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Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On June 30, 2005, the Registrant issued to Dutchess Private Equities Fund, II, L.P. ("Dutchess") a promissory note (the "Note") in the amount of $1,560,000 for a purchase price of $1,300,000.

As previously reported, on September 28, 2004, the Registrant entered into an Investment Agreement (the "Investment Agreement") with Dutchess, pursuant to which Dutchess has committed to purchase common stock of the Registrant up to an aggregate purchase price of $35 million over a two year period. The Dutchess Agreement provides that the Registrant from time to time may deliver a put notice to Dutchess, and Dutchess is obliged to purchase the dollar amount of common stock set forth in the notice.

The Note is due and payable in full on January 3, 2006. Other than the discount inherent in its purchase price, the Note is noninterest-bearing. The note will be repaid using 50% of the proceeds of each put notice delivered by the Registrant to Dutchess under the Investment Agreement. The required repayments under the Note increase if the Registrant raises additional capital during the term of the Note (other than capital raised under facilities in existence as of the date of the Note).

In connection with the note, the Registrant also paid Dutchess a facility fee of $65,000 and issued to Dutchess 25 million shares of restricted common stock, which are required to be registered for resale by Dutchess in the next registration statement filed by the Registrant.

Item 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

See Item 1.01 above.

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.

DNAPrint genomics, Inc.

By: /s/ Richard Gabriel
--------------------------
Richard Gabriel, President
 
aus der Diskussion: DNAPrint Genomics ...... wann, wenn nicht 2004!
Autor (Datum des Eintrages): luto9  (08.07.05 07:02:56)
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