- Current report filing (8-K)

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 25, 2008

MRU Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-33073		33-0954381
(Commission File Number)		(I.R.S. Employer Identification No.)

590 Madison Avenue, 13 ^th Floor New York, New York		10022
(Address of Principal Executive Offices)		(Zip Code)

(212) 398-1780

(Registrant’s Telephone Number, Including Area Code)

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.):

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.

(b) On December 1, 2008, MRU Holdings, Inc. (the “Company”) notified The NASDAQ Stock Market that, solely due to the Resignation (as defined below), the Company was temporarily not in compliance with the NASDAQ audit committee requirement for continued listing as set forth in Marketplace Rule 4350(d) because the Company’s audit committee was not comprised of three independent members of the Company’s board of directors (the “Board”). In connection with the Resignation, on December 1, 2008, the Board appointed C. David Bushley, an existing Board member, to serve on the Board’s audit committee which cured any such non-compliance.

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On November 25, 2008, Sunil Dhaliwal resigned from the Board effective on such date (the “Resignation”).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.