8-K 1 deepdown_8k-043008.htm CURRENT REPORT ON FORM 8-K deepdown_8k-043008.htm

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):   April 30, 2008
____________________________________________________

Logo
(Exact name of registrant as specified in its charter)

Nevada
0-30351
75-2263732
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer
Identification Number)

15473 East Freeway
Channelview, Texas 77530
(Address of principal executive offices)

Ronald E. Smith, President
Deep Down, Inc.
15473 East Freeway
Channelview, Texas 77530
(Name and address of agent for service)

(281) 862-2201
(Telephone number, including area code of agent for service)

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:

[   ]         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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 30, 2008, the Board of Directors (the "Board") of Deep Down, Inc. (the "Company") amended the Bylaws of the Company as described below.

The Bylaws of the Company were replaced in their entirety with new Bylaws (“New Bylaws”).   The New Bylaws are in conformance with rules and regulations of Nevada Revised Statutes. The Board believes the New Bylaws are part of good corporate governance and is a result of the Board's continuing review of the corporate governance structure of the Company.

The foregoing description of the New Bylaws does not purport to be complete and is qualified in its entirety by reference to the New Bylaws, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated into this Item 1.01 by reference.

Item 9.01.                      Financial Statements and Exhibits

 
Exhibits.

 
10.1                      By-Laws of Deep Down, Inc. adopted by the Board of Directors April 30, 2008.




SIGNATURE

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.

DEEP DOWN, INC.


By: /s/ Ronald E. Smith
Ronald E. Smith, President

Date: April 30, 2008