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): February 20, 2004



                            HARVEY ELECTRONICS, INC.
                            ------------------------
             (Exact name of registrant as specified in its charter)


         NEW YORK                      1-4626                    13-1534671
----------------------------     ------------------        --------------------
(State or other jurisdiction  (Commission File Number)        (IRS Employer
  of incorporation)                                       Identification Number)



                  205 Chubb Avenue, Lyndhurst, New Jersey 07071
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               (Address of principal executive office) (Zip Code)


Registrant's telephone number, including area code:  (201) 842-0078



                                       N/A
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         (Former name or former address, if changed since last report)





Item 5.  Other Events


     On October 9, 2003,  Harvey  Electronics,  Inc.  (the  "Company")  received
notice from NASDAQ that its common  stock failed to maintain a minimum bid price
of $1.00 over the previous 30 consecutive trading days as required by The Nasdaq
SmallCap Market set forth in NASDAQ Small Cap Market Marketplace Rule 4310(c)(4)
(the "Rule").

     On February  20,  2004,  the Company  received  notice from NASDAQ  Listing
Qualifications  that because the closing bid price of the Company's common stock
has been at $1.00 per share or  greater  for at least  ten  consecutive  trading
days, the Company has regained  compliance with the Rule, and that the matter is
now closed. A copy of the notice is attached as Exhibit 99.1


                                   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.


                            HARVEY ELECTRONICS, INC.


                            By:/s/ Joseph J. Calabrese
                               -----------------------
                               Joseph J. Calabrese, Executive Vice President
                               Chief Financial Officer, Treasurer and Secretary


Date:  February 24, 2004