<SUBMISSION>
<ACCESSION-NUMBER>0001144204-05-039784
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20051213
<ITEMS>8.01
<ITEMS>9.01
<FILING-DATE>20051215
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<CONFORMED-NAME>INTELLI CHECK INC
<CIK>0001040896
<ASSIGNED-SIC>7372
<IRS-NUMBER>113234779
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
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<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>000-50296
<FILM-NUMBER>051265379
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<BUSINESS-ADDRESS>
<STREET1>246 CROSSWAYS PARK WEST
<STREET2>.
<CITY>WOODBURY
<STATE>NY
<ZIP>11797
<PHONE>516-992-1900
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<STREET1>246 CROSSWAYS PARK WEST
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<TYPE>8-K
<SEQUENCE>1
<FILENAME>v031439.txt
<TEXT>


                                  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 1934

       Date of Report (Date of earliest event reported): December 13, 2005

                               Intelli-Check, Inc.
                               -------------------
               (Exact Name of Registrant as Specified in Charter)

           Delaware                     001-15465              11-3234779
-----------------------------     ------------------------    -------------
(State or Other Jurisdiction     (Commission File Number)    (IRS Employer
       of Incorporation)                                     Identification No.)


  246 Crossways Park West, Woodbury, NY                          11797
  -------------------------------------------------   -------------------------
(Address of Principal Executive Offices)                       (Zip Code)


Registrant's telephone number, including area code:          516-992-1900
                                                      -------------------------

          -------------------------------------------------------------
          (Former Name or Former Address, is Changed Since Last Report)

--------------------------------------------------------------------------------

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing  obligation  of  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(b) under the Exchange Act (17
      CFR 240.14a-12(b))

|_|   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))

<PAGE>

Item 8.01.        Other Events.

      On December 13, 2005 Intelli-Check, Inc. (the "Company") announced that it
purchased a warrant to purchase  110,000  shares of the  Company's  common stock
from WPG  Software  Fund,  L.P. The warrants  were  originally  purchased by WPG
Software Fund, L.P. in the Company's August 2005 private placement.

Item 9.01.     Financial Statements and Exhibits.

(d)      Exhibits

Exhibit                   Description
-------                   -----------

99.1                      Press Release dated December13, 2005


                                       2
<PAGE>

                                   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.

                           INTELLI-CHECK, INC.

                           By:    /s/ Frank Mandelbaum
                                 -----------------------------------------------
                                 Name: Frank Mandelbaum
                                 Title:    Chairman and Chief Executive Officer

Dated: December 14, 2005

                                       3
<PAGE>

                                  Exhibit Index

Exhibit                   Description
-------                   -----------

99.1                      Press Release dated December 13, 2005
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>ex_99-1.txt
<TEXT>


                                                                    Exhibit 99.1
Press Release Source:                                        Intelli-Check, Inc.

Intelli-Check Purchases Warrants Issued as Part of Recent Private Placement
Tuesday December 13, 1:49 pm ET

WOODBURY, N.Y.--(BUSINESS WIRE)--Dec. 13, 2005--Intelli-Check, Inc. (AMEX: IDN -
News) today announced it has purchased 110,000 warrants to acquire shares of its
common stock at an exercise price of $5.40 per share from WPG Software Fund,
L.P. The warrants were issued as part of the private placement that was
completed in August 2005 and represent approximately 20% of the warrants issued
to investors in the offering.

"The decision to purchase these warrants was made as a result of our recently
announced business developments and to mitigate potential future dilution to our
shareholders" Mr. Frank Mandelbaum, Intelli-Check's Chairman and CEO stated.

About Intelli-Check, Inc.

      o     Intelli-Check, Inc. is the acknowledged leader in technology that
            assures the authenticity of driver licenses, state issued non-driver
            and military identification cards used as proof of identity. Our
            patented ID-CHECK technology instantly reads, analyzes, and verifies
            the encoded data in magnetic stripes and barcodes on
            government-issued IDs from approximately 60 jurisdictions in the
            U.S. and Canada to determine if the content and format is valid.
            Applications include:

      o     security and access control to protect airports, government and
            commercial buildings, military installations and other critical
            sites as well as for first responder initiatives

      o     identity theft, commercial and government fraud prevention to help
            stem the billions of dollars each year in losses from credit card,
            check-cashing, bank, insurance, healthcare, pharmacy and other
            economic frauds

      o     age verification to protect bars and other retail establishments
            from the potential fines and penalties associated with selling
            age-restricted products to under-age purchasers

      o     productivity enhancement to eliminate inefficiencies and
            inaccuracies associated with manual data entry

The company has been the national testing laboratory for the American
Association of Motor Vehicle Administrators (AAMVA) since 1999 and has access to
all the currently encoded driver license formats. For more information, please
visit www.intellicheck.com.

Intelli-Check Safe Harbor Statement

Certain statements in this press release constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995, as
amended. When used in this press release, words such as "will," "believe,"
"expect", "anticipate", "encouraged" and similar expressions, as they relate to
the company or its management, as well as assumptions made by and information
currently available to the company's management identify forward-looking
statements. Our actual results may differ materially from the information
presented here. There is no assurance that the use of ID-CHECK technology by our
potential customers and partners, or government efforts to enhance security or
curtail the sale of age-restricted products to underage buyers will lead to
additional sales of ID-CHECK technology. Additional information concerning
forward looking statements is contained under the heading of risk factors listed
from time to time in the company's filings with the Securities and Exchange
Commission. We do not assume any obligation to update the forward-looking
information.
</TEXT>
</DOCUMENT>
</SUBMISSION>
