SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (date of earliest event
reported): December 17, 2012
WPCS INTERNATIONAL INCORPORATED
(Exact name of registrant as specified
in its charter)
(State or Other Jurisdiction
One East Uwchlan Avenue, Suite 301,
Exton, PA 19341
(Address of principal executive offices
and zip code)
Registrant’s telephone number,
including area code: (610) 903-0400
Copy of correspondence to:
Marc J. Ross, Esq.
Thomas A. Rose, Esq.
James M. Turner, Esq.
Sichenzia Ross Friedman Ference LLP
New York, New York 10006
Tel: (212) 930-9700 Fax: (212) 930-9725
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 7.01 Regulation FD Disclosure.
On December 17, 2012,
the Company held an earnings conference call to discuss its unaudited financial results for the second fiscal quarter ended October
31, 2012. The script of the earnings conference call is attached hereto as Exhibit 99.1 and is incorporated by reference into
this Item 7.01.
ITEM 9.01 Financial Statements and Exhibits.
99.1 Script of December 17,
2012 Earnings Conference Call.
Pursuant to the requirement
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.
||WPCS INTERNATIONAL INCORPORATED|
|Date: December 17, 2012
||By: /s/ JOSEPH HEATER|
||Chief Financial Officer|