-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 KaLiHI5mSxDEtq2Aa8T1tOZJIApGoXQycWkxJs+3LkHV2Eo8SPUQsjItpnM5VcfK
 gFhU2LsgIqGs82tLqpNBnA==

<SEC-DOCUMENT>0001019687-04-000361.txt : 20040220
<SEC-HEADER>0001019687-04-000361.hdr.sgml : 20040220
<ACCEPTANCE-DATETIME>20040219204315
ACCESSION NUMBER:		0001019687-04-000361
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20040218
ITEM INFORMATION:		Other events
FILED AS OF DATE:		20040220

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:		04617601

	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>atc_8k-021804.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):
                      February 20, 2004 (February 18, 2004)

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

          Delaware                      0-24248                  87-0361799
          --------                      -------                  ----------
(State or Other Jurisdiction   (Commission File Number)        (IRS Employer
     of 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

         On February 18, 2004, we received a demand for arbitration from General
Dynamics Armament and Technical Products, Inc. (GD-ATP), seeking arbitration in
New York, New York, in connection with our termination for cause in February
2004 of two licensing and sales agreements with GD-ATP, originally entered into
in February 2003. GD-ATP was the original licensee under one agreement, and took
assignment of the rights of Bath Iron Works Corporation, another subsidiary of
General Dynamics Corporation, under the other agreement. The agreements formerly
gave GD-ATP the right to purchase, market and resell NeoPlanar and HIDA (High
Intensity Directional Acoustics) products and components with exclusive rights
for specified applications to certain government customers, including the
Department of Defense, Department of Homeland Security and certain Federal,
State and local agencies. Our termination was based on our belief that GD-ATP
materially defaulted under provisions of each agreement requiring GD-ATP to (a)
create product and marketing strategies for the respective product applications,
(b) market the subject products to GD-ATP's exclusive customers for the
specified applications, (c) provide service consistent with the nature of the
business and the exclusive customers, and (d) assist us in identifying new
products based on the licensed technologies that may have been appropriate for
our development.

         GD-ATP's demand for arbitration seeks an order that GD-ATP was not in
default of its contractual obligations, recovery of damages alleged to have been
sustained by GD-ATP as a result of the terminations, an order requiring us to
turn over proceeds we allegedly earned as a result of sales to purported GD-ATP
exclusive customers, and an order that we correct public statements we have made
concerning the termination of the agreements. We believe we properly terminated
the agreements, and we intend to enforce vigorously our contractual rights under
the terminated agreements, and to defend vigorously against the allegations in
the demand for arbitration or any other legal actions that GD-ATP might
commence.

                                   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: February 20, 2004                     By:      /s/ ELWOOD G. NORRIS
                                                -------------------------------
                                                     Elwood G. Norris
                                                     Chairman of the Board


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