8-K

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                       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) July 11, 2001

                             TECHNEST HOLDINGS, INC.

             (Exact name of registrant as specified in its charter)



                                     NEVADA
         (State or other jurisdiction of incorporation or organization)


          333-72975                                   88-0357272
   (Commission File Number)                (IRS Employer Identification Number)


             ONE CAPITAL CITY PLAZA, 3350 Peachtree RD., SUITE 1050
                             ATLANTA, GEORGIA 30326
                    (Address of principal executive offices)

                                 (404) 816-5339
              (Registrant's telephone number, including area code)




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            CAUTIONARY STATEMENT REGARDING FORWARD LOOKING STATEMENTS


      This report on Form 8-K contains "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. We intend the forward-looking statements to be
covered by the safe harbor provisions for forward-looking statements in these
sections. All statements regarding our expected financial position, business and
financing plans are forward-looking statements. These statements can sometimes
be identified by our use of forward-looking words such as "may," "will,"
"should," "expect," "anticipate," "project," "designed," "estimate," "plan" or
"continue." Although we believe that our expectations in such forward-looking
statements are reasonable, we cannot promise that our expectations will turn out
to be correct. These forward-looking statements generally relate to plans and
objectives for future operations and are based upon reasonable estimates and
assumptions regarding future results or trends. These forward looking statements
are subject to certain risks, uncertainties and assumptions relating to our
operations and results of operations, competitive factors in our industry,
economic conditions, regulatory and technological developments and other risks
and uncertainties that may be beyond our control. Such risks and uncertainties
include, but are not limited to, availability of capital to finance future
capital expenditures necessary to maintain and expand our operations, the
implementation of our business strategies, as well as numerous other risks and
uncertainties. Should one or more of these risks or uncertainties materialize,
or should underlying assumptions prove incorrect, our future performance and
actual results of operations may vary significantly from those that we
anticipate or project.
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ITEM 5.  OTHER EVENTS.

      On July 11, 2001, Financial Intranet, Inc. ("Financial Intranet" or the
"Company") completed its acquisition of all the outstanding capital stock of
Technest.com, Inc., a Delaware corporation ("Technest"), pursuant to an
Agreement and Plan of Reorganization dated March 21, 2001, among Financial
Intranet, Technest and all of the stockholders of Technest (the "Agreement").
The stockholders of Technest have received an aggregate of 33,450,000 shares of
Financial Intranet's common stock in exchange for all of the outstanding shares
of Technest common stock owned by them. Technest is now a wholly-owned
subsidiary of Financial Intranet. The 33,450,000 shares of Financial Intranet
common stock issued to the Technest stockholders is equal to approximately 90%
of the total number of Financial Intranet shares of common stock currently
outstanding.

      On March 19, 2001, the Board of Directors of Financial Intranet approved a
1-for-35 reverse split of Financial Intranet's common stock. After the reverse
split became effective on April 2, 2001, Financial Intranet possessed only
10,000,000 shares of common stock available for issuance to Technest's
stockholders. To complete the transaction, on March 19, 2001, Financial
Intranet's Board of Directors unanimously approved, and recommended to Financial
Intranet's stockholders, an amendment to Financial Intranet's Articles of
Incorporation to increase the number of the company's authorized shares of
common stock to 500,000,000 (the "Authorized Share Increase"). On June 14, 2001,
the Company filed a Definitive Proxy Statement on Schedule 14A describing the
items to be presented to the stockholders for approval. On June 28, 2001,
holders of a majority of Financial Intranet's outstanding shares of common stock
voted on and approved, among other things, (i) a change of name from "Financial
Intranet, Inc." to "Technest Holdings, Inc." and (ii) the Authorized Share
Increase. The name change and the Authorized Share Increase became effective on
July 9, 2001, upon the filing of the Company's Certificate of Amendment to the
Articles of Incorporation with the Nevada Secretary of State. On July 11, 2001,
Financial Intranet delivered the remaining 23,450,000 shares of its common stock
it owed to the Technest stockholders under the Agreement.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

Financial Statements

      None.

Exhibits

      See Exhibit Index attached hereto and incorporated herein by reference.
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                                    SIGNATURE

      Pursuant to the requirements of the Securities Exchange Act of 1934,
Technest Holdings, Inc. has caused the undersigned, who is duly authorized, to
sign this report on its behalf.

                                    TECHNEST HOLDINGS, INC.


                                    By: /s/ Michael S. Sheppard
                                        ----------------------------
                                        Michael S. Sheppard


Date: August 9, 2001
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                                  EXHIBIT INDEX

Exhibit Number                            Description
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    3.1              Articles of Amendment to Articles of Incorporation filed
                     July 9, 2001.

   99.1              Press Release dated August 6, 2001.

EX-3.1

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                                                                     EXHIBIT 3.1




                            CERTIFICATE OF AMENDMENT
                                       TO
                            ARTICLES OF INCORPORATION
                                       OF
                            FINANCIAL INTRANET, INC.
             (Pursuant to Nev. Rev. Stat. Sections 78.385 and 78.390)

Michael Sheppard certifies that:

1. He is the duly elected and acting president and secretary of Financial
Intranet, Inc., a Nevada corporation (the "Corporation").

2. Stock of the Corporation has been issued and capital has been paid to the
Corporation.

3. This certificate is made and filed on the behalf of the Corporation pursuant
to and in accordance with Nev. Rev. Stat. Sections 78.385 and 78.390.

4. Article I of the Restated Articles of Incorporation of the Corporation shall
be amended to read in its entirety as follows:

                                       "I

The name of the Corporation shall be "Technest Holdings, Inc." and shall be
governed by Chapter 78 of the Nevada Revised Statutes."

5. Article IV of the Restated Articles of Incorporation of the Corporation shall
be further amended to read in its entirety as follows:


                                       "IV

SECTION 1. The total number of shares of all classes of stock which the
Corporation shall have authority to issue is 500,000,000 shares, of which
495,000,000 shares of a par value of $0.001 per share shall be designated
"Common Shares" and 5,000,000 shares of a par value of $.001 per share shall be
designated "Preferred Shares."

SECTION 2. The Board of Directors is authorized, from time to time, to issue the
Preferred Shares as Preferred Shares of any series and, in connection with the
creation of each such series, to fix by resolution or resolutions providing for
the issue of such shares thereof, the number of shares of such series, and the
powers, designations, privileges, preferences, limitations,
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restrictions, price and relative rights of such series, to the full extent now
or hereafter permitted by the laws of the State of Nevada.

SECTION 3. The capital stock of the Corporation, after the amount of capital has
been paid in money, property or services, as the Board of Directors shall
determine, shall not be subject to assessment to pay the debts of the
Corporation, nor for any other purpose, and no stock issued as fully paid shall
ever be assessable or assessed and the articles of incorporation shall not be
amended in this respect."

6. The Restated Articles of Incorporation of the Corporation shall be further
amended by the addition of Article VIII as follows:


                                      "VIII

No director or officer of the Corporation will be personally liable to the
Corporation or its stockholders for damages for breach of a fiduciary duty as an
officer or director except for acts or omissions which involve intentional
misconduct, fraud, or a knowing violation of law, or the payment of
distributions in violation of Nev. Rev. Stat. ss. 78.300. No amendment or repeal
of this Article VIII applies to or has any effect on the liability or alleged
liability of any officer or director of the Corporation for or with respect to
any acts or omissions of the director or officer occurring prior to the
amendment or repeal, except as otherwise required by law."

7. The Restated Articles of Incorporation of the Corporation shall be further
amended by the addition of Article IX as follows:


                                       "IX

The provisions of Nev. Rev. Stat. ss.ss. 78.378 to 78.3793, inclusive, do not
apply to the Corporation or to an acquisition of a controlling interest
specifically by types of existing or future stockholders, whether or not
identified.  Further, the Corporation expressly elects not to be governed by
Nev. Rev. Stat. ss.ss. 78.411 to 78.444, inclusive."

8.    The foregoing amendments were duly adopted by a resolution of the Board
of Directors of the Corporation.

The foregoing amendments were approved by the required vote of the stockholders
of the Corporation. The total number of outstanding shares entitled to vote with
respect to the amendments were __________________ shares of common stock; and
the number of common shares voting in favor of the foregoing amendments were
__________________ which exceeds the minimum number of common shares necessary
to vote in favor of the foregoing amendments.
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IN WITNESS WHEREOF, the undersigned have duly executed this Certificate of
Amendment of the Articles of Incorporation of Financial Intranet, Inc. this 9th
day of July, 2001.


/s/ Michael Sheppard
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Michael Sheppard, President and Secretary



STATE OF CONNECTICUT



COUNTY OF FAIRFIELD


This instrument was acknowledged before me on the 9th day of July, 2001, by
MICHAEL SHEPPARD, as President and Secretary, of Financial Intranet, Inc., a
Nevada corporation.


                                          ------------------------------
                                          Notary Public

EX-99.1

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                                                                 EXHIBIT 99.1



                                  Press Release



FINANCIAL INTRANET ANNOUNCES COMPLETION OF ACQUISITION

Business Editors

ATLANTA -- (BUSINESS WIRE) -- Aug. 6, 2001 -- Technest Holdings, Inc., formerly
FINANCIAL INTRANET, INC. ("THNS OTCBB" hereinafter referred to as "TECHNEST
HOLDINGS, INC."), an Internet content provider, has announced the change of its
corporate name and the completion of the acquisition of all of the outstanding
capital stock of Technest.com, Inc.

The common stock of Technest Holdings, Inc. will trade under the symbol "THNS"
on the OTC bulletin board. The name change was approved by the Stockholders of
Financial Intranet, Inc. at its annual Stockholder Meeting held at its new
Corporate offices in Atlanta, GA, June 28, 2001.

At the closing of this transaction, which occurred on July 11, 2001, holders
of Technest.com, Inc. common stock received an aggregate of 33,450,000 shares
of Financial Intranet's common stock, which represents approximately 90% of
Financial Intranet's outstanding common stock in exchange for all the
outstanding shares or 100% of the common stock of Technest. This transaction
occurred under the terms of an Agreement and Plan of Reorganization dated March
21, 2001 among Financial Intranet, Inc., Technest.com, Inc. and the
stockholders of Technest.com, Inc.

Technest.com, Inc., a subsidiary of Technest Holdings, Inc., invests in
development stage companies with potential high rates of growth. These
portfolio companies develop innovative products and services with a wide range
of commercial applications. Technest Holdings, Inc., through its subsidiary,
assists in the growth of these portfolio companies and also develops strategies
for the realization of returns on its investments through a variety of methods.
Technest Holdings, Inc. also expects to enhance earnings through short-term
investing.

Michael Sheppard, President and Chief Operating Officer of Technest Holdings,
Inc., said, "We hope Technest Holdings, Inc. will move forward at an
accelerated pace now that we have completed the acquisition. As I indicated
before, I view this acquisition as giving us an unprecedented opportunity. We
are different from other companies that invest in development or early stage
companies. We expect to take full advantage of the current marketplace to make
investments that should provide value, both in the near and long term."

SAFE HARBOR STATEMENT

Statements in this press release that are not historical may be deemed
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Although THNS believes the expectations
reflected in any forward-looking statements are based on reasonable
assumptions, it can give no assurance that its expectations will be attained.
Factors that could cause actual results to differ materially from THNS's
expectations include completion of pending investments, continued availability
of funds to originate new investment, the availability and cost of capital for
future investments, competition within the industry, economic conditions and
other risks detailed from time to time in THNS's SEC reports. The financial
information with respect to the 2001 financials of Technest.com, Inc. have been
provided to Technest Holdings, Inc. by Technest.com, Inc. and have not been
audited or verified independently at this time.