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)  July 5, 2011

INUVO, INC.

(Exact name of registrant as specified in its charter)

Nevada	001-32442	87-0450450
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

15550 Lightwave Drive, Suite 300, Clearwater, FL	33760
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code 727-324-0046

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):

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 7.01          Regulation FD Disclosure.

On July 7, 2011 Inuvo, Inc. issued a press release announcing the acceptance by the NYSE Amex of its plan to regain compliance with the continued listing standards of the exchange.  A copy of this press release is included as Exhibit 99.1 to this report.

Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 7.01 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of Inuvo, Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 8.01          Other Events.

As reported in a Current Report on 8-K filed on May 13, 2011, on May 9, 2011 Inuvo, Inc. received notice from the NYSE Amex LLC (the “Exchange”) indicating that we are below certain of the Exchange’s continued listing standards due to stockholders’ equity of less than $4,000,000 and losses from continuing operations and/or net losses in three of our four most recent fiscal years as set forth in Section 1003(a)(ii) of the Exchange’s Company Guide.  Inuvo was afforded the opportunity to submit a plan of compliance (the “Plan”) to the Exchange that demonstrated our ability to regain compliance with Section 1003(a)(ii) of the Company Guide within a maximum of 18 months from the submission of the Plan.

On July 5, 2011 the Exchange notified us that it accepted our Plan and granted us an extension until December 8, 2012 to regain compliance with the continued listing standards.  We are subject to periodic review by the Exchange Staff during the extension period.  Failure to make progress consistent with the Plan or to regain compliance with the continued listing standards by the end of the extension period could result in our common stock being delisted from the Exchange.

Item 9.01          Financial Statements and Exhibits.

Exhibit No.                                           Description

99.1 Press release dated July 7, 2011.

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.

	INUVO, INC.
Date:  July 7, 2011	By:	/s/ Wallace Ruiz
		Wallace Ruiz, Chief Financial Officer

EX-99.1

EXHIBIT 99.1

NYSE Amex Accepts Inuvo’s Plan of Compliance

CLEARWATER, Fla.—July 7, 2011 -- Inuvo®, Inc. (NYSE Amex: INUV), an online technology and services company, announced today that it received notice from the NYSE Amex that the Exchange has accepted the Company’s plan to regain compliance with the continued listing standards of the Exchange by December 8, 2012 and will continue to list Inuvo’s common stock on the NYSE Amex during the extension period.

Wally Ruiz, Inuvo’s Chief Financial Officer, commented on the approval, “We are pleased with the decision of the NYSE Amex.  We submitted a realistic plan to retain compliance and recently executed on the first part of the plan by completing an equity raise.  We expect to implement the balance of the plan during the compliance period.”

On May 9, 2011, Inuvo received noticed from the NYSE Amex Staff indicating that Inuvo was not in compliance with Section 1003(a)(ii) of the NYSE Amex Company Guide, specifically with stockholders' equity of less than $4,000,000 and losses from continuing operations and/or net losses in three of its four most recent fiscal years. Inuvo was afforded the opportunity to submit a plan of compliance to the Exchange and on June 8, 2011, Inuvo presented its plan to the Exchange.

On July 5, 2011, the Exchange notified Inuvo that it accepted the Company’s plan of compliance and granted the Company an extension until December 8, 2012 to regain compliance with the continued listing standards. Inuvo will be subject to periodic review by Exchange Staff during the extension period. Failure to make progress consistent with the plan or to regain compliance with the continued listing standards by the end of the extension period could result in the Company being delisted from the NYSE Amex LLC.

About Inuvo, Inc.

Inuvo®, Inc. (NYSE Amex: INUV), is an online technology and services company specialized in driving clicks, leads and sales through targeting that utilizes unique data and sophisticated analytics. To find out more about how you can work with Inuvo, please visit http://www.inuvo.com.  Comparable companies include: ValueClick, Inc. (VCLK), Marchex, Inc. (MCHX), InterCLICK, Inc. (ICLK), LookSmart, Ltd. (LOOK), and Local.com Corp. (LOCM).

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this document and elsewhere by Inuvo are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such information includes, without limitation, the business outlook, assessment of market conditions, anticipated financial and operating results, strategies, future plans, contingencies and contemplated transactions of the company. Such forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors which may cause or contribute to actual results of company operations, or the performance or achievements of the Company or industry results, to differ materially from those expressed, or implied by the forward-looking statements. In addition to any such risks, uncertainties and other factors discussed elsewhere herein, risks, uncertainties and other factors that could cause or contribute to actual results differing materially from those expressed or implied for the forward- looking statements include, but are not limited to fluctuations in demand; lack of capital to expand its marketing program and maintain its exchange listing, changes to economic growth in the U.S. economy; government policies and regulations, including, but not limited to those affecting the Internet. Inuvo undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. Actual results, performance or achievements could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including those set forth in Inuvo's filings with the Securities and Exchange Commission.

Contact

Inuvo, Inc.             

Wally Ruiz, Chief Financial Officer

727-324-0176

wallace.ruiz@inuvo.com