Item 7.01. REGULATION FD DISCLOSURE
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 14, 2008, Neonode Inc. announced its results of operations for the three and six months ended June 30, 2008. A copy of the related press release is being furnished as Exhibit 99.1 this Current Report on Form 8-K and incorporated by reference herein.
 
7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c) Exhibits.

(99.1) Press release issued by Neonode Inc.

EXHIBIT
NUMBER
EXHIBIT
   
99.1
Neonode Inc. Announces Second Quarter 2008 Results 
 
 
2.
 
 
SIGNATURE

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, thereunto duly authorized.
 
     
  NEONODE INC.
 
 
 
 
 
 
Dated: August 14, 2008 By:   /s/ David W. Brunton
  David W. Brunton
  Chief Financial Officer and Vice President, Finance
 
 
3.