UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 of 15(d) of the Securities Exchange Act Of 1934 Date of report (date of earliest event reported): July 28, 2004 COGNITRONICS CORPORATION (Exact name of registrant as specified in its charter) New York (State or other jurisdiction of incorporation) 1-8496 13-1953544 (Commission File Number) (IRS Employer Identification No.) 3 Corporate Drive, Danbury, Connecticut 06810 (Address of principal executive offices) (Zip Code) (203) 830-3400 (Registrant's telephone number) ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On July 28, 2004, Cognitronics Corporation issued the press release attached hereto as Exhibit 99.1, reporting its results for the quarter ended June 30, 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, thereunto duly authorized. COGNITRONICS CORPORATION Dated: July 28, 2004 By: /s/ Garrett Sullivan -------------------- Name: Garrett Sullivan Title: Treasurer Index to Exhibits Exhibits: 99.1 Press release issued by Cognitronics Corporation on July 28, 2004, reporting its results for the quarter ended June 30, 2004.