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): November 9, 2007

The Hillman Companies, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-13293		23-2874736
(State or other jurisdiction		(Commission File No.)		(I.R.S. Employer
of incorporation)				Identification No.)

Registrant’s telephone number, including area code: (513) 851-4900

Not Applicable
(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):

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

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

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

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

 

 

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

As previously disclosed, on August 3, 2007, The Hillman Companies, Inc. (the “Company”) received a letter from the American Stock Exchange (“AMEX”) informing the Company that it was not in compliance with Rule 121 of the American Stock Exchange Company Guide which requires the Company's Audit Committee to be composed of at least three directors. The Company’s Audit Committee membership fell to two directors when Mark Dolfato resigned from the Board of Directors in July 2007. The letter from AMEX was a “warning letter” and provided the Company until November 5, 2007 to appoint an additional director to serve on the Audit Committee.

On November 5, 2007, the Company received a letter from AMEX that granted the Company an extension until January 3, 2008 to appoint an additional director to the Audit Committee in order to regain compliance with the AMEX requirements.

A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01.		Financial Statements and Exhibits.

(c) Exhibits

EXHIBIT
NUMBER		DESCRIPTION
99.1		Press Release of the Company dated November 9, 2007.

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.

EXHIBIT LIST

EXHIBIT
NUMBER		DESCRIPTION
99.1		Press Release of the Company dated November 9, 2007.