UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of December, 2008
Commission
file number: 000-30910
VUANCE
LTD.
(Translation
of registrant’s name into English)
Sagid
House “Hasharon Industrial Park”
P.O.
Box 5039
Qadima
60920, ISRAEL
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F.
Form
20-F
x
Form
40-F
¨
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):
¨
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):
¨
Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of
1934. Yes
¨
No
x
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
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Notice of
Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of
Listing
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On
December
11
, 2008,
Vuance
Ltd. (the “Company”)
was notified by the
Nasdaq
Stock Market that
the Company does not comply with
the continued listing
requirements of
Marketplace
Rule 4310(c)(3), which requires the Company to have a minimum of $2.5 million in
stockholders’ equity
,
or $35 million in market value of
listed securities
,
or $500,000 of net income from
continuing operations for the most recently completed fiscal year or two of the
three most recently completed fiscal years.
T
he Nasdaq Staff has requested that the
Company provide on or before December 26, 2008, the Company’s specific plan to
achieve and sustain compliance with all The Nasdaq Capital Market listing
requirements, including the time frame for completion of the
plan.
On
December
16
, 2008, the Company issued a press
release announcing the receipt of the Nasdaq Staff Deficiency Letter. A copy of
the press release is included as
Exhibit 99.1
to this Form
6
-K.
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Financial Statements and
Exhibits.
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EXHIBIT
INDEX
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Exhibit
Number
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99.1
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Press
release of the Company dated as of December 16,
2008
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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, thereunto
duly authorized.
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VUANCE
LTD.
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By:
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/s/
Eyal Tuchman
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Name:
Eyal Tuchman
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Title: Chief
Executive Officer
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Date: December
16, 2008
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