announced that Edward Clissold has been appointed Chief Financial Officer of the Company.  Mr. Clissold will succeed David Colbert who resigned effective August 2, 2012 to pursue another professional opportunity.

Mr. Clissold has served as Park City Group’s General Counsel since March 2002 and will continue on in dual roles for the Company.  Prior to that, he served as General Counsel for Mrs. Fields’ Cookies from August 1987 to April 1995 and was also in private practice. Mr. Clissold holds a Bachelors degree in Finance from the University of Utah and a Law Degree from Brigham Young University.  

“In his legal capacities, Ed has worked extensively on our finance, accounting and related matters.  Combined with his breadth of experience, he is a logical choice for our new Chief Financial Officer,” said Randall K. Fields, Chairman and Chief Executive Officer.  “Ed has been a colleague for many years in multiple ventures. The Board of Directors and I are confident in his abilities to help us achieve our strategic plans."  

“We would like to thank Dave Colbert for his contribution to the Company as CFO and we wish him well in his new endeavor,” concluded Mr. Fields.  

About Park City Group

Park City Group (NYSE Amex: PCYG) is a Software-as-a-Service (“SaaS”) provider that brings unique visibility to the consumer goods supply chain.  With over $100 million invested in development and 16 years of commercialization surrounding its proprietary scan based data platform, the Company’s services increase customers’ sales and profitability, while ensuring regulatory compliance for both retailers and their suppliers.  

Through a process known as Consumer Driven Sales Optimization^TM, Park City Group helps retail and consumer packaged goods customers turn transactional information into actionable strategies to lower inventory, increase sales and improve efficiencies in the supply chain.  

The Company’s Food Safety Global Registry^TM provides food retailers and suppliers with a robust solution that will help them protect their brands and remain in compliance with rapidly evolving regulations in the recently-passed Food Safety Modernization Act.  The Food Safety Global Registry, an internet-based technology, will enable all participants in the farm-to-table supply chain to easily manage tracking and traceability requirements as products move between trading partners.  For more information, go to www.parkcitygroup.com.

Investor Relations Contact:

Dave Mossberg

Three Part Advisors, LLC

817-310-0051

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