UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 8-K/A

                                 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
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                   California
- --------------------------------------------------------------------------------
                 (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.

        Exhibit  16.2 of  this  Form  8-K/A  contains  the  letter  of KPMG  LLP
regarding its  concurrence  with statements made by the registrant in its report
on Form  8-K  dated  July  26,  2002  filed  with the  Securities  and  Exchange
Commission on July 30, 2002.

Item 7. FINANCIAL STATEMENTS AND EXHIBITS.

   (c)   Exhibits.

   16.2  Letter dated July 27, 2002 from KPMG regarding its concurrence with the
         statements  made by the registrant in its report on Form 8-K dated July
         26, 2002 filed with the Commission on July 30, 2002.



                                   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: August 1, 2002          By: /s/ Alan R. Steel
                                        ----------------------------------
                                            Alan R. Steel
                                            Executive Vice President,
                                            Finance and Administration,
                                            Chief Financial Officer




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