Wave Systems Corp. (fka WAVXQ)

[SPIN]

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
 
On April 28, 2005, Wave Systems Corp. received notification from The Nasdaq Stock Market indicating that for the last 30 consecutive business days, the bid price of Wave’s common stock has closed below the minimum $1.00 per share requirement for continued inclusion under Marketplace Rule 4450(b)(4) (the “Rule”).  The Nasdaq notice indicated that in accordance with Marketplace Rule 4450(e)(2), Wave will be provided 180 calendar days, or until October 25, 2005, to regain compliance by having its shares close above $1.00 for a minimum of 10 consecutive trading days.  If Wave has not regained compliance with the Rule by October 25, 2005, Nasdaq will issue a letter notifying Wave that its common stock will be delisted.  At that time, Wave may appeal the determination to delist its common stock to a Listings Qualifications Panel.  Alternatively, Wave may apply to have its common stock transferred to The Nasdaq SmallCap Market if it otherwise satisfies the applicable initial listing requirements for such market.  If such application is approved, Wave will be afforded the remainder of this market’s second 180 calendar day compliance period in order to regain compliance while on The Nasdaq SmallCap Market.
 
Wave has determined that no specific action is warranted at this time.

http://www.sec.gov/Archives/edgar/data/919013/000110465905019385/a05-7720_18k.htm