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<SEC-DOCUMENT>0001144204-03-005797.txt : 20030924
<SEC-HEADER>0001144204-03-005797.hdr.sgml : 20030924
<ACCEPTANCE-DATETIME>20030924131120
ACCESSION NUMBER:		0001144204-03-005797
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20030924
ITEM INFORMATION:		
ITEM INFORMATION:		Other events
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20030924

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AMERICAN TECHNOLOGY CORP /DE/
		CENTRAL INDEX KEY:			0000924383
		STANDARD INDUSTRIAL CLASSIFICATION:	HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651]
		IRS NUMBER:				870361799
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0930

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24248
		FILM NUMBER:		03907477

	BUSINESS ADDRESS:	
		STREET 1:		13114 EVENING CREEK DRIVE SOUTH
		CITY:			SAN DIEGO
		STATE:			CA
		ZIP:			92128
		BUSINESS PHONE:		6196792114
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8k.txt
<TEXT>
<PAGE>

================================================================================

                                  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

                Date of Report (Date of earliest event reported):
                     September 24, 2003 (September 24, 2003)

                         AMERICAN TECHNOLOGY CORPORATION
               (Exact Name of Registrant as Specified in Charter)

           Delaware                       0-24248                87-0361799
           --------                       -------                ----------
(State or Other Jurisdiction of  (Commission File Number)       (IRS Employer
        Incorporation)                                       Identification No.)


  13114 Evening Creek Drive South, San Diego, California             92128
  ------------------------------------------------------             -----
         (Address of Principal Executive Offices)                  (Zip Code)

                                 (858) 679-2114
                                 --------------
              (Registrant's telephone number, including area code)


================================================================================

<PAGE>

Item 5.  Other Events and Regulation FD Disclosure

         1.  On  September  24,  2003,  American  Technology   Corporation  (the
"Company")  issued a press  release  announcing  the  settlement  of  litigation
brought  against  the  Company  by HST,  Inc.,  the  Company's  former  contract
manufacturer.  A copy of the press release is attached to this report as Exhibit
99.1 and is incorporated herein by reference.

         2. On September 24, 2003, the Company issued a letter from its Chairman
to the  shareholders  updating  them on recent  events.  A copy of the letter is
attached to this report as Exhibit 99.2 and is incorporated herein by reference.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(a)      Financial Statements of Business Acquired. None

(b)      Pro Forma Financial Information. None

(c)      Exhibits.

         99.1     Press Release dated September 24, 2003  concerning  settlement
                  of litigation  brought be HST, Inc.

         99.2     Shareholder  letter dated September 24, 2003 concerning recent
                  events.


Item 12. Results of Operation and Financial Condition.

         On September 24, 2003, the Company issued a press release  announcing a
restatement of financial  results for the quarter ended June 30, 2003. A copy of
the press release is attached as Exhibit 99.1.



                                       2
<PAGE>


                                   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.

                                        AMERICAN TECHNOLOGY CORPORATION


Date: September 24, 2003                By: /s/ ELWOOD G. NORRIS
                                            -----------------------------------
                                            Elwood G. Norris
                                            Chairman of the Board



                                       3

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>ex99_1.txt
<TEXT>
<PAGE>

                                                                    Exhibit 99.1



                         AMERICAN TECHNOLOGY CORPORATION
                       ANNOUNCES SETTLEMENT WITH HST, INC.


(SAN DIEGO,  CALIFORNIA - September 24, 2003) -American  Technology  Corporation
(NASDAQ:  ATCO) today  announced  the  settlement of its legal dispute with HST,
Inc.

The Company  agreed to pay a total of $458,000  for HSS  related  inventory  and
production  costs,  and to issue 100,000  shares of  restricted  common stock as
settlement of all  litigation.  As part of the  settlement,  the Company and HST
also  entered  into  a  nonexclusive  royalty-bearing  license  allowing  HST to
manufacture  and  sell  speakers  based  on ATC's  Stratified  Field  technology
(SFT(R)) and a related ATC subwoofer technology. The Company will amend its Form
10-Q for the quarter  ended June 30,  2003,  where a  non-binding  agreement  in
principle to settle this litigation was first  disclosed,  to reflect a $950,000
accrual  during the third  fiscal  quarter for the  estimated  cash and non-cash
costs  of this  settlement.  The  Company  does not  expect  to  record  further
substantial charges related to this settlement.

"We are pleased  this  agreement  ends the legal  proceedings  and  provides the
opportunity for future revenues from Stratified Field Technology products," said
Elwood G.  Norris,  Chairman of  American  Technology  Corporation.  "Settlement
allows us to focus on growing our business through increasing  deliveries of our
revolutionary HSS, NeoPlanar(R), LRAD(TM) and HIDA(TM) sound products."

Stratified Field is a thin film,  non-magnetic,  speaker  technology that allows
for flexible  form factors and offers  high-end,  professional  sound quality at
competitive pricing.

About American Technology Corporation

American Technology  Corporation is Shaping the Future of Sound(R) by developing
and licensing its technology and intellectual property portfolio which includes:
the  award-winning  HSS(R)   (HyperSonic(R)   Sound  Technology);   NeoPlanar(R)
Technology; PureBass(R) Sub-Woofer Technology; HIDA(TM) (High Intensity Directed
Acoustics),  LRAD(TM)  (Long  Range  Acoustic  Device)  and  SFT(R)  (Stratified
Field(R) Technology). The Company is establishing a strong portfolio of patents,
trademarks,  and know-how including over 138 U.S. and Foreign patents and patent
filings to date. For more  information on the company and its  technologies  and
products please visit our web site at www.atcsd.com.


Safe Harbor  statement  under the Private  Securities  Litigation  Reform Act of
1995:  This  document  contains  forward-looking  statements  relating to future
transactions,  performance,  technology and product development which may affect
future results and the future viability of the company.  Actual results could be
affected  or differ  materially  from  those  projected  in the  forward-looking
statements as a result of risks and uncertainties,  including the ability of the
company  to  continue  as a  going  concern,  development  of  future  products,
technological  shifts,  potential  technical or manufacturing  difficulties that
could  delay  new  products,  competition,  general  economic  factors,  pricing
pressures,  the uncertainty of market acceptance of new products and services by
OEMs and end-user  customers,  and other factors identified and discussed in the
company's most recent filings with the Securities and Exchange Commission. These
forward-looking   statements   are  based  on   information   and   management's
expectations  as of the date hereof.  Future results may differ  materially from
the company's current  expectations.  American Technology  Corporation disclaims
any intent or obligation to update those forward-looking  statements,  except as
otherwise specifically stated by it.

                                      # # #


<PAGE>


Editors Note:  HyperSonic  Sound,  HSS,  NeoPlanar,  PureBass,  HIDA,  LRAD, and
Shaping the Future of Sound are trademarks or registered  trademarks of American
Technology  Corporation.  All other company,  product, and service names are the
property of their respective owners.


FOR FURTHER INFORMATION CONTACT:

Investor relations:
Robert Putnam
(858) 679-3168
robert@atcsd.com

Media inquiries:
Don Mathias
(949) 855-4520
dwmath@aol.com

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>4
<FILENAME>ex99_2.txt
<TEXT>
<PAGE>

                                                                    Exhibit 99.2

                             LETTER TO SHAREHOLDERS
                       OF AMERICAN TECHNOLOGY CORPORATION

This letter is a direct  communication from the Chairman of American  Technology
Corporation (NASDAQ: ATCO).

SAN DIEGO,  California,  September  24, 2003 - American  Technology  Corporation
(NASDAQ: ATCO)

On Monday we announced the  resignation  of Mr. James M. Irish as CEO. Mr. Irish
resigned  so that he could  pursue  other  opportunities.  We do not believe the
timing or fact of Mr.  Irish's  departure  reflects  adversely on the  company's
business operations, prospects or finances.

Some recent press  revisited the "going concern"  qualification  included by our
auditors  in their  opinion  on our  financial  statements  for the  year  ended
September  30,  2002.  We expect to report over $9.5  million of cash on hand at
fiscal  year end on  September  30,  2003 with no  long-term  debt.  This is the
strongest  financial position of our corporate history and we expect will remove
the factors causing our auditors to qualify their opinion last year.

We are in low volume production of Generation II HSS systems at the present time
and  expect to  transition  to higher  volumes in the  coming  quarter.  New HSS
systems are built with a  free-form  emitter  design  that no longer  requires a
vacuum.  Generation II employs a proprietary PVDF film developed and produced to
our  specifications.  The lead time for film  meeting  our  requirements  is one
gating factor to increased production.  We are pleased by the performance of the
new, less costly HSS emitter.  Distortion  levels are reduced while  reliability
and durability is improved.

We  are  assembling  emitters  in-house  and  Magnotek  Manufacturing  Corp.  is
producing the  electronics  for HSS systems.  We are focused on delivering  this
exciting new product in increased quantities as rapidly as possible.  Generation
III, with an enhanced more cost-effective  electronics package, is in design and
testing  for  2004  rollout.  Demand  for HSS is  strong,  which  we  expect  to
demonstrate as production capacity develops.

Our military business for LRAD/HIDA  continues to develop rapidly.  We have been
engaged in ramping up production of LRAD/HIDA  systems and  developing  specific
modifications to these products to meet customer  requirements.  These units are
produced  in-house  at ATC.  Carl  Gruenler,  our  vice  president  of  Military
Operations,  is leading the team that is developing this important  business for
ATC.

We believe we have the  infrastructure  in place and a  qualified  team with the
talents necessary to expand and develop our business.  We expect to increase our
sales  and  marketing  staff  to  meet  growing  business  demand.   We  have  a
comprehensive patent portfolio. Recent patent actions that have greatly extended
our  protection   especially  for  the  new  HSS  emitter  and  next  generation
electronics.  We will continue to focus on Shaping the Future of Sound(TM)  with
our innovative products.

/s/ Elwood G. Norris
Elwood G. Norris
Chairman




<PAGE>

Safe Harbor  statement  under the Private  Securities  Litigation  Reform Act of
1995:  This  document  contains  forward-looking  statements  relating to future
transactions,  performance,  technology and product development which may affect
future results and the future viability of the company.  Actual results could be
affected  or differ  materially  from  those  projected  in the  forward-looking
statements as a result of risks and uncertainties,  including the ability of the
company  to  continue  as a  going  concern,  development  of  future  products,
technological  shifts,  potential  technical or manufacturing  difficulties that
could  delay  new  products,  competition,  general  economic  factors,  pricing
pressures,  the uncertainty of market acceptance of new products and services by
OEMs and end-user  customers,  and other factors identified and discussed in the
company's most recent filings with the Securities and Exchange Commission. These
forward-looking   statements   are  based  on   information   and   management's
expectations  as of the date hereof.  Future results may differ  materially from
the company's current  expectations.  American Technology  Corporation disclaims
any intent or obligation to update those forward-looking  statements,  except as
otherwise specifically stated by it.

                                      # # #

Editors Note:  HyperSonic  Sound,  HSS,  NeoPlanar,  PureBass,  HIDA,  LRAD, and
Shaping the Future of Sound are trademarks or registered  trademarks of American
Technology  Corporation.  All other company,  product, and service names are the
property of their respective owners.


FOR FURTHER INFORMATION CONTACT:

Investor relations:
Robert Putnam
(858) 679-3168
robert@atcsd.com

Media inquiries:
Don Mathias
(949) 855-4520
dwmath@aol.com

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
