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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
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                                 CURRENT REPORT

     Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934

                        Date of Report: November 10, 2004
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                        (Date of earliest event reported)

                             SPHERIX(R) INCORPORATED
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             (Exact name of registrant as specified in its charter)

           Delaware                       0-5576                 52-0849320
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(State or other jurisdiction          (Commission             (I.R.S. Employer
      of incorporation)               file number)           Identification No.)

12051 Indian Creek Court, Beltsville, Maryland                      20705
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   (Address of Principal Executive Offices)                       (Zip Code)

       Registrant's Telephone Number, including area code: (301) 419-3900

                                 Not Applicable
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         (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))



Section 2 - Financial Information.

Item 2.02. Results of Operations and Financial Condition.

      On November 10, 2004, the Registrant issued a press release regarding its
financial results for the quarter ended September 30, 2004. A copy of the press
release is attached hereto as Exhibit 99.1.

      The information provided in this Current Report on Form 8-K is being
provided pursuant to Item 2.02 of Form 8-K. The information in this report 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 or the Securities Exchange Act of 1934, except as
shall be expressly set forth by specific reference in such a filing.

Section 9 - Financial Statements and Exhibits.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1 - Press Release dated November 10, 2004



                                   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.

      Spherix Incorporated

      By: /s/ Richard C. Levin
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          Richard C. Levin
          Acting Chief Executive Officer

      Date: November 10, 2004



                                  EXHIBIT INDEX

Exhibit Number    Description
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99.1              Press Release dated November 10, 2004