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):              June 26, 2006                      

INFOCUS CORPORATION
(Exact name of registrant as specified in its charter)

Commission File Number: 000-18908

Oregon	93-0932102
(State or other jurisdiction of incorporation	(I.R.S. Employer Identification No.)
or organization)
27700B SW Parkway Avenue, Wilsonville, Oregon	97070
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  503-685-8888

Former name or former address if changed since last report:  no change

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 (17 CFR 230.425)

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

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

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

INFOCUS CORPORATION
FORM 8-K
INDEX

Item	Description		Page
Item 2.02	Results of Operations and Financial Condition	2
Item 8.01	Other Events	2
Item 9.01	Financial Statements and Exhibits	2
Signatures		3

1

Item 2.02 Results of Operations and Financial Condition

On June 26, 2006, InFocus Corporation (“InFocus”) announced that it expects results of operations for its second quarter ending June 30, 2006 to be lower than previously announced. InFocus expects that revenues for the second quarter of 2006 will be lower than the $112 million of revenue reported in the first quarter of 2006. InFocus also expects that its gross margins will improve in the second quarter of 2006 compared to the 14.9% reported in the first quarter of 2006. For additional details, see the related press release furnished herewith as exhibit 99.1.

Item 8.01  Other Events

On June 26, 2006, InFocus announced it had filed its 2005 annual report on Form 10-K and its first quarter 2006 Form 10-Q with the Securities and Exchange Commission. InFocus also announced that the audit committee investigations that caused the delay in the filings were completed earlier in June and no information was discovered that requires a restatement of prior period financial statements or that evidences a material weakness in internal control over financial reporting. For additional details, see the related press release furnished herewith as exhibit 99.2.

Item 9.01  Financial Statements and Exhibits

(d) Exhibits

The following exhibits are furnished herewith and this list is intended to constitute the exhibit index:

99.1Press release dated June 26, 2006 regarding InFocus Corporation’s preliminary second quarter 2006 financial results.

99.2Press release dated June 26, 2006 announcing InFocus Corporation’s filing of its 2005 annual report on Form 10-K and its first quarter 2006 Form 10-Q.

2

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.

Date:   June 27, 2006                                                            INFOCUS CORPORATION

By: /s/C. Kyle Ranson                                        
C. Kyle Ranson
President and Chief Executive Officer
(Principal Executive Officer)

By: /s/Roger Rowe                              
Roger Rowe
Vice President Finance, Chief Financial Officer and Secretary
(Principal Financial Officer)

3

EX-99.1

[InFocus Letterhead]

EXHIBIT 99.1

Investor Relations Contacts: Kyle Ranson Chief Executive Officer InFocus Corporation (503) 685-8576	Public Relations Contact: Scott Ballantyne Chief Marketing Officer InFocus Corporation (503) 685-8923
Roger Rowe Chief Financial Officer InFocus Corporation (503) 685-8609

InFocus® Announces Preliminary Second Quarter 2006 Financial Results

Final Results Expected to be Released July 25, 2006

WILSONVILLE, Ore., June 26, 2006 — InFocus® Corporation (Nasdaq: INFS) today announced it expects its financial results for the second quarter of 2006 will be below previously issued guidance.

While the second quarter is not yet complete, the Company currently expects that revenues will be down from first quarter revenues of $112 million due to later than expected volume shipment of its new commercial products and weaker than planned sales of its new entry level consumer product, the IN72, especially through the retail channel in both the US and Europe. Gross margins are anticipated to improve from first quarter results of 14.9 percent, however, the lower than anticipated revenues are expected to subdue the gross margin improvement for the second quarter as fixed costs become a higher percentage of total cost of revenues. As a result, the Company does not expect to achieve operating profitability in its core business for the second quarter of 2006.

“While our new Play Big and Work Big projectors continue to win numerous industry awards and critical acclaim, it is now apparent the revenue levels for the second quarter will be below our expectations putting pressure on gross margin improvement and further delaying a return to profitability in our core business,” stated Kyle Ranson, President and CEO. “While this result is disappointing, we continue to make good progress on a number of actions to improve our business, reduce our costs and improve our supply chain efficiency. With our strong balance sheet, adequate cash position and regulatory matters now behind us, we will be focused on taking the actions necessary to grow our core business profitably,” concluded Ranson.

Conference Call Information

The Company will hold a conference call tomorrow, June 27 at 11:00 a.m. eastern time. The session will include brief remarks and a question and answer period. The conference can be accessed by calling (866) 904-2211 (U.S. participants) or (416) 641-2145 (outside U.S. participants), or via live audio Web cast at www.infocus.com. Upon completion of the call, the Web cast will be archived and accessible on our website for individuals unable to listen to the live telecast. The conference call replay will also be available through July 3, 2006 by calling (888) 509-0081 (U.S.) or (416) 695-5275 (outside U.S.). A Pin # is not required.

Final Quarterly Results

The Company plans to release final second quarter results on July 25, 2006 followed by a conference call. Details for this call will be communicated at a later date.

1

Forward-Looking Statements

This press release includes forward-looking statements, including statements related to anticipated revenues, gross margins, expenses, earnings, availability of components and projectors manufactured for the Company, inventory, backlog, and new product introductions. Also included are forward-looking statements regarding the results and charges associated with restructuring of the Company’s business. Investors are cautioned that all forward-looking statements involve risks and uncertainties and several factors could cause actual results to differ materially from those in the forward-looking statements. The following factors, among others, could cause actual results to differ from those indicated in the forward-looking statements: 1) in regard to revenues, gross margins, inventory and earnings, uncertainties associated with market acceptance of and demand for the Company’s products, the impact competitive and economic factors have on business buying decisions, dependence on third party suppliers, the impact of regulatory actions by authorities in the markets we serve, the impact of potential fines and/or sanctions imposed as a result of our self disclosure regarding infractions of U.S export law; 2) in regard to product availability and backlog, uncertainties associated with manufacturing capabilities, uncertainties associated with our transition to new contract manufacturing partners, availability of critical components, and dependence on third party suppliers; 3) in regard to new product introductions, ability of the Company to make timely delivery of new platforms, uncertainties associated with the development of technology, uncertainties with product quality and availability with the reliance on off-shore contract manufacturing, dependence on third party suppliers and intellectual property rights; and 4) in regard to the Company’s restructuring plan, uncertainties associated with the impact on revenues and gross margins of plans to focus efforts on certain geographies and sales channels and the ability to execute the transitions planned in the desired time frames based on the scale of actions initiated. Investors are directed to the Company’s filings with the Securities and Exchange Commission, including the Company’s 2005 Form 10-K and first quarter 2006 Form 10-Q, which are available from the Company without charge, for a more complete description of the risks and uncertainties relating to forward-looking statements made by the Company as well as to other aspects of the Company’s business. The forward-looking statements contained in this press release speak only as of the date on which they are made and the Company does not undertake any obligation to update any forward looking statements to reflect events or circumstances after the date of this press release.

About InFocus Corporation

InFocus® Corporation (Nasdaq: INFS) is the industry pioneer and worldwide leader in the projection market today. Nearly twenty years of experience and engineering breakthroughs are at work here, constantly improving what you see in the marketplace, and delivering immersive audio visual impact in home entertainment, business and education environments. Being the inventor and leader is simply a great bonus of making the presentation of ideas, information, and entertainment a vivid, unforgettable experience.

InFocus Corporation’s global headquarters are located in Wilsonville, Oregon, USA, with regional offices in Europe and Asia. For more information, visit the InFocus Corporation web site at www.infocus.com or contact the Company toll-free at 800.294.6400 (U.S. and Canada) or 503.685.8888 worldwide.

###

InFocus, Proxima, LiteShow and LP are registered trademarks and ASK, ScreenPlay, Play Big, Work Big and The Big Picture are trademarks of InFocus Corporation. “Digital Light Processing” and “DLP” are trademarks of Texas Instruments.

2

EX-99.2

[InFocus Letterhead]

EXHIBIT 99.2

Investor Relations Contacts: Kyle Ranson Chief Executive Officer InFocus Corporation (503) 685-8576	Public Relations Contact:Scott Ballantyne Chief Marketing Officer InFocus Corporation (503) 685-8923
Roger Rowe Chief Financial Officer InFocus Corporation (503) 685-8609

InFocus® Files 2005 10-K

Audit Committee Investigations Completed

WILSONVILLE, Ore., June 26, 2006 — InFocus® Corporation (Nasdaq: INFS) today announced it has filed its 2005 annual report on Form 10-K and its first quarter 2006 10-Q with the Securities and Exchange Commission. The audit committee investigations that caused the delay in the filings were completed earlier this month. During the course of these investigations, no information was discovered that requires a restatement of prior period financial statements or that evidences a material weakness in internal controls over financial reporting. With these filings, we have met the extended filing dates required for continued listing on the Nasdaq Stock Market.

The total cost to complete the investigations was approximately $2 million with approximately half of this total being incurred during the second quarter of 2006.

Investigation Results Details

In July 2005, the Company self-disclosed possible infractions of U.S. export law to the Office of Foreign Assets Control (“OFAC”) related to shipments into restricted countries by one of its foreign subsidiaries. The Audit Committee commenced an investigation and engaged independent counsel to assist with this process. The results of the independent investigation were submitted to OFAC and the Bureau of Industry and Security (“BIS”) in March 2006 for their review. Upon completion of the investigation, it was apparent that the severity of the situation was significantly less than initially thought. In June 2006, OFAC notified the Company that it was closing the matter by issuing a cautionary letter in lieu of any further enforcement action. BIS is currently in the process of conducting their review of the Company’s findings. The Company originally accrued an estimated charge of $1.6 million during the second quarter of 2005 and will make adjustments as needed upon completion of the BIS review and final resolution of this matter.

In February 2006, as part of the document review related to the OFAC investigation, written communications were reviewed that raised potential concerns regarding the effectiveness of the Company’s financial controls and policies regarding revenue recognition. After consultation with the Company’s registered independent auditors, the Audit Committee commenced an investigation and engaged independent counsel and accounting experts to assist with the investigation into this matter. In June 2006, after an extensive document review and interviewing relevant current and former employees, independent counsel issued a report to the Audit Committee concluding that the Company employs sound and appropriate revenue recognition practices and procedures. The investigation did not identify any situation that would require restatement of financial statements for any prior periods nor any material weaknesses in internal controls. After reviewing the report, the Audit Committee adopted these findings and closed the investigation.

1

In January 2006, the Company received an unsubstantiated anonymous communication alleging that certain persons employed by its Chinese subsidiary had engaged in improper business practices. Again, after consultation with the Company’s registered independent auditors, the Audit Committee commenced an investigation and engaged independent counsel to assist with the investigation into this matter. In June 2006, after an extensive document review and interviewing relevant current and former employees, independent counsel issued a report to the Audit Committee concluding that their was no basis for these allegations. The investigation did not identify any situation that would require restatement of financial statements of any prior periods nor any material weaknesses in internal controls. After reviewing the report, the Audit Committee adopted these findings and closed the investigation.

“It has always been our practice to comply with the letter and spirit of all applicable laws, regulations, and accounting standards related to our business,” said Roger Rowe, Chief Financial Officer. “The outcome of the investigations confirm that our revenue recognition practices are sound and that our employees take international compliance matters seriously in operating our business,” concluded Rowe.

“We are thankful that these internal investigations are complete and we can now turn our full attention to running our business and ensuring InFocus continues to be a leader in the projection industry,” stated Kyle Ranson, President and CEO.

Forward-Looking Statements

This press release includes forward-looking statements, including statements related to the outcome of investigations initiated by the Company’s audit committee. Investors are cautioned that all forward-looking statements involve risks and uncertainties and several factors could cause actual results to differ materially from those in the forward-looking statements. Investors are directed to the Company’s filings with the Securities and Exchange Commission, including the Company’s 2005 Form 10-K and first quarter 2006 Form 10-Q, which are available from the Company without charge, for a more complete description of the risks and uncertainties relating to forward-looking statements made by the Company as well as to other aspects of the Company’s business. The forward-looking statements contained in this press release speak only as of the date on which they are made and the Company does not undertake any obligation to update any forward looking statements to reflect events or circumstances after the date of this press release.

About InFocus Corporation

InFocus® Corporation (Nasdaq: INFS) is the industry pioneer and worldwide leader in the projection market today. Nearly twenty years of experience and engineering breakthroughs are at work here, constantly improving what you see in the marketplace, and delivering immersive audio visual impact in home entertainment, business and education environments. Being the inventor and leader is simply a great bonus of making the presentation of ideas, information, and entertainment a vivid, unforgettable experience.

InFocus Corporation’s global headquarters are located in Wilsonville, Oregon, USA, with regional offices in Europe and Asia. For more information, visit the InFocus Corporation web site at www.infocus.com or contact the Company toll-free at 800.294.6400 (U.S. and Canada) or 503.685.8888 worldwide.

###

InFocus, Proxima, LiteShow and LP are registered trademarks and ASK, ScreenPlay, Play Big, Work Big and The Big Picture are trademarks of InFocus Corporation. “Digital Light Processing” and “DLP” are trademarks of Texas Instruments.

2