8-K 1 a5931040.txt NATIONAL LAMPOON, INC. 8-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 30, 2009 ----------------- NATIONAL LAMPOON, INC. (Exact name of registrant as specified in Charter) Delaware 0-15284 95-4053296 (State or other jurisdiction of (Commission File No.) (IRS Employee incorporation or organization) Identification No.) 8228 Sunset Boulevard, Third Floor Los Angeles, California 90046 (Address of Principal Executive Offices) 310-474-5252 (Issuer Telephone number) 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). [] 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 240.14d-2(b)) [] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ Item 8.01 Other Events This Form 8-K and other reports filed by National Lampoon, Inc. from time to time with the Securities and Exchange Commission (collectively the "Filings") contain forward looking statements and information that are based upon beliefs of, and information currently available to, our management as well as estimates and assumptions made by our management. When used in the Filings the words "anticipate", "believe", "estimate", "expect", "future", "intend", "plan" or the negative of these terms and similar expressions as they relate to us or to our management identify forward looking statements. Such statements reflect the current view of management with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to our industry, operations and results of operations and any businesses that we may acquire. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned. On March 30, 2009, the Los Angeles Business Journal published an article about our Chief Executive Officer, Timothy S. Durham. A copy of the article is attached to this Current Report. The article described possible future plans for our business, including making wide release commercial films or licensing the name to a restaurant chain to build "Animal House" themed sports bars and grills around the country. We do not currently have commitments for either of these ventures. Item 9.01 Financial Statements and Exhibits Exhibit 99 Interview with Timothy S. Durham published in the Los Angeles Business Jounal on March 30, 2009 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 1, 2009 NATIONAL LAMPOON, INC. By:/s/ Timothy S. Durham --------------------------------- Timothy S. Durham Interim Chief Executive Officer

SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549______________FORM 8-KCURRENT REPORTPursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934

Date of report (Date of earliest event reported): January 13, 2009 (January 9, 2009)______________NATIONAL LAMPOON, INC.(Exact name of registrant as specified in Charter)

Delaware	0-15284	95-4053296
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(IRS Employee Identification No.)

8228 Sunset Boulevard Los Angeles, California 90046 (Address of Principal Executive Offices)

310-474-5252(Issuer Telephone number)

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).

⃞ 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 240.14d-2(b))

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

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On January 9, 2009 our board of directors decided to voluntarily delist our common stock, par value $0.0001 per share, from NYSE Alternext US LLC (the “Exchange”). This decision was based on the determination that it is unlikely that we will be able to comply with the Exchange’s listing requirements as they relate to our financial condition and operating results and the market value of our common stock. It is our intention to have our common stock quoted on the Over-the-Counter Bulletin Board once the delisting of our common stock from the Exchange has been completed, although it has not yet arranged to do so.

Item 9.01 Financial Statements and Exhibits.

Exhibit 99 Press Release

SIGNATURES

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

Dated: January 13, 2009
	NATIONAL LAMPOON, INC.
	By:	/s/ Timothy S. Durham
		Timothy S. Durham, Chief Executive Officer

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