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
December 11, 2003
-------------------------------------------------------------
Date of Report (Date of earliest event reported)
Spectrum Sciences & Software Holdings Corp.
-------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 80-0025175
---------------------------- ------------ ------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
91 Hill Avenue NW,
Fort Walton Beach, Florida 32548
------------------------------------------------------------
(Address of principal executive offices, including zip code)
(850) 796-0909
----------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
------------------------------------------------------------
(Former name or former address, if changed since last report
Item 9. Regulation FD Disclosure
On December 11, 2003, TRG, LLC published an article (the "Article") on
our subsidiary, Spectrum Sciences & Software, Inc ("Spectrum"). This article
mentioned an internal corporate research & development project called
"SafeBorders". SafeBorders is a new application of Spectrum's fully developed
SafeRange technology. The SafeRange technology has been a mainstay of Spectrum
since its corporate inception.
Spectrum is constantly researching markets and new applications for the
SafeRange Technology. One of the most promising of these applications is the
development of sensor footprints to optimize the observation of our nation's
borders. Although the Article indicates that the "revenue potential for this
application [SafeBorders] is in the 10's of million of dollars", we disclaim any
connection with that statement, and further, as we have not tested the market to
any significant degree, we are uncertain as to its revenue potential.
As discussed in the Article, we do feel that we are ahead of our
competition in this area. SafeRange is a mature technology that is directly
applicable to border surveillance. SafeBorders development has been funded
through our internal R&D program. As a portion of the R&D program, interviews
were conducted during early December 2003 with several government agencies to
determine the viability of the SafeBorders application. Those interviews and
discussions were well received. Future presentations are anticipated in early
2004.
While the SafeRange technology is mature, the SafeBorders application
is still in the development stage. There are numerous contingencies and
intervening events that could occur that could impact our plans for this new
outgrowth of the SafeRange technology. Our investors and stockholders should be
mindful of the many contingencies and other intervening events that could affect
the decisions, planning and development for this new application.
Safe Harbor Statement
Certain statements made herein that are not historical are
forward-looking within the meaning of the Private Securities Litigation Reform
Act of 1995 and may contain forward-looking statements, with words such as
"anticipate," "believe," "expect," "future," "may," "will," "should," "plan,"
"projected," "intend," and similar expressions to identify forward-looking
statements. These statements are based on the Registrant's beliefs and the
assumptions it made using information currently available to it. Because these
statements reflect the Registrant's current views concerning future events,
these statements involve risks, uncertainties and assumptions. The actual
results could differ materially from the results discussed in the
forward-looking statements. In any event, undue reliance should not be placed on
any forward-looking statements, which apply only as of the date of 8-K.
Accordingly, reference should be made to the Registrant's periodic filings with
the Securities and Exchange Commission.
2
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.
Spectrum Sciences & Software Holdings Corp.
By: /s/ Donal Myrick
--------------------
Donal Myrick
President and CEO
Date: December 15, 2003
3