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):  August 13, 2007

ALPHA INNOTECH CORP.

(Exact name of registrant as specified in its charter)

Delaware	1-14257	58-1729436
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2401 Merced Street, San Leandro, California	94577
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (510) 483-9620

N/A

 (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 (see General Instruction A.2. below):

¨ 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-4c))

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 13, 2007, Alpha Innotech Corp. (the "Company") issued a press release announcing its earnings for the fiscal quarter and the six months ended June 30, 2007, the text of which is attached hereto as Exhibit 99.1.

The information in this Item 2.02 of the Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 and 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 liabilities under that Section. Furthermore, the information in the Item 2.02 of the Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c) EXHIBITS

99.1 Press Release dated August 13, 2007 announcing earnings for the fiscal quarter and the six months ended June 30, 2007

SIGNATURE

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.

ALPHA INNOTECH CORP.

Date:                      August 15, 2007                                    By:           /s/ Ron Bissinger                                                      

Ron Bissinger

Chief Executive Officer and Chief Financial Officer

EX-99

Exhibit 99.1

ALPHA INNOTECH REPORTS RECORD SECOND QUARTER REVENUES

August 13, 2007 – Alpha Innotech Corp., San Leandro, California

Alpha Innotech Corp. (OTCBB:APNO), a leading provider of bioanalytical systems for drug discovery and life science research, today reported financial results for the second quarter ending June 30, 2007.

Second quarter revenues of $3.612 million increased 13% from the $3.193 million reported in the same period in 2006.  Gross margins rose to 55.2% in the second quarter of 2007 compared to 52.7% in the second quarter of 2006.

For the six month period ending on June 30, 2007, revenues increased 16% to $7.159 million from the $6.151 million reported for the same period in 2006.

The net loss for the second quarter ending June 30, 2007 decreased to $337,000 from the $576,000 net loss reported for the comparable period in 2006.

On a non-GAAP basis, the Company had net income of $132,000 for the second quarter of 2007 excluding stock-based compensation, interest, and depreciation.   A net loss of $325,000 was reported on the same basis for the second quarter of 2006.  The non-GAAP net income (loss) is reconciled to comparable GAAP net income (loss) in the table entitled “Non-GAAP Calculation of Net Income (Loss)”.

“Our revenues last quarter were the highest second quarter revenues in our Company’s history,” said Ron Bissinger, Chief Executive Officer of Alpha Innotech.  “We continue to execute towards our goal of exceeding our industry’s growth rate while maintaining positive EBITDA.”

Other accomplishments from the second quarter include:

· The addition of two new independent directors to the Board, including Dr. Joseph D. Keegan, former CEO of Molecular Devices, and Gus E. Davis who held senior management positions at Amersham and Pharmacia.

· The expansion of the U.S. direct sales force which, along with manufacturing representative partners, is expected to continue fueling growth of the Company’s domestic business.

· Increasing the Company’s capability to manage worldwide operations and logistics through the appointment of Mark Allen, a veteran of Molecular Devices, to the Vice President of Operations position.

More information on Alpha Innotech can be found at the Company’s website www.alphainnotech.com.

About Alpha Innotech Corp.

Founded in 1992 and with over 8,000 systems sold worldwide, Alpha Innotech is a leading developer, manufacturer and marketer of digital imaging and analysis systems for the life science research and drug discovery markets. Our goal is to combine instruments, reagents and bioinformatics software to offer integrated modular technology platforms for functional genomics, proteomics and cell analysis markets. Our customers include pharmaceutical and biotechnology companies as well as universities, medical centers, government research institutes and agencies worldwide.

Use of Non-GAAP Financial Measures

To supplement the Company’s financial statements presented in accordance with GAAP, the Company is also providing non-GAAP financial information.  The presentation of non-GAAP financial information should be considered in addition to the Company’s GAAP results and is not intended to be considered in isolation or as a substitute for financial information prepared and presented in accordance with GAAP.  The Company believes that both management and investors benefit from referring to non-GAAP financial information that excludes certain expenses in their assessment of the Company’s performance.  The Company also believes that investors benefit from increased transparency into supplemental information used by management in its financial and operational decision making.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and is subject to the safe harbor created by those sections. These forward-looking statements involve a number of risks and uncertainties that include, but are not limited to, the Company’s ability to obtain additional financing, the timing of the introduction and success of new products, and the Company's growth prospects, that could cause actual results to differ materially from those anticipated or planned by these forward-looking statements. Please also refer to the risk factors described in our filings with the Securities and Exchange Commission, including our recent Form 10-KSB and Forms 10-QSB filed with the Securities and Exchange Commission. We do not intend to update the forward-looking information contained in this news release except as required by law.

Contact:

Alpha Innotech Corp.

Ron Bissinger, CEO

Tel: 510-483-9620

Alpha Innotech Corp.

Condensed Consolidated Statements of Operations

(Unaudited)

(in thousands, except per share amounts)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2007			2006			2007			2006
Revenue	$	3,612		$	3,193		$	7,159		$	6,151
Cost of goods sold		1,620			1,509			3,195			3,016
Gross profit		1,992			1,684			3,964			3,135
Operating expenses:
Sales and marketing		1,163			1,158			2,218			2,141
Research and development		344			410			648			737
General and administrative		753			607			1,285			1,111
Total operating expenses		2,260			2,175			4,151			3,989
Profit (loss) from operations		(268	)		(491	)		(187	)		(854	)
Interest expense		(67	)		(74	)		(149	)		(158	)
Other income (expense), net		(2	)		(11	)		(2	)		21
Net profit (loss)	$	(337	)	$	(576	)	$	(338	)	$	(991	)
Profit (loss) per common share - basic and diluted	$	(0.03	)	$	(0.06	)	$	(0.03	)	$	(0.10	)
Weighted average shares outstanding - basic and diluted		10,421,393			9,804,847			10,289,625			9,765,546

Alpha Innotech Corp.

Condensed Consolidated Balance Sheets

(in thousands)

	June 30,			December 31,
	2007			2006
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	399		$	446
Accounts receivable, net		2,081			2,189
Inventory, net		791			633
Prepaid expenses and other current assets		111			190
Total current assets		3,382			3,458
Property and equipment, net		966			1,049
Other assets		91			91
Total assets	$	4,439		$	4,598
Liabilities and Stockholders' Deficit
Current liabilities:
Accounts payable	$	1,762		$	1,608
Accrued liabilities		1,123			976
Current portion of debt		1,501			1,594
Deferred revenue		912			896
Other liabilities		205			210
Total current liabilities		5,503			5,284
Debt, net of current portion		299			489
Total stockholders' deficit		(1,363	)		(1,175	)
Total liabilities and stockholders' deficit	$	4,439		$	4,598

Alpha Innotech Corp.

Non-GAAP Calculation of Net Income (Loss)

(Unaudited)

(in thousands)

	Three Months Ended
	June 30,
	2007			2006
Non-GAAP calculation of net income (loss) :
GAAP Net loss	$	(337	)	$	(576	)
Interest		67			74
Depreciation		131			144
Stock-based compensation		95			33
Founders Bonus Plan Expense Accrual		176			--
Non-GAAP basis income (loss)	$	132		$	(325	)