UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): November 13, 2006
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CASTLE BRANDS INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-32849 41-2103550
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
570 LEXINGTON AVENUE, 29TH FLOOR
NEW YORK, NEW YORK 10022
(Address of principal executive offices)
(646) 356-0200
(Registrant's telephone number,
including area code)
____________________________________
(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 November 13, 2006, Castle Brands Inc. issued a press release announcing
financial results for the fiscal quarter ended September 30, 2006. A copy of the
press release is attached hereto as Exhibit 99.1 and incorporated herein by
reference.
The information included herein and in Exhibit 99.1 shall not be deemed
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor
shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Press release dated November 13, 2006.
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.
Date: November 13, 2006
CASTLE BRANDS INC.
By: /s/ Mark Andrews
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Name: Mark Andrews
Title: Chief Executive Officer
EXHIBIT INDEX
Exhibit Description
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99.1 Press release dated November 13, 2006.