UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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 26, 2002
                                                 -------------------------------


                                   POINT.360
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             (Exact name of registrant as specified in its charter)


                                   California
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                 (State or other jurisdiction of incorporation)


         0-21917                                  95-4272619
- -------------------------------   ----------------------------------------------
   (Commission File Number)           (IRS Employer Identification No.)


  7083 Hollywood Boulevard, Suite 200, Hollywood, CA       90028
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   (Address of principal executive offices)              (Zip Code)


                                 (323) 957-7990
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              (Registrant's telephone number, including area code)


          ----------------------------------------------------------
         (Former name or former address, if changed since last report)





Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

        On June 18, 2002, Point.360 (the  "Company")reported that it had engaged
KPMG LLP as its  independent  auditors  for the fiscal year ending  December 31,
2002 and signed an  engagement  letter as of that date.  The  engagement  letter
outlined the terms of service with KPMG's acceptance being subject to completion
of its new client evaluation procedures.

        On July 26, 2002, KPMG informed the Company that KPMG declined to act as
the Company's independent auditors. There were no disagreements with KPMG on any
matters of accounting principles or practices;  nor had KPMG performed any audit
or other services for the Company.

        Effective  July 26, 2002,  the Company,  through  action of its Board of
Directors,  engaged Singer Lewak  Greenbaum & Goldstein LLP ("Singer  Lewak") as
its independent auditors for the fiscal year ending December 31, 2002.

        The Company has  authorized  KPMG to respond  fully to the  inquiries of
Singer Lewak regarding the matters described in the preceding paragraphs.

        On June  18,  2002,  the  Company  filed a  Current  Report  on Form 8-K
regarding  the  dismissal  on June 12, 2002 of its prior  independent  auditors,
PricewaterhouseCoopers  LLP ("PwC").  The Company has  authorized PwC to respond
fully to the inquiries of Singer Lewak  regarding the matters  described in that
Current Report on Form 8-K.

        During the two fiscal years ended December 31, 2001 and 2000 and through
July 26,  2002,  neither the Company nor anyone on its behalf  consulted  Singer
Lewak with  respect  to:  (i) the  application  of  accounting  principles  to a
specified  transaction,  either  completed or  proposed;  (ii) the type of audit
opinion  that  might be  rendered  by Singer  Lewak on the  Company's  financial
statements;  or (iii) any matter that was either the  subject of a  disagreement
between the Company and PwC,  or the  Company and KPMG,  or a  reportable  event
described under Item 304(a)(1) (v) of Regulation S-K.


Item 7. FINANCIAL STATEMENTS AND EXHIBITS.

   (c)   Exhibits.

   16.1  Letter  dated July 26, 2002 from KPMG  regarding  its  decision  not to
         accept appointment as the Company's auditors.



                                   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.

                                                    Point.360
                                        ----------------------------------
                                                  (Registrant)


      Date: July 30, 2002           By: /s/ Alan R. Steel
                                        ----------------------------------
                                            Alan R. Steel
                                            Executive Vice President,
                                            Finance and Administration,
                                            Chief Financial Officer




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