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) 4 May 2007
                                                          ----------

                        Microwave Filter Company, Inc.
               (Exact Name of Registrant as Specified in Charter)


          New York                      0-10976                   16-0928443
- -----------------------------   -----------------------      -------------------
(State or Other Jurisdiction    (Commission File Number)        (IRS Employer
      of Incorporation)                                      Identification No.)


 6743 Kinne Street, East Syracuse, New York                        13057
 ------------------------------------------------                ----------
      (Address of Principal Executive Offices)                   (Zip Code)

                                 (315) 438-4700
                                 --------------
               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 (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 3.01, Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing;

On May 3, 2007, Microwave Filter Company, Inc. (the "Company") received a
determination from the Listing Qualifications Panel of The Nasdaq Stock Market
indicating that the Panel has determined to delist the securities of Microwave
Filter Company, Inc. from the Nasdaq Stock Market, and will suspend trading in
the Company's shares effective with the open of business on Monday, May 7,
2007.

The Company's securities are immediately eligible for quotation in the Pink
Sheets, an electronic quotation service for securities traded over-the-counter,
effective with the open of business on May 7, 2007.

On May 4, 2007, Microwave Filter Company issued a press release, attached
to this Current Report on Form 8-K as Exhibit 99.1, reporting that it received
the notice.


Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

    Exhibit 99.1 - Press Release dated May 4, 2007





                                   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.



                                  Microwave Filter Company, Inc.
                                  --------------------------------
                                  (Registrant)


Date: May 4, 2007                 By:  /s/ Richard L. Jones
                                  ------------------------------------
                                  Richard L. Jones
                                  Chief Financial Officer

EX-99

                                      MFC
                           Microwave Filter Company

                                 NEWS RELEASE


For Immediate Release                            For More Information Contact:
May 4, 2007                                      Richard Jones
                                                 (315)-438-4700


                        Microwave Filter Company, Inc.
                 Announces Receipt of NASDAQ Delisting Notice


East Syracuse, NY - Microwave Filter Company, Inc. (the "Company")
(Symbol:MFCO) received a letter on May 3, 2007 from The Nasdaq Stock Market
informing the Company that the Nasdaq Listing Qualifications Panel has
determined to delist the securities of Microwave Filter Company, Inc. from the
Nasdaq Stock Market, and will suspend trading in the Company's shares
effective with the open of business on Monday, May 7, 2007.

The Company's securities are immediately eligible for quotation in the Pink
Sheets, an electronic quotation service for securities traded over-the-
counter, effective with the open of business on May 7, 2007. Pink Sheets
provides broker-dealers, issuers and investors with electronic and print
products and information services designed to improve the transparency of the
Over-the-Counter (OTC) markets. The products are designed to increase the
efficiency of OTC markets, leading to greater liquidity and investor interest
in OTC securities. Pink Sheets centralized information network is a source of
competitive market maker quotations, historical prices and corporate
information about OTC issues and issuers. Pink Sheets is neither an SEC-
Registered Stock Exchange nor a NASD Broker/Dealer. Investors must contact a
NASD Broker/Dealer to trade in a security quoted on the Pink Sheets. Pink
Sheets LLC is a privately owned company headquartered in New York City. More
information is available at http://www.pinksheets.com.

The Company's common stock may, in the future, also be quoted on the Over-the-
Counter Bulletin Board maintained by the NASD, provided that a market maker in
the common stock files the appropriate application with, and such application
is cleared by, the NASD. We have been in contact with a market maker and they
will be filing a Form 211 with the NASD OTC Compliance Unit in order to quote
our common stock. The Form 211 is the form to initiate quotations in the OTC
Bulletin Board (OTCBB), the "Pink Sheets" or any other comparable quotation
medium pursuant to SEC Rule 15c2-11. We believe that upon approval of the Form
211, our common stock will be able to be quoted on the OTCBB. The OTCBB is a
regulated quotation service that displays real-time quotes, last-sale prices
and volume information in OTC equity securities. An OTC equity security
generally is any equity that is not listed or traded on NASDAQ or a national
securities exchange. OTCBB securities include national, regional and foreign
equity issues, warrants, units, ADRs, and Direct Participation Programs. More
information is available at http://www.otcbb.com.


                                                                    Page 2

Microwave Filter Company, Inc. designs, develops, manufactures and sells
electronic filters, both for radio and microwave frequencies, to help process
signal distribution and to prevent unwanted signals from disrupting transmit
or receive operations. Markets served include cable television, television and
radio broadcast, satellite broadcast, mobile radio, commercial communications
and defense electronics. Niagara Scientific, Inc., a wholly owned subsidiary,
custom designs case packing machines to automatically pack products into
shipping cases.




























                  6743 Kinne Street, East Syracuse, NY 13057
              315-438-4700  *  800-448-1666  *  Fax  315-463-1467