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): 12/05/2001 MILLENNIUM CELL INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 000-31083 22-3726792 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 1 Industrial Way West, Eatontown, New Jersey 07724 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (732) 542-4000 - -------------------------------------------------------------------------------- Registrant's telephone number, including area code - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On December 4, 2001, Millennium Cell, Inc. announced it is making organizational changes designed to support business objectives. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference in this Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (C) EXHIBITS EXHIBIT NUMBER DESCRIPTION ------- ----------- 99.1 Press Release issued by Millenium Cell, Inc. on December 4, 2001 announcing organizational changes designed to support business objectives 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. MILLENNIUM CELL INC. (Registrant) Dated: December 5, 2001 By: /S/ STEPHEN TANG --------------------------------- Dr. Stephen Tang President and Chief Executive Officer