UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~Section 13 ORor 15(Dd) ~~OF THE~~of

~~SECURITIES~~The ~~EXCHANGE~~Securities ~~ACT~~Exchange OFAct of 1934

Date of Report (Date of ~~Earliest~~earliest ~~Event~~event ~~Reported~~reported): February 1723, 2012

HOKU CORPORATION

HOKU CORPORATION
(Exact name of registrant as specified in its charter)

Delaware	000-51458	99-0351487
(State or other jurisdiction	(Commission File Number)	(IRS Employer Identification No.)
Of incorporation)


1288 Ala Moana Blvd, Suite 220 Honolulu, Hawaii		96814
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (808) 682-7800

Not Applicable
(Former name or former address, if changed since last report.)

~~(Exact~~Check ~~name~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of ~~Registrant~~the asregistrant ~~specified~~under inany ~~its~~of ~~charter)~~the following provisions:

Delaware		000-51458		99-0351487
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

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

1288 Ala Moana Blvd., Suite 220, Honolulu, Hawaii		96814
(Address of principal executive offices)		(Zip Code)

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

~~Registrant’s~~o ~~telephone~~Pre-commencement ~~number,~~communications ~~including~~pursuant ~~area~~to ~~code:~~ Rule 14d-2(~~808~~b) ~~682~~ under the Exchange Act (17 CFR 240.14d-~~7800~~2(b))

~~Not~~o ~~Applicable~~Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~(Former~~Item ~~name~~1.01. Entry ~~and~~into ~~former~~a ~~address,~~Material ifDefinitive ~~changed since last report)~~Agreement

~~Check~~Credit 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):Agreement

□On ~~Written~~February ~~communications~~24, ~~pursuant~~2012 toHoku ~~Rule~~Corporation ~~425~~(“Hoku”), ~~under~~entered ~~the~~into ~~Securities~~a ~~Act~~Credit Agreement (17the ~~CFR~~“Credit ~~230.425~~Agreement”) □with ~~Soliciting~~China ~~material~~Merchants ~~pursuant~~Bank toCo., ~~Rule~~Ltd., ~~14a-12~~New ~~under~~York Branch (the ~~Exchange~~“Lender”). The ~~Act~~Credit Agreement provides for a loan (17the ~~CFR~~“Loan”) ~~240~~in an aggregate principal amount of $10 million.~~14a-12)~~ The □principal ~~Pre-commencement~~amount ~~communications~~of ~~pursuant~~the Loan and any unpaid interest thereon must be paid in full by February 24, 2017 or the tenth business day prior to ~~Rule~~the ~~14d-2(b)~~date ~~under~~on which the ~~Exchange~~letters ~~Act~~of ~~(17~~credit ~~CFR~~expire ~~240~~or otherwise terminate, whichever is earlier.~~14d-2(b))~~ Hoku □may ~~Pre-commencement~~prepay ~~communications~~the ~~pursuant~~Loan, toin ~~Rule~~whole ~~13e-4(c)~~or ~~under~~in ~~the~~part, ~~Exchange~~at ~~Act~~any ~~(17~~time ~~CFR~~without ~~240~~penalty, provided that any such prepayment must be for a minimum of $100,000 and in multiples of $100,000 in excess thereof.~~13e-4(c))~~

~~Item~~The ~~1.01~~Loan ~~Entry~~will ~~into~~bear interest at a ~~Material~~per ~~Definitive~~annum rate equal to the LIBOR Rate (as set forth in the Credit Agreement) for the applicable interest period plus 2.0%. In addition, Hoku will pay an annual facility fee of 2.5% on the Loan. Hoku has also agreed to pay the Lender’s reasonable costs and expenses in connection with the preparation, negotiation and delivery of the Credit Agreement.

~~Amended~~The Credit Agreement includes customary representations, warranties, covenants, acceleration, indemnity, and ~~Restated~~events ~~Electric~~of ~~Service~~default ~~Agreement~~provisions ~~with~~which ~~Idaho~~may ~~Power~~accelerate ~~Company~~Hoku’s payment obligations under the Credit Agreement.

OnThe ~~June~~Loan ~~19,~~is ~~2009,~~secured ~~Hoku~~by ~~Materials~~a standby letter of credit in Renminbi issued by China Merchants Bank Co., ~~Inc~~Ltd., aChengdu ~~wholly-owned~~Branch ~~subsidiary~~which ofwas procured by Tianwei New Energy Holdings Co., Ltd., Hoku’s ~~Corporation~~parent company (“~~Hoku Materials~~Tianwei”), ~~entered~~in ~~into~~favor anof ~~Amended~~the Lender and ~~Restated~~which ~~Electric~~has ~~Service~~an ~~Agreement~~aggregate ~~(the~~drawable ~~“AESA”),~~amount ~~with~~of ~~Idaho~~not ~~Power~~less ~~Company~~than ~~(“Idaho~~approximately ~~Power”)~~$10 million. ~~Pursuant~~ In toaddition, if the ~~AESA,~~dollar ~~Idaho~~equivalent ~~Power~~of ~~agreed~~the toundrawn ~~supply~~amount ~~electric~~of ~~power~~the ~~and~~standby ~~energy~~letter toof ~~Hoku~~credit ~~Materials~~is ~~for~~less ~~use~~than in105% of the ~~polysilicon~~outstanding ~~plant~~amounts inpayable ~~Pocatello~~under the Credit Agreement, ~~Idaho. During~~Hoku is required to arrange for either (a) an increase in the ~~term~~existing standby letter of credit or (b) the ~~AESA,~~issuance ~~Idaho~~of ~~Power~~a ~~agreed~~new tostandby ~~make~~letter upof tocredit ~~82,000~~so ~~kilowatts~~that ofthe ~~power~~dollar ~~available~~equivalent toof ~~Hoku~~the ~~Materials~~undrawn atamount ~~certain~~of ~~fixed~~the ~~rates,~~standby ~~which~~letter ~~are~~or ~~subject~~letters toof ~~change~~credit ~~only~~is byat ~~action~~least 105% of the ~~Idaho~~outstanding ~~Public~~amounts ~~Utilities~~payable ~~Commission~~under (the ~~“IPUC”)~~Credit Agreement.

OnThe ~~February~~foregoing ~~17,~~description ~~2012,~~of ~~Hoku Materials and Idaho Power filed a stipulation (~~the ~~“Stipulation”)~~Credit ~~with~~Agreement ~~the~~does ~~IPUC~~not purport to ~~amend~~be ~~the~~complete ~~AESA. If~~and ~~the Stipulation~~ is ~~approved~~qualified byin ~~PUC,~~its ~~Hoku~~entirety ~~Materials~~by ~~and~~reference ~~Idaho~~to ~~Power~~the ~~will~~Credit ~~enter~~Agreement, ~~into~~ a ~~second~~copy ~~amended~~of ~~and~~which ~~restated~~is ~~Electric~~attached ~~Service~~as ~~Agreement~~Exhibit ~~(the~~10.1 ~~“Second~~to ~~AESA”)~~this ~~based~~Current Report on ~~the~~Form ~~terms~~8-K ~~set~~and ~~forth~~incorporated inherein ~~the~~by ~~Stipulation~~reference.

~~Pursuant~~ Related toArrangements ~~the~~between ~~Second AESA,~~ Hoku Materials would be granted an 18-month deferral period from January 1, 2012 to June 30, 2013 during which Hoku Materials’ monthly billed energy charge would be reduced from $2.0 million to $800,000. Hoku Materials would also be required to make an extra one-time payment to Idaho Power of $3.8 million, and Idaho Power would apply $2.0 million of Hoku Materials’ existing $4.0 million deposit to the one-time payment. Hoku Materials would be charged an additional $100,000 per month during the 18-month deferral period in order to pay off the remaining amount of the one-time payment.Tianwei

~~Idaho~~As ~~Power~~previously ~~would~~disclosed ~~create~~in aHoku’s ~~balancing~~periodic ~~account~~reports ~~during~~filed with the ~~18-month~~Securities ~~deferral~~and ~~period~~Exchange ~~for~~Commission (the ~~difference~~“SEC”), ~~between~~Tianwei ~~the~~and ~~monthly~~Hoku ~~minimum~~have ~~billed~~been ~~energy~~discussing ~~under~~what ~~the~~would ~~AESA~~constitute ~~and~~fair ~~the~~compensation ~~monthly~~for ~~billed~~Tianwei ~~energy~~for ~~that~~the ~~results~~financial ~~from~~services ~~the~~it ~~AESA~~is providing Hoku. Tianwei ~~The~~has ~~maximum~~and ~~amount~~will ofprovide ~~this~~standby ~~balancing~~letters ~~account~~of ~~would~~credit beto ~~capped~~secure atthe ~~$16.5~~Loan ~~million~~in ~~and~~reliance ~~would~~on bean ~~balanced~~understanding ~~against~~with Hoku ~~Materials’~~that ~~actual~~Tianwei ~~energy~~will ~~consumption~~receive ~~during~~fair ~~the~~compensation ~~deferral~~for ~~period. Beginning~~providing inthe ~~January~~letters ~~2014,~~of credit. Hoku ~~Materials~~and ~~would~~Tianwei beare ~~required~~still todiscussing ~~repay~~ the ~~balancing~~amount ~~account~~and bytype ~~making~~of ~~additional~~compensation; ~~payments~~however toHoku ~~Idaho~~believes ~~Power~~the ~~equal~~compensation towill ~~1/12th~~be ofin the ~~total~~form ~~amount~~ of ~~the~~a ~~balancing~~common ~~account~~stock ~~until the balancing account reaches zero~~warrant.

~~Hoku~~In ~~Materials’~~addition, ~~monthly~~on ~~power~~February ~~demand~~24, ~~would~~2012, bein ~~capped~~consideration atof ~~20,000~~Tianwei’s ~~kilowatts~~procurement ~~during~~of the ~~18-month~~initial ~~deferral~~standby ~~period~~letter of credit and its efforts to obtain additional standby letters of credit to secure Loan under the Credit Agreement, Hoku and ifHoku’s subsidiary, Hoku Materials, ~~exceeds~~Inc. ~~that~~(“Hoku ~~cap~~Materials”), itentered ~~would~~into bea ~~charged~~Reimbursement ~~the~~Agreement ~~Monthly~~with ~~Minimum~~Tianwei ~~Billed~~obligating ~~Energy~~Hoku ~~Charge~~to ~~according~~repay toTianwei for (a) any reimbursement obligations of Tianwei arising from any draws under the ~~AESA~~standby ~~for~~letter of credit and (b) all interest, fees and expenses incurred by Tianwei in connection with the ~~remainder~~negotiation, execution and performance of the ~~18-month~~standby ~~deferral~~letter ~~period~~of credit contemplated by the Credit Agreement. ~~The~~In ~~term~~addition, ofHoku ~~the~~Materials ~~AESA~~is ~~would~~guaranteeing beHoku’s ~~extended~~obligations to ~~December~~repay 1Tianwei, ~~2014,~~and ~~during~~Hoku ~~which~~and ~~time~~ Hoku Materials ~~will~~are ~~pay~~granting ~~embedded-cost~~to ~~rates~~Tianwei ~~beginning~~a ~~with~~security ~~service~~interest ~~provided~~in onall of their fixtures and ~~after~~personal ~~December~~property 1,and ~~2013,~~all ~~including~~proceeds ~~the~~and ~~then~~products ~~applicable~~from ~~Minimum~~such ~~billed~~fixtures ~~Energy~~and ~~Charge~~personal property.

The foregoing description of the ~~AESA~~Reimbursement isAgreement ~~qualified~~does innot ~~its~~purport ~~entirety by the text of the AESA, which was attached as Exhibit 10.104~~ to ~~Form~~be ~~8-K~~complete ~~filed with the Securities~~ and ~~Exchange Commission on June 22, 2009, and the foregoing description of the Second AESA~~ is qualified in its entirety by ~~the~~reference ~~text~~to of the ~~Second~~Reimbursement ~~AESA~~Agreement, a copy of which ~~will~~is beattached ~~filed~~as ~~with~~Exhibit ~~our~~10.2 ~~Annual~~to this Current Report on Form 108-K ~~for~~and ~~the~~incorporated ~~fiscal~~herein ~~year~~by ~~ending March 31, 2012~~reference.

~~SIGNATURES~~Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

~~Pursuant~~The toinformation ~~the~~set ~~requirements~~forth ofin ~~the~~Item ~~Securities~~1.01 ~~Exchange~~above ~~Act~~is ofincorporated ~~1934,~~by ~~the~~reference ~~Registrant~~into ~~has duly caused~~ this ~~report~~Item ~~to be signed on its behalf by the undersigned hereunto duly authorized~~2.03.

	HOKU CORPORATION
Date: February 21, 2012	By:	/s/ Scott Paul
		Name: Scott Paul
		Title: Chief Executive Officer

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

On February 23, 2012, Hoku received a letter from The NASDAQ Stock Market stating that Hoku is not in compliance with NASDAQ Listing Rule 5250(c)(1) because it did not timely file its Quarterly Report on Form 10-Q for the period ended December 31, 2011 (the “Form 10-Q”) with the SEC. The notification of non-compliance has no immediate effect on the listing or trading of the Hoku’s common stock on the NASDAQ Global Market.

As previously reported by Hoku in its Form 12b-25 filed with the SEC on February 15, 2012, the filing of the Form 10-Q was delayed because Hoku is analyzing whether the recent declines in the market price for polysilicon have impacted the carrying value of its polysilicon plant and whether the carrying value is fairly stated in accordance with generally accepted accounting principles. If Hoku determines that its consolidated financial statements and related disclosures should reflect an impairment charge to its long-lived assets as a result of its on-going analysis of the recoverability of the carrying value of Hoku’s polysilicon plant, the impairment charge could significantly impact its consolidated financial statements for the period ended December 31, 2011 and related disclosures.

Hoku has until April 23, 2012 to submit a plan to regain compliance with respect to its delinquent periodic report and, if NASDAQ accepts Hoku’s plan, it can grant an exception of up to 180 calendar days from the Form 10-Q due date, or until August 19, 2012, to regain compliance.

Hoku issued a press release on February 29, 2012, disclosing receipt of the February 23, 2012 letter from NASDAQ. A copy of the press release is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description

10.1		Credit Agreement, dated February 24, 2012, between Hoku Corporation and China Merchants Bank Co., Ltd., New York Branch

10.2		Reimbursement Agreement, dated February 24, 2012, between Hoku Corporation, Hoku Materials, Inc. and Tianwei New Energy Holdings Co., Ltd.

99.1		Press Release, entitled “Hoku Corporation Receives NASDAQ Notice of Non-Compliance,” dated February 29, 2012

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.

Dated: February 29, 2012

	Hoku Corporation

	By:	/s/ Scott Paul
		Scott Paul
		Chief Executive Officer

EXHIBIT INDEX

Exhibit No.		Description

10.1		Credit Agreement, dated February 24, 2012, between Hoku Corporation and China Merchants Bank Co., Ltd., New York Branch

10.2		Reimbursement Agreement, dated February 24, 2012, between Hoku Corporation, Hoku Materials, Inc. and Tianwei New Energy Holdings Co., Ltd.

99.1		Press Release, entitled “Hoku Corporation Receives NASDAQ Notice of Non-Compliance,” dated February 29, 2012

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