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 reportedly): August 18, 2009


                              OCEAN BIO-CHEM, INC.
               (Exact name of registrant as specified in charter)

    Florida                                0-11102                 59-1564329
(State or Other Jurisdiction of    (Commission File Number)  (I.R.S.  Employer
Incorporation)                                               Identification No.)

               4041 S.W. 47 Avenue, Fort Lauderdale, Florida 33314
                (Address of principal executive office Zip Code)

                                 (954) 587-6280
               Registrant's telephone number, including area code:

                                 Not Applicable
          (Former name or former address, if changes 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))



     Item 7.01 Regulation FD - On August 14, 2009 the Company  received a notice
from the NASDAQ stock market  (NASDAQ),  that that its common stock has been at,
or in excess  of,  $1.00 per share for at least 10  consecutive  business  days.
Accordingly,  the Company has regained  compliance with Listing Rule 5550(a) (2)
of the Nasdaq Stock Market.

     This   notification   closes  the  Nasdaq  matter  of  non  compliance  for
maintaining  a  minimum  bid price of $1.00  over the  previous  30  consecutive
business days, as required by the Listing Rules of The Nasdaq Stock Market.



                                   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 thereunto duly authorized.

                               Ocean Bio-Chem, Inc.


August 18, 2009              /s/ Jeffrey S. Barocas
                             Jeffrey S. Barocas
                             Vice President - Finance and
                             Chief Financial Officer