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 19, 2008

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 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers

As announced on August 21, 2008, Mr. Michael Henighan, the Company’s current Corporate Controller, was appointed Chief Financial Officer (principal financial officer and principal accounting officer) of the Company, effective August 21, 2008,  to replace Mr. Ron Bissinger, who will continue to serve in his role as the Company’s Chief Executive Officer (principal executive officer) and Chief Operating Officer.

Pursuant to his employment offer letter, Mr. Henighan will be entitled to receive cash compensation equal to $160,000 annually and be eligible to receive an annual bonus of up to $40,000  based upon achievement of certain milestones.    The foregoing summary is qualified in its entirety by reference to the offer letter, a copy of which is filed as an exhibit 10.1 hereto.

Additionally, on August 19, 2008, Mr. Henighan was granted an option to purchase 30,000 shares of Common Stock, which will vest over a four-year period with 25% of the shares vesting one year from August 19, 2008, and at a rate of 1/48th of the shares per month for the remaining 36 months, for so long as Mr. Henighan continues to be employed by the Company.  The exercise price of the option is the closing price of the company ’s Common Stock on the grant date.

Item 9.01.  Financial Statements and Exhibits

(d)  Exhibits

10.1     Offer letter for Mr. Henighan dated August 19, 2008

99.1           Press Release of Alpha Innotech Corp. dated August 21, 2008

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 21, 2008                                                      By:           /s/ Ron Bissinger                                                      

Ron Bissinger

Chief Executive Officer

EX-10.1

Exhibit 10.1

August 19, 2008

Mr. Michael Henighan

Re:           Amended Offer of Employment

Dear Michael,

On behalf of Alpha Innotech Corp (“the Company”) I am pleased to offer you a promotion to the exempt position of Chief Financial Officer and Principal Accounting Officer, reporting directly to the Chief Executive Officer, effective August 21, 2008.

Your compensation package will consist of the following salary, commission, equity, and other components:

1.           Your base salary will be $160,000.00 per year, payable according to our standard payroll schedule.

2.           You will be eligible to receive a $40,000.00 annual bonus that will be determined based upon: a) the attainment of certain financial measures including revenue and gross margin, and b) achievement of other milestones.

3.           As approved by our Board, you will also receive an additional incentive stock option to purchase 30,000 shares of the Company’s common stock.

4.           You will accrue vacation at the rate of 1.667 days per month (equivalent to 20 days of vacation annually).

5.           You will receive the Company’s standard offering of employee benefits, including health, life insurance, and 401(k) participation.

If you accept this offer, your employment with the Company will be “at-will.”  This means that your employment with the Company will not last for any specific period of time and either you or the Company can terminate your employment without notice and for any reason (good or bad) or for no reason at all.  Neither you nor the Company can change the “at-will” nature of your employment, unless the Chief Executive Officer of the Company signs a written contract which explicitly changes your status as an “at-will” employee.  This letter cancels, supersedes, and takes precedence over all other statements and representations regarding the terms of your employment with the Company.  This letter reflects the final, total and complete agreement between you and the Company regarding terms of your employment.

Congratulations, Michael, on your promotion!

Sincerely,

/s/ Ron Bissinger

Ron Bissinger

Chief Executive Officer

Alpha Innotech Corp

I,  Michael Henighan, have read this letter and understand its terms.  By signing below, I accept the terms of this letter.

Date:  __________                                           Signature:  ____________________________________

EX-99.1

Exhibit 99.1

ALPHA INNOTECH APPOINTS MICHAEL HENIGHAN CHIEF FINANCIAL OFFICER

August 21, 2008 – Alpha Innotech Corp., San Leandro, California

Alpha Innotech Corp. (OTCBB:APNO), a leading provider of bioanalytical systems for drug discovery and life science research, announced that Michael Henighan has been appointed Chief Financial Officer and Principal Accounting Officer effective immediately.

Mr. Henighan brings valuable experience from his work at other publicly-traded biotechnology companies.  Prior to joining the Company as Corporate Controller in May of 2008, Mr. Henighan was Vice President and Corporate Controller at HemoSense, Inc. (AMEX:HEM) and Corporate Controller at Cholestech Corp. (Nasdaq: CTEC).  He also held senior management positions with Applied Biosystems, Solectron and Motorola.

“I am honored to be offered this leadership role at Alpha Innotech.  I’m looking forward to working with the many talented professionals in our Company to increase our profitability and add to our shareholders’ value,” said Mr. Henighan.

“In the few short months Michael has been with us he’s already been a great asset as we continue building profitable growth momentum,” said Ron Bissinger, Alpha Innotech’s CEO.  “We’re delighted to appoint Michael as our top financial executive.”

About Alpha Innotech Corp.

Founded in 1992 and with over 10,000 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.  More information on Alpha Innotech can be found at the Company’s website www.alphainnotech.com.

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 if needed, 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-Q 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: 510-904-5500