UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-K/A Amendment #2  X.ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2013  .TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  Commission File Number 000-27023  AccelPath, Inc. (Formerly  TECHNEST HOLDINGS, INC.) (Exact name of Registrant as specified in its Charter)  Delaware45-5151193(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)  850 Third Avenue, Suite 16C NYC, NY 10022(Address of principal executive offices)  850 Third Avenue, Suite 16C NYC, NY 10022 (Mailing Address)  Issuers Telephone Number: (212) 994-9875  Securities registered pursuant to Section 12(b) of the Act:  Title of ClassName of each exchange on which registeredNoneNot Applicable  Securities registered pursuant to Section 12(g) of the Exchange Act:  Common Stock, par value $0.001 per share (Title or Class)  Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes . No X.  Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes . No X.  Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the preceding twelve (12) months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past ninety (90) days. Yes X. No .  Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes . 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 statement incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K.. .    Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  Large accelerated filer.Accelerated filer.Non-accelerated filer. (Do not check if a smaller reporting company)Smaller reporting companyX.  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes . No X.  The aggregate market value of the voting and non-voting common equity held by non-affiliates* computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of  March 21, 2014 (See definition of affiliate in Rule 12b-2 of the Exchange Act.) was approximately: $700,000  Affiliates for the purpose of this item refers to the issuers officers and directors and/or any persons or firms (excluding those brokerage firms and/or clearing houses and/or  depository  companies holding issuers securities as record holders only for their respective clienteles beneficial interest) owning 5% or more of the issuers Common Stock, both of record and beneficially.  APPLICABLE ONLY TO CORPORATE REGISTRANTS  State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date:  992,549,379  shares as of March 21, 2014, all of one class of common stock, $0.001 par value.    2   Explanatory Note  Accelpath, Inc. ( we, or our unless the context indicates otherwise) is filing this Amendment # 2 on Form 10-K (this Amendment) to our Annual Report on Form 10-K for the year ended June 30, 2013, as filed on March 21, 2014 (the Original Filing), and as amended by  Amendment  #1 thereto filed on March 24, 2014 (First Amendment) solely for the following purpose:  The Original Filing and First Amendment originally stated that we were a shell company as defined by Rule 12b-2 of the Exchange Act. This was incorrect, inadvertent and inconsistent with our prior and subsequent filings. We have corrected this inaccuracy with this Amendment.  Except as described above, this Amendment does not amend, update or change the financial statements or any other disclosures in the Original Filing or First Amendment.         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 on April 10, 2014.  ACCELPATH, INC.By:/s/ Gilbert SteedleyGilbert Steedley,Chief Executive Officer, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer  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.  SignatureTitleDate/s/ Gilbert SteedleyPresident, Chief Executive Officer andApril 10, 2014Gilbert SteedleyDirector   3