content: 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): March 11, 2005
  
  
                              SONEX RESEARCH, INC.
                (Exact name of registrant as specified in Charter)
  
  
           Maryland                  000-14465              52-1188993
        (State or other           (Commision file         (IRS employer
        jurisdiction of               number)           identification no.)
         incorporation)
  
  
                       23 Hudson Street, Annapolis, MD 21401
                      (Address of principal executive offices)
  
  
                                (410) 266-5556
               (Registrant's telephone number, including area code)
  
  
                                      N/A
           (Former name or former address, if changed since last report)
  
  
  
  Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
  simultaneously  satisfy the filing obligation of the registrant under any of the
  following   provisions  (see  General  Instruction  A.2.  below):
  
  [ ]  Written communications  pursuant to Rule 425 under the Securities Act
       (17 CFR 230.425)
  [ ]  Soliciting  material  pursuant to Rule 14a-12  under the Exchange Act
       (17 CFR 240.14a-12)
  [ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
       Exchange  Act (17 CFR  240.14d-2(b))
  [ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
       Exchange Act (17 CFR 240.13e-4(c))
  
  
  
  
  
  
  ITEM 8.01 - OTHER EVENTS
  
  Sonex  Research,  Inc.  has  retained  legal  counsel to prepare a response to a
  Complaint  filed on February 9, 2005 in the U.S.  District Court for the Eastern
  District of Pennsylvania  by investors  seeking the return of $175,000 in equity
  investments made in Sonex during 2004 plus unspecified compensatory and punitive
  damages. The Company, which continues to experience cash flow problems, has also
  arranged for the extension of the due dates of various loans from  shareholders,
  obtained additional short-term loans, and is receiving the continued services by
  its officers and a key  consultant who are deferring  compensation,  through the
  grant of security interests in its patents.
  
  The  Complaint  was filed by Bruce W. Majer of Plymouth  Meeting,  PA,  Allen W.
  Fortna of  Whitehall,  PA, and the Hermitage  Partnership  of  Philadelphia,  PA
  (together,  referred to as the "Investors").  The Investors purchased a total of
  700,000  shares of the Company's  common stock at $.25 per share and warrants to
  purchase  an  additional  700,000  shares  exercisable  at $.25 per  share.  The
  Complaint is an action for federal and state securities fraud, common law fraud,
  and related  claims by the  Investors  who believe they were induced to purchase
  securities  based on a series of false and misleading  statements,  and is filed
  against Sonex,  its former  President,  CEO and director Roger D. Posey,  former
  director Jim Z.I.  Williams,  current  CFO,  Secretary  and  director  George E.
  Ponticas,  and Dr. Andrew A. Pouring,  current Sonex Chairman of the Board,  CEO
  and President.
  
  In the  Company's  Form 8-K filed with the SEC last month,  Dr.  Pouring and Mr.
  Ponticas,  who comprise the current  management and Board of Directors of Sonex,
  indicated  their  belief that many  aspects of the claims in the  Complaint  are
  without merit and that the issuance of the  securities to the Investors was made
  in accordance with applicable federal and state securities laws.
  
  A response to the  Complaint  is  expected  to be filed  before the end of March
  2005. In securing legal representation, the Company was required to remit a cash
  retainer of $12,000. Dr. Pouring and Mr. Ponticas each made loans to the Company
  of $5,000 to provide  sufficient  funds for the retainer.  The acceptance of the
  two  loans has been  incorporated  into  agreements  granting  first and  second
  security  interests in the Company's  patents  applicable  primarily to a recent
  shareholder loan,  compensation being deferred with respect to services provided
  on an ongoing and forward basis by Dr. Pouring,  Mr. Ponticas and the consultant
  who serves as the  Company's  Director of  Business  Development  and  technical
  program  manager;   other  past  due  notes  payable  to  shareholders;   unpaid
  compensation  for past  services;  and Company  credit card and equipment  lease
  obligations personally guaranteed by Dr. Pouring.
  
  The Company  continues to seek additional  capital to fund its  operations.  Its
  prospects  are  dependent  upon its  ability  to enter into  significant  funded
  contracts  for  the  further  development  of its  technology,  establish  joint
  ventures or strategic  partnerships with major industrial concerns,  or secure a
  major capital  infusion.  There is no assurance that the Company will be able to
  achieve these objectives; therefore, there still remains substantial doubt about
  the Company's ability to continue as a going concern.
  
  
  
  
  
  
  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.
  
  
  March 11, 2005
  
  SONEX RESEARCH, INC.
  Registrant
  
  
  
  /s/ George E. Ponticas
  ----------------------
  George E. Ponticas
  Chief Financial Officer and Secretary
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metadata_filer: {"company-data": {"conformed-name": "SONEX RESEARCH INC", "cik": "0000723312", "assigned-sic": "8731", "irs-number": "521188993", "state-of-incorporation": "MD", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-14465", "film-number": "05675863"}, "business-address": {"street1": "23 HUDSON ST", "city": "ANNAPOLIS", "state": "MD", "zip": "21401", "phone": "4102665556"}, "mail-address": {"street1": "23 HUDSON STREET", "city": "ANNAPOLIS", "state": "MD", "zip": "21401"}}
text: 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): March 11, 2005
  
                              SONEX RESEARCH, INC.
                (Exact name of registrant as specified in Charter)
  
           Maryland                  000-14465              52-1188993
        (State or other           (Commision file         (IRS employer
        jurisdiction of               number)           identification no.)
         incorporation)
  
                       23 Hudson Street, Annapolis, MD 21401
                      (Address of principal executive offices)
  
                                (410) 266-5556
               (Registrant's telephone number, including area code)
  
                                      N/A
           (Former name or former address, if changed since last report)
  
  Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
  simultaneously  satisfy the filing obligation of the registrant under any of the
  following   provisions  (see  General  Instruction  A.2.  below):
  
  [ ]  Written communications  pursuant to Rule 425 under the Securities Act
       (17 CFR 230.425)
  [ ]  Soliciting  material  pursuant to Rule 14a-12  under the Exchange Act
       (17 CFR 240.14a-12)
  [ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
       Exchange  Act (17 CFR  240.14d-2(b))
  [ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
       Exchange Act (17 CFR 240.13e-4(c))
  
  ITEM 8.01 - OTHER EVENTS
  
  Sonex  Research,  Inc.  has  retained  legal  counsel to prepare a response to a
  Complaint  filed on February 9, 2005 in the U.S.  District Court for the Eastern
  District of Pennsylvania  by investors  seeking the return of $175,000 in equity
  investments made in Sonex during 2004 plus unspecified compensatory and punitive
  damages. The Company, which continues to experience cash flow problems, has also
  arranged for the extension of the due dates of various loans from  shareholders,
  obtained additional short-term loans, and is receiving the continued services by
  its officers and a key  consultant who are deferring  compensation,  through the
  grant of security interests in its patents.
  
  The  Complaint  was filed by Bruce W. Majer of Plymouth  Meeting,  PA,  Allen W.
  Fortna of  Whitehall,  PA, and the Hermitage  Partnership  of  Philadelphia,  PA
  (together,  referred to as the "Investors").  The Investors purchased a total of
  700,000  shares of the Company's  common stock at $.25 per share and warrants to
  purchase  an  additional  700,000  shares  exercisable  at $.25 per  share.  The
  Complaint is an action for federal and state securities fraud, common law fraud,
  and related  claims by the  Investors  who believe they were induced to purchase
  securities  based on a series of false and misleading  statements,  and is filed
  against Sonex,  its former  President,  CEO and director Roger D. Posey,  former
  director Jim Z.I.  Williams,  current  CFO,  Secretary  and  director  George E.
  Ponticas,  and Dr. Andrew A. Pouring,  current Sonex Chairman of the Board,  CEO
  and President.
  
  In the  Company's  Form 8-K filed with the SEC last month,  Dr.  Pouring and Mr.
  Ponticas,  who comprise the current  management and Board of Directors of Sonex,
  indicated  their  belief that many  aspects of the claims in the  Complaint  are
  without merit and that the issuance of the  securities to the Investors was made
  in accordance with applicable federal and state securities laws.
  
  A response to the  Complaint  is  expected  to be filed  before the end of March
  2005. In securing legal representation, the Company was required to remit a cash
  retainer of $12,000. Dr. Pouring and Mr. Ponticas each made loans to the Company
  of $5,000 to provide  sufficient  funds for the retainer.  The acceptance of the
  two  loans has been  incorporated  into  agreements  granting  first and  second
  security  interests in the Company's  patents  applicable  primarily to a recent
  shareholder loan,  compensation being deferred with respect to services provided
  on an ongoing and forward basis by Dr. Pouring,  Mr. Ponticas and the consultant
  who serves as the  Company's  Director of  Business  Development  and  technical
  program  manager;   other  past  due  notes  payable  to  shareholders;   unpaid
  compensation  for past  services;  and Company  credit card and equipment  lease
  obligations personally guaranteed by Dr. Pouring.
  
  The Company  continues to seek additional  capital to fund its  operations.  Its
  prospects  are  dependent  upon its  ability  to enter into  significant  funded
  contracts  for  the  further  development  of its  technology,  establish  joint
  ventures or strategic  partnerships with major industrial concerns,  or secure a
  major capital  infusion.  There is no assurance that the Company will be able to
  achieve these objectives; therefore, there still remains substantial doubt about
  the Company's ability to continue as a going concern.
  
  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.
  
  March 11, 2005
  
  SONEX RESEARCH, INC.
  Registrant
  
  /s/ George E. Ponticas
  ----------------------
  George E. Ponticas
  Chief Financial Officer and Secretary