SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report
(Date of earliest event reported)
September 9, 2003
IMAGING TECHNOLOGIES CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE . . . . . . . . 0-12641 33-0021693
(State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
17075 Via Del Campo
San Diego, California 92127
(Address of Principal Executive Offices)
(858) 451-6120
(Registrant's telephone number, including area code):
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.
On September 3, 2003, the Registrant appointed Pohl, McNabola, Berg &
Company, LLP ("PMBC") as Imaging Technologies Corporation's ("ITEC," the
"Registrant", or the "Company") independent auditors upon the recommendation of
its Audit Committee.
The ITEC Audit Committee interviewed a number of candidates, including
Stonefield Josephson, Inc., its prior independent auditors. The Audit Committee
determined that it was in the best interests of the Company to engage a new
independent auditor to perform services for ITEC and its subsidiaries, two of
whose shares are publicly traded.
Stonefield Josephson's audit report on the financial statements of the
Company as of June 30, 2002 expressed its uncertainty as to the Company's
ability to continue as a going concern. They cited recurring losses from
operations, the Company's working capital deficiency, and limited cash
resources. These circumstances were also present in the financial statements of
the Company as of March 31, 2003 and in financial statements for several
consecutive reporting periods. The Company expects that this condition will be
reported in its audited financial statements for the fiscal year ended June 30,
2003. PMBC has been engaged to perform the audit for this fiscal year ended June
30, 2003.
The Registrant believes there were no disagreements with Stonefield
Josephson within the meaning of Instruction 4 to Item 304 of Regulation S-K on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure in connection with the audit of the
Company's financial statements for the period ended June 30, 2002, or for any
subsequent interim period, which disagreements, if not resolved to their
satisfaction, would have caused Stonefield Josephson to make reference to the
subject matter of the disagreements in connection with its report.
During the fiscal years ended June 30, 2000, 2001, 2002, and through the
present, there have been no reportable events (as defined in Item 304(a)(1)(v)
of Regulation S-K) of the type required to be disclosed by that section. The
Company has not consulted with any other independent auditors regarding either
(i) the application of accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might be rendered on
the Company's financial statements; or (ii) any matter that was either the
subject matter of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation
S-K and the related instructions) or a reportable event (as defined in Item
304(a)(1)(v) of Regulation S-K).
A letter of Stonefield Josephson addressed to the Securities and Exchange
Commission is included as Exhibit 16 to this Form 8-K. Such letter states that
such firm agrees with the statements made by the Company in this Item 4.
ITEM 7. EXHIBITS.
(c) Exhibits:
16 Letter of Stonefield Josephson, Inc. to the Securities and Exchange
Commission included herein pursuant to the requirements of Item 304(a)(3) of
Regulation S-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: September 9, 2003
IMAGING TECHNOLOGIES CORPORATION
By: /s/ Brian Bonar
Name: Brian Bonar
Title: Chairman, President, and Chief Executive Officer