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): December 20, 2004
  
  
                              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
  
  On December 22, 2004, the Registrant  posted the following  announcement  on its
  website (www.sonexresearch.com):
  
  
  
                       SONEX HOLDS ANNUAL SHAREHOLDER MEETING
  
  
  ANNAPOLIS,  MARYLAND, December 22, 2004 - SONEX RESEARCH, INC. (OTC BB: SONX), a
  leader in the field of clean burn combustion technology, announced that its 2004
  Annual Meeting of Shareholders was held on Monday,  December 20, in Annapolis to
  re-elect directors and to report on the latest developments at the Company.
  
  Dr. Andrew A. Pouring,  Chairman,  CEO, President,  and Chief Technical Officer,
  informed  shareholders of recent successes achieved in laboratory testing of the
  Sonex  combustion  technologies.  In particular,  Dr. Pouring noted that results
  under a project for the Defense Advanced  Research  Projects Agency (DARPA) have
  exceeded his expectations following previous single cylinder feasibility studies
  in terms of engine stability,  control, and fuel consumption substantially lower
  than the gasoline  baseline  engine.  Under an agreement  for  prototyping  with
  DARPA,  Sonex is developing a "heavy fuel" engine (HFE)  combustion  process for
  potential  Department  of Defense  (DoD)  applications  such as unmanned  aerial
  vehicles (UAVs). This project is sponsored by DARPA as a technology  feasibility
  demonstration  of a means for  lightweight  piston  engines to comply with a DoD
  policy  directive  that  mandates  kerosene-based  heavy fuel for all engines to
  address performance,  logistics and safety requirements. Part of DARPA's mission
  is to sponsor  revolutionary,  high-payoff research that bridges the gap between
  fundamental discoveries and their military use.
  
  Under the DARPA agreement, Sonex has adapted a lightweight, six cylinder, 200 hp
  gasoline  automotive  engine to a Sonex  Combustion  System  (SCS)  unthrottled,
  direct  fuel  injection   combustion  process  based  on  the  Sonex  Controlled
  Auto-Ignition  (SCAI)  technology to run on JP5, military  kerosene-based  heavy
  fuel.  The SCAI  process is  enabled by a  proprietary  piston  technology  that
  achieves  in-cylinder chemical kinetics at a moderate compression ratio for auto
  ignition of the JP5. The laboratory HFE features the proprietary  Sonex pistons,
  electronically  controlled  common  rail fuel  injection  system  and  extensive
  instrumentation.
  
  In July 2004 Sonex was awarded an additional  task to enhance the 6-cylinder HFE
  to expand the performance  range of the SCAI heavy fuel  combustion  process and
  achieve higher power output.  Michael I. Keller,  a consultant who serves as the
  Company's  Director of  Business  Development  and  technical  program  manager,
  reported that in  anticipation of a 400 hp HFE requirement for a large UAV being
  developed by DARPA, Sonex has initiated discussions with high performance engine
  component  suppliers.  Achievement  by Sonex in the near  future of a  technical
  readiness  demonstration is expected to form the basis for in-depth  discussions
  with DARPA and its UAV prime  contractor  for proposals  for follow-on  work. In
  addition,  outcomes  from the DARPA program  could  validate the sparkless  SCAI
  process for in-cylinder control of ignition and combustion that could be applied
  later to a direct  injection  gasoline powered version for use in automobiles to
  achieve better fuel economy.
  
  Dr. Pouring also commented on other SCS technology  developments,  including the
  Low Soot Diesel  Design  (LSDD)  pistons  for soot and oxides of nitrogen  (NOx)
  reductions  in standard  direct  injection  diesel  engines at high  compression
  ratios,  and  lightweight,  spark-ignited,  two-stroke,  HFEs  for  use  in  DoD
  applications such as small UAVs.
  
  Mr.  Keller also reported on proposed  language in a national  energy bill to be
  addressed  by Congress  in 2005 which  potentially  could  provide an impetus to
  Sonex efforts to interest the automotive  industry in the SCAI  application  for
  improved fuel mileage in conventional gasoline and newer hybrid vehicles.
  
  George  E.  Ponticas,   CFO  and  Secretary  of  Sonex,  reviewed  a  number  of
  organizational  changes  during 2004.  Following  the  resignation  of the three
  outside members of its Board of Directors at the beginning of the year, Roger D.
  Posey was named president in February, and was named CEO in July, with a plan to
  develop,  raise capital for, and implement an updated business plan, the primary
  goal of which was to transition  Sonex from a research and  development  company
  into a technology  and  manufacturing  enterprise.  Mr.  Ponticas  acknowledged,
  however,  that the desired objectives were not achieved,  as the Company did not
  raise the capital to complete and implement the updated  business plan, and that
  Mr. Posey left the Company in October.
  
  Mr. Ponticas,  noting that the Company's Board of Directors now consists only of
  Dr. Pouring and himself,  stated management's  intention to add to the Board one
  or more qualified  individuals who have no current  affiliation with the Company
  towards a goal of constituting a Board with a majority of independent directors.
  
  Dr.  Pouring also stressed that the Company needs to secure  capital to meet the
  challenges still facing the Company, such as demonstrating that its LSDD pistons
  can be produced in high volume using existing  piston  manufacturing  processes,
  and to permit Sonex to complete  product  development and participate in teaming
  arrangements with defense firms for the marketing of SCS HFEs.
  
  As to the  business  portion of the  Annual  Meeting,  holders of the  Company's
  Preferred Stock re-elected Mr. Ponticas, a current member of the Board, to serve
  as a Class I Preferred Stock director for a term ending at the Annual Meeting in
  2005 or until  his  successor  has been  elected  and  qualified.  The  Board of
  Directors  had  nominated  Dr.  Pouring  to serve as a Class  III  Common  Stock
  director for a term ending at the Annual Meeting in 2007;  however,  the Company
  did not receive a sufficient number of votes to achieve a quorum for the conduct
  of  business  for its Common  Stock.  Dr.  Pouring  will  continue to serve as a
  director but will need to be  re-nominated by the Board for election at the next
  shareholder  meeting at which  directors  are  elected.  Of the votes  received,
  approximately  97% were voted in favor of the  re-election  of Dr.  Pouring as a
  Class III Common Stock director.
  
  
  About Sonex
  
  Sonex  Research,  Inc.,  a leader  in the  field of  combustion  technology,  is
  developing its patented Sonex Combustion  System (SCS)  piston-based  technology
  for in-cylinder  control of ignition and  combustion,  designed to increase fuel
  mileage and reduce  emissions  of internal  combustion  engines.  Sonex plans to
  complete  development,  commercialize  and  market  its  Sonex  Controlled  Auto
  Ignition (SCAI)  combustion  process to the automotive  industry to improve fuel
  efficiency of gasoline powered vehicles.  Additionally,  independent third-party
  testing has confirmed the potential of the SCS application  for  direct-injected
  diesel  engines  to  significantly   reduce  harmful  soot  in-cylinder  without
  increasing  fuel  consumption.  Other  SCS  designs  are being  used to  convert
  gasoline engines of various sizes to operate on safer, diesel-type "heavy fuels"
  for use in military and commercial  applications requiring light weight and safe
  handling and storage of fuel, such as in UAVs (unmanned aerial vehicles).
  
  
  Caution Regarding Forward-Looking Statements
  
  "Forward-looking"  statements  contained  in this  announcement,  as well as all
  publicly disseminated material about the Company, are made pursuant to the "safe
  harbor" provisions of the Private Securities Litigation Act. Such statements are
  based  on  current  expectations,  estimates,  projections  and  assumptions  by
  management  with respect to matters  such as  commercial  acceptance  of the SCS
  technology, the impact of competition,  and the Company's financial condition or
  results of  operations.  Readers  are  cautioned  that such  statements  are not
  guarantees of future  performance and involve risks and uncertainties that could
  cause  actual  results to differ  materially  from those  expressed  in any such
  forward-looking statements.  Additional information regarding the risks faced by
  Sonex is provided in the  Company's  periodic  filings with the  Securities  and
  Exchange Commission under the heading "Risk Factors". Such filings are available
  upon request from the Company or online in the EDGAR database at www.sec.gov.
  
  
                                   ###
  
  
  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.
  
  
  December 22, 2004
  
  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": "041220270"}, "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): December 20, 2004
  
                              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
  
  On December 22, 2004, the Registrant  posted the following  announcement  on its
  website (www.sonexresearch.com):
  
                       SONEX HOLDS ANNUAL SHAREHOLDER MEETING
  
  ANNAPOLIS,  MARYLAND, December 22, 2004 - SONEX RESEARCH, INC. (OTC BB: SONX), a
  leader in the field of clean burn combustion technology, announced that its 2004
  Annual Meeting of Shareholders was held on Monday,  December 20, in Annapolis to
  re-elect directors and to report on the latest developments at the Company.
  
  Dr. Andrew A. Pouring,  Chairman,  CEO, President,  and Chief Technical Officer,
  informed  shareholders of recent successes achieved in laboratory testing of the
  Sonex  combustion  technologies.  In particular,  Dr. Pouring noted that results
  under a project for the Defense Advanced  Research  Projects Agency (DARPA) have
  exceeded his expectations following previous single cylinder feasibility studies
  in terms of engine stability,  control, and fuel consumption substantially lower
  than the gasoline  baseline  engine.  Under an agreement  for  prototyping  with
  DARPA,  Sonex is developing a "heavy fuel" engine (HFE)  combustion  process for
  potential  Department  of Defense  (DoD)  applications  such as unmanned  aerial
  vehicles (UAVs). This project is sponsored by DARPA as a technology  feasibility
  demonstration  of a means for  lightweight  piston  engines to comply with a DoD
  policy  directive  that  mandates  kerosene-based  heavy fuel for all engines to
  address performance,  logistics and safety requirements. Part of DARPA's mission
  is to sponsor  revolutionary,  high-payoff research that bridges the gap between
  fundamental discoveries and their military use.
  
  Under the DARPA agreement, Sonex has adapted a lightweight, six cylinder, 200 hp
  gasoline  automotive  engine to a Sonex  Combustion  System  (SCS)  unthrottled,
  direct  fuel  injection   combustion  process  based  on  the  Sonex  Controlled
  Auto-Ignition  (SCAI)  technology to run on JP5, military  kerosene-based  heavy
  fuel.  The SCAI  process is  enabled by a  proprietary  piston  technology  that
  achieves  in-cylinder chemical kinetics at a moderate compression ratio for auto
  ignition of the JP5. The laboratory HFE features the proprietary  Sonex pistons,
  electronically  controlled  common  rail fuel  injection  system  and  extensive
  instrumentation.
  
  In July 2004 Sonex was awarded an additional  task to enhance the 6-cylinder HFE
  to expand the performance  range of the SCAI heavy fuel  combustion  process and
  achieve higher power output.  Michael I. Keller,  a consultant who serves as the
  Company's  Director of  Business  Development  and  technical  program  manager,
  reported that in  anticipation of a 400 hp HFE requirement for a large UAV being
  developed by DARPA, Sonex has initiated discussions with high performance engine
  component  suppliers.  Achievement  by Sonex in the near  future of a  technical
  readiness  demonstration is expected to form the basis for in-depth  discussions
  with DARPA and its UAV prime  contractor  for proposals  for follow-on  work. In
  addition,  outcomes  from the DARPA program  could  validate the sparkless  SCAI
  process for in-cylinder control of ignition and combustion that could be applied
  later to a direct  injection  gasoline powered version for use in automobiles to
  achieve better fuel economy.
  
  Dr. Pouring also commented on other SCS technology  developments,  including the
  Low Soot Diesel  Design  (LSDD)  pistons  for soot and oxides of nitrogen  (NOx)
  reductions  in standard  direct  injection  diesel  engines at high  compression
  ratios,  and  lightweight,  spark-ignited,  two-stroke,  HFEs  for  use  in  DoD
  applications such as small UAVs.
  
  Mr.  Keller also reported on proposed  language in a national  energy bill to be
  addressed  by Congress  in 2005 which  potentially  could  provide an impetus to
  Sonex efforts to interest the automotive  industry in the SCAI  application  for
  improved fuel mileage in conventional gasoline and newer hybrid vehicles.
  
  George  E.  Ponticas,   CFO  and  Secretary  of  Sonex,  reviewed  a  number  of
  organizational  changes  during 2004.  Following  the  resignation  of the three
  outside members of its Board of Directors at the beginning of the year, Roger D.
  Posey was named president in February, and was named CEO in July, with a plan to
  develop,  raise capital for, and implement an updated business plan, the primary
  goal of which was to transition  Sonex from a research and  development  company
  into a technology  and  manufacturing  enterprise.  Mr.  Ponticas  acknowledged,
  however,  that the desired objectives were not achieved,  as the Company did not
  raise the capital to complete and implement the updated  business plan, and that
  Mr. Posey left the Company in October.
  
  Mr. Ponticas,  noting that the Company's Board of Directors now consists only of
  Dr. Pouring and himself,  stated management's  intention to add to the Board one
  or more qualified  individuals who have no current  affiliation with the Company
  towards a goal of constituting a Board with a majority of independent directors.
  
  Dr.  Pouring also stressed that the Company needs to secure  capital to meet the
  challenges still facing the Company, such as demonstrating that its LSDD pistons
  can be produced in high volume using existing  piston  manufacturing  processes,
  and to permit Sonex to complete  product  development and participate in teaming
  arrangements with defense firms for the marketing of SCS HFEs.
  
  As to the  business  portion of the  Annual  Meeting,  holders of the  Company's
  Preferred Stock re-elected Mr. Ponticas, a current member of the Board, to serve
  as a Class I Preferred Stock director for a term ending at the Annual Meeting in
  2005 or until  his  successor  has been  elected  and  qualified.  The  Board of
  Directors  had  nominated  Dr.  Pouring  to serve as a Class  III  Common  Stock
  director for a term ending at the Annual Meeting in 2007;  however,  the Company
  did not receive a sufficient number of votes to achieve a quorum for the conduct
  of  business  for its Common  Stock.  Dr.  Pouring  will  continue to serve as a
  director but will need to be  re-nominated by the Board for election at the next
  shareholder  meeting at which  directors  are  elected.  Of the votes  received,
  approximately  97% were voted in favor of the  re-election  of Dr.  Pouring as a
  Class III Common Stock director.
  
  About Sonex
  
  Sonex  Research,  Inc.,  a leader  in the  field of  combustion  technology,  is
  developing its patented Sonex Combustion  System (SCS)  piston-based  technology
  for in-cylinder  control of ignition and  combustion,  designed to increase fuel
  mileage and reduce  emissions  of internal  combustion  engines.  Sonex plans to
  complete  development,  commercialize  and  market  its  Sonex  Controlled  Auto
  Ignition (SCAI)  combustion  process to the automotive  industry to improve fuel
  efficiency of gasoline powered vehicles.  Additionally,  independent third-party
  testing has confirmed the potential of the SCS application  for  direct-injected
  diesel  engines  to  significantly   reduce  harmful  soot  in-cylinder  without
  increasing  fuel  consumption.  Other  SCS  designs  are being  used to  convert
  gasoline engines of various sizes to operate on safer, diesel-type "heavy fuels"
  for use in military and commercial  applications requiring light weight and safe
  handling and storage of fuel, such as in UAVs (unmanned aerial vehicles).
  
  Caution Regarding Forward-Looking Statements
  
  "Forward-looking"  statements  contained  in this  announcement,  as well as all
  publicly disseminated material about the Company, are made pursuant to the "safe
  harbor" provisions of the Private Securities Litigation Act. Such statements are
  based  on  current  expectations,  estimates,  projections  and  assumptions  by
  management  with respect to matters  such as  commercial  acceptance  of the SCS
  technology, the impact of competition,  and the Company's financial condition or
  results of  operations.  Readers  are  cautioned  that such  statements  are not
  guarantees of future  performance and involve risks and uncertainties that could
  cause  actual  results to differ  materially  from those  expressed  in any such
  forward-looking statements.  Additional information regarding the risks faced by
  Sonex is provided in the  Company's  periodic  filings with the  Securities  and
  Exchange Commission under the heading "Risk Factors". Such filings are available
  upon request from the Company or online in the EDGAR database at www.sec.gov.
  
                                   ###
  
  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.
  
  December 22, 2004
  
  SONEX RESEARCH, INC.
  Registrant
  
  /s/ George E. Ponticas
  ----------------------
  George E. Ponticas
  Chief Financial Officer and Secretary