Criticare August 3, 2006 Form 8-K

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 (Date of earliest event reported): August 3, 2006


 CRITICARE SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of
incorporation or organization)
 
1-31943
  
39-1501563
(Commission File Number)
  
(IRS Employer Identification No.)
 
20925 Crossroads Circle
Suite 100
Waukesha, Wisconsin
 
 
 
53186
(Address of principal executive offices)
 
(Zip Code)
 
 
(262) 798-8282
(Registrant's telephone number including area code)

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):
 
        o    Written communications pursuant to Rule 425 under the Securities Act
(17 CFR230.425)
 
        o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
 
        o    Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
 
        o    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 August 3, 2006, Criticare Systems, Inc. issued a press release (the "Press Release") announcing preliminary net sales for the year ended June 30, 2006. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.

The information in this Form 8-K and the Exhibit attached hereto 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 filing.

Section 9 - Financial Statements and Exhibits

Item 9.01  Financial Statements and Exhibits

(c)   Exhibits

The following exhibit is furnished herewith:

Exhibit 99.1 - Press Release of Criticare Systems, Inc., issued August 3, 2006.


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Criticare Systems, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    CRITICARE SYSTEMS, INC.
Date:  August 4, 2006
    BY  /s/ Joel D. Knudson                              
Joel D. Knudson, Vice
President - Finance
 
 
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