8-K/A 1 form8ka032405.txt INTEGRATED SECURITY SYSTEMS 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 2 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 18, 2005 INTEGRATED SECURITY SYSTEMS, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-11900 75-2422983 ------------------------ --------------------- ------------------- (State of incorporation) (Commission File No.) (IRS Employer Identification No.) 8200 Springwood Drive Suite 230 Irving, Texas 75063 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (972) 444-8280 Not Applicable ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 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)) Section 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS Item 4.01 Changes in Registrant's Certifying Accountant. As previously disclosed in a current report on Form 8-K filed with the Securities and Exchange Commission ("SEC") on January 12, 2005, Grant Thornton LLP ("Grant Thornton") notified Integrated Security Systems, Inc. (the "Company") that it would decline to stand for re-election as our independent registered public accounting firm following the completion of its review of our financial statements for the quarter ended December 31, 2004. On February 16, 2005, after the filing of the Company's 10-QSB for the quarter ended December 31, 2004 on February 14, 2005, Grant Thornton's resignation became effective. Subsequently to that filing, the Company filed a Form 8-K/A to confirm and update the representations made in the Original Form 8-K for the interim period up to the effective date of Grant Thornton's resignation of February 16, 2005. Consistent with the Original Form 8-K, the Company's audit committee commenced an immediate search for a new independent registered public accountant, including requesting proposals from other accounting firms. On February 18, 2005, the Company's Audit Committee approved of and the Board of Directors unanimously ratified the appointment of Weaver and Tidwell L.L.P. as the Company's independent auditor commencing with work to be performed in relation to the Company's quarter ending March 31, 2005. Weaver & Tidwell L.L.P. accepted the Company as its independent auditor effective March 18, 2005. The Company has had no occasions in the past two years upon which it has consulted with Weaver & Tidwell L.L.P. on any matters. 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. INTEGRATED SECURITY SYSTEMS, INC. Dated: March 24, 2005 By: /s/ C.A. RUNDELL, JR. ------------------------------- Name: C.A. Rundell, Jr. Title: Director, Chairman of the Board and Chief Executive Officer (Principal Executive and Financial Officer) 2