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                                  UNITED STATES
                       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 15, 2005

                             SOMANETICS CORPORATION
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             (Exact name of registrant as specified in its charter)

             Michigan                  0-19095              38-2394784
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    (State or other jurisdiction      (Commission        (I.R.S. Employer
          of incorporation)           File Number)      Identification No.)

          1653 East Maple Road, Troy, Michigan              48083-4208
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        (Address of principal executive offices)            (Zip Code)

Registrant's telephone number, including area code (248) 689-3050

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         (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):

[ ] 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))

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ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

        On March 15, 2005, Somanetics Corporation announced its financial
results for the first quarter ended February 28, 2005 and certain other
information. A copy of the press release is furnished with this report following
the signature page and is incorporated in this Item 2.02 by reference. The
information in this report and the attached press release shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor
shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933, except as shall be expressly stated by specific reference in such
filing.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

      (c)  EXHIBITS

     99.1  Press release dated March 15, 2005



                                   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.

Dated:  March 15, 2005                      SOMANETICS CORPORATION
                                            (Registrant)

                                            By: /s/ Mary Ann Victor
                                                --------------------------------
                                                Mary Ann Victor
                                           Its: Vice President of Communications
                                                and Administration and Secretary



                                  EXHIBIT INDEX

Exhibit   Description
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99.1      News release dated March 15, 2005