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<SEC-DOCUMENT>0000950136-06-007472.txt : 20060901
<SEC-HEADER>0000950136-06-007472.hdr.sgml : 20060901
<ACCEPTANCE-DATETIME>20060901151411
ACCESSION NUMBER:		0000950136-06-007472
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20060901
ITEM INFORMATION:		Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
ITEM INFORMATION:		Other Events
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060901
DATE AS OF CHANGE:		20060901

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MILESTONE SCIENTIFIC INC/NJ
		CENTRAL INDEX KEY:			0000855683
		STANDARD INDUSTRIAL CLASSIFICATION:	ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842]
		IRS NUMBER:				133545623
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-14053
		FILM NUMBER:		061071463

	BUSINESS ADDRESS:	
		STREET 1:		220 S ORANGE AVE
		STREET 2:		LIVINGSTON CORPORATE PARK
		CITY:			LIVINGSTON
		STATE:			NJ
		ZIP:			07039
		BUSINESS PHONE:		2013793171

	MAIL ADDRESS:	
		STREET 1:		44 KEAN ROAD
		STREET 2:		220 SOUTH ORANGE AVE
		CITY:			LIVINGSTON
		STATE:			NJ
		ZIP:			07039

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	U S OPPORTUNITY SEARCH INC
		DATE OF NAME CHANGE:	19920703
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                       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) SEPTEMBER 1, 2006


                            MILESTONE SCIENTIFIC INC.
             -----------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
<FONT size="1">




              DELAWARE                                   0-26284                                 13-3545623
- -------------------------------------              --------------------                 ------------------------------

  (STATE OR OTHER JURISDICTION OF                   (COMMISSION FILE                         (IRS EMPLOYER
           INCORPORATION)                                NUMBER)                            IDENTIFICATION NO.)

</FONT>


               220 SOUTH ORANGE AVENUE, LIVINGSTON CORPORATE PARK,
                          LIVINGSTON, NEW JERSEY 07034
               --------------------------------------------------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)


        REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (973) 535-2717


                                       N/A
 ------------------------------------------------------------------------------
          (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:

[  ]  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))



<PAGE>


ITEM 3.01:   NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING
             RULE OR STANDARD; TRANSFER OF LISTING; AND

ITEM 8.01:   OTHER EVENTS

         On September 1, 2006, Milestone Scientific Inc. ("Milestone") issued a
press release disclosing that on September 1, 2006 its common stock and warrants
would commence trading on the National Association of Securities Dealers'
over-the-counter bulletin board under the symbols "MLSS" and "MLSSW"
respectively, following suspension of trading of these securities on the
American Stock Exchange at the open of trading on September 1, 2006. Milestone
had received notice on August 22, 2006 from the American Stock Exchange ("AMEX")
that, as previously reported, it is not in compliance with AMEX's continued
listing standards related to shareholders' equity as specified in Section
1003(a)(iii) of the AMEX Company Guide, which requires Milestone to have
shareholder equity of $6,000,000. According to Section 1205(g) of the AMEX
Company Guide, Milestone expects that AMEX will, after lapse of the period
commencing 15 calendar days after August 22, 2006, as specified in Section
1205(b) of the AMEX Company Guide, file an application with the Securities and
Exchange Commission in accordance with Section 12 of the Securities Exchange Act
of 1934 and the rules promulgated thereunder, to strike Milestone's common stock
from listing and registration on the AMEX. A copy of the press release dated
September 1, 2006 is attached as Exhibit 99.1.

ITEM 9.01:   FINANCIAL STATEMENTS AND EXHIBITS
             ---------------------------------

                  (c) Exhibits:

                      99.1     Press Release dated September 1, 2006

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned, hereunto duly authorized.


                                   MILESTONE SCIENTIFIC INC.

                                   By:   /s/ Leonard Osser
                                         ---------------------------------------
                                         Leonard Osser
                                         Chairman and Chief Executive Officer

Dated:  September 1, 2006

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FOR IMMEDIATE RELEASE

CONTACT
Leonard Osser, Chairman and CEO
MILESTONE SCIENTIFIC INC.
(973) 535-2717; (973) 535-2829 (Fax)
Web site: www.milesci.com
          ---------------

                            MILESTONE SCIENTIFIC INC.
                   COMMENCES TRADING ON THE OTC BULLETIN BOARD

LIVINGSTON, NEW JERSEY, SEPTEMBER 1, 2006 -- MILESTONE SCIENTIFIC INC. (OTCBB:
MLSS), which develops, manufactures, and markets 'intelligent' computer
controlled injection systems for medical and dental markets, today announced
that its common stock will commence trading on the National Association of
Securities Dealers' Over-The-Counter Bulletin Board (OTCBB) under the symbol
"MLSS" on September 1, 2006, following the suspension of trading on the American
Stock Exchange at the open of trading on September 1, 2006. The Company's
warrants will trade on the OTC Bulletin Board under the symbol "MLSSW".


ABOUT MILESTONE SCIENTIFIC, INC.

MILESTONE SCIENTIFIC INC. is the developer, manufacturer and marketer of
CompuMed(R) and CompuDent(R) computer controlled injection systems. These
systems comprise a microprocessor controlled drive unit as well as The Wand(R)
handpiece, a single patient use product that is held in a pen-like manner for
injections. The Company also sells the SafetyWand(R), which incorporates
engineered sharps injury protection features to aid in the prevention of
accidental needlesticks. Milestone has also developed proprietary consumer
(Ionic White(TM)) and professional (CoolBlue(TM)) teeth whitening systems that
were introduced to the market in 2005.

In 2001, Milestone Scientific received broad United States patent protection on
an enabling technology for computer controlled, pressure sensitive infusion,
perfusion, suffusion and aspiration, which provides real time displays of
pressures, fluid densities and flow rates, that advances the delivery and
removal of a wide array of fluids. Development of this CompuFlo technology is
currently underway.

The Company is headquartered in Livingston, New Jersey, and its common stock
trades on the American Stock Exchange under the symbol "MSS".

This press release contains forward-looking statements regarding the timing and
financial impact of the Milestone's ability to implement its business plan,
expected revenues and future success. These statements involve a number of risks
and uncertainties and are based on assumptions involving judgments with respect
to future economic, competitive and market conditions and future business
decisions, all of which are difficult or impossible to predict accurately and
many of which are beyond Milestone's control. Some of the important factors that
could cause actual results to differ materially from those indicated by the
forward-looking statements are general economic conditions, failure to achieve
expected revenue growth, changes in our operating expenses, adverse patent
rulings, FDA or legal developments, competitive pressures, changes in customer
and market requirements and standards, and the risk factors detailed from time
to time in Milestone's periodic filings with the Securities and Exchange
Commission, including without limitation, Milestone's Annual Report on Form
10-KSB for the year ended December 31, 2005. The forward looking-statements in
this press release are based upon management's reasonable belief as of the date
hereof. Milestone undertakes no obligation to revise or update publicly any
forward-looking statements for any reason.


                   For additional information, please contact:
                      Leonard Osser, CEO, at (973) 535-2717


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