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): ~~September~~October 1925, 2011

RCLC, INC.

(Exact Name of Registrant as Specified in Charter)

New Jersey	001-01031	22-0743290
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1480 Route 9 North, Suite 301, Woodbridge, New Jersey	07095
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (732) 877-1788


(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

RCLC, INC.

FORM 8-K INDEX

ITEM	PAGE
ITEM 7.01. REGULATION FD DISCLOSURE	2
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS	3

ITEM	PAGE

ITEM 1.03. BANKRUPTCY OR RECEIVERSHIP	4
ITEM 8.01. OTHER EVENTS.	4
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS	4

Explanatory Note

As previously disclosed, on August 17, 2010 RCLC, Inc. (the “Company”) and certain of its subsidiaries filed voluntary petitions in the United States Bankruptcy Court for the District of New Jersey in Trenton, New Jersey (the “Bankruptcy Court”) under Chapter 11 of the United States Bankruptcy Code (administered under the caption, In re RCLC, Inc. f/k/a Ronson Corporation et. al. Case No. 10-35313 (MBK)). The Company has adopted a modified reporting program with respect to its reporting obligations under the federal securities laws. In lieu of filing annual reports on Form 10-K and quarterly reports on Form 10-Q, the Company will file current reports on Form 8-K to disclose its monthly operating reports required to be submitted to the Bankruptcy Court and material events relating to the bankruptcy proceedings, in accordance with the Securities Exchange Act Release No. 9660 (June 30, 1972) and the Securities and Exchange Commission’s Legal Bulletin No. 2 (April 15, 1997).

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements based on management’s plans and expectations that are subject to uncertainty. Forward-looking statements are based on current expectations of future events. The Company cannot assure that any forward-looking statement will be accurate. If underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual events could vary materially from those anticipated. Investors should understand that it is not possible to predict or identify all such factors and should not consider this to be a complete statement of all potential risks and uncertainties. The Company assumes no obligation to update any forward-looking statements as a result of future events or developments.

Item 71.0103 ~~Regulation~~BANKRUPTCY FDOR ~~Disclosure~~RECEIVERSHIP

On ~~September~~October 1925, 2011, the Company’s ~~and~~Liquidating ~~certain~~First ofAmended ~~its~~Joint ~~subsidiaries~~Plan ~~(together~~referred ~~with~~to ~~the~~below ~~Company,~~became ~~the~~effective. The ~~“Debtors”)~~outstanding ~~filed~~shares ~~their~~of ~~unaudited Monthly Operating Reports for~~ the ~~periods~~Company ~~from~~are ~~August~~cancelled 1,on ~~2011 through August 31, 2011 (~~the ~~“Monthly~~effective ~~Operating~~date ~~Reports”)~~and ~~with~~equity ~~the~~holders ~~Bankruptcy Court. Copies~~ of the ~~Monthly Operating Reports are contained in the attached Exhibits 99.1~~Company, ~~99.2~~RAL and ~~99.3~~RCPC ~~and~~will ~~are~~receive ~~incorporated~~no ~~herein~~distribution byunder ~~reference. This Current Report on Form 8-K (including~~ the ~~Exhibits~~Joint ~~hereto)~~Plan ~~shall~~for ~~not~~their beequity ~~deemed an admission as to the materiality of any information required to be disclosed herein~~interests.

~~Upon~~On ~~the~~August ~~closing~~29, of2011, the ~~sale~~Bankruptcy ofCourt entered an Order Confirming the ~~Company’s~~Liquidating ~~Aviation~~First ~~Division~~Amended onJoint ~~October~~Plan 15of RCLC, ~~2010~~Inc. f/k/a Ronson Corporation, ~~the~~RA ~~Company~~Liquidating ~~ceased~~Corp. tof/k/a/ ~~have~~Ronson ~~operations~~Aviation, ~~other~~Inc. ~~than~~and toRCPC ~~effectuate~~Liquidating ~~its~~Corp. ~~wind-down~~f/k/a ~~and~~Ronson ~~approve~~Consumer ~~its~~Products ~~liquidation~~Corporation ~~plan~~under byChapter 11 of the Bankruptcy ~~Court~~Code (“Confirmation Order”) attached as Exhibit 99.1 to a Form 8-K filed on September 9, 2011. ~~There~~The ~~will~~approved beFirst noAmended ~~proceeds~~Joint ~~available~~Plan ~~for~~of ~~distribution~~RCLC, Inc. f/k/a Ronson Corporation, RA Liquidating Corp. f/k/a/ Ronson Aviation, Inc. and RCPC Liquidating Corp. f/k/a Ronson Consumer Products Corporation under Chapter 11 of the Bankruptcy Code (“Joint Plan”), and the Non-Material Modifications to ~~shareholders~~Debtors’ First Amended Joint Plan of Liquidation (“Non-Material Modifications to Joint Plan”), which amended the ~~Company~~Joint Plan, were attached as Exhibits 99.2 and 99.3 to a Form 8-K filed on September 9, 2011.

Cautionary Statements

The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Reports, which were not prepared for the purpose of providing the basis for an investment decision relating to securities of the Company. The Monthly Operating Reports have been prepared for the purpose of complying with the Bankruptcy Court proceedings. The Monthly Operating Reports are limited in scope and only cover a limited time period.

The financial statements in the Monthly Operating Reports were not audited or reviewed by independent accountants and were not prepared in accordance with accounting principles generally accepted in the United States of America.

There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Reports are complete. The Monthly Operating Reports may be subject to future adjustment and reconciliation. The Monthly Operating Reports also contain information for periods which are shorter or otherwise different from those required in the Company’s reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such information might not be indicative of the Company’s financial condition for the period that would be reflected in the Company’s financial statements or in its reports pursuant to the Exchange Act. The information set forth in the Monthly Operating Reports should not be viewed as indicative of future results.

Other Available Information

The Company’s informational filings with the Bankruptcy Court, including the Monthly Operating Reports and additional information about the Debtors’ filing under Chapter 11 of title 11 of the United States Code, are available to the public at the office of the Clerk of the Bankruptcy Court, Clarkson S. Fisher US Courthouse, 402 East State Street, Trenton, New Jersey 08608 or through the Bankruptcy Court’s website at https://ecf.njb.uscourts.gov/ .

~~Limitation~~Item on8.01 ~~Incorporation~~Other ~~by Reference~~Events

~~The~~On ~~information~~the indate ~~this~~hereof, ~~Item 7.01 (and~~ the ~~exhibits~~Company ~~hereto)~~will ~~are~~file ~~being~~a ~~furnished~~Form ~~for~~15, ~~informational~~Certification ~~purposes only~~ and ~~shall~~Notice ~~not be deemed “filed” for purposes~~ of ~~Section~~Termination 18 of ~~the~~Registration ~~Exchange~~under ~~Act,~~Section or12(g) ~~otherwise subject to the liabilities~~ of ~~that section, nor shall such information be deemed incorporated by reference in any filing under~~ the Securities Exchange Act of ~~1933, as amended, except as otherwise expressly stated in such filing~~1934.

Item 9.01	Financial Statements and Exhibits.

Number

Description

99None.~~1 RCLC, Inc. Monthly Operating Report for the period from August 1, 2011 through August 31, 2011, filed with the United States Bankruptcy Court for the District of New Jersey on September 19, 2011~~

99.2 RCPC Liquidating Corp. Monthly Operating Report from August 1, 2011 through August 31, 2011, filed with the United States Bankruptcy Court for the District of New Jersey on September 19, 2011

99.3 RA Liquidating Corp Monthly Operating Report for the period from August 1, 2011 through August 31, 2011, filed with the United States Bankruptcy Court for the District of New Jersey on September 19, 2011

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.

	RCLC, Inc.
Date: September 20, 2011	By: /s/ Daryl K. Holcomb
Date: October 25, 2011	By:	/s/ Daryl K. Holcomb
	Name: Daryl K. Holcomb
	Title: Vice President, Chief Financial Officer and Controller

Exhibit Index

ITEM 9.01 Financial Statements and Exhibits

Number Description

99.1 RCLC, Inc. Monthly Operating Report for the period from August 1, 2011 through August 31, 2011, filed with the United States Bankruptcy Court for the District of New Jersey on September 19, 2011

99.2 RCPC Liquidating Corp. Monthly Operating Report from August 1, 2011 through August 31, 2011, filed with the United States Bankruptcy Court for the District of New Jersey on September 19, 2011

Filing Compare · RCLC, INC.