0001104659-07-029973.txt : 20070420 0001104659-07-029973.hdr.sgml : 20070420 20070420165400 ACCESSION NUMBER: 0001104659-07-029973 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070416 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070420 DATE AS OF CHANGE: 20070420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FISCHER IMAGING CORP CENTRAL INDEX KEY: 0000750901 STANDARD INDUSTRIAL CLASSIFICATION: X-RAY APPARATUS & TUBES & RELATED IRRADIATION APPARATUS [3844] IRS NUMBER: 362756787 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19386 FILM NUMBER: 07779496 BUSINESS ADDRESS: STREET 1: 12300 N GRANT ST CITY: DENVER STATE: CO ZIP: 80241 BUSINESS PHONE: 3034526800 MAIL ADDRESS: STREET 1: 12300 NORTH GRANT STREET CITY: DENVER STATE: CO ZIP: 80241 8-K 1 a07-11808_18k.htm 8-K

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): April 16, 2007

FISCHER IMAGING CORPORATION

(Exact Name of Registrant as Specified in Charter)

DELAWARE		0-19386		36-2756787
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

390 Interlocken Crescent, Suite 490
Broomfield, Colorado		80021
(Address of Principal Executive Offices)		(Zip Code)

(303) 661-9292
(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Item 7.01 Regulation FD Disclosure.

As previously reported, Fischer Imaging Corporation (“Fischer”) filed a petition under Chapter 11 of title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) with the United States Bankruptcy Court for the District of Colorado (the “Bankruptcy Court”) on August 22, 2006. On April 16, 2007, Fischer filed with the Bankruptcy Court, as required by the Bankruptcy Code, a monthly operating report for the month ended March 31, 2007 (the “MOR”).

The MOR should be read in conjunction with Fischer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006. The MOR is not audited and will not be subject to audit or review by Fischer’s external auditors on a stand-alone basis at any time in the future. The MOR does not include certain quarterly and year to date adjustments typically reflected in Fischer’s quarterly and annual financial statements filed with the Securities and Exchange Commission, and the financial information contained in the MOR is not indicative of Fischer’s financial condition or operating results on a basis consistent with generally accepted accounting principles in the United States. Fischer cautions readers not to place undue reliance upon the information contained in the MOR and directs such readers to refer to the risk factors contained in Fischer’s Annual Report on Form 10-K for the year ended December 31, 2005, as updated in subsequently filed periodic reports.

Item 8.01. Other Events.

On February 21, 2007, Fischer entered into a settlement agreement with Philips Medical Systems DMC GmbH (“PMS”) referred to as the AGREEMENT TO SETTLE CONTROVERSY (the “Agreement”). This Agreement represents the full settlement of the claims filed by PMS against Fischer in the Bankruptcy Case under Chapter 11 of Title 11 of the United States Code. A copy of the Agreement and the ORDER GRANTING MOTION FOR ORDER APPROVING AGREEMENT TO SETTLE CONTROVERSY BETWEEN DEBTOR AND PHILIPS MEDICAL SYSTEMS DMC GmbH is being furnished as Exhibit 99.4 to this current report on 8-K.

The information in this Current Report on Form 8-K under Item 7.01, “Regulation FD Disclosure,” including Exhibits 99.3 and 99.4 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following Exhibits are filed as part of this report:

EXHIBIT NO.		DESCRIPTION
99.3		Fischer Imaging Corporation Monthly Operating Report for the month ended March 31, 2007

99.4		AGREEMENT TO SETTLE CONTROVERSY and the ORDER GRANTING MOTION FOR ORDER APPROVING AGREEMENT TO SETTLE CONTROVERSY BETWEEN DEBTOR AND PHILIPS MEDICAL SYSTEMS DMC GmbH

SAFE HARBOR

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements related to the anticipated date of liquidation of Fischer. These forward-looking statements are based on information available to Fischer as of the date of this Current Report on Form 8-K. Information concerning additional risks and uncertainties related to Fischer is contained in Fischer’s Quarterly Report on Form 10-Q as filed with the SEC on November 9, 2006 and in Fischer’s Form 10-K as filed with the SEC on March 31, 2006 and amended on May 1, 2006. These forward-looking statements should not be relied upon as representing the company’s views as of any subsequent date and Fischer undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.

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.

			FISCHER IMAGING CORPORATION


Date:	April 20, 2007	By:	/s/ Tom H. Connolly
				Tom H. Connolly
				President and Chief Executive
				Officer

EXHIBIT INDEX

EXHIBIT NO.		DESCRIPTION
99.3		Fischer Imaging Corporation Monthly Operating Report for the month ended March 31, 2007

99.4		AGREEMENT TO SETTLE CONTROVERSY and the ORDER GRANTING MOTION FOR ORDER APPROVING AGREEMENT TO SETTLE CONTROVERSY BETWEEN DEBTOR AND PHILIPS MEDICAL SYSTEMS DMC GmbH

EX-99.3 2 a07-11808_1ex99d3.htm EX-99.3

Exhibit 99.3

Form 2-A

COVER SHEET

For Period Ended: 3/31/07

Accounting Method:

xAccrual Basis

oCash Basis

THIS REPORT IS DUE 15 DAYS AFTER THE END OF THE MONTH

Mark One Box for Each	Debtor must attach each of the following reports/documents unless the U. S. Trustee has waived the requirement in writing. File the original with the Clerk of Court.
Required Document:	Submit a duplicate, with original signature, to the U. S. Trustee

Report/Document	Previously
Attached	Waived	REQUIRED REPORTS/DOCUMENTS

x	o	1. Cash Receipts and Disursements Statement (Form 2-B)

x	o	2. Balance Sheet (Form 2-C)

x	o	3. Profit and Loss Statement (Form 2-D)

x	o	4. Supporting Schedules (Form 2-E)

x	o	5. Quarterly Fee Summary (Form 2-F)

x	o	6. Narrative (Form 2-G)

x	o	7. Bank Statements for All Bank Accounts

x	o	8. Bank Statement Reconciliations for all Bank Accounts

I declare under penalty of perjury that the following Monthly Operating Report, and any

attachments thereto are true, accurate and correct to the best of my knowledge and belief.

Executed on:	04/16/07	Print Name:	Tom H. Connolly

		Signature:	/s/ Tom H. Connolly

		Title:	President and CEO

Rev. 10/1/04

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-B

CASH RECEIPTS AND DISBURSEMENTS STATEMENT

For Period: 3/1/07 to 3/31/07

CASH FLOW SUMMARY

	Current
	Month			Accumulated

1. Beginning Cash Balance	$	2,013,834.30	(1)	$	1,138,518.57	(1)

2. Cash Receipts
Operations	0.00			474,068.12
Sale of Assets	0.00			627,875.65
Loans/advances	0.00			0.00
Other	7,639.85			340,762.40

Total Cash Receipts	$	7,639.85		$	1,442,706.17

3. Cash Disbursements
Operations	10,691.19			479,884.80
Debt Service/Secured loan payment	0.00			0.00
Professional fees/U.S. Trustee fees	57,946.83			94,975.57
Other	1,673.55			15,901.58

Total Cash Disbursements	$	70,311.57		$	590,761.95

4. Net Cash Flow (Total Cash Receipts less
Total Cash Disbursements)	(62,671.72		)	851,944.22

5 Ending Cash Balance (to Form 2-C)	$	1,951,162.58	(2)	$	1,990,462.79	(2)

CASH BALANCE SUMMARY

		Book
	Financial Institution	Balance

Petty Cash		$	0.00

DIP Operating Account	US Bank	26,768.57

DIP State Tax Account		0.00

DIP Payroll Account		0.00

Other Operating Account		0.00

Other Interest-bearing Account	US Bank	1,924,394.01

TOTAL (must agree with Ending Cash Balance above)		$	1,951,162.58	(2)

(1) Accumulated beginning cash balance is the cash available at the commencement of the case.

Current month beginning cash balance should equal the previous month’s ending balance.

(2) All cash balances should be the same.

Page 1 of 3

Rev 10/1/04

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-B
CASH RECEIPTS AND DISBURSEMENTS STATEMENT

For Period: 3/1/2007 to 3/31/2007

CASH RECEIPTS DETAIL		Account No:		103658224003
*(attach additional sheets as necessary)*

Date	Payer	Description	Amount

See attached sheet

		Total Cash Receipts	$	7,639.85	(1)

(1) Total for all accounts should agree with total cash receipts listed on Form 2-B, page 1

Page 2 of 3

Rev. 10/1/04

Fischer Imaging Corp		Form 2B Cash Receipts Support
Case No. 06-15611

Date	Payer	Description	Amount

3/21/2007	Commonwealth of Kentucky	Other - tax refund	769.22
3/31/07	US Bank	Other - interest income	6,870.63

	Total Receipts		7,639.85


		Operation - Bloom rental/repair	0.00
		Operation - Parts sale	0.00
		Operation - contract services	0.00
		Operation - Bloom sale	0.00
		Sale of Assets	0.00
		Loan/Advances	0.00
		Other - vendor refund	0.00
		Other - incorrect receipt	0.00
		Other - interest income	6,870.63
		Other - tax refund	769.22
		Other - bad debt recovery	0.00
		Other - legal exp reimbursement	0.00
		Other - insurance refund	0.00

		Total Receipts	7,639.85



		Other - insurance refund	0.00

		Total Receipts	7,639.85

DEBTOR:

0 Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-B

CASH RECEIPTS AND DISBURSEMENTS STATEMENT

For Period: 3/1/07 to 3/31/07

CASH DISBURSEMENTS DETAIL		Account No:		103658224003
*(attach additional sheets as necessary)*

Date	Check No.	Payee	Description (Purpose)	Amount

See attached sheet

			Total Cash Disbursements	$	70,311.57	(1)

(1) Total for all accounts should agree with total cash disbursements listed on Form 2-B, page 1

Page 3 of 3

Rev. 10/1/04

Fischer Imaging Corp	Form 2B page 3 Disbursements
Case No. 06-15611

Date	Check No.	Payer	Description	Amount
3/9/2007	100219	LDK Logistics	Operation - rent	331.20
3/9/2007	100220	Fidelity Depository	Other - services fees	112.00
3/9/2007	100221	CPT Group	Operation - contract labor	165.15
3/9/2007	100222	Byers Peak	Operation - contract labor	1,910.05
3/9/2007	100223	Davis Graham & Stubbs, LLP	Prof Fee/US Trustee	6,039.90
3/9/2007	100224	Jessop & Co	Prof Fee/US Trustee	27,731.13
3/9/2007	100225	Void - check not issued		0.00
3/9/2007	100226	Void - check not issued		0.00
3/9/2007	100227	Void - check not issued		0.00
3/9/2007	100228	Void - check not issued		0.00
3/14/2007	100229	Arizona Department of Revenue	Other - income tax	50.00
3/14/2007	100230	Ohio State Treasurer	Other - income tax	1,000.00
3/14/2007	100231	Califiornia Franchise Tax Board	Other - income tax	26.00
3/14/2007	100232	New Mexico Taxation & Rev Dept	Other - income tax	50.00
3/14/2007	100233	Utah State Tax Commission	Other - income tax	100.00
3/14/2007	100234	State Comptroller	Other - income tax	104.23
3/14/2007	100235	Wisconsin Dept. of Revenue	Other - income tax	25.00
3/21/2007	100236	Jessop & Co	Prof Fee/US Trustee	24,175.80
3/21/2007	100237	Cathy Sergo	Operation - contract labor	375.00
3/21/2007	100238	Paula Rosson	Operation - contract labor	1,125.00
3/21/2007	100239	Glenn Mueller	Operation - contract labor	650.00
3/21/2007	100240	Ohio Treasurer of State	Other - income tax	150.00
3/21/2007	100241	ADP	Operation - Investor relations	4,912.76
3/31/2007	NA	FIC - employee trust	Other - income tax	56.32
3/31/2007	100242	Corporate Office Centers	Operation - rent	1,222.03

		Total Disbursements		70,311.57


		Summary	Operation - contract labor	4,225.20
			Operation - shipping charges	0.00
			Operation - employee reimbursement	0.00
			Operation - Investor relations	4,912.76
			Operation - Director fees	0.00
			Operation - Insurance	0.00
			Operation - payroll	0.00
			Operation - phone	0.00
			Operation - rent	1,553.23
			Operation - supplies	0.00
			Debt Service	0.00
			Prof Fee/US Trustee	57,946.83
			Other - sales tax	0.00
			Other - misc employee welfare	0.00
			Other - income tax	1,561.55
			Other - incorrect receipt	0.00
			Other - services fees	112.00

			Total Disbursements	70,311.57

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-C

COMPARATIVE BALANCE SHEET

For Period Ended: 3/31/07

		Current			Petition
		Month			Date (1)
*ASSETS*
Current Assets:
Cash (from Form 2-B, line 5)		$	1,951,162.58		$	1,138,518.57
Accounts Receivable (from Form 2-E)		209,360.80			420,608.98
Receivable from Officers, Employees, Affiliates		0.00			0.00
Inventory		47,173.67			397,700.99
Other Current Assets :(List)	Prepaid expenses	77,191.40			168,028.61
	Prepaid insurance ***	169,648.25			170,815.24
Total Current Assets		2,454,536.70			2,295,672.39

Fixed Assets:
Land		0.00			0.00
Building		0.00			0.00
Equipment, Furniture and Fixtures		6,755.00			22,630.00
Total Fixed Assets		6,755.00			22,630.00
Less: Accumulated Depreciation		(0		)	(0		)
Net Fixed Assets		6,755.00			22,630.00

Other Assets (List):	Prepaid insurance - long-term ***	688,222.03			789,348.60
	Byers Peak Deposit	0.00			11,000.00
TOTAL ASSETS		$	3,149,513.73		$	3,118,650.99

*LIABILITIES*
Post-petition Accounts Payable (from Form 2-E)		$	47,970.59		$	0.00
Post-petition Accrued Profesional Fees (from Form 2-E)		126,921.27			0.00
Post-petition Accrued Other (est. audit & 10-K prep. fees)		140,000.00			0.00
Post-petition Taxes Payable (from Form 2-E)		10,849.61			0.00
Post-petition Notes Payable		0.00			0.00
Other Post-petition Payable(List):	Accrued payroll	0.00			0.00
	Accrued severance	0.00			0.00
	Accrued vacation	0.00			0.00
Total Post Petition Liabilities		325,741.47			0.00

Pre Petition Liabilities:
Secured Debt		0.00			0.00
Priority Debt		10,000.00			30,159.90
Contingent tax claims		160,275.85			163,737.58
Unsecured Debt **		1,545,929.88			1,227,870.03
Total Pre Petition Liabilities		1,716,205.73			1,421,767.51
TOTAL LIABILITIES		2,041,947.20			1,421,767.51

*OWNERS’ EQUITY*
Owner’s/Stockholder’s Equity		49,549,089.02			49,549,089.02
Retained Earnings - Prepetition		(47,852,205.54		)	-47,852,205.54
Retained Earnings - Post-petition		(589,316.95		)	0.00
TOTAL OWNERS’ EQUITY		1,107,566.53			1,696,883.48
TOTAL LIABILITIES AND OWNERS’ EQUITY		$	3,149,513.73		$	3,118,650.99

(1) Petition date values are taken from the Debtor’s balance sheet as of the petition date or are the values listed on the Debtor’s schedules.

Page 1 of 1

Rev. 10/1/04

0.00 0.00

** Note that changes are caused by changes in estimates or the reduction of time related to warranties and service contracts as approved to be maintained by the court.

*** Prepaid insurance as carried in these financial statements has no recoverable value.

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-D

PROFIT AND LOSS STATEMENT

For Period 3/1/07 to 3/31/07

	Current			Accumulated
	Month			Total (1)

Gross Operating Revenue	$	0.00		$	1,145,542.89
Less: Discounts, Returns and Allowances	(0.00		)	(0.00		)
Net Operating Revenue	$	0.00		$	1,145,542.89
Cost of Goods Sold	0.00			434,930.13
Gross Profit	$	0.00		$	710,612.76

Operating Expenses
Officer Compensation	$	17,252.93		$	109,505.32
Selling, General and Administrative	154,389.74			421,318.16
Rents and Leases	2,725.93			30,522.85
Depreciation, Depletion and Amortization	0.00			0.00
Other (list):				0.00
				0.00

Total Operating Expenses	$	174,368.60		$	561,346.33

Operating Income (Loss)	$	(174,368.60	)	$	149,266.43

Non-Operating Income and Expenses
Other Non-Operating Expenses	$	(4,604.97	)	$	(468,100.06	)
Gains (Losses) on Sale of Assets	0.00			9,031.04
Interest Income	6,870.63			35,032.82
Interest Expense	0.00			(281.79		)
Other Non-Operating Income	0.00			61,532.12
Net Non-Operating Income or (Expenses)	$	2,265.66		$	(362,785.87	)

Reorganization Expenses
Legal and Professional Fees	$	26,522.96		$	320,660.85
Other Reorganization Expense	28,034.28			55,136.66

Total Reorganization Expenses	$	54,557.24		$	375,797.51

Net Income (Loss) Before Income Taxes	$	(226,660.18	)	$	(589,316.95	)

Federal and State Income Tax Expense (Benefit)	0.00			0.00

NET INCOME (LOSS)	$	(226,660.18	)	$	(589,316.95	)

(1) Accumulated Totals include all revenue and expenses since the petition date.

Page 1 of 1

Rev. 10/1/04

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-E

SUPPORTING SCHEDULES

For Period: 3/1/07 to 3/31/07

POST PETITION TAXES PAYABLE SCHEDULE

	Beginning		Amount		Amount		Date	Check	Ending
	Balance (1)		Accrued		Paid		Paid	Number	Balance

Income Tax Withheld:
Federal	$	0.00	$	0.00	$	0.00			$	0.00
State	0.00		0.00		0.00				0.00
Federal	$	0.00	$	0.00	$	0.00			$	0.00
State	0.00		0.00		0.00				0.00

FICA Tax Withheld	0.00		0.00		0.00				0.00
FICA Tax Withheld	0.00		0.00		0.00				0.00

Employer’s FICA Tax	0.00		0.00		0.00				0.00
Employer’s FICA Tax	0.00		0.00		0.00				0.00

Unemployment Tax
Federal	0.00		0.00		0.00				0.00
State	0.00		0.00		0.00				0.00

Sales, Use &
Excise Taxes	0.00		0.00		0.00				0.00

Property Taxes	0.00		0.00		0.00				0.00

Accrued Income Tax:
Federal	0.00		0.00		0.00				0.00
State	0.00		0.00		0.00				0.00
	0.00		0.00		0.00				0.00

Other Franchise	7,749.87		3,099.74		0.00				10,849.61

TOTALS	$	7,749.87	$	3,099.74	$	0.00			$	10,849.61

(1) For first report, Beginning Balance will be $0; thereafter, Beginning Balance will be Ending Balance from prior report.

INSURANCE SCHEDULE

					Premium
		Amount of		Expiration	Paid
	Carrier	Coverage		Date	Through
Workers’ Compensation	Wausau Insurance Co.	$	500,000	3/11/07	3/11/07	*

Commercial Package
Business Personal Property	Charter Oak Fire Ins Travelers	$	1,650,000	6/1/07	6/1/07

Commercial General Liability	Charter Oak Fire Ins Travelers	$	2,000,000	6/1/07	6/1/07

D&O insurance through 12/31/06 and run-off for 6 years	XL Insurance	$	10,000,000	12/31/12	12/31/12

Umbrella	The Travelers Indemnity Company-Travelers	$	1,000,000	6/1/07	5/1/12

Fiduciary Liability Extension Binder	Axis Reinsurance Co.	$	1,000,000	9/30/12	9/30/12

ERISA Bond	Travelers Casualty & Surety Co Of America-Travelers	$	75,000	5/1/07	5/1/07

* Will not be renewed.

Page 1 of 2

Rev. 10/1/04

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-E

SUPPORTING SCHEDULES

For Period:

3/1/07

3/31/07

ACCOUNTS RECEIVABLE AND POST PETITION PAYABLE AGING

	Accounts			Post Petition
Due	Receivable			Accounts Payable

Under 30 days	$	160,000.00		$	66,682.89
30 to 60 days	0.00			36,206.37
61 to 90 days	0.00			55,163.47
91 to 120 days	0.00			16,839.13
Over 120 days	7,981.09			0.00

Total Post Petition	167,981.09

Pre Petition Amounts	79,762.71

Total Accounts Receivable	$	247,743.80
Less: Bad Debt Reserve	(38,383.00		)
Net Accounts Receivable (to Form 2-C)	$	209,360.80

	Total Post Petition
	Accounts Payable			$	174,891.86

* Attach a detail listing of accounts receivable and post-petition accounts payable

SCHEDULE OF PAYMENTS TO ATTORNEYS AND OTHER PROFESSIONALS

		Month-end		Current		Paid in
		Retainer		Month’s		Current		Date of	Month-end
		Balance		Accrual		Month		Court Approval	Balance Due *

Debtor’s Counsel		$	28,098.97	$	242,882.17	$	198,826.20	9/25/2006	$	44,055.97
Counsel for Unsecured Creditors’ Committee		0.00		0.00		0.00			0.00
Trustee’s Counsel		0.00		0.00		0.00			0.00
Accountant -		0.00		14,100.00		0.00			14,100.00
Accountant - EKS&H		0.00		14,960.00		11,221.25		9/25/2006	3,738.75
Other:	Davis Graham	29,017.87		71,066.45		6,039.90			65,026.55
Total		$	57,116.84	$	343,008.62	$	216,087.35		$	126,921.27

*Balance due to include fees and expenses incurred but not yet paid.

SCHEDULE OF PAYMENTS AND TRANSFERS TO PRINCIPALS/EXECUTIVES**

Payee Name	Position	Nature of Payment	Amount
Tom H. Connolly	President & CEO	contract fees (Feb. & March)	$	17,252.93

**List payments and transfers of any kind and in any form made to or for the benefit of any proprietor, owner, partner, shareholder, officer or director.

Page 2 of 2

Rev. 10/1/04

Fischer Imaging Corp.	Accounts Receivable Listing as of March 31, 2007
Case No. 06-15611

NAME	INVOICE#	DATE	CURRENT	OVER 30	OVER 60	OVER 90	OVER 120	TOTAL
CARILION HEALTH SYSTEMS	1026761	09-Aug-2006	0.00	0.00	0.00	0.00	2,401.00	2,401.00
CARILION HEALTH SYSTEMS	1026762	09-Aug-2006	0.00	0.00	0.00	0.00	2,401.00	2,401.00
CARILION HEALTH SYSTEMS	1026731	10-Jul-2006	0.00	0.00	0.00	0.00	2,401.00	2,401.00
COMPREHENSIVE BREAST CENTER OF	1026136	03-Mar-2006	0.00	0.00	0.00	0.00	1,816.84	1,816.84
COMPREHENSIVE BREAST CENTER OF	1024227	01-Dec-2005	0.00	0.00	0.00	0.00	2,450.52	2,450.52
COMPREHENSIVE BREAST CENTER OF	1022323	01-Sep-2005	0.00	0.00	0.00	0.00	4,950.52	4,950.52
DEPARTMENT OF VETERANS AFFAIRS	1026669	09-Jun-2006	0.00	0.00	0.00	0.00	100.00	100.00
DEPARTMENT OF VETERANS AFFAIRS	1026670	09-Jun-2006	0.00	0.00	0.00	0.00	1,750.00	1,750.00
GE MEDICAL - IRELAND	1026894	26-Oct-2006	0.00	0.00	0.00	0.00	3,144.60	3,144.60
LICKING MEMORIAL	1026085	03-Mar-2006	0.00	0.00	0.00	0.00	1,541.67	1,541.67
LONG ISLAND COLLEGE HOSPITAL	1025722	03-Feb-2006	0.00	0.00	0.00	0.00	2,772.00	2,772.00
LONG ISLAND COLLEGE HOSPITAL	1025716	03-Feb-2006	0.00	0.00	0.00	0.00	1,865.00	1,865.00
MERCY MEDICAL CENTER	1023401	26-Oct-2005	0.00	0.00	0.00	0.00	1,050.00	1,050.00
MT. SINAI HOSP/PHILIPS MEDICAL	1026841	07-Sep-2006	0.00	0.00	0.00	0.00	2,100.00	2,100.00
NEW ENGLAND MEDICAL CENTER,INC	1026549	05-May-2006	0.00	0.00	0.00	0.00	808.60	808.60
PARTNERS HEALTHCARE SYSTEM	1026887	17-Oct-2006	0.00	0.00	0.00	0.00	315.00	315.00
PARTNERS HEALTHCARE SYSTEM	1026882	17-Oct-2006	0.00	0.00	0.00	0.00	365.00	365.00
PHILIPS MEDICAL SYSTEMS	1026166	09-Mar-2006	0.00	0.00	0.00	0.00	412.39	412.39
REGIONS HOSPITAL	1026903	30-Oct-2006	0.00	0.00	0.00	0.00	1,850.00	1,850.00
RPM TECHNOLOGY INC	1022459	08-Sep-2005	0.00	0.00	0.00	0.00	47.50	47.50
RPM TECHNOLOGY INC	1016342	31-Dec-2004	0.00	0.00	0.00	0.00	60.10	60.10
RPM TECHNOLOGY INC	1016103	21-Dec-2004	0.00	0.00	0.00	0.00	38.65	38.65
RPM TECHNOLOGY INC	1014843	05-Nov-2004	0.00	0.00	0.00	0.00	6.50	6.50
RPM TECHNOLOGY INC	1014743	02-Nov-2004	0.00	0.00	0.00	0.00	24.00	24.00
RPM TECHNOLOGY INC	1014421	26-Oct-2004	0.00	0.00	0.00	0.00	576.00	576.00
RPM TECHNOLOGY INC	1014083	14-Oct-2004	0.00	0.00	0.00	0.00	325.60	325.60
RPM TECHNOLOGY INC	1010849	30-Jun-2004	0.00	0.00	0.00	0.00	1,598.60	1,598.60
SAGEBRUSH TECHNOLOGY	1026851	02-Aug-2006	0.00	0.00	0.00	0.00	83.50	83.50
ST. LUKE`S EPISCOPAL HOSPITAL	1022491	12-Sep-2005	0.00	0.00	0.00	0.00	1,400.00	1,400.00
ST. LUKE`S EPISCOPAL HOSPITAL	1022490	12-Sep-2005	0.00	0.00	0.00	0.00	1,400.00	1,400.00
ST. VINCENT`S MEDICAL CENTER	1021863	11-Aug-2005	0.00	0.00	0.00	0.00	437.00	437.00
THE SURGERY CTR/HUNTSVILLE	1025828	09-Feb-2006	0.00	0.00	0.00	0.00	453.80	453.80
UHS OF DELAWARE, INC	1026432	18-Apr-2006	0.00	0.00	0.00	0.00	1,362.06	1,362.06
VANDERBILT UNIVERSITY	1026840	07-Sep-2006	0.00	0.00	0.00	0.00	206.49	206.49
			0.00	0.00	0.00	0.00	42,514.94	42,514.94

		Pre-petition	0.00	0.00	0.00	0.00	34,533.85	34,533.85
		Post-petition	0.00	0.00	0.00	0.00	7,981.09	7,981.09
			0.00	0.00	0.00	0.00	42,514.94	42,514.94

Page 11 of 21

Fischer Imaging Corporation Case No. 06-15611

A/R Reconciliation

3/31/2007

		Pre-petition		Post petition		Total
AR Trade		34,533.85		7,981.09		42,514.94

Establish receivable for tax refunds March	04/27/2006	16,650.67				16,650.67
ST OF LOUISIANA		(756.50	)			(756.50	)
ST OF LA		(128.21	)			(128.21	)
ST OF LA		(226.41	)			(226.41	)
ST OF CONNECTICUT		(197.00	)			(197.00	)
ST OF MINNESOTA		(747.00	)			(747.00	)
ST OF GEORGIA		(500.00	)			(500.00	)
Reclass State Tax Liability to offset State Tax Receivable		(25.00	)			(25.00	)
ST OF MASS		(414.00	)			(414.00	)
OR CORP REF 32956169		(18.99	)			(18.99	)
NY REF 15426888		(748.00	)			(748.00	)
53668810-ST OF PA		(2,818.00	)			(2,818.00	)
Commonwealth of PA		(1,541.00	)			(1,541.00	)
Ecxess Refund Commonwealth of PA		1,510.00				1,510.00
ST OF INDIANA 57053336		(222.25	)			(222.25	)
Correct Tax Refunds Due		(2,246.55	)			(2,246.55	)
0237397 ST OF MISSOURI		(250.00	)			(250.00	)
ST OF AR 0337168		(297.00	)			(297.00	)
ST OF LA 336341		(87.33	)			(87.33	)
St of Mississippi		(30.35	)			(30.35	)
Commonwealth of PA		(51.00	)			(51.00	)
Commonwealth of Kentucky		(769.22	)			(769.22	)
Kodak - one camera		1,350.00				1,350.00
Record AR from Arrow per stmt	10/03/2006			1,015.30		1,015.30
Arrow allowance for bad debt				(1,015.30	)	(1,015.30	)
Record AR from St of La & AP to Shreveport		20,010.00				20,010.00
Record AR from St of La & AP to Shreveport		17,782.00				17,782.00

JN Properties minimum guarantee sale proceeds				160,000.00		160,000.00



Subtotal AR-GL		45,228.86		160,000.00		205,228.86

Total		79,762.71		167,981.09		247,743.80

Fischer Imaging Corp.	Aged Payables Listing as of March 31, 2007
Case No. 06-15611

VENDOR	TERMS	INVOICE	DATE	CURRENT	30 DAYS	60 DAYS	90 DAYS	TOTAL
ACCOUNTEMPS	COD	16545705	16-Aug-2006	0.00	0.00	0.00	272.00	272.00
ALL AMERICAN	NET 30	34304	21-Feb-2006	0.00	0.00	0.00	220.68	220.68
ADP, INC.	NET 7	B-537092	06-Apr-2007	566.55	0.00	0.00	0.00	566.55
COMPUTERSHARE	NET 30	107626	05-Apr-2007	295.77	0.00	0.00	0.00	295.77
COMPUTERSHARE	NET 30	112158	05-Apr-2007	295.77	0.00	0.00	0.00	295.77
BWC STATE INSURANCE FUND	COD	6653332	30-Jun-2006	0.00	0.00	0.00	966.85	966.85
BWC STATE INSURANCE FUND	COD	6813082	22-Aug-2006	0.00	0.00	0.00	10.00	10.00
CPT Group, Inc	ASKTERMS	9026	08-Mar-2007	0.00	2,135.54	0.00	0.00	2,135.54
CPT Group, Inc	ASKTERMS	884.03	05-Apr-2007	884.03	0.00	0.00	0.00	884.03
CPT Group, Inc	ASKTERMS	9046	05-Apr-2007	6,824.61	0.00	0.00	0.00	6,824.61
CPT Group, Inc	ASKTERMS	9056	05-Apr-2007	580.50	0.00	0.00	0.00	580.50
CPT Group, Inc	ASKTERMS	B-9032	05-Apr-2007	39.29	0.00	0.00	0.00	39.29
DAVIS GRAHAM & STUBBS LLP	COD	B-9/5/06 TO 11/9/06	02-Feb-2007	0.00	0.00	33,013.25	0.00	33,013.25
DAVIS GRAHAM & STUBBS LLP	COD	B-0051-A-25%	08-Mar-2007	0.00	2,013.30	0.00	0.00	2,013.30
EHRHARDT KEEFE STEINER HOTTMAN	NET 30	B-98054B	25-Oct-2006	0.00	0.00	0.00	3,125.00	3,125.00
EHRHARDT KEEFE STEINER HOTTMAN	NET 30	B-98599B	14-Nov-2006	0.00	0.00	0.00	613.75	613.75
EPSILONIUM SYSTEMS, INC.	NET 30	3464	22-Jun-2006	0.00	0.00	0.00	32.50	32.50
EPSILONIUM SYSTEMS, INC.	NET 30	3484	03-Jul-2006	0.00	0.00	0.00	32.50	32.50
EPSILONIUM SYSTEMS, INC.	NET 30	3643	28-Aug-2006	0.00	0.00	0.00	65.00	65.00
EPSILONIUM SYSTEMS, INC.	NET 30	3749	16-Oct-2006	0.00	0.00	0.00	132.50	132.50
FAEGRE & BENSON LLP		B-965077A	08-Nov-2006	0.00	0.00	0.00	3,212.25	3,212.25
FAEGRE & BENSON LLP		B-965077B	08-Nov-2006	0.00	0.00	0.00	1,070.75	1,070.75
FAEGRE & BENSON LLP		B-972176A	18-Dec-2006	0.00	0.00	0.00	922.50	922.50
FAEGRE & BENSON LLP		B-972176B	18-Dec-2006	0.00	0.00	0.00	307.50	307.50
FEDEX	NET 15	1-117-89665	14-Jul-2006	0.00	0.00	0.00	111.47	111.47
FEDEX	NET 15	118231508	18-Aug-2006	0.00	0.00	0.00	145.47	145.47
FEDEX	NET 15	119539272	25-Aug-2006	0.00	0.00	0.00	259.24	259.24
Worker Training Fund		409052	01-Nov-2006	0.00	0.00	0.00	200.78	200.78
JESSOP & COMPANY PC		B-414563B	17-Nov-2006	0.00	0.00	0.00	28.19	28.19
JESSOP & COMPANY PC		B-414979B	05-Jan-2007	0.00	0.00	0.00	1,785.81	1,785.81
JESSOP & COMPANY PC		B-414980B	05-Jan-2007	0.00	0.00	0.00	159.37	159.37
JESSOP & COMPANY PC		B-414981B	05-Jan-2007	0.00	0.00	0.00	106.00	106.00
JESSOP & COMPANY PC		B-414982B	05-Jan-2007	0.00	0.00	0.00	2,469.87	2,469.87
JESSOP & COMPANY PC		B-414983B	05-Jan-2007	0.00	0.00	0.00	9.37	9.37
JESSOP & COMPANY PC		B-414985B	05-Jan-2007	0.00	0.00	0.00	110.62	110.62
JESSOP & COMPANY PC		B-414986B	05-Jan-2007	0.00	0.00	0.00	2,232.25	2,232.25
JESSOP & COMPANY PC		B-414987B	05-Jan-2007	0.00	0.00	0.00	78.75	78.75
JESSOP & COMPANY PC		B-414988B	05-Jan-2007	0.00	0.00	0.00	139.75	139.75
JESSOP & COMPANY PC		B-414989B	05-Jan-2007	0.00	0.00	0.00	35.25	35.25
JESSOP & COMPANY PC		B-414990B	05-Jan-2007	0.00	0.00	0.00	231.37	231.37

Page 13 of 21

Fischer Imaging Corp.	Aged Payables Listing as of March 31, 2007
Case No. 06-15611

VENDOR	TERMS	INVOICE	DATE	CURRENT	30 DAYS	60 DAYS	90 DAYS	TOTAL
JESSOP & COMPANY PC		B-415221-25%	02-Feb-2007	0.00	0.00	12,351.00	0.00	12,351.00
JESSOP & COMPANY PC		B-415481-25%	08-Mar-2007	0.00	7,799.25	0.00	0.00	7,799.25
JESSOP & COMPANY PC		B-415746	05-Apr-2007	12,648.04	0.00	0.00	0.00	12,648.04
JESSOP & COMPANY PC		B-415746.25	05-Apr-2007	3,873.00	0.00	0.00	0.00	3,873.00
LDK LOGISTICS, INC	NET 30	25943	05-Apr-2007	331.20	0.00	0.00	0.00	331.20
LDK LOGISTICS, INC	NET 30	26150	05-Apr-2007	331.20	0.00	0.00	0.00	331.20
MERRILL COMMUNICATIONS LLC	NET 60	539002	25-Jul-2006	0.00	0.00	0.00	505.00	505.00
MERRILL COMMUNICATIONS LLC	NET 60	545805	18-Aug-2006	0.00	0.00	0.00	360.00	360.00
MERRILL COMMUNICATIONS LLC	NET 60	556580	31-Aug-2006	0.00	0.00	0.00	2,515.00	2,515.00
MERRILL COMMUNICATIONS LLC	NET 60	616480	05-Apr-2007	525.00	0.00	0.00	0.00	525.00
MERRILL COMMUNICATIONS LLC	NET 60	619634	05-Apr-2007	355.00	0.00	0.00	0.00	355.00
MISSISSIPPI STATE DEPT. HEALTH	COD	99A068 1/03/06	06-Jan-2006	0.00	0.00	0.00	250.00	250.00
North Mississippi Med Center		06302006	30-Jun-2006	0.00	0.00	0.00	492.98	492.98
Patrick C. Giefer		B-04082007	12-Apr-2007	11,880.00	0.00	0.00	0.00	11,880.00
Dept of Labor and Industries	COD	0423322	19-Sep-2006	0.00	0.00	0.00	30.71	30.71
Connolly, Rosania & Lofstedt		B-04112007	10-Apr-2007	17,252.93	0.00	0.00	0.00	17,252.93
XO COMMUNICATIONS	NET 30	0213981410	08-Mar-2007	0.00	158.28	0.00	0.00	158.28
		Total		56,682.89	12,106.37	45,364.25	23,241.03	137,394.54

		Pre-petition		0.00	0.00	200.78	6,401.90	6,602.68
		Post-petition		56,682.89	12,106.37	45,163.47	16,839.13	130,791.86
				56,682.89	12,106.37	45,364.25	23,241.03	137,394.54

Page 14 of 21

Fischer Imaging Corporation Case No. 06-15611

Accounts Payable Reconciliation

March 31, 2007

	Pre-petition		Post petition		Total
AP Trade	(6,602.68	)	(130,791.86	)	(137,394.54	)
offsets AP trade acct	(185.67	)			(185.67	)
	(6,788.35	)	(130,791.86	)	(137,580.21	)

AP-GL:
Accrue California sales tax estimate	(20,000.00	)			(20,000.00	)
Health ins terminal liability	(7,895.00	)			(7,895.00	)
Accrue liability for copier - Xerox	(15,410.56	)			(15,410.56	)
record GWL for Sept	230.76				230.76
Record GWL for Oct pd in Nov	812.81				812.81
Record AR from St of La & AP to Shreveport	(20,010.00	)			(20,010.00	)
Record AR from St of La & AP to Shreveport	(17,782.00	)			(17,782.00	)
					0.00
Adjust GWL	615.35				615.35
Accrue Davis Graham - Jan 07			(10,000.00	)	(10,000.00	)
Accrue Davis Graham - Feb 07			(10,000.00	)	(10,000.00	)
Accrue Davis Graham - March 07			(10,000.00	)	(10,000.00	)
Accrue Gordan, Hughes & Banks			(14,100.00	)	(14,100.00	)
					0.00

					0.00
AP-GL	(79,438.64	)	(44,100.00	)	(123,538.64	)

Total AP	(86,226.99	)	(174,891.86	)	(261,118.85	)

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-F

QUARTERLY FEE SUMMARY *

For the Month Ended:

03/31/07

		Cash		Quarterly				Date
Month	Year	Disbursements **		Fee Due			Check No.	Paid

January	2007	$	88,249.15
February	2007	56,961.73
March	2007	70,311.57

TOTAL 1st Quarter		$	215,522.45	$	1,250.00

April		$	0.00
May		0.00
June		0.00

TOTAL 2nd Quarter		$	0.00	$

July	2006	$	0.00
August	2006	0.00
September	2006	87,332.04

TOTAL 3rd Quarter		$	87,332.04	$	750.00		100049	11/20/06
				500		***	100168	01/09/07
October	2006	$	113,248.44
November	2006	135,444.80
December	2006	96,175.95

TOTAL 4th Quarter		$	344,869.19	$	3,750.00		100193	1/31/07

FEE SCHEDULE

Quarterly Disbursements	Fee	Quarterly Disbursements	Fee

$0 to $14,999	250	$300,000 to $999,999	3750
$15,000 to $74,999	500	$1,000,000 to $1,999,999	5000
$75,000 to $149,999	750	$2,000,000 to $2,999,999	7500
$150,000 to $224,999	1250	$3,000,000 to $4,999,999	8000
$225,000 to $299,999	1500	$5,000,000 and above	10000

* This summary is to reflect the current calendar year’s information cumulative to the end of the reporting period

** Should agree with line 3, Form 2-B. Disbursements are net of transfers to other debtor in possession bank accounts

*** We were sent a bill and paid it despite the belief it is not owed.

Failure to pay the quarterly fee is cause for conversion or dismissal of the chapter 11 case. [11 U.S.C. Sec. 1112(b)(10)]

Page 1 of 1

Rev. 10/1/04

DEBTOR:

Fischer Imaging Corporation

CASE NO:

06-15611

Form 2-G

NARRATIVE

For Period Ending 3/31/07

Please provide a brief description of any significant business and legal actions taken by the debtor, its creditors, or the court during the reporting period, any unusual or non-recurring accounting transactions that are reported in the financial statements, and any significant changes in the financial condition of the debtor which have occurred subsequent to the report date.

During March, 2007, the Debtor served its plan and disclosure statement, soliciting from creditors votes in favor of the proposed liquidating plan. The ballots are due on April 16, 2007, as well as any objections to the plan an disclosure statement.

Philips Medical Systems filed claims against the Debtor in the aggregate amount of $3,737,000. Over the course of the last several months, the Debtor and Philips negotiated a settlement of these claims, in which the parties agreed on a total amount of $1,125,000 in full and final settlement. The Debtor filed a Motion to approve this settlement on March 13, 2007.

The Debtor also filed objections to the claims - - or in the alternative, motion to estimate claims - of Louis Rivelli and Stephen Burke, former officers/directors of the Debtor. These individuals had filed claims for possible incurred but not reimbursed costs of defense in connection with an ongoing lawsuit by the Securities and Exchange Commission. Mr. Rivelli had filed a claim in an “unknown” amount, and Mr. Burke filed a $300,000 estimated claim.

On January 31, 2007 the Company applied for relief from compliance with its reporting obligations to the Division of Corporation Finance of the U.S. Securities and Exchange Commission under the Securities Exchange Act of 1934. In March 2007, the Division advised the Company that its request for relief would be denied and therefore the Company’s reporting obligations must be met. The Company’s management expected to receive such relief, and as a result made no provision for the preparation of an Annual Report on Form 10-K for the year ended December 31, 2006. Presently, the Company is working toward the preparation of the Annual Report on Form 10-K and has accrued this month in the accompanying financial statements $140,000.00 for the estimated expenditures to complete the work. On April 3, 2007, the Company filed Form 12b-25 with the U.S. Securities and Exchange Commission indicating the 2006 Form 10-K could not be timely filed.

Page 1 of 1

Rev. 10/1/04

Fischer Imaging Corporation		Case No. 06-15611
Bank Reconciliation - USB Account
	March 31, 2007

Bank Accounts
Operating Acct # 103658224003		30,884.99

Total Bank Balances		30,884.99

Outstanding accounts payable checks	Outstanding cks.	(4,116.41	)

Deposit in Transit		—

Adjusted Bank Balance		26,768.58

Balance Per General Ledger (11-0000-111210)		26,768.57
Timing Difference to General Ledger Bank Balance:

Adjusted Balance Per General Ledger		26,768.57

Difference over(under) bank		(0.01	)

SUMMARIZED LIST OF OUTSTANDING CHECKS			Case No. 06-15611
OPERATING ACCOUNT

Ck. Nmbr	Date	Voids	Outstanding
100221	3/9/2007		165.15
100230	3/14/2007		1,000.00
100233	3/14/2007		100.00
100234	3/14/2007		104.23
100235	3/14/2007		25.00
100237	3/21/2007		375.00
100238	3/21/2007		1,125.00
100242	3/31/2007		1,222.03

			4,116.41

EX-99.4 3 a07-11808_1ex99d4.htm EX-99.4

Exhibit 99.4

AGREEMENT TO SETTLE CONTROVERSY

THIS AGREEMENT TO SETTLE CONTROVERSY (this “Agreement”) is entered into and effective as of this 21st day of February, 2007, by and between Fischer Imaging Corporation (“Fischer”) and Philips Medical Systems DMC GmbH (“PMS”), with reference to the following facts and recitals:

Recitals

A. On August 22, 2006 (the “Petition Date”), Fischer commenced its case (the “Bankruptcy Case”) under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) with this Court. Fischer continues in possession of its properties and in management of its business as debtor in possession pursuant to §§ 1107 and 1108 of the Bankruptcy Code.

B. On February 20, 2007, Fischer filed its Liquidating Chapter 11 Plan Proposed by Debtor, dated February 20, 2007 (the “Plan”).

C. On or about October 14, 2004, Fischer and PMS entered into a Master Purchasing Agreement (Agreement No. P01-000132), dated October 14, 2004 (the “Agreement”). Pursuant to the Agreement, Fischer sold certain digital imaging medical equipment known as a “Senoscan” to PMS.

D. PMS timely filed three proofs of claim in the Fischer bankruptcy case. Claim Number 29 asserted an unsecured nonpriority claim in the amount of $2,500,000; Claim Number 30 asserted a further unsecured nonpriority claim in the amount of $1,000,000; and Claim Number 31 asserted a further unsecured nonpriority claim in the amount of $237,000. Together, these claims total $3,737,000 (together, the “PMS Claim”). PMS has also informed Fischer that valid amendments to the PMS Claim would increase the claim amount by at least another $1,200,000.

E. PMS asserts that the PMS Claim is for damages resulting from Fischer’s breach of the Agreement. The PMS Claim includes amounts for prepayments, direct and indirect contract expenses, replacement product costs and estimated lost profits.

F. Fischer disputes the amounts owed and has asserted a claim for setoff (“Fischer’s Setoff Claim”) arising out of the delivery of certain Senoscan units delivered to PMS.

G. In order to minimize the cost, expense and uncertainty of litigation, Fischer and PMS are willing to settle all issues between them on the terms and conditions set forth below.

H. It is understood that the parties’ agreement to the terms hereof shall in no manner be deemed to be an admission, express or implied, of liability by any party to any other person or entity, or of any fact, other than the facts set forth in Paragraphs A through F hereof, inclusive, or an admission of the merits of the position taken by any party hereto with respect to any matter.

Agreements

NOW, THEREFORE, for and in consideration of the mutual agreements, promises, covenants, and releases herein set forth, and for other good and valuable consideration, the sufficiency of which is hereby conclusively acknowledged, it is hereby agreed by and between Fischer and PMS as follows:

1. Effective Date. As used herein, the term “Effective Date” means the first business day upon which all of the following conditions have been satisfied:

a. An order approving this Agreement and authorizing Fischer to enter into and perform this Agreement (the “Approval Order”) shall have been entered by the United States Bankruptcy Court for the District of Colorado (the “Bankruptcy Court”) in the Bankruptcy Case;

b. Ten days (as computed in accordance with Fed. R. Bankr. P. 9006) shall have passed from the entry of the Approval Order; and

c. The Approval Order shall not have been reversed or modified on appeal and, if any such appeal is pending, the Approval Order shall not have been stayed.

2. PMS Claim. In full settlement of the PMS Claim and Fischer’s Setoff Claim, and as of the Effective Date, PMS shall have an allowed unsecured nonpriority claim in the amount of $1,250,000 (the “Allowed Claim”). PMS shall not be entitled to the payment of any interest on the Allowed Claim, and further relinquishes and waives any right PMS might have thereto pursuant to Article 5, paragraph B of the Plan. PMS shall vote and support, after review of a disclosure statement approved or conditionally approved by the Bankruptcy Court, the full amount of the Allowed Claim in favor of the Plan.

3. Release by Fischer. Effective upon the Effective Date, Fischer hereby releases, remises and forever discharges PMS, and its officers, directors, shareholders, employees, agents and attorneys from any and all claims, causes of action, manner of actions, debts, suits, liabilities, accounts, contracts and demands whether known or unknown, matured or unmatured, fixed or contingent, in law or equity (“Claims”), for or by reason of any matter, cause or thing arising at any time through the date of this Agreement (excepting the obligations of the parties created by this Agreement).

4. Release by PMS. Effective upon the Effective Date, PMS hereby releases, remises and forever discharges Fischer, and its officers, directors, shareholders, employees, agents and attorneys, and Fischer’s estate, from any and all Claims, for or by reason of any matter, cause or thing whatsoever arising at any time through the date of this Agreement (except for the Allowed Claim and the obligations of the parties created by this Agreement).

5. Costs. Each party shall bear such party’s own costs and attorney’s fees.

6. Amendments, Waiver. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, representations, warranties and

understandings of the parties. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all parties. No waiver of any of the provisions of this Agreement shall be deemed or constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver.

7. Third Person Rights. Nothing in this Agreement, except as provided in paragraphs 3 and 4 of this Agreement, is intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties hereto, nor is anything in this Agreement intended to relieve or discharge the obligation or liability of any third person to any party to this Agreement, nor shall any provision give any third person any right of subrogation or action over or against any party to this Agreement.

8. Binding on Heirs and Assigns. This Agreement shall be binding upon, and shall inure to the benefit of, the parties and their legal representatives, successors and assigns, whether by operation of law or otherwise.

9. Further Acts. Each party shall execute any and all documents and perform and do any and all reasonable acts and things as are necessary and proper to effectuate the terms and provisions of this Agreement.

10. Assignment of Claims. Each of the parties represents and warrants to the other that it has not heretofore assigned or transferred, or purported to assign or transfer, to any person or entity any claims such party might have against the other.

11. No Representations or Warranties. Except as expressly set forth in this Agreement, neither of the parties hereto makes any representation or warranty, written or oral, express or implied.

12. Specific Performance. The Bankruptcy Court shall, upon application of any party hereto, require specific performance by any other party hereto of any obligations hereunder. Each party hereby consents to the jurisdiction and venue of the Bankruptcy Court.

13. Voluntary Agreement. The parties represent and warrant to each other that each has completely read and understood this Agreement, voluntarily executed it and accepted the terms of this Agreement without any compulsion.

14. Acceptance. The signatories represent that the terms of this Agreement have been completely read and explained to them by their attorneys, or that they have had the opportunity to review the terms with their respective attorneys, and that the terms are fully understood and willingly and voluntarily accepted.

15. Interpretation. Each party has been provided the opportunity to revise this Agreement and accordingly, the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this

Agreement. Instead, the language of all parts of this Agreement shall be construed as a whole, and according to its fair meaning, and not strictly for or against either party.

16. Authority. The signatories to this Agreement represent and warrant that each has the right and authority to execute this Agreement in their individual or representative capacity, as applicable.

17. Time of the Essence. Time is of the essence.

18. Counterparts. This Agreement may be executed in counterparts.

19. Facsimiles. This Agreement may be executed by facsimile signatures, provided that original signatures are delivered by the Effective Date.

20. Governing Law. This Agreement shall be interpreted, governed and construed in accordance with the laws of the State of Colorado without regard to conflicts of law and Federal Bankruptcy laws.

IN WITNESS WHEREOF, the parties to this Agreement have duly executed it as of the date first above written.

PHILIPS MEDICAL SYSTEMS DMC GMBH					FISCHER IMAGING CORPORATION


By:					By:
Name:					Tom Connolly
Title:					President and CEO

UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF COLORADO

In re:		)
		)
FISCHER IMAGING CORPORATION,		)	Case No. 06-15611 EEB
		)
EIN: 36-2756787		)	Chapter 11
		)
	Debtor.	)
		)

ORDER GRANTING MOTION FOR ORDER APPROVING AGREEMENT TO SETTLE CONTROVERSY BETWEEN DEBTOR AND PHILIPS MEDICAL SYSTEMS DMC GmbH

THIS MATTER comes before the Court on Debtor’s Motion for Order Approving Agreement to Settle Controversy between Debtor and Philips Medical Systems DMC GmbH (the “Motion”). The Court being informed, and no objections having been filed and sustained, and after due deliberation and sufficient and good cause appearing therefore, it is:

ORDERED that the Motion is granted, and

FURTHER ORDERED that Debtor is authorized to enter into the Agreement to Settle Controversy, attached to the Motion, and undertake all actions described therein.

DATED this 13th day of April, 2007.

	BY THE COURT:



	United States Bankruptcy Judge

DEBTOR:

Fischer Imaging Corporation

MONTHLY OPERATING REPORT

CHAPTER 11

CASE NUMBER: