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): April 19, 2016

EMRISE CORPORATION

(Exact name of registrant as specified in its charter)

101 Wood Avenue South, 5^th Floor

Woodbridge, NJ 08830

(Address of Principal Executive Offices)

2530 Meridian Parkway
Durham, North Carolina 27713

(Former name or former address, if changed since last report.)

(919) 806-4722

Registrant’s telephone number, including area code

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:

[  ] 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 7.01 Regulation FD Disclosure.

On April 19, 2016, EMRISE Corporation (the “Company”) issued a press release entitled “EMRISE Corporation Announces Second Liquidation Distribution to Stockholders” regarding the status of the second liquidation distribution of the Company’s previously announced voluntary Plan of Dissolution which was approved by the Company’s stockholders at a special meeting held on June 25, 2015. A copy of the press release is hereby furnished as Exhibit 99.2 and incorporated herein by reference.

Item 8.01 Other Events.

On April 19, 2016, the Company announced that it instructed its paying agent, VStock Transfer, LLC, to begin the process of sending the previously announced liquidation distribution of $0.36 per share to its stockholders of record as of the close of business on July 7, 2015.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.         Description

99.1 Press release issued by the Company entitled “EMRISE Corporation Announces Second Liquidation Distribution to Stockholders,” dated April 19, 2016.*

*Furnished herewith.

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 hereunto duly authorized.