Form 8-K




Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported):  February 9, 2011


Forward Industries, Inc.

(Exact Name of Registrant as Specified in Its Charter)




New York





(State or other Jurisdiction of Incorporation)


(Commission File Number)


(IRS Employer Identification No.)



1801 Green Road, Suite E
Pompano Beach, FL



(Address of Principal Executive Offices)


(Zip Code)



Registrant’s telephone number, including area code: (954) 419-9544



(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 follow provisions:


[  ]  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 2.02 Results of Operations and Financial Condition.


            On Wednesday, February 9, 2011, Forward Industries, Inc. (the “Company”) issued a press release announcing its results of operations for its fiscal 2011 first quarter ended December 31, 2010. 

            More complete information relating to the Company’s results of operations and financial condition is contained in the Company’s Quarterly Report on Form 10-Q for the fiscal 2011 first quarter ended December 31, 2010, filed with the Securities and Commission on February 9, 2011.

            The foregoing description is qualified in its entirety by reference to the Company’s Press Release dated February 9, 2011, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.     

            The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities thereof, nor shall it be deemed to be incorporated by reference into future filings by the Company under the Exchange Act or under the Securities Act of 1933, as amended, except to the extent specifically provided in any such filing.

Item 9.01.       Financial Statements and Exhibits.







Press Release

Forward Looking Statements

This Current Report on Form 8-K contains forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995) that are subject to risks and uncertainties. Actual results may differ substantially from those expressed or implied in any such forward-looking statements due to a number of factors, including without limitation those referred to in the above-referenced Quarterly Report on Form 10-Q and the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2010. Readers are cautioned that all forward-looking statements are based on management’s present expectations, estimates and projections. Please refer to the Company’s report on Form 10-K for the year ended September 30, 2010 and subsequent reports on Forms 10-Q and 8-K as filed with the Securities and Exchange Commission for additional information. The Company is under no obligation (and expressly disclaims any obligation) to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.


            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: February 11, 2011 


/s/ Brett M. Johnson




Brett M. Johnson




Principal Executive Officer



Press Release