~~Table~~UNITED ofSTATES SECURITIES ~~Contents~~AND EXCHANGE COMMISSION

~~UNITED~~WASHINGTON, ~~STATES SECURITIES~~D.C. ~~AND EXCHANGE COMMISSION~~20549

~~WASHINGTON,~~FORM ~~D.C. 20549~~8-K

~~FORM~~CURRENT ~~8-K~~REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

~~CURRENT~~Date ~~REPORT~~of ~~PURSUANT TO~~Report ~~SECTION 13 OR 15~~(D)Date OFof ~~THE SECURITIES~~earliest ~~EXCHANGE~~event ~~ACT~~reported) OFDecember ~~1934~~ 3, 2007

~~Date of Report (Date of earliest event reported) September 10~~HEI, ~~2007~~Inc.

~~HEI,~~(Exact ~~Inc.~~ name of registrant as specified in its charter)

Minnesota		0-10078		41-0944876
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

PO Box 5000, 1495 Steiger Lake Lane, Victoria, Minnesota		55386
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code) (952) 443-2500

Not Applicable

(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 (see General Instructions A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~TABLE~~ITEM 2.02. DISCLOSURE OF ~~CONTENTS~~RESULTS OF OPERATIONS AND FINANCIAL CONDITION

	Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Press Release

HEI, Inc. issued a press release on December 3, 2007 announcing its results of operations for the fiscal year ended September 1, 2007 and announced it will hold its conference call to discuss the financial results of the fiscal year 2007 on Tuesday December 4, 2007 at 2:00 pm Central time (3:00 pm Eastern time). The full text of the press release issued on December 3, 2007 is furnished as Exhibit 99.1 to this report.

~~Table~~ITEM of9.01. ~~Contents~~FINANCIAL STATEMENTS AND EXHIBITS.

~~Item~~(c) ~~3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of~~Exhibits ~~Listing.~~

~~On September 10, 2007, HEI, Inc. (the “Company”) received a notice from~~ The ~~NASDAQ~~following ~~Stock~~Exhibits ~~Market (“NASDAQ”)~~shall ~~stating~~be ~~that~~deemed ~~the~~furnished ~~Company~~and is not infiled ~~compliance~~as ~~with the requirements for continued inclusion under NASDAQ Marketplace Rule 4310(c)(4), due to the fact that the closing bid price of the Company’s common stock has not exceeded $1.00 for~~ a ~~consecutive~~part 30 day period. NASDAQ stated in its notice that, in accordance with the NASDAQ Marketplace Rules, the Company will be provided 180 calendar days, or until March 10, 2008, to regain compliance. The Company issued a press release on September 14, 2007 regarding the notice received from NASDAQ, a copy of ~~which~~this ~~is attached hereto as~~Report: ~~Exhibit 99.1 and is incorporated herein by reference.~~

Item 9.01 Financial Statements and Exhibits.


Exhibit No.		Description of Exhibit

99.1		Press release issued on December 3, 2007 announcing the Company’s results of operations for the Fiscal year ended September 1, 2007 and announcing that the Company will hold its conference call to discuss the financial results of the fiscal year 2007 on Tuesday December 4, 2007 at 2:00 pm Central time (3:00 pm Eastern time).

~~(a) Exhibits.~~2

~~99.1 Press release dated September 14, 2007.~~SIGNATURES

2 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.


	HEI, INC.
Date: December 3, 2007	By	/s/ Mark B. Thomas
		Mark B. Thomas
		Its: Chief Executive Officer and Chief Financial Officer

~~SIGNATURES~~3

~~Pursuant~~EXHIBIT ~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly~~INDEX ~~caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~

	HEI, INC.
Date: September 14, 2007	By	/s/ Mark B. Thomas
		Mark B. Thomas
		Its:	Chief Executive Officer and Chief Financial Officer

99.1

Press release issued on December 3, 2007 announcing the Company’s results of operations for the Fiscal year ended September 1, 2007 and announcing that the Company will hold its conference call to discuss the financial results of the fiscal year 2007 on Tuesday December 4, 2007 at 2:00 pm Central time (3:00 pm Eastern time).

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release dated September 14, 2007

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