Form: 8-K

Current report

June 17, 2008

8-K: Current report

Published on June 17, 2008

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):

June 16, 2008


HARRIS & HARRIS GROUP, INC.
- -----------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)



New York 0-11576 13-3119827
- -----------------------------------------------------------------------------
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)


111 West 57th Street
New York, New York 10019
- -----------------------------------------------------------------------------
(Address of Principal Executive Offices and Zip Code)


Registrant's telephone number, including area code: (212) 582-0900
--------------



Item 8.01. Other Events.

Harris & Harris Group, Inc., announced that in connection with a
proposed public offering of shares of common stock directly to institutional
investors, it determined that its net asset value per share as of June 16,
2008, was $5.77. If completed, the offering will be made pursuant to an
effective shelf registration statement on Form N-2 (File No. 333-138996)
filed with the Securities and Exchange Commission.

A copy of the Company's press release issued June 16, 2008, is furnished
as Exhibit 99 to this Form 8-K and is incorporated by reference into this
Item 8.01.


Item 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.


Exhibit No. Description
----------- -----------
99 Press Release Dated June 16, 2008


2


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: June 16, 2008 HARRIS & HARRIS GROUP, INC.



By: /s/ Douglas W. Jamison
----------------------
Douglas W. Jamison
President

3



EXHIBIT INDEX


Exhibit No. Description
----------- -----------
99 Press Release Dated June 16, 2008








4