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): September 20, 2005
------------------
CENUCO, INC.
------------
(Exact Name of Registrant as Specified in Charter)
Delaware 033-25900 75-2228820
-------- --------- ----------
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
2000 Lenox Drive, Suite 202, Lawrenceville, New Jersey 08648
------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
609-219-0930
------------
(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:
|_| 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 140.14d-2(b))
|_| 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 September 23, 2005, Cenuco, Inc. (the "Company") issued a press
release announcing that it had received a letter from the American Stock
Exchange ("Amex") advising that Amex had accepted the Company's Plan of Action
to bring it back into compliance with the Exchange's listing standards. The
Company is currently not in compliance with the continued listing standards of
the Exchange as a result of the Company's failure to timely file its Quarterly
Report on Form 10-Q and financial statements required by a Current Report on
Form 8-K (the "SEC Filings") with the Securities and Exchange Commission (the
"SEC"), but under this accepted Plan of Action, listing is being continued.
The targeted completion dates are September 30, 2005 for the Form 10-Q
and October 31, 2005 for the Form 8-K. The delay is the result of the scope of
audit work related to a three month period from March 1, 2003 to May 28, 2003,
during which the business to be audited was owned by a third party, that had
never been audited and is currently being reviewed. Significant additional time
and effort has been required to obtain and analyze this historic information.
The Company expects to regain compliance by filings its financials as soon as
the review has been completed. A copy of the Company's press release announcing
receipt of the subsequent notice from Amex is furnished and attached hereto as
Exhibit 99.1 and incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the
information in Exhibit 99.1 attached hereto is being furnished and is not deemed
to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934
(the "Exchange Act") and is not otherwise subject to the liabilities of that
section. Accordingly, the information in Exhibit 99.1 attached hereto will not
be incorporated by reference into any filing made by the Company under the
Securities Act of 1933 or the Exchange Act unless specifically identified
therein as being incorporated therein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Number Description of Exhibit
------ ----------------------
99.1* Press release dated September 23, 2005 announcing receipt of
letter from the American Stock Exchange
________________________
* Furnished electronically herewith
- 2 -
SIGNATURE
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: September 23, 2005 CENUCO, INC.
By: /s/ Brian J. Geiger
-------------------
Brian J. Geiger
Chief Financial Officer
- 3 -