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) November 14, 2005
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Nephros, Inc.
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(Exact Name of Registrant as Specified in Charter)
Commission File Number: 001-32288
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Delaware 13-3971809
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(State or other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation)
3960 Broadway, New York, New York 10032
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(Address of Principal Executive Offices)
(Zip Code)
(212) 781-5113
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(Registrant's telephone number, including area code)
Not Applicable
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(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:
[ ] Written communications 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 2.02. Results of Operations and Financial Condition.
On November 14, 2005, Nephros, Inc. issued a press release announcing
its financial results for the three and nine months ended September, 30, 2005. A
copy of this press release is attached hereto as Exhibit 99.1. The information
in this report shall not be deemed to be "filed" for the purposes of Section 18
of the Securities Exchange Act of 1934 or otherwise subject to the liability of
that Section.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release issued by Nephros, Inc. dated November 14, 2005.
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.
Date: November 14, 2005
NEPHROS, INC.
By: /s/ Marc L. Panoff
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Marc L. Panoff
Chief Financial Officer (Principal
Financial and Accounting Officer)