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) December 12, 2006

Glowpoint, Inc.

(Exact name of registrant as specified in its Charter)

Delaware	0-25940	77-0312442
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S Employer Identification No.)

225 Long Avenue Hillside, NJ 07205

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (312) 235-3888

Not Applicable

(Former name or former address, if changed since last report)

ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

The board of directors of Glowpoint, Inc. (“Glowpoint”) have appointed and, pending the issuance of Glowpoint’s audited financial statements for the year ended December 31, 2005, Bami Bastani, 53, and James S. Lusk, 50, have accepted the appointment to serve on the board of directors, the audit committee, and the compensation committee. Dr. Bastani will also serve on the nominating committee. Dr. Bastani’s term will expire at the annual meeting of stockholders in 2007 and Mr. Lusk’s term will expire at the next annual meeting of stockholders. Messrs. Bastani and Lusk will be compensated in accordance with Glowpoint’s director compensation plan.

Dr. Bastani is President and CEO of ANADIGICS (NASDAQ:ANAD), a leading supplier of semiconductor radio frequency integrated circuits for the broadband and wireless communications markets. Prior to joining ANADIGICS in 1998, he held senior positions with Fujitsu Microelectronics and National Semiconductor. Dr. Bastani earned his Ph.D and his MSEE in Microelectronics from Ohio State University and his BS (Electrical Engineering) from the University of Arkansas. He also holds three US patents.

Mr. Lusk is currently Vice President, Business Services of Avaya (NYSE:AV). Previously, he was Chief Financial Officer and Treasurer of BioScrip/MIM, a $1.2 billion public company in the pharmaceutical and health care management fields, President of Lucent Technologies’ Business Solutions division, and interim Chief Financial Officer of Lucent Technologies. Mr. Lusk earned his BS (Economics), cum laude, from the Wharton School, University of Pennsylvania, and his MBA (Finance) from Seton Hall University.

There is no arrangement between Dr. Bastani and Mr. Lusk and any other person pursuant to which they were elected as directors. There are no relationships between Dr. Bastani and Mr. Lusk and Glowpoint that would require disclosure pursuant to rule 404(a) of Regulation S-K.

Upon the appointment of Dr. Bastani and Mr. Lusk to the Audit Committee, it will be comprised of three (3) independent directors, as such independence is determined pursuant to the rules and regulations of the Company Guide of the American Stock Exchange and the Securities and Exchange Commission (“SEC”) under the Securities Exchange Act of 1934, as amended. The Board of Directors also determined that Dr. Bastani and Mr. Lusk each has the accounting and related financial management expertise and satisfies the requirement as an “audit committee financial expert,” all as determined pursuant to the rules and regulations of the SEC.

On December 12, 2006, the Company received the resignations of Michael Toporek, a director of Glowpoint since 2002, and Karen Basian, a director of Glowpoint since 2003, from Glowpoint’s board of directors and all committees.

Additionally, Richard Reiss will step down as Glowpoint’s Chairman of Board at the end of 2006. He also does not intend to renew his employment agreement with the Company, which expires at year end. Mr. Reiss will, however, continue to serve on the Board. After the start of the year, the Board will consider electing a new chairman, though there is no obligation to do so.

On December 18, 2006, the Company issued a press release addressing the foregoing matters, which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 8.01. OTHER EVENTS.

Item 5.02 and the information in the press release that is incorporated by reference under Item 5.02 above is also incorporated by reference into this Item 8.01.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(a)	Financial Statements of Businesses Acquired. Not Applicable.
(b)	Pro Forma Financial Information. Not Applicable.
(c)	Exhibits
	Exhibit No.	Description
	Exhibit 99.1	Press release dated December 18, 2006 announcing the appointment of Dr. Bastani and Mr. Lusk to the board and committees, the resignation of Ms. Basian and Mr. Toporek from the board and all committees thereof, and the decision by Mr. Reiss not to continue as Chairman of the Board or an employee of the Company.

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.

GLOWPOINT, INC.
By:	/s/ Michael Brandofino
	Michael Brandofino
	Chief Executive Officer and President

Date: December 18, 2006

EX-99.A

FOR IMMEDIATE RELEASE

Media Contact:                                                      

Christopher Welch

Glowpoint, Inc.   

(973) 391-2002

cwelch@glowpoint.com

www.glowpoint.com

Glowpoint Announces Changes to the Board

Dr. Bami Bastani and James Lusk to join the Glowpoint Board of Directors

HILLSIDE, N.J. December 18, 2006 --Glowpoint, Inc. (OTC:GLOW.PK), a  leading broadcast-quality, IP-based managed video service provider, announced it has appointed Bami Bastani and James Lusk to fill vacancies on its Board of Directors and on its Audit and Compensation Committees. Dr. Bastani was also appointed to Glowpoint’s Nominating Committee. Dr. Bastani and Mr. Lusk have accepted their positions on the Board and committees pending the Company’s issuance of its 2005 fiscal year audited financial statements.

Dr. Bastani is President and CEO of ANADIGICS (NASDAQ:ANAD), a leading supplier of semiconductor radio frequency integrated circuits for the broadband and wireless communications markets. Prior to joining ANADIGICS in 1998, he held senior positions with Fujitsu Microelectronics and National Semiconductor. Dr. Bastani earned his Ph.D and his MSEE in Microelectronics from Ohio State University and his BS (Electrical Engineering) from the University of Arkansas. He also holds three US patents.

Mr. Lusk is currently Vice President, Business Services of Avaya (NYSE:AV). Previously, he was Chief Financial Officer and Treasurer of BioScrip/MIM, a $1.2 billion public company in the pharmaceutical and health care management fields, President of Lucent Technologies’ Business Solutions division, and interim Chief Financial Officer of Lucent Technologies, leading Lucent’s finance group during the spin-off from AT&T and through its initial public offering. Mr. Lusk earned his BS (Economics), cum laude, from the Wharton School, University of Pennsylvania, and his MBA (Finance) from Seton Hall University.

“When I took over as CEO in April of this year, we committed ourselves to cutting expenses, increasing sales and attracting new talent to our board. We believe we have been succeeding on all fronts and improving oversight by bringing on new board members is another example of us delivering on the plan,” said Michael Brandofino, Glowpoint CEO. “We are thrilled to have attracted this level of talent to Glowpoint’s board and committees. Bami and Jim both bring a fresh perspective and the experience and expertise of these high-caliber individuals will add tremendous value.”

“Glowpoint’s products and services have impressed me and with so much focus on video communications in recent months, I am pleased to be part of that effort in an up-and-coming industry,” said Dr. Bastani.

The Company also announced that Michael Toporek and Karen Basian, board members since 2002 and 2003, respectively, have resigned because of other commitments limiting their availability to serve on the Glowpoint board and committees. Ms. Basian has recently accepted professional engagements that require global travel and the demands on Mr. Toporek’s time from his private equity fund have grown. After overseeing the transformation of the Company as an equipment reseller to a service provider and helping guide the Company through challenging times related to the financial restatement and change of management, Ms. Basian and Mr. Toporek felt the time was right to hand the baton. “I will miss working with Glowpoint’s current team, but believe they are doing what needs to be done,” said Ms. Basian. Mr. Toporek added, “I wish Glowpoint well and have every confidence in its video solution.”

The Company also announced that Richard Reiss will step down as Chairman of Board at the end of 2006 in order to focus more time on his new business endeavors. Mr. Reiss does not intend to renew his employment with the Company, which expires at year end. Mr. Reiss will, however, continue to serve on the Board. After the start of the year, the Board will consider electing a new chairman, though there is no obligation to do so.

“As founder, Rich has been a valuable asset and has provided extensive experience in the industry. His vision was instrumental in the launching of Glowpoint,” said Michael Brandofino.

“I have committed much of the last few years helping Glowpoint through some trying times. I am pleased to have the addition of such talented and experienced new board members as Dr. Bastani and Mr. Lusk as I now begin to focus more of my time on opportunities outside of Glowpoint,” said Mr. Riess.

About Glowpoint

Glowpoint, Inc. (OTC: GLOW.PK) is a world-leading broadcast-quality, IP-based video-managed service provider. Glowpoint offers videoconferencing, bridging, technology hosting, and IP-broadcasting services to a vast array of companies, from large Fortune 100 enterprises to small and medium-sized businesses. Glowpoint’s managed-video services are available bundled with Glowpoint’s quality-network offering or as a value-added managed-video service across other networks. Glowpoint is exclusively focused on quality two-way video communications and has been supporting millions of video calls since its launch in 2000.Glowpoint is headquartered in Hillside, New Jersey. To learn more about Glowpoint, visit www.glowpoint.com.

The statements contained herein, other than historical information, are or may be deemed to be forward-looking statements and involve factors, risks, and uncertainties that may cause actual results in future periods to differ materially from such statements. These factors, risks, and uncertainties include market acceptance and availability of new video communication services; the nonexclusive and terminable-at-will nature of sales agent agreements; rapid technological change affecting demand for our services; competition from other video communications service providers; and the availability of sufficient financial resources to enable us to expand our operations, as well as other risks detailed from time to time in our filings with the Securities and Exchange Commission.

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