UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
Amendment
No. 1
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of
Report (Date of earliest event reported): March 24, 2006
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Chembio
Diagnostics, Inc.
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(Exact
name of registrant as specified in its charter)
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Nevada
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333-85787
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88-0425691
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||
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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3661
Horseblock Road, Medford, NY 11763
(Address
of principal executive offices)
(Zip
Code)
Registrant's
telephone number, including area code (631)
924-1135
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N/A
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(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-4(c))
EXPLANATORY
NOTE
The
purpose of this Amendment No. 1 to the Form 8-K of Chembio Diagnostics
Inc. (the
“Company”) dated March 24, 2006 is to file the correct versions of both the Form
of Incentive Stock Option Agreement and the Form of Non-Qualified Stock
Option
Agreement pursuant to the Company’s 1999 Equity Incentive Plan. The incorrect
versions of these form agreements were inadvertently filed as Exhibits
10.3 and
10.4, respectively, to the original filing. Accordingly, the documents
filed as Exhibits 10.3 and 10.4, respectively, are hereby amended and restated
in their entirety. The remainder of the information contained in the
original filing is not amended hereby.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
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3.1
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Certificate
of Designation of Preferences, Rights and Limitations of Series
B 9%
Convertible Preferred Stock of the Registrant.
(1)
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4.2
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Form of Common Stock Warrant issued pursuant to the Securities
Purchase
Agreement. (1)
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4.3
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Registration Rights Agreement, dated as of January 26, 2005,
by and among
the Registrant and the Purchasers listed therein.
(1)
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10.1
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Securities
Purchase Agreement (the “Securities Purchase Agreement”), dated as of
January
26, 2005, by and among the Registrant and the Purchasers listed
therein.
(1)
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10.2
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Letter
Agreement dated March 29, 2006 by and between the Company and
Crestview
Capital Master, LLC. (2)
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99.1
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Press
release titled Chembio
Reports Fourth Quarter and Full-Year 2005 Results issued on March
31,
2006. (2)
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99.2
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Press
Release titled “Chembio
Appoints Distributor and Receives Approval for its Rapid HIV
Tests in
Kenya”
issued
on March 27, 2006. (2)
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(1)
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Incorporated
by reference from the Company’s Current Report on Form8-K, filed with the
SEC on January 31, 2005.
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(2)
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Incorporated
by reference from the Company’s Current Report on Form 8-K, filed with the
SEC on April 3, 2006.
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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 thereunto
duly authorized.
Date:
April 6, 2006 CHEMBIO
DIAGNOSTICS, INC.
By:
/s/
Lawrence A. Siebert
Lawrence
A. Siebert
Chief
Executive Officer