UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC
20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF
1934
(Date
of earliest event reported)
TELKONET,
INC.
(Exact Name of Registrant
as Specified in Its Charter)
Utah
(State or Other
Jurisdiction of Incorporation)
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000-31972
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87-0627421
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(Commission
File No.)
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(I.R.S.
Employer Identification No.)
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20374
Seneca Meadows Parkway, Germantown, Maryland 20876
(Address of Principal
Executive Offices)
(240)-912-1800
(Registrant's Telephone
Number)
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. 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)).
Item
2.02 Results of Operations and Financial Condition.
On August
11, 2008, Telkonet, Inc. (the "Company") issued a press release announcing
results for the second quarter ended June 30, 2008. A copy of the
press release is attached as exhibit 99.1.
The
information in this report shall not be deemed to be "filed" for purposes of
Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act
of 1934, as amended. Unless expressly incorporated into a filing of the
Registrant under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, as amended, made after the date hereof, the information
contained herein shall not be incorporated by reference into any filing of the
Registrant, whether made before or after the date hereof, regardless of any
general incorporation language in such filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
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99.1
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Press
Release dated August 11, 2008
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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.
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TELKONET,
INC.
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Date:
August 12, 2008
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By: /s/ Richard J.
Leimbach
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Richard
J. Leimbach
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Chief
Financial Officer
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