NOT GOOD!! 8-K out
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of report (Date of earliest event reported): January 25, 2008
ADVANCED BIOPHOTONICS INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-27943 11-3386214
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
125 Wilbur Place, Suite 120
Bohemia, New York 11716
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (631) 244-8244
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
DFR 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))
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On January 25, 2008, Advanced BioPhotonics Inc. (the "Company") furloughed all
its officers and employees, including its Chief Executive Officer because the
Company had been unsuccessful in its attempts to raise capital and had
insufficient funds to continue operations.
Upon notice of those furloughs, Denis O'Connor, the Chief Executive Officer,
resigned from his responsibilities as Director and Officer of the Company; and
Kevin J. Healy, General Counsel and Secretary; Robert Ellis, Senior Vice
President; and Celia Schiffner, Chief Accounting Officer, resigned from their
responsibilities as Officers of the Company.
Subsequent to those events, Joseph Casey, Dr. Michael Davis, Jed Schutz and
William Wagner resigned as members of the Board of Directors of the Company
effective January 25, 2008. Copies of those attached hereto as Exhibit 99.1
through Exhibit 99.5 and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
( c ) Exhibits
Exhibit Number Description
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99.1 Joseph Casey's Resignation Letter dated January 25, 2008
99.2 Dr. Michael Davis' Resignation Letter dated January 25, 2008
99.3 Jed Schutz 's Resignation Letter dated January 25, 2008
99.4 William Wagner's Resignation Letter dated January 25, 2008
99.5 Denis A. O'Connor Resignation Letter dated January 25, 2008
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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.
ADVANCED BIOPHOTONICS INC.
Date: January 25, 2008 By: /s/ Denis A. O'Connor
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Denis A. O'Connor
President and Chief Executive Officer
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AI
