SECURITIES AND EXCHANGE COMMISSION

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) August 31, 2004

VERMARK TECHNOLOGIES, INC.

3750 Monroe Avenue, Pittsford, New York 14534

(585) 381-6000

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 (17CFR 240.14d-2(b))

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

Table of Contents

Item 5.02(d) Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

     On August 31, 2004, the Board of Directors of Registrant elected Mr. Andrew W. Moylan a Director.

     Mr. Moylan is not party to any arrangement or understanding with any person pursuant to which he was selected as a director; nor is Mr. Moylan a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404 (a) of Regulation S-K.

     Mr. Moylan was appointed to serve on the Nominating Committee and the Audit Committee of Registrant.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized in Pittsford, New York on August 31, 2004.