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):  10/05/2006

Analytical Surveys, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number:  000-13111

CO	84-0846389
(State or other jurisdiction of	(IRS Employer
incorporation)	Identification No.)

9725 Datapoint Drive

Suite 300B

San Antonio, TX 78229

(Address of principal executive offices, including zip code)

210-657-1500

(Registrant’s telephone number, including area code)

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

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:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Information to be included in the report

Item 1.01.    Entry into a Material Definitive Agreement

On September 29, 2006, Analytical Surveys, Inc. (the "Company") entered into a Letter Agreement with Louis Dorfman, Jr., outlining the terms of Mr. Dorfman's service as Executive Vice President of the Energy Division of the Company. Pursuant to the Letter Agreement, Mr. Dorfman will be paid a base salary equal to $135,000 per annum and will be eligible to participate in incentive reward programs, which include a 1% overriding royalty interest that is proportionately reduced to the Company's net interest in all oil and gas deals. The Company issued options to Mr. Dorfman for the purchase of 50,000 shares of the Company's common stock at an exercise price of $.69, which was the closing bid price on September 29, 2006, which was the date of his employment. A copy of the Letter Agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K.

Item 5.02.    Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On October 3, 2006, the Company announced that Louis Dorfman, Jr., has been hired as Executive Vice President of the Energy Division and is part of the Company's senior management team. Mr. Dorfman has served as president of Dorfman Production Company, a family-owned independent oil and gas venture, for the past twelve years. Prior to Mr. Dorfman's appointment, there was no arrangement or understanding between Mr. Dorfman or the Company and any other person pursuant to which he was appointed as Executive Vice President of the Company. The disclosure set forth in Item 1.01 of the Current Report on Form 8-K is incorporated by reference into this Item 5.02.

Item 9.01.    Financial Statements and Exhibits

c) Exhibits

10.1 Letter Agreement dated September 29, 2006 between the Company and Louis Dorfman, Jr.

99.1 Press release issued by the Company dated October 3, 2006

Signature(s)

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.

		Analytical Surveys, Inc.
Date: October 04, 2006	By:	/s/    Lori Jones
		Lori Jones
		Chief Executive Officer

Exhibit Index

Exhibit No.	Description
EX-99.1	Press Release Announcing the Addition of Dallas-based Oil and Gas Executive
EX-10.1	Letter Agreement

EX-99.1 2 rrd132592_16162.htm PRESS RELEASE ANNOUNCING THE ADDITION OF DALLAS-BASED OIL AND GAS EXECUTIVE

P R E S S R E L E A S E

Contacts:	Analytical Surveys, Inc.	Pfeiffer High Investor Relations, Inc.
	Lori Jones	Geoff High
	Chief Executive Officer	303/393-7044
	210/657-1500	geoff@pfeifferhigh.com

ASI ENERGY HIRES DALLAS-BASED OIL AND GAS EXECUTIVE

SAN ANTONIO, Texas -- October 3, 2006 ^_ ASI Energy, a Division of Analytical Surveys, Inc. ("ASI") (Nasdaq: ANLT), today announced Louis Dorfman, Jr. has been hired as executive vice president of the division and has also joined ASI's senior management team.

Dorfman is a highly-respected and experienced oil and gas executive, and a long-time Dallas oilman. He has spent the past 12 years as president of Dorfman Production Company, a family-owned independent oil and gas venture. Under Dorfman's direction, the company capitalized on a wide variety of oil and gas investment opportunities, which lead to revenue growth of more than 600% over the past 5 years. Investments directed by Dorfman included significant non-operating working interest in the Big Indian Field located in Grayson County, Texas. In November 2005, H&S Production, Inc., along with Dorfman Production and other working interest partners sold the Big Indian Field to Chesapeake Energy Corporation for $34 million.

Dorfman will establish an ASI Energy office in the Dallas area where he can continue to capitalize upon his extensive network of energy and financial contacts, and broaden ASI's access to oil and gas opportunities. Lori Jones, ASI's CEO said, "We are very excited Louis has joined our organization. He brings significant industry knowledge and insight that will serve to round out our team and enhance our opportunities for success in the rapidly expanding energy sector."

ASI Energy, a Division of Analytical Surveys, Inc. (ASI) is a San Antonio-based oil and gas company focused on participation in non-operating exploration and production of U.S. onshore oil and natural gas reserves. For more information, please visit www.asienegy.com.

This press release contains forward-looking statements that involve risks and uncertainties. The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. When used in this press release, the words "anticipate," "believe," "estimate," "intend" and "expect" and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, without limitation, the statements regarding the Company's strategy, future sales, future expenses and future liquidity and capital resources. All forward-looking statements in this press release are based upon information available to the Company on the date of this press release, and the Company assumes no obligation to update any such forward-looking statements. The Company's actual results could differ materially from those discussed in this press release. Fa ctors that could cause or contribute to such differences include, but are not limited to, those discussed in Item 1. Business--"risk factors" and elsewhere in the Company's Annual Report on Form 10-KSB.

EX-10.1 3 rrd132592_16179.htm LETTER AGREEMENT

September 29, 2006

Louis Dorfman, Jr.

Dear Louis:

This Letter Agreement is to document our employment offer and your acceptance of that offer for the position of Executive Vice President of Analytical Surveys, Inc. (ASI), a Colorado Corporation headquartered at 9725 Datapoint Drive, Suite 300B, San Antonio, Texas.

Your hire date will be today, September 29, 2006. In order to enable you to complete other obligations you will be part-time until October 31, 2006, paid at a rate equal to 50% of your base salary. Your basic compensation package includes:

• Base Compensation of $135,000 per year.
• A bonus program composed of a 1% overriding royalty interest (proportionately reduced to ASI's net interest) in all oil and gas deals.
• The right to participate in additional Executive Bonus Programs, if any.
• An option to purchase up to 50,000 shares of our common stock with a strike price equal to the closing bid price on September 29, 2006. This option will vest on September 30, 2006.
• Participation in all benefit plans available to ASI employees, which are subject to change from time to time.

Sincerely,

/s/ Lori Jones

Lori Jones

Chief Executive Officer

-----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

P R E S S R E L E A S E

Contacts:	Analytical Surveys, Inc.	Pfeiffer High Investor Relations, Inc.
	Lori Jones	Geoff High
	Chief Executive Officer	303/393-7044
	210/657-1500	geoff@pfeifferhigh.com

ASI ENERGY HIRES DALLAS-BASED OIL AND GAS EXECUTIVE

SAN ANTONIO, Texas -- October 3, 2006 ^_ ASI Energy, a Division of Analytical Surveys, Inc. ("ASI") (Nasdaq: ANLT), today announced Louis Dorfman, Jr. has been hired as executive vice president of the division and has also joined ASI's senior management team.

Dorfman is a highly-respected and experienced oil and gas executive, and a long-time Dallas oilman. He has spent the past 12 years as president of Dorfman Production Company, a family-owned independent oil and gas venture. Under Dorfman's direction, the company capitalized on a wide variety of oil and gas investment opportunities, which lead to revenue growth of more than 600% over the past 5 years. Investments directed by Dorfman included significant non-operating working interest in the Big Indian Field located in Grayson County, Texas. In November 2005, H&S Production, Inc., along with Dorfman Production and other working interest partners sold the Big Indian Field to Chesapeake Energy Corporation for $34 million.

Dorfman will establish an ASI Energy office in the Dallas area where he can continue to capitalize upon his extensive network of energy and financial contacts, and broaden ASI's access to oil and gas opportunities. Lori Jones, ASI's CEO said, "We are very excited Louis has joined our organization. He brings significant industry knowledge and insight that will serve to round out our team and enhance our opportunities for success in the rapidly expanding energy sector."

ASI Energy, a Division of Analytical Surveys, Inc. (ASI) is a San Antonio-based oil and gas company focused on participation in non-operating exploration and production of U.S. onshore oil and natural gas reserves. For more information, please visit www.asienegy.com.

This press release contains forward-looking statements that involve risks and uncertainties. The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. When used in this press release, the words "anticipate," "believe," "estimate," "intend" and "expect" and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements include, without limitation, the statements regarding the Company's strategy, future sales, future expenses and future liquidity and capital resources. All forward-looking statements in this press release are based upon information available to the Company on the date of this press release, and the Company assumes no obligation to update any such forward-looking statements. The Company's actual results could differ materially from those discussed in this press release. Fa ctors that could cause or contribute to such differences include, but are not limited to, those discussed in Item 1. Business--"risk factors" and elsewhere in the Company's Annual Report on Form 10-KSB.

EX-10.1

September 29, 2006

Louis Dorfman, Jr.

Dear Louis:

This Letter Agreement is to document our employment offer and your acceptance of that offer for the position of Executive Vice President of Analytical Surveys, Inc. (ASI), a Colorado Corporation headquartered at 9725 Datapoint Drive, Suite 300B, San Antonio, Texas.

Your hire date will be today, September 29, 2006. In order to enable you to complete other obligations you will be part-time until October 31, 2006, paid at a rate equal to 50% of your base salary. Your basic compensation package includes:

• Base Compensation of $135,000 per year.
• A bonus program composed of a 1% overriding royalty interest (proportionately reduced to ASI's net interest) in all oil and gas deals.
• The right to participate in additional Executive Bonus Programs, if any.
• An option to purchase up to 50,000 shares of our common stock with a strike price equal to the closing bid price on September 29, 2006. This option will vest on September 30, 2006.
• Participation in all benefit plans available to ASI employees, which are subject to change from time to time.

Sincerely,

/s/ Lori Jones

Lori Jones

Chief Executive Officer