<SUBMISSION>
<ACCESSION-NUMBER>0000032878-04-000081
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20040923
<ITEMS>8.01
<FILING-DATE>20040924
<DATE-OF-FILING-DATE-CHANGE>20040924
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>ENERGY CONVERSION DEVICES INC
<CIK>0000032878
<ASSIGNED-SIC>3690
<IRS-NUMBER>381749884
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>0630
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>001-08403
<FILM-NUMBER>041044605
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>2956 WATERVIEW DRIVE
<CITY>ROCHESTER HILLS
<STATE>MI
<ZIP>48309
<PHONE>248-293-0440
</BUSINESS-ADDRESS>
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<FORMER-CONFORMED-NAME>ENERGY CONVERSION LABORATORIES INC
<DATE-CHANGED>19710603
</FORMER-COMPANY>
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<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8k-92304release.txt
<DESCRIPTION>RELEASE OF 9.23.04 RE NASDAQ MARKETPLACE RULE
<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 of 1934


Date of Report (Date of earliest event reported)         September 23, 2004
--------------------------------------------------------------------------------


                     ENERGY CONVERSION DEVICES, INC.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)


    Delaware                         1-8403                    38-1749884
--------------------------------------------------------------------------------
(State or Other Jurisdiction      (Commission               (IRS Employer
 of Incorporation)                 File Number)              Identification No.)


 2956 Waterview Drive, Rochester Hills, MI                       48309
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                       (Zip Code)


Registrant's telephone number, including area code           (248)293-0440
                                                        ------------------------


--------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2 below):

[ ] 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 8.01    Other Events

      On September 23, 2004, Energy Conversion Devices, Inc. issued a press
release disclosing that, in compliance with Nasdaq Marketplace Rule
4350(b)(1)(B), the independent audit report included in the Company's Annual
Report on Form 10-K for the fiscal year ended June 30, 2004 contained an
explanatory paragraph relating to the Company's ability to continue as a going
concern. A copy of the press release is furnished as Exhibit 99.1 to this
report.

Exhibit Index:

99.1  Press Release issued by the Company on September 23, 2004


<PAGE>


                                   SIGNATURES

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

                               ENERGY CONVERSION DEVICES, INC.


                               By: /s/ Stephan W. Zumsteg
                                   ------------------------------------------
                                   Vice President and Chief Financial Officer

Date: September 24, 2004


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>form8kex991-92304pr.txt
<DESCRIPTION>PRESS RELEASE OF 9.23.04
<TEXT>
          Energy Conversion Devices, Inc. Complies with Nasdaq Rule


      ROCHESTER HILLS, Mich., Sept. 23, 2004 - Energy Conversion Devices, Inc.
(NASDAQ:ENER) today disclosed that, in compliance with Nasdaq Marketplace Rule
4350(b)(1)(B), the independent audit report included in the Company's Annual
Report on Form 10-K for the fiscal year ended June 30, 2004 contained an
explanatory paragraph relating to the Company's ability to continue as a going
concern. The disclosure in this press release is required under the above Nasdaq
rule and does not represent any change to the Company's Annual Report on Form
10-K filed on September 13, 2004 with the Securities and Exchange Commission.

      The explanatory paragraph is not new, as the independent auditor report
relating to the Company's financial statements for the fiscal year ended June
30, 2003 included the same explanatory paragraph.

About ECD Ovonics:
ECD Ovonics is the leader in the synthesis of new materials and the development
of advanced production technology and innovative products. It has invented,
pioneered and developed its proprietary, enabling technologies in the fields of
energy and information leading to new products and production processes based on
amorphous, disordered and related materials. ECD Ovonics' proprietary advanced
information technologies include Ovonic phase-change electrical memory, Ovonic
phase-change optical memory and the Ovonic Threshold Switch. The Company's
portfolio of alternative energy solutions includes Ovonic thin-film amorphous
solar cells, modules, panels and systems for generating solar electric power;
Ovonic NiMH batteries; Ovonic hydride storage materials capable of storing
hydrogen in the solid state for use as a feedstock for fuel cells or internal
combustion engines or as an enhancement or replacement for any type of
hydrocarbon fuel; and Ovonic fuel cell technology. ECD Ovonics designs and
builds manufacturing machinery that incorporates its proprietary production
processes, maintains ongoing research and development programs to continually
improve its products and develops new applications for its technologies. ECD
Ovonics holds the basic patents in its fields. More information on ECD Ovonics
is available on www.ovonic.com.

                                     ###


Contacts:
Stephan Zumsteg, Vice President and CFO      Bruce MacDonald, Liebler!MacDonald
Ghazaleh Koefod, Investor Relations          248.283.1039
Energy Conversion Devices, Inc.
248.293.0440


</TEXT>
</DOCUMENT>
</SUBMISSION>
