8-K

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

MAY 20, 2011

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(Date of Report)

ALANCO TECHNOLOGIES, INC.

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(Exact name of Registrant as specified in its charter)

0-9437

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(Commission File No.)

     ARIZONA                        86-0220694

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(State or other jurisdiction)    (IRS Employer Identification No.)

15575 N 83RD WAY, SUITE 3, SCOTTSDALE, ARIZONA  85260

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        (Address of Principal Executive Office)                       (Zip Code)

(480) 607-1010

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(Registrant's telephone number, including area code)

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 communication 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 Alanco Appeal of Failure to Satisfy a Continued Listing Rule or Standard

On May 17, 2011, the Company received a NASDAQ Staff Determination letter indicating that the Company is no longer eligible for continued listing on The NASDAQ Stock Market pursuant to the discretionary authority afforded to NASDAQ under Listing Rule 5101.

Pursuant to the procedures set forth in the NASDAQ Listing Rule 5800 Series, the Company has elected to appeal the NASDAQ Staff’s determination to the NASDAQ Hearings Panel (the “Panel”).  Although there can be no assurance that the Panel will grant the Company’s request for continued listing, the Company’s common stock will remain listed on NASDAQ pending the issuance of a decision by the Panel following the hearing.

A copy of the related press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1       Press Release dated May 20, 2011 titled “Alanco Receives NASDAQ Listing Notification And Initiates Formal Appeal Process.”

                                                   ALANCO TECHNOLOGIES, INC.

Date: May 20, 2011                      By: /s/John A Carlson

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                                                   Chief Financial Officer

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

CONTACT:   Corporate Contact:

John Carlson, Exec VP & CFO

                         480-505-4869

Alanco Receives NASDAQ Listing Notification

And Initiates Formal Appeal Process

(Scottsdale, AZ – May 20, 2011) – Alanco Technologies, Inc. (NASDAQ: ALAN) today announced that it has received notice from the Staff of The NASDAQ Stock Market LLC

(the “Staff”) that following Alanco’s sale of its subsidiary, StarTrak Systems, LLC (“StarTrak”), to ORBCOMM Inc. (NASDAQ: ORBC), the Staff has concluded that the

Company is no longer eligible for continued listing on The NASDAQ Stock Market.  The Staff made its determination based on the discretionary authority afforded to NASDAQ

under Listing Rule 5101.  In reaching its conclusion, the Staff noted that the Company “no longer has any operating business” following the sale of StarTrak.  Therefore,

notwithstanding the fact that Alanco meets all quantitative requirements for continued listing, the Staff advised Alanco that it would be subject to delisting unless it requests

a hearing before a NASDAQ Listing Qualifications Panel (the “Panel”).  Accordingly, the Company has requested a hearing before the Panel.  Alanco’s common stock

will remain listed on NASDAQ pending the issuance of a decision by the Panel following the hearing.  However, there can be no assurance that the Panel will grant Alanco’s

request for continued listing following the hearing.

As noted by Alanco in the May 16, 2011 press release announcing the sale of StarTrak, the Company is actively pursuing new opportunities to enhance shareholder value

by leveraging its assets through a strategic merger or acquisition.

EXCEPT FOR HISTORICAL INFORMATION, THE STATEMENTS CONTAINED IN THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS MADE

PURSUANT TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.  ALL SUCH FORWARD-LOOKING STATEMENTS

ARE SUBJECT TO, AND ARE QUALIFIED BY, RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED

OR IMPLIED BY THOSE STATEMENTS.  THESE RISKS AND UNCERTAINTIES INCLUDE, BUT ARE NOT LIMITED TO, REDUCED DEMAND FOR INFORMATION

TECHNOLOGY EQUIPMENT; COMPETITIVE PRICING AND DIFFICULTY MANAGING PRODUCT COSTS; DEVELOPMENT OF NEW TECHNOLOGIES THAT MAKE

THE COMPANY’S PRODUCTS OBSOLETE; RAPID INDUSTRY CHANGES; FAILURE OF AN ACQUIRED BUSINESS TO FURTHER THE COMPANY’S STRATEGIES;

THE ABILITY TO MAINTAIN SATISFACTORY RELATIONSHIPS WITH LENDERS AND REMAIN IN COMPLIANCE WITH FINANCIAL LOAN COVENANTS AND OTHER

REQUIREMENTS UNDER CURRENT BANKING AGREEMENTS; AND THE ABILITY TO SECURE AND MAINTAIN KEY CONTRACTS AND RELATIONSHIPS;

RISK THAT THE COMPANY COULD LOSE ITS NASDAQ LISTING; AND MARKET RISK ASSOCIATED WITH HOLDING THE ORBCOMM STOCK.

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