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 October 3, 2005 ---------------- Date of Report (Date of Earliest Event Reported) IMAGING DIAGNOSTIC SYSTEMS, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Florida 0-26028 22-2671269 (State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer Incorporation or Organization) Identification Number) 6531 NW 18TH COURT PLANTATION, FL 33313 -------------------------------------------------- (Address of principal executive offices) (954) 581-9800 ----------------------------------------- (Registrant's telephone number) 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. (17 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. (17 240.13e-4(c)) SECTION 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS Item 4.01 Changes in Registrant's Certifying Accountant. On October 3, 2005, Imaging Diagnostic Systems, Inc. (The "Company") engaged Sherb & Co., LLP ("Sherb") to serve as its independent registered public accounting firm, effective October 3, 2005. During the two years ended June 30, 2005 and through September 30, 2005, neither the Company nor anyone on its behalf consulted with Sherb regarding either 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, nor has Sherb provided to the Company a written report or oral advice regarding such accounting principles or audit opinion. The decision to change auditors was made by the Audit Committee of the Board of Directors. The selection of Sherb & Co., LLP with offices in New York and Florida to serve as the Company's independent registered public accounting firm was made by the Audit Committee and their appointment was approved by the Company's Board of Directors. 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. IMAGING DIAGNOSTIC SYSTEMS, INC. Dated October 3, 2005 /s/ Allan L. Schwartz --------------------- By: Allan L. Schwartz Executive Vice President Chief Financial Officer