Form: 8-K

Current report

December 21, 2005

8-K: Current report

Published on December 21, 2005




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):

December 20, 2005


HARRIS & HARRIS GROUP, INC.
- -------------------------------------------------------------
(Exact name of registrant as specified in its charter)



New York 0-11576 13-3119827
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(State or other (Commission File Number) (I.R.S. Employer
jurisdiction Identification No.)
of incorporation)



111 West 57th Street
New York, New York 10019
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(Address of principal executive offices and zip code)


Registrant's telephone number, including area code: (212) 582-0900
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Item 2.02. Results of Operations and Financial Condition.

Harris & Harris Group, Inc., announced yesterday that its
Board of Directors, in accordance with rules governing a
Regulated Investment Company ("RIC") under Sub-Chapter M of
the Internal Revenue Code, has declared a designated
undistributed capital gain dividend (also known as a deemed
dividend) for 2005.

A copy of the Company's press release issued December 20,
2005 is furnished as Exhibit 99 to this Form 8-K and is
incorporated by reference into this Item 2.02.

Item 9. Financial Statements and Exhibits

(a) Not applicable.

(b) Not applicable.

(c) Exhibits.


Exhibit No. Description
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99 Press Release dated December 20, 2005






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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.



Date: December 21, 2005 HARRIS & HARRIS GROUP, INC.

By: /s/ Douglas W. Jamison
-----------------------
Douglas W. Jamison
Chief Financial Officer



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EXHIBIT INDEX


Exhibit No. Description
- ----------- -------------------------------------
99 Press Release dated December 20, 2005



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