================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 28, 2004 (Date of earliest event reported: March 17, 2004) DND TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) Nevada 333-42936 87-0631750 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 375 E. Elliot Rd., Bldg. 6, Chandler, Arizona 85225 (Address of principal executive offices) (Zip Code) (480) 892-7020 (Registrant's telephone number) ITEM 5. OTHER EVENTS On March 17, 2004, Aspect Systems, Inc., a wholly-owned subsidiary of DND Technologies, Inc. (the "Registrant") announced the appointment of G. Dennis Key as its CEO. The press release is included in this report as Exhibit 99.1. In addition to serving as Aspect Systems' CEO, Mr. Key serves as the Registrant's CFO. ITEM 7. EXHIBITS 99.1 Aspect Systems, Inc. Press Release, dated March 17, 2004 - Aspect Systems' President G. Dennis Key Assumes CEO Role. SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: May 28, 2004 DND Technologies, Inc., a Nevada corporation By: /s/ Dennis Key ---------------------------------------- Dennis Key, CFO