GEOTEK COMMUNICATIONS INC
8-K, 1998-04-28
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                    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) April 23, 1998

                          GEOTEK COMMUNICATIONS, INC.
               (Exact name of registrant as specified in charter)

        Delaware                      0-17581                    22-2358635
(State of other jurisdiction   (Commission File Number)        (IRS Employer
    of incorporation)                                        Identification No.)

102 Chestnut Ridge Road, Montvale, New Jersey                      07645
(Address of principal executive offices                         (Zip Code)

        Registrant's telephone number, including area code 201-930-9305

                                      N/A
         (Former name or former address, if changed since last report)

<PAGE>

Item 5.   Other Events

      On April 23, 1998, Geotek Communications,  Inc. (the "Company") received a
letter from the Nasdaq Stock Market,  Inc. ("Nasdaq") stating that the Company's
securities  are  scheduled  to be  delisted  from  the  Nasdaq  National  Market
effective with the close of business on April 30, 1998. The Company plans, prior
to that date, to request a hearing on that decision,  which under Nasdaq's rules
automatically  will stay any  delisting  pending a ruling by the hearing  panel.
According to Nasdaq,  such a hearing  would  ordinarily be held within a four to
six week  period.  There can be no  assurance  that the  hearing  (or any appeal
therefrom)  will  result  in a  ruling  favorable  to the  Company  and that the
Company's securities will continue to be listed on the Nasdaq National Market.

<PAGE>

                                   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.

                                        GEOTEK COMMUNICATIONS, INC.

Date: April 28, 1998                    By: /s/ Robert Vecsler
                                            ------------------------------------
                                            Name:  Robert Vecsler
                                            Title: Secretary and General Counsel



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