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):  March 7, 2011

Communication Intelligence Corporation

(Exact name of registrant as specified in its charter)

Delaware	000-19301	94-2790442
(State or other	(Commission File Number)	(I.R.S. Employer
jurisdiction of		Identification No.)
incorporation)

275 Shoreline Drive, Suite 500

Redwood Shores, CA 94065

(Address of principal executive offices)

(650) 802-7888

Registrant’s telephone number, including area code

(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:

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 8.01 Other Events.

On March 7, 2011, Communication Intelligence Corporation (the “Company”) announced that its common stock has been delisted from the Over-the-Counter Bulletin Board (“OTCBB”) as a result of the migration of the Company’s market makers away from the OTCBB to the OTC Markets Group Inc.’s quotation platforms.  Going forward, the Company anticipates that its common stock will be quoted exclusively on OTCQB.  A press release issued by the Company regarding the foregoing change is attached to this Form 8-K as Exhibit 99.1.

The information in the press release attached as Exhibit 99.1 to this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall such Exhibit 99.1 or any of the information contained therein be deemed incorporated by reference in any filing under the Securities Exchange Act of 1934 or the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press release dated March 7, 2011

.

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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.

	Communication Intelligence Corporation
Date: March 7, 2011
	By:	/s/ Andrea Goren
		Andrea Goren
		(Acting Chief Financial Officer)

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release dated March 7, 2011

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EX-99.1

communication intelligence corporation

FOR IMMEDIATE RELEASE

CIC SHARES TRADE EXCLUSIVELY ON OTCQB

CIC Shares No Longer Available on OTCBB

As Market Makers Leave FINRA’s Quotation Platform

Redwood Shores, CA, March 7, 2011 – Communication Intelligence Corporation (“CIC” or the “Company”) (OTCQB: CICI), a leading supplier of electronic signature solutions and the recognized leader in biometric signature verification, announced today that its common stock is now being quoted exclusively on OTC Markets Group Inc.’s (“OTCM”) OTCQB platform and is no longer quoted on the over-the-counter (“OTC”) bulletin board (“OTCBB”). CIC is current in all its reporting obligations to the SEC and the delisting from the OTCBB was not caused by any action or inaction by CIC. The delisting occurred when the Company’s market makers abandoned the OTCBB in favor of OTCM’s quotation and trading systems. CIC believes that this widespread move by market makers resulted primarily from the level of fees being charged by FINRA.

OTCM operates the world's largest electronic marketplace for broker-dealers to trade stocks not currently listed on major exchanges such as NASDAQ and NYSE. Its OTC Link platform supports an open network of competing broker-dealers that provide investors with prices in over 10,000 over-the-counter (“OTC”) securities. In 2010, according to OTCM, securities on OTC Link traded over $144 billion in dollar volume, making it the third largest US equity trading venue after NASDAQ and the New York Stock Exchange.

Mr. Philip Sassower, CIC’s Chairman and CEO, stated that “according to OTCM, over just the past month, more than 800 publicly traded companies have moved from being dually quoted (OTCBB and OTC Link) to being quoted exclusively on the OTC Link platform, which, as of the end of February, published 95% of priced quotes in the OTC marketplace. We believe this shows brokers' virtually unanimous support of the electronic OTC Link system.”

During the transition, some financial web sites, trading platforms and quotation systems may report CIC using different ticker symbol extensions than those used when its shares were traded also on the OTCBB. Shareholders and brokers can visit www.otcmarkets.com to stay current on CIC’s stock price and trading activities. Additional information with respect to this matter is available at http://blog.redchip.com/index.php/stocks/otcbb-delistings-and-rule-15c2-11-what-happened.

About CIC

CIC is a leading supplier of electronic signature products and the recognized leader in biometric signature verification. CIC enables companies to achieve truly paperless workflow in their eBusiness processes by providing multiple signature technologies across virtually all applications. CIC’s solutions are available both in SaaS and on-premise delivery models and afford “straight-through-processing,” which can increase customer revenue by enhancing user experience and can also reduce costs through paperless and virtually error-free electronic transactions that can be completed significantly quicker than paper-based procedures. CIC is headquartered in Redwood Shores, California.  For more information, please visit our website at http://www.cic.com

CIC’s logo is a registered trademark of CIC. All other trademarks and registered trademarks are the property of their respective holders.

Forward Looking Statements

Certain statements contained in this press release, including without limitation, statements containing the words “believes”, “anticipates”, “hopes”, “intends”, “expects”, and other words of similar import, constitute “forward looking” statements within the meaning of the Private Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors, which may cause actual events to differ materially from expectations.  Such factors include the following (1) technological, engineering, quality control or other circumstances which could delay the sale or shipment of products containing the Company’s technology; (2) economic, business, market and competitive conditions in the software industry and technological innovations which could affect customer purchases of the Company’s solutions; (3) the Company’s inability to protect its trade secrets or other proprietary rights, operate without infringing upon the proprietary rights of others or prevent others from infringing on the proprietary rights of the Company; and (4) general economic and business conditions and the availability of sufficient financing.

Contact Information:

CIC

Investor Relations & Media Inquiries:

Andrea Goren

+1.650.802.7723

agoren@cic.com

275 shoreline drive #500   ·     redwood shores   ·     ca 94065 usa    ·    650-802-7888 t    ·     650-802-7777 f