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): September 12, 2007

TRM CORPORATION

(Exact name of registrant as specified in its charter)

Oregon	0-19657	93-0809419
(State or other jurisdiction of incorporation)	Commission File Number)	(I.R.S. Employer Identification No.)

5208 N.E. 122^nd Avenue, Portland, Oregon 97230
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (503) 257-8766

N/A

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

     On September 12, 2007, TRM Corporation (the “Company”) received a letter from the Listing Qualifications Department of The NASDAQ Stock Market stating that the Company is not in compliance with NASDAQ Marketplace Rule 4450(a)(5) (the “Minimum Bid Price Rule”) because the bid price per share of the Company’s common stock closed below $1.00 per share for 30 consecutive business days. In accordance with NASDAQ Marketplace Rule 4450(e)(2), the Company will be provided 180 calendar days, or until March 10, 2008, to regain compliance with the Minimum Bid Price Rule. To regain compliance with the Minimum Bid Price Rule, the closing bid price of the Company’s common stock must remain at or above $1.00 per share for a minimum of 10 consecutive business days.

     On September 17, 2007, the Company issued a related press release announcing its receipt of the letter. The full text of the press release is attached as Exhibit 99.1 to this report and is hereby incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press release issued by TRM Corporation on September 17, 2007.

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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.

	TRM CORPORATION
	By:	/s/ Michael J. Dolan
		Name:	Michael J. Dolan
Date: September 18, 2007		Title:	Chief Financial Officer

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EX-99.1

Exhibit 99.1

For further information, contact:

Ashley Ammon MacFarlane
Integrated Corporate Relations for TRM Corporation
Office: (203) 682-8200

TRM Corporation Announces Receipt of
Noncompliance Notice from NASDAQ

PORTLAND, Oregon, September 17, 2007 — TRM Corporation (NASDAQ: TRMM) today announced that on September 12, 2007 it received a notice of noncompliance from The NASDAQ Stock Market (“NASDAQ”) indicating that the Company failed to comply with the minimum bid price requirement for continued listing set forth in Marketplace Rule 4450(a)(5) because the bid price of its common stock closed under $1.00 for the last 30 consecutive business days. The letter also stated that in accordance with NASDAQ Marketplace Rule 4450(e)(2), TRM Corporation will be provided 180 calendar days, or until March 10, 2008 to regain compliance.

The NASDAQ letter has no effect on the listing of the Company’s common stock at this time.

To regain compliance, the closing bid price of the Company’s common stock must remain at or above $1.00 per share for a minimum of 10 consecutive business days. If this occurs, NASDAQ will provide written notification that the Company has achieved compliance with the rule.

Should the Company not be able to demonstrate compliance with Rule 4450(a)(5) by March 10, 2008, the NASDAQ staff will provide written notification that its securities will be delisted. At that time, the Company may appeal the staff’s determination to delist its securities to a Listing Qualifications Panel or alternatively, the Company also may consider applying to transfer its securities to The NASDAQ Capital Market if it satisfies the requirements for initial inclusion set forth in Marketplace Rule 4310(c).

About TRM
TRM Corporation is a consumer services company that provides convenience ATM services in high-traffic consumer environments. TRM’s ATM customer base is widespread, with retailers throughout the United States. TRM operates the second largest non-bank ATM network in the United States.

FORWARD-LOOKING STATEMENTS
Statements made in this news release that are not historical facts are forward-looking statements. Actual results may differ materially from those projected in any forward-looking statement. Specifically, there are a number of important factors that could cause actual results to differ

materially from those anticipated in the forward-looking statements, such as consumer demand for our services; access to capital; changes in interest rates; maintaining satisfactory relationships with our banking partners; our ability to continue to reduce attrition in our existing ATM estate and to add new ATMs; technological change; our ability to control costs and expenses; competition and our ability to successfully implement our acquisition strategy. Additional information on these factors, which could affect our financial results, is included in our annual report on Form 10-K for the fiscal year ended December 31, 2006 and in our quarterly reports on Form 10-Q for the quarters ended March 30, 2007 and June 30, 2007 under the caption “Risk Factors” and elsewhere in such reports. Finally, there may be other factors not mentioned above or included in our SEC filings that could cause actual results to differ materially from those contained in any forward-looking statement. Undue reliance should not be placed on any forward-looking statement, which reflects management’s analysis only as of the date of the statement. We assume no obligation to update any forward-looking statements as a result of new information, future events or developments, except as required by federal securities laws.

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