8-K

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) December 22, 2003

IMPAC Medical Systems, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-50082	94-3109238
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

100 West Evelyn Avenue, Mountain View, CA	94041
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (650) 623-8800

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

Item 5.    Other Events.

On December 22, 2003, IMPAC Medical Systems, Inc. (“IMPAC”) issued a press release announcing that the U.S. Bankruptcy Court for the Southern District of New York entered an order on December 19, 2003 approving the sale to IMPAC of substantially all of the assets and certain liabilities of Tamtron Corporation (“Tamtron”) and Medical Registry Services, Inc. (“MRS”), the PowerPath^® pathology information management and cancer registry information system businesses of IMPATH Inc. (“IMPATH”), pursuant to an asset purchase agreement entered into by the parties on November 24, 2003. The transaction is valued at approximately $22 million in cash and the assumption of certain liabilities.

On December 23, 2003, IMPAC issued a press release announcing that IMPAC has completed the acquisition of substantially all of the assets and certain liabilities of Tamtron and MRS.

IMPATH, Tamtron and MRS are operating as debtors-in-possession in a chapter 11 case under the Bankruptcy Code.

Item 7.    Financial Statements and Exhibits.

(a)    Not applicable

(b)    Not applicable

(c)    Exhibits.

99.1    IMPAC Medical Systems, Inc. Press Release dated December 22, 2003.

99.2    IMPAC Medical Systems, Inc. Press Release dated December 23, 2003.

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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.

IMPAC MEDICAL SYSTEMS, INC.
By:	/s/    KENDRA A. BORREGO
	Kendra A. Borrego Chief Financial Officer

Date:  December 23, 2003

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EXHIBIT INDEX

Exhibit No.	Description
99.1	IMPAC Medical Systems, Inc. Press Release dated December 22, 2003.
99.2	IMPAC Medical Systems, Inc. Press Release dated December 23, 2003.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

For more information, please contact:

Joseph K. Jachinowski

President and Chief Executive Officer

IMPAC Medical Systems

(650) 623-8800

ir@impac.com

Iris D. Daniels

Investor Relations

IMPATH Inc.

(212) 698-0300

idaniels@impath.com

Bankruptcy Court Approves Sale of IMPATH’s

PowerPath^® Pathology and

Cancer Registry Information Businesses

to IMPAC Medical Systems

Transaction Will Expand IMPAC’s Presence in the Cancer Information Market

MOUNTAIN VIEW, CA, Dec. 22, 2003—IMPAC Medical Systems, Inc. (NASDAQ:IMPC) and IMPATH Inc. (OTC:IMPHQ.PK) announced today that the U.S. Bankruptcy Court for the Southern District of New York entered an order on December 19, 2003 approving the sale to IMPAC of substantially all of the assets and certain liabilities of Tamtron Corporation and Medical Registry Services, Inc., IMPATH’s PowerPath^® pathology information management and cancer registry information system businesses, pursuant to an asset purchase agreement entered into by the parties on November 24, 2003. The transaction is valued at approximately $22 million in cash and the assumption of certain liabilities, and is subject to customary closing conditions. IMPAC and IMPATH expect to close the transaction by the end of December 2003.

“We look forward to adding the PowerPath^® pathology information management system to the IMPAC product line. We have always viewed this area as a synergistic adjacency to our core oncology management business. Seventy percent of all cases pathologists see are cancer-related and their analysis constitutes the first point in a long chain of cancer information management,” stated Joseph K. Jachinowski, president and CEO of IMPAC.

Jachinowski added, “This acquisition will also further expand IMPAC’s presence in the cancer registry market, allowing us to more efficiently deliver higher quality products to our customers and to add a significant number of cases to our National Oncology Database.”

IMPATH, Tamtron Corporation and Medical Registry Services, Inc. are operating as debtors-in-possession under the Bankruptcy Code, after having commenced a chapter 11 case on September 28, 2003 in the U.S. Bankruptcy Court for the Southern District of New York. Prior to the Bankruptcy Court’s entry of the sale order, IMPATH entertained inquiries from a number of parties and conducted an auction under Section 363 of the United States Bankruptcy Code.

Asanté Partners LLC acted as financial advisor to IMPATH with respect to the sale of Tamtron Corporation and Medical Registry Services.

About IMPAC Medical Systems Inc.

IMPAC Medical Systems, Inc. is a leading provider of specialized IT solutions that streamline both clinical and business operations to help improve the process of delivering quality patient care. With open integration to multiple healthcare data and imaging systems, IMPAC offers a comprehensive IT solution that includes specialized electronic charting, full-featured practice management, clinical laboratory management, and outcomes reporting. Supporting over 1,600 installations worldwide, IMPAC delivers practical solutions that deliver better overall communication, process efficiency and quality patient care. For more information about IMPAC Medical Systems’ products and services, please call 650-623-8800 or visit www.impac.com.

About IMPATH Inc.

IMPATH is in the business of improving outcomes for cancer patients. The Company is a leading source of cancer information and analyses with a database of over 1 million patient profiles and outcomes data on more than 2.3 million individuals. IMPATH Physician Services uses sophisticated technologies to provide patient-specific cancer diagnostic and prognostic information to more than 8,700 pathologists and oncologists in over 2,100 hospitals and 630 oncology practices. Utilizing its comprehensive resources, IMPATH Predictive Oncology serves genomics, biotechnology and pharmaceutical companies involved in developing new therapeutics targeted to specific, biological characteristics of cancer. IMPATH Information Services provides software products, including PowerPath^® and the IMPATH Cancer Registry^™ for the collection and management of diagnostic data and outcomes information. The Company’s software products are currently being utilized in nearly 1,000 hospitals, academic centers and independent laboratories across the country.

The statements contained in this press release that are not purely historical are forward looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, including statements regarding each company’s expectations, beliefs, hopes, intentions or strategies regarding the future. Forward looking statements include statements regarding the proposed acquisition, each company’s business strategy, timing of, and plans for, the introduction of new products and enhancements, future sales, market growth and direction, competition, market share, revenue growth, operating margins and profitability. All forward looking statements included in this document are based upon information available to each company as of the date hereof, and neither company assumes any obligation to update any such forward looking statement. Actual results could differ materially from current expectations as a result of known and unknown risks and uncertainties. Factors that could cause or contribute to such differences include IMPAC’s ability to expand outside the radiation oncology market or expand into international markets, lost sales or lower sales prices due to competitive pressures, ability to integrate its products successfully with related products and systems in the medical services industry, reliance on distributors and manufacturers of oncology equipment to market its products, and other factors and risks discussed in reports filed by each company from time to time with the Securities and Exchange Commission.

In addition to the foregoing, additional factors could include the outcome of IMPATH’s chapter 11 case, including any restructuring or reorganization efforts, risks inherent in IMPATH’s chapter 11 process, results of the current investigation into accounting irregularities and discrepancies at IMPATH and the outcome of any legal proceeding or any SEC investigation relating to IMPATH.

EX-99.2

Exhibit 99.2

FOR IMMEDIATE RELEASE

For more information, please contact:

Joseph K. Jachinowski

President and Chief Executive Officer

IMPAC Medical Systems

(650) 623-8800

ir@impac.com

Iris D. Daniels

Investor Relations

IMPATH Inc.

(212) 698-0300

idaniels@impath.com

IMPAC Medical Systems Completes Acquisition

of IMPATH’s PowerPath^® Pathology

and Cancer Registry Information Businesses

Transaction Expands IMPAC’s Presence in the Cancer Information Market

MOUNTAIN VIEW, CA, Dec. 23, 2003—IMPAC Medical Systems, Inc. (NASDAQ:IMPC) and IMPATH Inc. (OTC:IMPHQ.PK) announced today that IMPAC has completed the acquisition of substantially all of the assets and certain liabilities of Tamtron Corporation and Medical Registry Services, Inc., IMPATH’s PowerPath^® pathology information management and cancer registry information system businesses, pursuant to an asset purchase agreement entered into by the parties on November 24, 2003. The transaction is valued at approximately $22 million in cash and the assumption of certain liabilities.

IMPATH, Tamtron Corporation and Medical Registry Services, Inc. are operating as debtors-in-possession under the Bankruptcy Code, after having commenced a chapter 11 case on September 28, 2003 in the U.S. Bankruptcy Court for the Southern District of New York. Prior to the closing of this transaction, IMPATH entertained inquiries from a number of parties and conducted an auction under Section 363 of the United States Bankruptcy Code.

Asanté Partners LLC acted as financial advisor, and Weil, Gotshal & Manges LLP acted as legal advisor, to IMPATH with respect to the sale of Tamtron Corporation and Medical Registry Services. Orrick, Herrington & Sutcliffe LLP acted as legal advisor to IMPAC.

About IMPAC Medical Systems Inc.

IMPAC Medical Systems, Inc. is a leading provider of specialized IT solutions that streamline both clinical and business operations to help improve the process of delivering quality patient care. With open integration to multiple healthcare data and imaging systems, IMPAC offers a comprehensive IT solution that includes specialized electronic charting, full-featured practice management, clinical laboratory management, and outcomes reporting. Supporting over 1,600 installations worldwide, IMPAC delivers practical solutions that deliver better overall communication, process efficiency and quality patient care. For more information about IMPAC Medical Systems’ products and services, please call 650-623-8800 or visit www.impac.com.

About IMPATH Inc.

IMPATH is in the business of improving outcomes for cancer patients. The Company is a leading source of cancer information and analyses with a database of over 1 million patient profiles and outcomes data on more than 2.3 million individuals. IMPATH Physician Services uses sophisticated technologies to provide patient-specific cancer diagnostic and prognostic information to more than 8,700 pathologists and oncologists in over 2,100 hospitals and 630 oncology practices. Utilizing its comprehensive resources, IMPATH Predictive Oncology serves genomics, biotechnology and pharmaceutical companies involved in developing new therapeutics targeted to specific, biological characteristics of cancer. IMPATH Information Services provides software products, including PowerPath^® and the IMPATH Cancer Registry^™ for the collection and management of diagnostic data and outcomes information. The Company’s software products are currently being utilized in nearly 1,000 hospitals, academic centers and independent laboratories across the country.

The statements contained in this press release that are not purely historical are forward looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, including statements regarding each company’s expectations, beliefs, hopes, intentions or strategies regarding the future. Forward looking statements include statements regarding the proposed acquisition, each company’s business strategy, timing of, and plans for, the introduction of new products and enhancements, future sales, market growth and direction, competition, market share, revenue growth, operating margins and profitability. All forward looking statements included in this document are based upon information available to each company as of the date hereof, and neither company assumes any obligation to update any such forward looking statement. Actual results could differ materially from current expectations as a result of known and unknown risks and uncertainties. Factors that could cause or contribute to such differences include IMPAC’s ability to expand outside the radiation oncology market or expand into international markets, lost sales or lower sales prices due to competitive pressures, ability to integrate its products successfully with related products and systems in the medical services industry, reliance on distributors and manufacturers of oncology equipment to market its products, and other factors and risks discussed in reports filed by each company from time to time with the Securities and Exchange Commission.

In addition to the foregoing, additional factors could include the outcome of IMPATH’s chapter 11 case, including any restructuring or reorganization efforts, risks inherent in IMPATH’s chapter 11 process, results of the current investigation into accounting irregularities and discrepancies at IMPATH and the outcome of any legal proceeding or any SEC investigation relating to IMPATH.