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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 AMENDMENT NO. 1
                                       TO
                                   FORM 10-K/A

                        FOR ANNUAL AND TRANSITION REPORTS
                     PURSUANT TO SECTIONS 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

[X]  Annual Report  Pursuant to Section 13 or 15(d) of The  Securities  Exchange
     Act of 1934

                   For the fiscal year ended December 31, 2002

[_]  Transition  Report  Pursuant  to  Section  13 or  15(d)  of the  Securities
     Exchange Act of 1934

                         Commission file number 1-13669

                              TAG-IT PACIFIC, INC.
             (Exact Name of Registrant as Specified in Its Charter)

            DELAWARE                                            95-4654481
(State or Other Jurisdiction of                              (I.R.S. Employer
 Incorporation or Organization)                             Identification  No.)

                 21900 BURBANK BLVD., SUITE 270
                   WOODLAND HILLS, CALIFORNIA                    91367
            (Address of Principal Executive Offices)          (Zip Code)

                                 (818) 444-4100
              (Registrant's Telephone Number, Including Area Code)

           Securities registered pursuant to Section 12(b) of the Act:

                                                          Name of Each Exchange
     Title of Each Class                                   On Which Registered
COMMON STOCK, $.001 PAR VALUE                            AMERICAN STOCK EXCHANGE

           Securities registered pursuant to Section 12(g) of the Act:

                                      NONE

         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 past 90 days.

                               Yes [X]     No [_]

         Indicate by check mark if disclosure of delinquent  filers  pursuant to
Item 405 of Regulation S-K is not contained  herein,  and will not be contained,
to the best of  registrant's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K [ ]

         Indicate by check mark whether the registrant is an  accelerated  filer
(as defined in Exchange Act Rule 12b-2) Yes [_] No [X]

         The issuer's  revenues for the fiscal year ended December 31, 2002 were
$60,073,170.

         At  June  30,  2002  the  aggregate  market  value  of the  voting  and
non-voting   common  stock  held  by   non-affiliates   of  the  registrant  was
$14,682,838.  At March 28, 2003 the issuer had 9,619,909 shares of Common Stock,
$.001 par value, issued and outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

         None.


<PAGE>


                                 AMENDMENT NO. 1

                   TO THE ANNUAL REPORT ON FORM 10-K FILED BY

                     TAG-IT PACIFIC, INC. ON MARCH 28, 2003



         The  following  amends the  Annual  Report on Form 10-K filed by Tag-It
Pacific,  Inc. on March 28,  2003,  as  permitted  by the rules and  regulations
promulgated by the Securities and Exchange Commission.  Item 15 of the Form 10-K
is hereby amended in its entirety as set forth herein.





ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.

         (a)  (1)   FINANCIAL STATEMENTS - See Item 8 of this Form 10-K annual
                    report.

              (2)   REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS -- See
                    Item 8 of this Form 10-K annual report.

              (3)   INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS' REPORT ON SCHEDULE
                    II -- See Item 8 of this Form 10-K annual report.

              (4)   FINANCIAL STATEMENT SCHEDULE II - See  Item 8  of this  Form
                    10-K annual report.

              (5)  EXHIBITS  --  See  Exhibit  Index attached to this Form 10-K
                   annual report.

         (b)  Reports on Form 8-K:

              None

         (c)  Exhibits:

              See Exhibit Index attached to this Form 10-K annual report.


<PAGE>


                                  EXHIBIT INDEX

EXHIBIT
NUMBER         EXHIBIT DESCRIPTION
-------        -------------------

2.1            Exchange  Agreement,  dated  October 17,  1997.  Incorporated  by
               reference  to Exhibit 2.1 to Form SB-2 filed on October 21, 1997,
               and the amendments thereto.

3.1            Certificate  of  Incorporation  of  Registrant.  Incorporated  by
               reference  to Exhibit 3.1 to Form SB-2 filed on October 21, 1997,
               and the amendments thereto.

3.2            Bylaws of Registrant. Incorporated by reference to Exhibit 3.2 to
               Form SB-2 filed on October 21, 1997, and the amendments thereto.

3.3            Certificate of Designation of Rights,  Preferences and Privileges
               of Preferred Stock. Incorporated by reference to Exhibit A to the
               Rights  Agreement  filed as Exhibit 4.1 to Current Report on Form
               8-K filed as of November 4, 1998.

3.4            Certificate  of  Amendment of  Certificate  of  Incorporation  of
               Registrant.  Incorporated  by  reference to Exhibit 3.4 to Annual
               Report on Form 10-KSB, filed March 28, 2000.

3.5            Certificate  of  Designation  of Series B  Convertible  Preferred
               Stock of  Tag-It  Pacific,  Inc.  Incorporated  by  reference  to
               Exhibit 3.1 to Form 10-QSB filed on August 14, 2000.

4.1            Specimen  Stock   Certificate  of  Common  Stock  of  Registrant.
               Incorporated  by  reference  to Exhibit  4.1to Form SB-2 filed on
               October 21, 1997, and the amendments thereto.

4.2            Rights  Agreement,   dated  as  of  November  4,  1998,   between
               Registrant  and  American  Stock  Transfer  and Trust  Company as
               Rights Agent. Incorporated by reference to Exhibit 4.1 to Current
               Report on Form 8-K filed as of November 4, 1998.

4.3            Form of Rights Certificate.  Incorporated by reference to Exhibit
               B to the Rights  Agreement filed as Exhibit 4.1 to Current Report
               on Form 8-K filed as of November 4, 1998.

10.1           Form of Indemnification  Agreement.  Incorporated by reference to
               Exhibit  10.1to  Form SB-2 filed on  October  21,  1997,  and the
               amendments thereto.

10.2           Intentionally Left Blank.

10.3           Intentionally Left Blank.

10.4           Intentionally Left Blank.

10.5           Tax  Indemnification  Agreement between Pacific Trim & Belt, Inc.
               and  Harold  Dyne,  Jonathan  Burstein,  Raymond  Spiro  and Stan
               Magnus.  Incorporated  by reference to Exhibit 10.12 to Form SB-2
               filed on October 21, 1997, and the amendments thereto.

10.6           Promissory  Note,  dated September 30, 1996,  provided by Tag-It,
               Inc. to Harold Dyne.  Incorporated  by reference to Exhibit 10.21
               to Form  SB-2  filed on  October  21,  1997,  and the  amendments
               thereto.


<PAGE>


EXHIBIT
NUMBER         EXHIBIT DESCRIPTION
-------        -------------------

10.7           Promissory Note, dated June 30, 1991, provided by Tag-It, Inc. to
               Harold Dyne.  Incorporated  by reference to Exhibit 10.23 to Form
               SB-2 filed on October 21, 1997, and the amendments thereto.

10.8           Promissory Note, dated January 31, 1997,  provided by Tag-It Inc.
               to Mark Dyne.  Incorporated by reference to Exhibit 10.24 to Form
               SB-2 filed on October 21, 1997, and the amendments thereto.

10.9           Promissory  Note,  dated  February 29,  1996,  provided by A.G.S.
               Stationary,  Inc. to Monto  Holdings  Pty. Ltd.  Incorporated  by
               reference to Exhibit  10.25o Form SB-2 filed on October 21, 1997,
               and the amendments thereto.

10.10          Promissory Note, dated January 19, 1995, provided by Pacific Trim
               &  Belt,  Inc.  to  Monto  Holdings  Pty.  Ltd.  Incorporated  by
               reference  to Exhibit  10.26 to Form SB-2  filed on  October  21,
               1997, and the amendments thereto.

10.11          Intentionally Left Blank.

10.12          Registrant's 1997 Stock Incentive Plan. Incorporated by reference
               to Exhibit 10.29 to Form SB-2 filed on October 21, 1997,  and the
               amendments thereto.

10.13          Form of  Non-statutory  Stock Option  Agreement.  Incorporated by
               reference  to Exhibit  10.30 to Form SB-2  filed on  October  21,
               1997, and the amendments thereto.

10.14          Intentionally Left Blank.

10.15          Promissory Note,  dated August 31, 1997,  provided by Harold Dyne
               to Pacific Trim & Belt, Inc. Incorporated by reference to Exhibit
               10.32 to Form SB-2 filed on October 21, 1997,  and the amendments
               thereto.

10.16          Intentionally Left Blank.

10.17          Promissory Note, dated October 15, 1997,  provided by Harold Dyne
               to Pacific Trim & Belt, Inc. Incorporated by reference to Exhibit
               10.34 to Form SB-2 filed on October 21, 1997,  and the amendments
               thereto.

10.18          Formation  Agreement of AGS Holdings L.L.C.,  dated as of October
               17, 1997. Incorporated by reference to Exhibit 10.35 to Form SB-2
               filed on October 21,  1997,  and the  amendments  thereto.

10.19          Intentionally Left Blank.

10.20          Warrant Agreement,  dated June 1, 1994, between Jonathan Markiles
               and Tag-It,  Inc.  Incorporated  by reference to Exhibit 10.39 to
               Form SB-2 filed on October 21, 1997, and the amendments thereto.

10.21          Form of Warrant Agreement between  Registrant and Troop Meisinger
               Steuber & Pasich, LLP. Incorporated by reference to Exhibit 10.41
               to Form  SB-2  filed on  October  21,  1997,  and the  amendments
               thereto.


<PAGE>


EXHIBIT
NUMBER         EXHIBIT DESCRIPTION
-------        -------------------

10.22          Contract  for  Manufacturing  Services  between  USA and  Mexico,
               between  Tag-It,   Inc.  and  Tagit  de  Mexico,   S.A.  de  C.V.
               Incorporated  by reference to Exhibit 10.44 to Form SB-2 filed on
               October 21, 1997, and the amendments thereto.

10.23          Intentionally Left Blank.

10.24          Intentionally Left Blank.

10.25          Promissory  Note,  dated  October  15,  1997,  provided by A.G.S.
               Stationary  Inc. to Monto  Holdings  Pty.  Ltd.  Incorporated  by
               reference  to Exhibit  10.48 to Form SB-2  filed on  October  21,
               1997, and the amendments thereto.

10.26          Promissory Note, dated November 4, 1997, provided by Pacific Trim
               &  Belt,  Inc.  to  Monto  Holdings  Pty.  Ltd.  Incorporated  by
               reference to Exhibit 10.49 to Form SB-2 filed on October 21,
                      1997, and the amendments thereto.

10.27          Intentionally Left Blank.

10.28          Intentionally Left Blank.

10.29          Intentionally Left Blank.

10.30          Intentionally Left Blank.

10.31          Intentionally Left Blank.

10.32          Binding  Letter  of   Understanding,   dated  October  14,  1998.
               Incorporated  by reference  to Exhibit 99.3 to Current  Report on
               Form 8-K filed as of October 29, 1998.

10.33          Side Letter  Agreement,  dated October 14, 1998.  Incorporated by
               reference to Exhibit 99.4 to Current  Report Form 8-K filed as of
               October 29, 1998.

10.34          Series B Convertible Preferred Stock Agreement, dated as of April
               3, 2000,  between the  Registrant  and Grupo  Industrial  Cierres
               Ideal, S.A. de C.V.  Incorporated by reference to Exhibit 10.1 to
               Form 10-QSB filed on August 14, 2000.

10.35          Talon License and  Distribution  Agreement,  dated April 3, 2000,
               between the Registrant and Grupo Industrial  Cierres Ideal,  S.A.
               de C.V.  Incorporated by reference to Exhibit 10.2 to Form 10-QSB
               filed on August 14, 2000. *

10.36          Consignment  Inventory  Purchase  Agreement,  dated September 30,
               2000,  between the Registrant and Grupo Industrial Cierres Ideal,
               S.A. de C.V.  Incorporated  by  reference to Exhibit 10.1 to Form
               10-QSB filed on November 14, 2000.

10.37          Guaranty, dated as of October 4, 2000, by A.G.S. Stationery, Inc.
               in favor or Mark I. Dyne.  Incorporated  by  reference to Exhibit
               10.40 to Form 10-K filed on April 4, 2001.

10.38          Guaranty,  dated as of October 4, 2000, by Tag-It,  Inc. in favor
               of Mark I. Dyne.  Incorporated  by reference to Exhibit  10.41 to
               Form 10-K filed on April 4, 2001.

10.39          Guaranty,  dated as of October 4, 2000,  by Talon  International,
               Inc.  in favor of Mark I.  Dyne.  Incorporated  by  reference  to
               Exhibit 10.42 to Form 10-K filed on April 4, 2001.


<PAGE>


EXHIBIT
NUMBER         EXHIBIT DESCRIPTION
-------        -------------------

10.40          Intercreditor  Agreement,  dated as of October  4,  2000,  by and
               among  Mark I.  Dyne,  Sanwa  Bank  California,  the  Registrant,
               Tag-It,  Inc., Talon International,  Inc. and A.G.S.  Stationery,
               Inc.  Incorporated  by  reference  to Exhibit  10.43 to Form 10-K
               filed on April 4, 2001.

10.41          Security  Agreement,  dated as of October 4, 2000, between A.G.S.
               Stationery,  Inc. and Mark I. Dyne.  Incorporated by reference to
               Exhibit  10.44 to Form 10-K filed on April 4, 2001.  Incorporated
               by  reference  to  Exhibit  10.44 to Form 10-K  filed on April 4,
               2001.

10.42          Security Agreement,  dated as of October 4, 2000, between Tag-It,
               Inc. and Mark I. Dyne. Incorporated by reference to Exhibit 10.45
               to Form 10-K filed on April 4, 2001.

10.43          Security  Agreement,  dated as of October 4, 2000,  between Talon
               International Inc. and Mark I. Dyne. Incorporated by reference to
               Exhibit 10.46 to Form 10-K filed on April 4, 2001.

10.44          Security  Agreement,  dated as of October 4, 2000, between Tag-It
               Pacific,  Inc.  and Mark I. Dyne.  Incorporated  by  reference to
               Exhibit 10.47 to Form 10-K filed on April 4, 2001.

10.45          Convertible Secured  Subordinated  Promissory Note, dated October
               4, 2000, provided by Mark I. Dyne to the Registrant. Incorporated
               by  reference  to  Exhibit  10.48 to Form 10-K  filed on April 4,
               2001.

10.46          Intentionally Left Blank.

10.47          Intentionally Left Blank.

10.48          Trim Handling Agreement, dated as of December 29, 1999, among the
               Registrant,  Tarrant  Apparel Group,  Inc. & Tagmex and Tag-It de
               Mexico S.A.  Incorporated  by reference to Exhibit  10.51 to Form
               10-K filed on April 4, 2001.

10.49          Intentionally Left Blank.

10.50          Supply  Agreement  entered  into on  December  22,  2000,  by and
               between the Company, Hubert Guez, Paul Guez and Azteca Production
               International,  Inc.,  AZT  International  SA D RL, and  Commerce
               Investment  Group,  LLC.*  Incorporated  by  reference to Exhibit
               10.53 to Form 10-K filed on April 4, 2001.

10.51          Investor Rights  Agreement  entered into on December 22, 2000, by
               and  between  the Company and  Commerce  Investment  Group,  LLC.
               Incorporated  by reference to Exhibit 10.54 to Form 10-K filed on
               April 4, 2001.

10.52          Voting  Agreement  entered  into on  December  22,  2000,  by and
               between the Company, Hubert Guez, Paul Guez and Azteca Production
               International,   Inc.,  AZT   International  SA  D  RL,  Commerce
               Investment Group, LLC, and Colin Dyne.  Incorporated by reference
               to Exhibit 10.55 to Form 10-K filed on April 4, 2001.

10.53          Right  of  First  Refusal  and  Sale  Agreement  entered  into on
               December 22, 2000, by and between the Company,  Hubert Guez, Paul
               Guez and Azteca Production International, Inc., AZT International
               SA  D  RL,  Commerce  Investment  Group,  LLC,  and  Colin  Dyne.
               Incorporated  by reference to Exhibit 10.56 to Form 10-K filed on
               April 4, 2001.


<PAGE>


EXHIBIT
NUMBER         EXHIBIT DESCRIPTION
-------        -------------------

10.54          Series  C  Preferred  Stock  Purchase  Agreement,   dated  as  of
               September 20, 2001, between Tag-it Pacific,  Inc. and Coats North
               America  Consolidated,  Inc. Incorporated by reference to Exhibit
               99.1 to Form 8-K filed on October 15, 2001.

10.55          Investor  Rights  Agreement,  dated  as of  September  20,  2001,
               between   Tag-it   Pacific,   Inc.   and  Coats   North   America
               Consolidated,  Inc.  Incorporated by reference to Exhibit 99.2 to
               Form 8-K filed on October 15, 2001.

10.56          Co-Marketing  and Supply  Agreement,  dated as of  September  20,
               2001,  between  Tag-it  Pacific,  Inc.  and Coats  America,  Inc.
               Incorporated  by  reference  to Exhibit 99.3 to Form 8-K filed on
               October 15, 2001.

10.57          Purchase  Money  Security  Agreement,  dated as of September  20,
               2001,  between  Tag-it  Pacific,  Inc.  and Coats  America,  Inc.
               Incorporated  by  reference  to Exhibit 99.4 to Form 8-K filed on
               October 15, 2001.

10.58          Certificate  of  Designation  of Series C Convertible  Redeemable
               Preferred  Stock.  Incorporated  by  reference to Exhibit 99.5 to
               Form 8-K filed on October 15, 2001.

10.59          Asset Purchase  Agreement,  dated as of December 21, 2001,  among
               Tag-it Pacific,  Inc., Groupo Industrial  Cierres Ideal, S. A. de
               C.V., Talon, Inc. and Industias Unidas, S.A. de C.V. Incorporated
               by  reference  to  Exhibit  99.1 to Form 8-K filed on  January 7,
               2002.

10.60          Promissory  Note,  dated  as of  December  21,  2001,  by  Tag-it
               Pacific,  Inc.  for the benefit of Talon,  Inc.  Incorporated  by
               reference to Exhibit 99.2 to Form 8-K filed on January 7, 2002.

10.61          Stockholders  Agreement,  dated as of December  21,  2001,  among
               Tag-it Pacific, Inc. and Talon, Inc. Incorporated by reference to
               Exhibit 99.3 to Form 8-K filed on January 7, 2002.

10.62          Mutual  Release,  dated as of December  21,  2001,  among  Tag-it
               Pacific, Inc., Etic Art S.A. de C.V. and Cierres Ideal de Mexico,
               S. A. de C.V.  Incorporated  by reference to Exhibit 99.4 to Form
               8-K filed on January 7, 2002.

10.63          Escrow  Agreement,  dated as of December 21,  2001,  among Tag-it
               Pacific,  Inc.,  Talon,  Inc.  and  Wells  Fargo  Bank,  National
               Association.  Incorporated  by  reference to Exhibit 99.5 to Form
               8-K filed on January 7, 2002.

10.64          Form of Stock and Warrant  Purchase  Agreement dated December 28,
               2001. Incorporated by reference to Exhibit 99.1 to Form 8-K filed
               on January 23, 2002.

10.65          Form  of  Warrant  to  Purchase  Common  Stock  Agreements  dated
               December 28, 2001.  Incorporated  by reference to Exhibit 99.2 to
               Form 8-K filed on January 23, 2002.

10.66          Form  of  Stockholders   Agreements   dated  December  28,  2001.
               Incorporated  by  reference  to Exhibit 99.3 to Form 8-K filed on
               January 23, 2002.

10.67          Form of Investor  Rights  Agreements  dated  December  28,  2001.
               Incorporated  by  reference  to Exhibit 99.4 to Form 8-K filed on
               January 23, 2002.


<PAGE>


EXHIBIT
NUMBER         EXHIBIT DESCRIPTION
-------        -------------------

10.68          Form of Exclusive  Supply  Agreement  dated July 12, 2002,  among
               Tag-it  Pacific,  Inc.  and Levi Strauss & Co.*  Incorporated  by
               reference  to Exhibit  10.68 to Form 10-Q filed on  November  15,
               2002.

10.69          Intellectual  Property  Rights  Agreement,  dated  April 2, 2002,
               between the Company and Pro-Fit Holdings, Ltd.*

10.70          Amendment to  Exclusive  Supply  Agreement,  dated July 12, 2002,
               between Tag-it Pacific, Inc. and Levi Strauss & Co.*+

23.1           Consent of BDO Seidman, LLP.+

24.1           Power of Attorney.+

31.1           Certificate of Chief Executive Officer pursuant to Rule 13a-14(a)
               under the Securities and Exchange Act of 1934, as amended.

31.2           Certificate of Chief Financial Officer pursuant to Rule 13a-14(a)
               under the Securities and Exchange Act of 1934, as amended.

32.1           Certificate  of  Chief  Executive  Officer  and  Chief  Financial
               Officer  pursuant  to Rule  13a-14(b)  under the  Securities  and
               Exchange Act of 1934, as amended.


         *  Certain  portions  of this  agreement  have been  omitted  and filed
separately with the Securities and Exchange Commission pursuant to a request for
an order granting  confidential  treatment pursuant to Rule 24b-2 of the General
Rules and Regulations under the Securities Exchange Act of 1934, as amended.

         + Filed as an exhibit to the  Company's  Annual Report on Form 10-K for
the year ended December 31, 2002.


<PAGE>


                                   SIGNATURES

         In  accordance  with  Section  13 or  15(d)  of the  Exchange  Act  the
Registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized.

                                                TAG-IT PACIFIC, INC.

                                                /S/ RONDA SALLMEN
                                                --------------------------------
                                                By:      Ronda Sallmen
                                                Its:     Chief Financial Officer


                                   SIGNATURES

         In accordance  with the Exchange Act, this report has been signed below
by the following  persons on behalf of the  Registrant and in the capacities and
on the dates indicated.

SIGNATURE                              TITLE                          DATE
---------                              -----                          ----

         +                    Chairman of the Board of         October 1, 2003
------------------------      Directors
Mark Dyne
         +                    Chief Executive Officer          October 1, 2003
------------------------      and Director
Colin Dyne
     /S/ RONDA SALLMEN        Chief Financial Officer          October 1, 2003
------------------------
Ronda Sallmen
         +                    Director                         October 1, 2003
------------------------
Kevin Bermeister
         +                    Director                         October 1, 2003
------------------------
Michael Katz
         +                    Director and Vice President      October 1, 2003
------------------------      of Operations
Jonathan Burstein
         +                    Director                         October 1, 2003
------------------------
Brent Cohen
         +                    Director                         October 1, 2003
------------------------
Donna Armstrong


+  By:   /S/ RONDA SALLMEN
       -----------------------

Ronda Sallmen

Attorney-In-Fact