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# **UNITED STATES**

# **SECURITIES ANDEXCHANGE COMMISSION**

# **Washington,D.C.  20549**

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# **Form 10-Q/A**

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AMENDMENT NO. 1

 

**x****Quarterly Report Pursuant to Section 13or 15(d) of the Securities Exchange Act of 1934**

 

**For theQuarterly Period Ended March 31, 2008**

** **

**Or**

 

**o****Transition Report Pursuant to Section 13or 15(d) of the Securities Exchange Act of 1934**

 

**For thetransition period from                              to**

 

**Commission file number   0-23150**

 

**Ibis Technology Corporation**

(Exact name of registrant as specified in its charter)

 

| **Massachusetts**                                          | ** ** | **04-2987600**       |
|------------------------------------------------------------|------------|----------------------|
| (State or other  jurisdiction of                           |       | (I.R.S. Employer     |
| incorporation or  organization)                            |       | Identification  No.) |
|                                                       |       |                 |
| **32  Cherry Hill Drive, Danvers, MA**                     | ** ** | **01923**            |
| (Address of  principal executive offices)                  |       | (Zip Code)           |
|                                                       |       |                 |
| **(978)  777-4247**                                        |
| (Registrant’s  telephone number, including area code) |

 

Indicate by check markwhether the registrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to filesuch reports), and (2) has been subject to such filing requirements forthe past 90 days.   Yes  x   No  o

 

Indicate by check markwhether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer or a smaller reporting company.  See the definitions of “large acceleratedfiler,” “accelerated filer and  “smallerreporting company”  in Rule 12b-2 ofthe Exchange Act.

 

| Large accelerated filer o | Accelerated filer o | Non-accelerated filer o                        | Smaller reporting company x |
|---------------------------|--------------------------|------------------------------------------------|----------------------------------|
|                      |                     | (Do not check if a smaller  reporting company) |                             |

 

 

Indicate by check markwhether the registrant is a shell Company (as defined in Rule 12b-2 of theExchange Act).   Yes  o   No x

 

14,317,482shares of Common Stock, par value $.008, were outstanding on July 8, 2008.

 

 

 

 

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**EXPLANATORYNOTE**

 

ThisAmendment No. 1 on Form 10-Q/A amends the Annual Report on Form 10-Qfor the fiscal quarter ended March 31, 2008, as originally filed with theSecurities and Exchange Commission on July 11, 2008 (the “Original Form 10-Q”),of Ibis Technology Corporation (the “Company”). The Company is filing this Amendment No. 1 to correct aninadvertent omission of language in the introductory language to paragraph 4 ofthe certifications made pursuant to Section 302 of the Sarbanes-Oxley Actof 2002 filed as exhibits to the Original Form 10-Q.  This Amendment No. 1 also includes anindex of exhibits.

 

Inaddition, this Amendment No. 1 amends the Cover Page to indicate that(i) upon the filing of the Company’s delayed Form 10-Q for thequarter ended March 31, 2008, the Company has filed all reports requiredto be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months and (ii) the Company is a smallerreporting company.

 

Pursuantto Rule 12b-15 under the Securities Exchange Act of 1934, as amended, thisAmendment No. 1 contains only the amended Cover Page, Explanatory Note, Exhibit Indexand Exhibits 31.1 and 31.2 (Items 1, 2, 4 and 5).  Those sections or exhibits of the Original Form 10-Qthat are unaffected by this Amendment No. 1 are not included herein.

 

ThisAmendment No. 1 continues to speak as of the date of the Original Form 10-Q,and the Company has not updated the disclosure contained herein to reflectevents that have occurred since the filing of the Original Form 10-Q.  Accordingly, this Amendment No. 1 shouldbe read in conjunction with the Company’s other filings made with theSecurities and Exchange Commission subsequent to the filing of the Original Form 10-Q.

 

 

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**Item 6.****          ****EXHIBITS**

 

**               **Exhibit Index

 
| **Exhibit  Number** | ** ** | ** ** | ** ** | **Description**                                                                                                        |
|---------------------|------------|------------|------------|------------------------------------------------------------------------------------------------------------------------|
| ***31.1             |       | -          |       | CEO Certification  Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                      |
| ***31.2             |       | -          |       | CFO Certification  Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                      |
| **32.1              |       | -          |       | CEO and CFO  Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  (18 U.S. Section 1350) |

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| **  |   | Previously filed with  the Original Form 10-Q |
|-----|--------|----------------------------------------------------|
| *** |   | Filed herewith.                                    |

 

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###### **SIGNATURES**

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Pursuant to the requirements of Section 13 or 15(d) ofthe Securities Exchange Act of 1934, the Registrant has duly caused this reportto be signed on its behalf by the undersigned, thereunto duly authorized, inDanvers, Massachusetts on August 29, 2008.

 

 
| ** ** | ** ** | ** ** | ** ** | ** ** | **IBIS TECHNOLOGY CORPORATION** |
|------------|------------|------------|------------|------------|---------------------------------|
|       |       |       |       |       |                            |
|       |       |       |       |       | By:                             | /s/ William J Schmidt |
|       |       |       |       |       |                            | William J. Schmidt |
|       |       |       |       |       |                            | Chief Financial  Officer, Treasurer and Secretary |

 

 

 

 

 

 

 

 

 

 

 

 

 

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