Delisting Notice

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): March 23, 2007 THE INTERGROUP CORPORATION --------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-10324 13-3293645 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 820 Moraga Drive, Los Angeles, CA 90049 --------------------------------------- -------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (310) 889-2500 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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing On March 23, 2007, the InterGroup Corporation (the "Company") received a letter from the NYSE Regulation staff indicating that, under NYSE Arca Equities, Inc. Rule 5.5(b), the Company fails to comply with the new minimum stockholders' equity requirement for continued listing of its common stock on NYSE Arca, Inc. The Company maintains the principal listing of its common stock on the NASDAQ Capital Market. Due to a change in the NYSE Arca continued listing standards and a scheduled increase in listing fees, the Board of Directors determined that the Company should only maintain its principal listing on the NASDAQ Capital Market and will withdraw its listing from NYSE Arca. ITEM 9.01. Financial Statements and Exhibits. (d) Exhibits 99.1 Text of Press Release, dated March 28, 2007 of the Registrant. 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. THE INTERGROUP CORPORATION Dated: March 28, 2007 By /s/ Michael G. Zybala ----------------------------- Michael G. Zybala Asst. Secretary and Counsel -2- ----------------------------------------------------------------------------- EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release issued March 28, 2007