SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ______________ FORM 8-K CURRENT REPORT - AMENDMENT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) January 21, 2003 GREENLAND CORPORATION (Exact Name of Registrant as Specified in its Charter) NEVADA . . . . . . . . . 87-0439051 (State of Incorporation) (I.R.S. Employer Identification No.) 17075 Via Del Campo San Diego, California 92127 (Address of Principal Executive Offices) (858) 451-6210 (Registrant's telephone number, including area code): 2111 Palomar Airport Road, Suite 200, Carlsbad, CA 92009 (Former Name or Former Address, if Changed Since Last Report) ITEM 1. CHANGE IN CONTROL OF REGISTRANT On January 14, 2003, Greenland Corporation ("Greenland" or the "Company") completed its sale of 19,183,390 shares of Greenland common stock, which represent sixty percent (60%) of the issued and outstanding shares of the Company,. to Imaging Technologies Corporation ("ITEC"), Accordingly, there has been a change of control. Additionally, the Company sold warrants to purchase 95,319,510 shares of Greenland common stock to ITEC, which will represent an additional thirty percent (30%) of the issued and outstanding shares of the Company. The sale price for the shares and the exercise of the warrants was $2,250,000 in the form of a promissory note convertible into shares of common stock of ITEC, the number of which will be determined by a formula applied to the market price of the shares at the time that the promissory note is converted. The warrants have been exercised, but are deliverable pursuant to the terms of the Closing Agreement, which details certain sales performance provisions. EXHIBITS EXHIBIT NUMBER DESCRIPTION - --------------- ----------- Exhibit 99.1 Secured Promissory Note in the amount of $2,250,000 issued by ITEC to Greenland, dated January 7, 2003. Exhibit 99.2 Security Agreement, dated January 7, 2003 between ITEC and Greenland. Exhibit 99.3 Agreement to Acquire Shares, dated August 9, 2002 between ITEC and Greenland. Exhibit 99.4 Closing Agreement, dated January 7, 2003 between ITEC and Greenland. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: January 21, 2003 GREENLAND CORPORATION By: /S/ Thomas Beener Name: Thomas Beener Title: Chief Executive Officer