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): December 26, 2012

                                Aehr Test Systems
             (Exact name of Registrant as specified in its charter)

          California                    000-22893             94-2424084
(State or other jurisdiction of (Commission File Number)  (I.R.S. Employer
 incorporation or organization)                         Identification Number)

                               400 Kato Terrace
                           Fremont, California 94539
         (Address of principal executive offices, including zip code)

                                 510-623-9400
             (Registrant's telephone number, including area code)

                                     N/A
         (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 3.01.  Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing.

	On December 26, 2012, the Nasdaq Stock Market ("NASDAQ") notified Aehr
Test Systems (the "Company"), that it no longer complies with Rule
5550(a)(2)(the "Minimum Bid Price Rule"), as the bid price of the Company's
shares closed below the minimum $1.00 per share for the 30 consecutive business
days prior to the date of the letter.  In accordance with Rule 5810(c)(3)(A),
the Company will be provided 180 calendar days, or until June 24, 2013, to
regain compliance with the Minimum Bid Price Rule. The Company may regain
compliance with the Minimum Bid Price Rule if the bid price of the Common
Stock closes at $1.00 per share or more for a minimum of 10 consecutive
business days at any time before June 24, 2013.

	If compliance with the Minimum Bid Price Rule cannot be demonstrated
by June 24, 2013 and, except for the bid price requirement, the Company meets
all other initial listing standards for The Nasdaq Capital Market set forth
in Marketplace Rule 5505, then the Company may be granted an additional 180
calendar day period in which to demonstrate compliance with the Minimum Bid
Price Rule.  If the Company does not regain compliance with the Minimum Bid
Price Rule prior to June 24, 2013 and is not eligible for the additional
compliance period, then NASDAQ will notify the Company that the Common Stock
will be delisted.  At that time, the Company may appeal NASDAQ's determination
to delist the Common Stock.







                                  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.

                                               Aehr Test Systems
                                                  (Registrant)
Date:  December 28, 2012
                                          By:   /S/ GARY L. LARSON
                                               -------------------------
                                               Gary L. Larson
                                               Vice President of Finance and
                                               Chief Financial Officer