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~~July 1917, 2008

Shoe Pavilion, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-23669	94-3289691
(State of other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

13245 Riverside Drive, Suite 450
Sherman Oaks, California 91423

(Address of principal executive offices including zip code)

(818) 907 9975

(Registrant's telephone number, including area code)

Not Applicable
(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:

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))

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On ~~June~~July 1917, 2008, Shoe Pavilion, Inc. (the "Company") received ~~written~~a ~~notification~~Nasdaq Staff Determination letter from the Listing Qualifications Department (the "~~Notice~~Staff") ~~from~~ of The Nasdaq Stock Market ("Nasdaq"), indicating that, ~~the~~after ~~bid~~review ~~price~~ of the ~~its~~Company's ~~common~~recent ~~stock~~announcement ~~for~~that ~~the~~it ~~last~~had 30filed ~~consecutive~~for ~~business~~protection ~~days~~under ~~had closed~~Chapter ~~below~~11 of the ~~minimum $1~~U.00S. ~~per~~Bankruptcy ~~share~~Code, ~~required~~and ~~for~~using ~~continued~~Nasdaq's broad ~~listing~~discretionary authority under ~~Nasdaq~~ Marketplace ~~Rule 4310(c)(4)~~Rules 4300, 4450(~~the "Rule"~~f). ~~Pursuant~~and ~~to Nasdaq Marketplace Rule 4310(c)(8)(D)~~IM-4300, the ~~Company~~Staff ~~has~~had ~~been~~determined ~~provided~~that anthe ~~initial period of 180~~Company's ~~calendar~~securities ~~days,~~will orbe ~~until~~delisted ~~December~~from ~~16,~~the ~~2008,~~Nasdaq toGlobal ~~regain~~Market ~~compliance.~~and ~~The~~that ~~Notice~~trading ~~states~~in ~~that~~ the ~~Nasdaq~~Company's ~~staff~~common ~~(the~~stock ~~"Staff")~~ will ~~provide~~ ~~written~~be ~~notification~~suspended ~~that~~at the opening ~~Company~~of ~~has~~business ~~achieved~~on ~~compliance~~July ~~with~~28, ~~the~~2008, ~~Rule~~subject ifonly atto ~~any~~the ~~time~~Company's ~~before~~right ~~December~~to ~~16,~~appeal ~~2008,~~ the ~~bid price~~determination. ofIf the Company does not appeal Nasdaq's determination, its common stock ~~closes~~will atbe ~~$1.00~~delisted ~~per~~from ~~share~~the orNasdaq ~~more~~Global ~~for~~Market aon ~~minimum~~July of28, 102008 ~~consecutive~~and ~~business~~will ~~days,~~not ~~although~~be ~~the~~immediately ~~Notice~~eligible ~~also~~for ~~states~~listing ~~that~~on the ~~Staff~~OTC ~~has~~Bulletin Board. Delisting will make the ~~discretion~~Company's common stock more difficult to ~~require~~trade, ~~compliance~~will ~~for~~likely areduce the ~~period~~trading involume ~~excess~~and further depress the price of 10the ~~consecutive~~common ~~business~~stock. ~~days,~~The ~~but generally~~Company nocurrently ~~more~~does ~~than~~not 20intend ~~consecutive~~to ~~business~~exercise ~~days,~~its ~~under~~right ~~certain~~to appeal ~~circumstances.~~Nasdaq's determination.

IfIn the ~~Company~~notice, ~~cannot~~Nasdaq ~~demonstrate~~advised ~~compliance with~~ the ~~Rule~~Company bythat ~~December~~Nasdaq ~~16,~~had ~~2008,~~made ~~the~~its ~~Company~~determination ~~may~~after ~~apply~~considering tothe ~~transfer~~Company's ~~its~~filing for ~~listing~~bankruptcy toon ~~the~~July ~~Nasdaq~~15, ~~Capital~~2008 ~~Market~~specifically, ~~provided~~but ~~that~~also itpublic ~~meets~~interest ~~all~~concerns ofgenerally, ~~the~~as ~~initial~~well ~~listing~~as ~~requirements~~concern ofregarding ~~Nasdaq~~the ~~Marketplace~~residual ~~Rule 4310(c)~~equity ~~other~~interest ~~than~~of the ~~$1.00~~Company's ~~minimum~~existing ~~bid~~securities ~~requirement~~holders. IfAdditionally, the ~~Company meets the initial listing criteria for the~~ Nasdaq ~~Capital~~staff ~~Market,~~voiced ~~the~~concern ~~Staff will~~over ~~notify~~ the Company's ~~that~~ability ~~its~~to ~~listing~~come back ~~has~~into ~~been~~compliance ~~transferred~~with to the ~~Nasdaq~~$1 ~~Capital~~minimum ~~Market~~bid ~~and~~price ~~has~~requirement ~~been~~of ~~granted~~Marketplace ~~an additional 180 calendar day compliance period~~Rule 4450(a)(5). IfAs ~~the~~previously ~~Company~~disclosed, ison June ~~not~~19, ~~eligible for transfer and the additional compliance period~~2008, the Staff ~~will~~notified ~~provide written notice that~~ the Company's ~~securities~~of ~~will~~its benon-compliance ~~delisted.~~with Atthis ~~that~~rule ~~time,~~because the ~~Company~~bid ~~may~~price ~~appeal~~of ~~the~~its ~~Staff's~~common ~~determination~~stock tohad ~~delist its~~closed ~~securities~~below to$1.00 aper ~~Listing~~share ~~Qualifications~~for ~~Panel~~30 consecutive trading days.

Item 9.01. Exhibits

99.1 Press Release dated June 20, 2008

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 thereunto duly authorized.

Date: ~~June~~July 2022, 2008


	Shoe Pavilion, Inc.


	By: /s/ MICHAEL P. MCHUGH



	Michael P. McHugh
	Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Press Release of Shoe Pavilion, Inc. issued June 20, 2008 Also provided in PDF format as a courtesy.

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