UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
FORM 10-Q
 
(Mark One)
 
T QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2008.
 
OR
 
o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 
FOR THE TRANSITION FROM _______ TO ________.
 
COMMISSION FILE NUMBER 0-28353
 
INTEGRAL TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in its Charter)
 

Nevada
98-0163519
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)

805 W. Orchard Drive, Suite 7, Bellingham, Washington 98225
(Address of principal executive offices) (Zip Code)

Issuer's telephone number: (360) 752-1982
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes T No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer o
Accelerated filer o
   
Non-accelerated filer o
Smaller reporting company T
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No T
 
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
 
Indicate by check mark whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes o No o
 
APPLICABLE ONLY TO CORPORATE ISSUERS
 
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  As of November 5, 2008, there were 45,754,969 outstanding shares of the Registrant's Common Stock, $0.001 par value.
 


 

 
INTEGRAL TECHNNOLOGIES, INC.
SEPTEMBER 30, 2008 QUARTERLY REPORT ON FORM 10-Q
 
TABLE OF CONTENTS
 
 
Page
PART I - FINANCIAL INFORMATION
   
Item 1. Financial Statements
 
   
INTEGRAL TECHNOLOGIES, INC.
 
(A Development Stage Company)
 
Consolidated Financial Statements
 
September 30, 2008
 
(U.S. Dollars)
 
(Unaudited)
 
   
F-1
   
F-2
   
F-3
   
F-4
   
F-5
   
1
3
3
   
PART II - OTHER INFORMATION
   
3
3
3
3
3
3
4
4
 
 


PART I
FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS
 
INTEGRAL TECHNOLOGIES, INC.
(A Development Stage Company)
Consolidated Balance Sheet
(Unaudited)
(US Dollars)

   
September 30,
2008
   
June 30,
2008
 
             
Assets
           
             
             
Current
           
Cash
  $ 760,043     $ 1,104,104  
Prepaid expenses
    24,794       30,575  
                 
Total Assets
  $ 784,837     $ 1,134,679  
                 
Liabilities
               
                 
Current
               
Accounts payable and accruals
  $ 684,304     $ 707,848  
                 
Total Current Liabilities
    684,304       707,848  
                 
Stockholders’ Equity
               
                 
Preferred Stock and Paid-in Capital in Excess of $0.001 Par Value 20,000,000  Shares authorized 308,538  (June 30, 2008 - 308,538) issued and outstanding
    308,538       308,538  
Common Stock and Paid-in Capital in Excess of $0.001 Par Value 50,000,000  Shares authorized 45,754,969  (June 30, 2008 - 45,704,969) issued and outstanding
    29,294,687       29,219,711  
Promissory Notes Receivable
    (29,737 )     (29,737 )
Subscriptions Received
    267,000       276,500  
Other Comprehensive Income
    46,267       46,267  
Deficit Accumulated During the Development Stage
    (29,786,222 )     (29,394,448 )
                 
Total Stockholders’ Equity
    100,533       426,831  
 
               
Total Liabilities and Stockholders’ Equity
  $ 784,837     $ 1,134,679  
 
F - 1

 
INTEGRAL TECHNOLOGIES, INC.
(A Development Stage Company)
Consolidated Statement of Operations
(Unaudited)
(US Dollars)

   
Three Months Ended
September 30,
   
Period from February 12, 1996 (Inception) to
September 30,
 
   
2008
   
2007
   
2008
 
               
Revenue
  $ 0     $ 0     $ 249,308  
Cost of Sales
    0       0       216,016  
      0       0       33,292  
Other Income
    3,862       23,498       860,958  
                         
      3,862       23,498       894,250  
                         
Expenses
                       
Legal and accounting
    48,013       64,130       4,187,808  
Salaries and benefits
    158,558       141,000       9,260,650  
Consulting
    72,570       69,139       6,336,972  
Travel and entertainment
    15,263       20,820       1,318,609  
General and administrative
    19,298       21,233       1,131,937  
Telephone
    5,263       8,262       439,565  
Rent
    12,182       10,389       456,682  
Bank charges and interest, net
    2,344       101       204,542  
Advertising
    1,591       0       332,861  
Research and development
    56,694       41,123       1,297,597  
Settlement of lawsuit
    0       0       45,250  
Remuneration pursuant to proprietary, non-competition agreement
    0       0       711,000  
Financing fees
    0       0       129,043  
Write-off of investments
    0       0       1,250,000  
Interest on beneficial conversion feature
    0       0       566,456  
Write-down of license and operating assets
    0       0       1,855,619  
Bad debts
    0       0       46,604  
Amortization
    0       0       324,386  
      391,776       376,197       29,895,581  
Net Loss for Period
  $ (387,914 )   $ (352,699 )   $ (29,001,331 )
Net Loss Per Common Share
  $ (0.01 )   $ (0.01 )        
Weighted Average Number of Common Shares Outstanding
    45,714,969       45,514,969          
 
F - 2


INTEGRAL TECHNOLOGIES, INC.
(A Development Stage Company)
Consolidated Statements of Stockholders' Equity (Deficit)
(US Dollars)
 
   
Shares
of Common
Stock
Issued
   
Common
Stock and
Paid-in Capital
in Excess
of Par
   
Shares of
Preferred
Stock
Issued
   
Preferred
Stock and
Paid-in Capital
in Excess
of Par
   
Promissory
Notes
Receivable
   
Share
Subscriptions
   
Other
Comprehensive
Income
   
Deficit
Accumulated
During the
Development
Stage
   
Total
Stockholders'
Equity (Deficit)
 
                                                       
Balance, June 30, 2007
    45,514,969     $ 28,762,772       308,538     $ 308,538     $ (29,737 )   $ 0     $ 46,267     $ (27,440,805 )   $ 1,647,035  
Shares Issued for
                                                                       
Exercise of warrants
    190,000       208,995       0       0       0       0       0       0       208,995  
Subscription received
    0       0       0       0       0       276,500       0       0       276,500  
Dividends on preferred shares
    0       0       0       0       0       0       0       (15,427 )     (15,427 )
Stock option compensation
    0       247,944       0       0       0       0       0       0       247,944  
Net loss for year
    0       0       0       0       0       0       0       (1,938,216 )     (1,938,216 )
                                                                         
Balance, June 30, 2008
    45,704,969     $ 29,219,711       308,538     $ 308,538     $ (29,737 )   $ 276,500     $ 46,267     $ (29,394,448 )   $ 426,831  
Shares Issued for
                                                                       
Past services (note 2(a))
    50,000       46,500       0       0       0       (46,500 )     0       0       0  
Subscription received
    0       0       0       0       0       37,000       0       0       37,000  
Dividends on preferred shares
    0       0       0       0       0       0       0       (3,860 )     (3,860 )
Stock option compensation
    0       28,476       0       0       0       0       0       0       28,476  
Net loss for period
    0       0       0       0       0       0       0       (387,914 )     (387,914 )
                                                                         
Balance, September 30, 2008
    45,754,969     $ 29,294,687       308,538     $ 308,538     $ (29,737 )   $ 267,000     $ 46,267     $ (29,786,222 )   $ 100,533  
 
F - 3

 
INTEGRAL TECHNOLOGIES, INC.
(A Development Stage Company)
Consolidated Statement of Cash Flows
(Unaudited)
(US Dollars)

   
Three Months Ended
September 30,
   
Period from
February 12,
1996
(Inception) to
September 30,
 
   
2008
   
2007
   
2008
 
Operating Activities
                 
Net loss
  $ (387,914 )   $ (352,699 )   $ (29,001,331 )
Items not involving cash
                       
Write-down of investment
    0       0       1,250,000  
Proprietary, non-competition agreement
    0       0       711,000  
Amortization
    0       0       349,941  
Other income
    0       0       (658,305 )
Consulting services and financing fees
    0       0       1,523,783  
Stock option compensation
    28,476       0       5,742,770  
Interest on beneficial conversion feature
    0       0       566,456  
Settlement of lawsuit
    0       0       60,250  
Write-down of license and operating assets
    0       0       1,853,542  
Bad debts
    0       0       77,712  
Changes in Non-Cash Working Capital
                       
Due from affiliated company
    0       0       (116,000 )
Notes and account receivable
    0       0       (109,213 )
Inventory
    0       0       (46,842 )
Prepaid expenses
    5,781       2,043       (24,794 )
Other
    0       0       (2,609 )
Accounts payable and accruals
    (27,404 )     5,377       953,444  
Cash Used in Operating Activities
    (381,061 )     (345,279 )     (16,870,196 )
Investing Activities
                       
Purchase of property, equipment and intangible assets
    0       0       (200,935 )
Assets acquired and liabilities assumed on purchase of subsidiary
    0       0       (129,474 )
Investment purchase
    0       0       (2,000,000 )
License agreement
    0       0       (124,835 )
Cash Used in Investing Activities
    0       0       (2,455,244 )
Financing Activities
                       
Redemption of preferred shares
    0       0       (50,000 )
Repayment of loan
    0       0       (11,000 )
Repayments to stockholders
    0       0       (91,283 )
Proceeds from Issuance of common stock
    0       0       18,200,470  
Advances from stockholders
    0       0       1,078,284  
Share issue cost
    0       0       (227,420 )
Subscriptions received
    37,000       0       540,165  
Proceeds from convertible debentures
    0       0       600,000  
Cash Provided by Financing Activities
    37,000       0       20,039,216  
Effect of Foreign Currency Translation on Cash
    0       0       46,267  
Inflow (Outflow) of Cash
    (344,061 )     (345,279 )     760,043  
Cash, Beginning of Period
    1,104,104       2,240,356       0  
Cash, End of Period
  $ 760,043     $ 1,895,077       760,043  
 
F - 4

 
INTEGRAL TECHNOLOGIES, INC.
(A Development Stage Company)
Notes to Consolidated Financial Statements
Three Months Ended September 30, 2008
(Unaudited)
(US Dollars)


 
1.
BASIS OF PRESENTATION

These unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States for interim financial information.  These financial statements are condensed and do not include all disclosures required for annual financial statements.  The organization and business of the Company, accounting policies followed by the Company and other information are contained in the notes to the Company’s audited consolidated financial statements filed as part of the Company’s June 30, 2008 Form 10-KSB.

In the opinion of the Company’s management, these consolidated financial statements reflect all adjustments necessary to present fairly the Company’s consolidated financial position at September 30, 2008 and June 30, 2008 and the consolidated results of operations and cash flows for the three months ended September 30, 2008 and 2007.  The results of operations for the three months ended September 30, 2008 and 2007 are not necessarily indicative of the results to be expected for the entire fiscal year.

2.
STOCKHOLDERS’ EQUITY

 
(a)
Common stock

During the period ended September 30, 2008, the Company issued 50,000 shares as consideration for consulting services.  These shares were recorded as subscriptions received during the year ended June 30, 2008 at a value of $46,500 representing the market value of the shares at the date when the shares were to be issued.

 
(b)
Stock based compensation

During the period ended September 30, 2008, the Company extended the expiry date of 855,000 options.  These options have been re-measured resulting in $28,476 additional compensation expense recognized in the period, $15,531 is included as part of salaries and benefits and $12,945 is included as part of consulting fees.

The fair value of each option grant is calculated using the following weighted average assumptions:

       
Expected life (years)
    1  
Interest rate
    4.19 %
Volatility
    81.80 %
Dividend yield
    0.00 %
Forfeiture rate
    0.00 %
 
F - 5

 
INTEGRAL TECHNOLOGIES, INC.
(A Development Stage Company)
Notes to Consolidated Financial Statements
Three Months Ended September 30, 2008
(Unaudited)
(US Dollars)


 
2.
STOCKHOLDERS’ EQUITY (Continued)

 
(c)
Subscriptions received

During the period ended September 30, 2008, a total of $37,000 was received for a subscription of 92,500 units at $0.40 per unit, each unit consists of one share of common stock and one warrant.  Each warrant entitles the holder to purchase one share of common stock on or before two years after the closing date at an exercise price of $0.60 per share. To date, these units have not been issued.
 
F - 6

 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND  PLAN OF OPERATIONS

Statements contained herein that are not historical facts are forward-looking statements.  Although we believe that the expectations reflected in such forward-looking statements are reasonable, the forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those projected.  We caution investors that any forward-looking statements made by us are not guarantees of future performance and that actual results may differ materially from those in the forward-looking statements.  Such risks and uncertainties include, without limitation: well-established competitors who have substantially greater financial resources and longer operating histories, regulatory delays or denials, ability to compete as a start-up company in a highly competitive market, and access to sources of capital.

The following discussion and analysis should be read in conjunction with our financial statements and notes thereto included elsewhere in this Form 10-Q. Except for the historical information contained herein, the discussion in this Form 10-Q contains certain forward-looking statements that involve risks and uncertainties, such as statements of our plans, objectives, expectations and intentions. The cautionary statements made in this Form 10-Q should be read as being applicable to all related forward-looking statements wherever they appear in this Form 10-Q.  Our actual results could differ materially from those discussed here.

To date we have recorded nominal revenues. We are still considered a development stage company for accounting purposes. From inception on February 12, 1996 through September 30, 2008, we have accrued an accumulated deficit of approximately $29.8 million.

At September 30, 2008, all of our assets were current assets of $784,837, consisting of cash of $760,043 and prepaid expenses of $24,794.  All of our property and equipment has been fully depreciated.

At September 30, 2008, all of our liabilities were current liabilities of $684,304, consisting of accounts payable and accruals.  Of this amount, payables for legal fees (including associated filing fees) related to patent filings accounting for approximately $535,000 of the total.

At September 30, 2008, total stockholder’s equity was $100,533.

Our net loss for the quarter ended September 30, 2008, was $387,914, compared to a net loss of $352,699 for the corresponding period of the prior fiscal year, an increase of $35,215 which was primary a result of a reduction in other income of $19,636.

Total expenses for the quarter ended September, 2008, was $391,776 compared to total expenses of $376,197 for the corresponding period of the prior fiscal year a modest increase of $15,579.

Total income for the quarter ended September 30, 2008, was comprised of “other income” of $3,862, compared to “other income” of $23,498 for the corresponding period of the prior fiscal year, a decrease of $19,636.  The category of “other income” consists of interest income and nominal license fees.

Consulting expenses during the quarter ended September 30, 2008, were $72,570 which included non-cash, stock based compensation charges (for the extension of the expiry date of options) of $12,945. In the corresponding period of the prior fiscal year, consulting expenses were $69,139, which included non-cash, stock based compensation charges of $nil.

Research and development costs of $56,694 during the quarter ended September 30, 2008, are attributable to refining the manufacturing process of our ElectriPlast™ material.  In the corresponding period of the prior fiscal year, the amount expensed under this category was $41,123.

For the three months ended September 30, 2008, our cash used in operating activities was $381,061 compared to $345,279 used in the corresponding period of the prior fiscal year a reduction of $35,782.

For the three months ended September 30, 2008, our cash provided by financing activities was $37,000 compared to $nil provided in the corresponding period of the prior fiscal year. The difference of $37,000 was due to subscriptions received during the three months ended September 30, 2008, for the private placement of equity securities which has not been completed to date.

We anticipate spending up to approximately $250,000 over the next twelve months on ongoing research and development (primarily salaries and consulting fees) of the different applications and uses of our technologies.

During the next twelve months, we do not anticipate increasing our staff.

As of September 30, 2008, we had $760,043 in cash on hand.  Accordingly, management believes that there is adequate cash on hand to fund operations over the next 4 months and additional equity funding will be required thereafter.

We are not in the manufacturing business and do not expect to make any capital purchases of a manufacturing plant or significant equipment in the next twelve months.

1


Presently, we are focusing the majority of our resources on the researching, developing and commercializing of our ElectriPlast™ technologies.  Our business strategy focuses on leveraging our intellectual property rights and our strengths in product design and material innovation. We are focusing our marketing efforts on securing licensing agreements for applications of our ElectriPlast™ technologies with manufacturers of products which would benefit from the incorporation of any of the ElectriPlast™ applications.

ElectriPlast™ is an innovative, electrically-conductive resin-based material. The ElectriPlast™ polymer is a compounded formulation of resin-based materials, which are conductively loaded, or doped, with a proprietary-controlled, balanced concentration of micron conductive materials, then pelletized. The conductive loading or doping within this pellet is then homogenized using conventional molding techniques and conventional molding equipment. The end result is a product that can be molded into any of the infinite shapes and sizes associated with plastics and rubbers, and is non-corrosive, but which is as electrically conductive as if it were metal.

Various examples of applications for ElectriPlast™ are shielding, lighting circuitry, switch actuators, resistors, medical devices, thermal management and cable connector bodies, to name just a few. We have been working to introduce these new applications and the ElectriPlast™ technology to the marketplace.
 
Patents/Trademarks on Technologies

Our intellectual property portfolio consists of over eleven years of accumulated research and design knowledge and trade secrets.  We have sought U.S. patent protection for many of our ideas related to our ElectriPlast™ technologies.  Currently, we have filed 119 U.S. patent applications, 39 of which have been issued, 2 of which have been allowed and are pending issuance, and 78 of which have been filed and are pending approval. No assurances can be given that all patent applications will be approved; however, to the extent that patents are not granted, we will continue to attempt to commercialize these technologies without the protection of patents.  As patents are issued, we will have the exclusive right to use in the U.S. the design(s) described in each issued patent for the 18-year life of the patent.

Of the aforementioned 78 U.S. patent applications which have been filed, 28 have been rejected. Certain patent office applications have been rejected by the patent office due to more stringent requirements implemented by the patent office over 18 months ago. The company has elected not to appeal those patent application rejected as the contents of those rejected applications have been incorporated into subsequent applications.

Recent developments in the law increase the challenge of obtaining US patent protection.  In particular, the Supreme Court’s decision in KSR v. Teleflex (2007) makes it easier for the USPTO to sustain obviousness rejections. As a result, the USPTO is now more likely to reject applications by combining elements from the prior art – even where no motivation to combine can be shown in the art references.  This new approach affects all applicants, including Integral Technologies, Inc., and has reduced the rate of patent issues. Nevertheless, Integral Technology, Inc., continues to pursue intellectual property protection through its patent and trademark portfolio while constantly evaluating its filings to judiciously apply resources to the most critical technologies.

We have also filed trademark applications with the U.S. Trademark Office for “ElectriPlast™” and related names such as “ElectriPonix™” and “ElectriOnix™.

Summary descriptions of our manufacturing agreement with Jasper Rubber Products, Inc. and our various patent license agreements are included in our annual report on Form 10-KSB for the year ended June 30, 2008.

We have also filed trademark applications with the U.S. Trademark Office for “ElectriPlast™” and related names such as “ElectriPonix™” and “ElectriOnix™.

We are not in the manufacturing business.  Our manufacturing agreement with Jasper Rubber Products, Inc. provides for Jasper to manufacture ElectriPlast™ for us.

After twenty-three months of refining the manufacturing and molding process of ElectriPlast™, the Jasper facility is now capable of producing over 50,000 pounds of ElectriPlast™ pellets per month.  We have entered into patent license agreements with several companies, as summarized below, and we are in the process of producing prototypes of requested applications of ElectriPlast™ for these companies as well as other prospective customers.

In addition to its manufacturing capabilities, Jasper has a distribution network throughout the US and Canada, allowing for ElectriPlast™ to be introduced to prospective customers and delivered to customers.

We anticipate that our technologies will not be sold directly to the general public, but rather to businesses and manufacturers who will incorporate our technologies as components in the design of their products.

During the three month period ended September 30, 2008, the Company extended the expiration date of 855,000 options.

2


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
 
N/A.
 
ITEM 4T. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures
 
Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e)) under the Exchange Act) that is designed to ensure that information required to be disclosed by the Company in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time specified in the Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer's management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
 
Pursuant to Rule 13a-15(b) under the Exchange Act the Company carried out an evaluation with the participation of the Company’s management, including William S. Robinson, our Chief Executive Officer (“CEO”) and William A. Ince, our  Company’s Chief Financial Officer (“CFO”), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the period ended September 30, 2008.  Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
 
Changes in internal controls
 
Our management, with the participation our Chief Executive Officer and Chief Financial Officer, performed an evaluation as to whether any change in our internal controls over financial reporting  occurred during the Quarter ended September 30, 2008.  Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that no change occurred in the Company's internal controls over financial reporting during the 2008 Quarter ended September 30, 2008 that has materially affected, or is reasonably likely to materially affect, the Company's internal controls over financial reporting.
 
 
PART II
 
OTHER INFORMATION COMPANY CONFIRM OR UPDATE AS NEEDED
 
ITEM 1 - LEGAL PROCEEDINGS

We are not a party to any pending legal proceeding, nor is our property the subject of a pending legal proceeding, that is not in the ordinary course of business or otherwise material to the financial condition of our business. None of our directors, officers or affiliates is involved in a proceeding adverse to our business or has a material interest adverse to our business.  
 
ITEM 1A. RISK FACTORS
 
There have been no material changes from the Risk Factors described in our Annual Report on Form 10-KSB for the fiscal year ended June 30, 2008.
 
ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
None.
 
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
 
None.
 
ITEM 4 - SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
 
None.
 
ITEM 5 - OTHER INFORMATION
 
None.

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ITEM 6. Exhibits

31.1
 
Certification by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act
     
31.2
 
Certification by Chief Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act
     
32.1
 
Certification by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code
     
32.2
 
Certification by Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code
     

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: November 14, 2008
 
 
Integral Technologies, Inc.
     
     
 
By:
/s/ William S. Robinson
 
   
William S. Robinson, Chief Executive Officer and Principal Executive Officer
     
 
By:
/s/ William A. Ince
 
   
William A. Ince, Chief Financial Officer and Principal Accounting Officer

Date: November 14, 2008


EXHIBIT INDEX


 
Certification by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act
     
 
Certification by Chief Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act
     
 
Certification by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code
     
 
Certification by Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code
 
 
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