Form: 8-K

Current report

August 17, 2007

8-K: Current report

Published on August 17, 2007




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):

August 14, 2007


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



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


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






Item 8.01 Other Events

As a result of transactions on August 14-15, 2007, Charles E. Harris,
our Chairman and Chief Executive Officer, has increased his ownership in the
Company by 1,071 shares. Pursuant to a 10b5-1 plan entered into on May 16,
2007, Mr. Harris exercised and sold 33,334 non-qualified options that he had
held to purchase common stock. The 33,334 shares were purchased from the
Company through exercise of those options for a total of $337,007. Those
33,334 shares were sold in the open market for gross proceeds of $357,595,
minus commissions and Federal Insurance Contributions Act (FICA) of $1,998,
for net proceeds of $18,590. The Company withheld from those net proceeds
$7,506 for taxes triggered by the exercise of those options, leaving $11,084
in net proceeds from the exercise of those options and their sale in the
open market. Mr. Harris utilized all of those net proceeds to exercise 1,071
vested non-qualified stock options, and to provide for $252 for the taxes
triggered by such exercise. Proceeds to the Company from these transactions
were $347,835. Mr. Harris retained no cash proceeds from these
transactions.





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: August 16, 2007 HARRIS & HARRIS GROUP, INC.



By: /s/ Charles E. Harris
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Charles E. Harris
Chief Executive Officer