UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TO to ~~SECTION~~Section 13 OR 15(d) OFof ~~THE~~The ~~SECURITIES~~Securities ~~EXCHANGE~~Exchange ~~ACT~~Act OF of 1934

Date of Report (Date of earliest event reported): December 831, ~~2006~~2007

RIM SEMICONDUCTOR COMPANY (Exact name of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)

Utah	000-21785	95-4545704
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

305 NE 102nd Ave, Suite ~~105~~350, Portland, OROregon 97220 (Address of principal executive offices, including Zip Code)

~~(Address~~Registrant’s of telephone ~~principal executive offices~~number, including ~~Zip~~area ~~Code~~code (503) 257-6700

(503) 257-6700

(Registrant’s telephone number, including area code)

(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 Instruction A.2. below):

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

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

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

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

~~ITEM 8.01 OTHER EVENTS~~1

AsItem ~~of December 12, 2006, approximately 21~~ 5.3%02 Departure of ~~Rim Semiconductor Company’s 7% Senior~~ ~~Secured~~ Directors ~~Convertible~~or ~~Debentures~~Certain ~~issued~~Officers; inElection ~~March~~of ~~2006~~Directors; ~~remained~~Appointment ~~outstanding. As~~of aCertain ~~result,~~ Officers; ~~the~~Compensatory ~~security~~Arrangements ~~interest~~of inCertain ~~the Company’s assets that was previously granted by the Company to the debenture holders has terminated~~Officers.

$1Effective December 31,~~277~~ 2007,~~000~~ Thomas J. ~~principal~~ Cooper ~~amount~~resigned offrom the ~~debentures~~Board ~~remained~~of ~~outstanding~~Directors onof ~~December~~the ~~12,~~Company ~~2006~~for personal ~~(the~~ reasons. The ~~remaining~~resignation ~~$4,723,000~~was ~~having~~not ~~been~~a ~~converted~~result byof ~~their~~any ~~holders~~disagreement ~~into~~with ~~common~~the ~~stock~~ Company, known to an executive officer of the Company), on any matter relating to the Company’s operations, policies or practices.

On ~~March 6~~ January 3, ~~2006~~2008, the ~~Company~~Board ~~raised gross proceeds~~ of $6Directors ~~million~~elected ~~from~~William ~~the~~A. ~~private placement~~Swope to ~~institutional~~fill ~~and individual investors of~~ the ~~above-referenced~~ ~~debentures.~~ vacancy Tocreated ~~secure~~by the ~~Company’s~~resignation ~~obligations~~of ~~under~~Thomas ~~the~~J. ~~debentures, the~~Cooper. Neither ~~Company~~ Mr. ~~granted~~Swope anor ~~security~~any ~~interest~~member ~~in substantially all~~ of ~~its~~his ~~assets, including~~immediate ~~without~~family ~~limitation,~~has ~~its~~had ~~intellectual~~a ~~property,~~direct inor ~~favor of the~~indirect ~~investors.~~ material ~~The security~~ interest ~~terminated~~in onany ~~December~~transaction 8,with ~~2006,~~ the ~~date on which less than one-quarter of the original principal amount of the Debentures issued on the closing date are outstanding~~Company.

~~Signatures~~Effective January 3, 2008, the Board of Directors approved the grant to William A. Swope of options to purchase 2,000,000 shares of the Company’s common stock, par value $0.001 (“Common Stock”), at an exercise price of $0.031 per share, pursuant to the Company’s 2006 Stock Incentive Plan. The options shall vest in 36 monthly installments, with the first such installment covering 57,500 shares vesting immediately and the remaining installments covering 55,500 shares each vesting on the first of each month beginning February 1, 2008.

Item 7.01 Regulation FD Disclosure.

On January 7, 2008, the Company issued a press release announcing the election of Mr. Swope and the resignation of Mr. Cooper. A copy of the press release is furnished pursuant to Regulation FD as Exhibit 99.1 to this report.

The information contained in Item 7.01 of this report and in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits:

Exhibit Number	Description

99.1	Rim Semiconductor Company Press Release, dated January 7, 2008

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.

	Rim Semiconductor Company
Dated: December 12, 2006	By:	/s/ Brad Ketch
Dated: January 7, 2008	By:	/s/ Brad Ketch
		Brad Ketch President and Chief Executive Officer
		Brad Ketch
		President and Chief Executive Officer

EXHIBIT INDEX

Exhibit Number	Description

99.1	Rim Semiconductor Company Press Release, dated January 7, 2008

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