UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   -----------

                                   FORM 10-K/A

              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 2003

                                       OR

            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                        For the transition period from to

                         Commission File Number 0-21917
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                                    POINT.360
             (Exact name of registrant as specified in its charter)


      California                                          95-4272619
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

            7083 Hollywood Boulevard, Suite 200, Hollywood, CA 90028
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (323) 957-7990

           Securities registered pursuant to Section 12(b) of the Act
                                      None

           Securities registered pursuant to Section 12(g) of the Act
                           Common Stock, no par value.
                                   -----------


        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  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 checkmark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).

         Yes ___   No  X


        The  aggregate  market  value  of  the  voting  common  equity  held  by
non-affiliates  of the  registrant  was  approximately  $17,837,000  computed by
reference  to the price at which  the  common  equity  was last sold on the last
business day of the registrant's most recently  completed second fiscal quarter,
June 30, 2003. As of March 31, 2004, there were 9,199,894 shares of Common Stock
outstanding.


                                         Total number of pages in this report: 4


<PAGE>


EXPLANATORY NOTE

The purpose of this amendment is to include the consent of independent public
accountants for the fiscal year ended December 31, 2001 which was omitted from
the Company's Form 10-K originally filed on March 22, 2004.




<PAGE>


            CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statements  on Forms S-8 (Nos.  333-69174  and  333-69168)  of  Point.360 of our
report dated  February 25, 2002 , except for Notes 2 and 6, as to which the date
is October 28, 2002 , relating to the financial statements, which appear in this
Annual Report on Form 10-K. We also consent to the incorporation by reference of
our report dated  February  25, 2002,  except for Notes 2 and 6, as to which the
date is October 28, 2002, relating to the financial  statement  schedule,  which
appears in this Form 10-K.



/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Los Angeles, California
June 25, 2005





<PAGE>


                                   SIGNATURES


        Pursuant to the  requirements  of Section 13 or 15(d) 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.


                                    POINT.360

DATE:  June 25, 2004                BY: /s/ Alan R. Steel
                                    ------------------------------
                                        Alan R. Steel
                                        Executive Vice President,
                                        Finance and Administration and
                                        Chief Financial Officer
                                        (duly authorized officer and
                                         principal financial officer)