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 11, 2009
 
 
NORTH AMERICAN SCIENTIFIC, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
0-26670
51-0366422
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

20200 Sunburst Street, Chatsworth, CA
91311
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code:  (818) 734-8600
 
 
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).
 
[X]
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 8.01      Entry Into a Material Definitive Agreement

On February 11, 2009, North American Scientific, Inc. issued a press release announcing the sale of substantially all of the assets constituting its prostate bracytherapy business.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01      Financial Statements and Exhibits.

(d) 
Exhibits
 
 
Exhibit Number
Description
     
99.1 
Press Release, issued February 11, 2009.
 
 
 
 
 
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.
 
  NORTH AMERICAN SCIENTIFIC, INC.  
     
       
February 12, 2009
By:
/s/ John B. Rush  
    John B. Rush  
    President and Chief Executive Officer  
       
 
 
 
 

EXHIBIT INDEX
 
 
Exhibit Number
Description
   
 
99.1 
Press Release, issued February 11, 2009.
 
 
 
 
 
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