SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                Current Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934



                         Date of Report: APRIL 30, 2003


                         Commission File Number: 0-15235

                               MITEK SYSTEMS, INC

             (Exact name of Registrant as specified in its charter)



           DELAWARE                                   87-0418827
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)


                         14145 DANIELSON STREET, SUITE B
                                 POWAY, CA 92064
                    (Address of principal executive offices)

                                 (858) 513-4600
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)


ITEM 7(c). EXHIBITS 99.1 Press release dated April 30, 2003. ITEM 9. REGULATION FD DISCLOSURE The information in this Form 8-K and the Exhibit attached hereto is intended to be furnished under Item 12, Results of Operations and Financial Condition, and is being furnished under Item 9, Regulation FD Disclosure, in accordance with Securities and Exchange Commission Release No. 33-8216 dated March 27, 2003. On April 30, 2003 Mitek Systems, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2003. A copy of the release is attached as Exhibit 99.1 and incorporated by reference herein. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, regardless of any general incorporation language in such filing.

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MITEK SYSTEMS, INC. Date: April 30, 2003 By: /s/ John M. Thornton ------------------------------------- John M. Thornton Chairman of the Board of Directors, President, Chief Executive Officer and Chief Financial Officer

INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION - -------------- ----------------------------- 99.1 PRESS RELEASE DATED APRIL 30, 2003.

                                                                Exhibit 99.1

      Mitek Systems Announces Fiscal Second Quarter 2003 Results


    POWAY, Calif.--(BUSINESS WIRE)--April 30, 2003---Mitek Systems,
Inc. (Nasdaq:MITK), a developer of automated check imaging and
document processing solutions, today announced financial results for
the fiscal second quarter of 2003 ended March 31, 2003. Mitek reported
net income of $26,000, or breakeven per basic and diluted share.
    The Company's net sales grew to $3.9 million for the fiscal second
quarter, a 25 percent increase compared with net sales of $3.1 million
for the fiscal 2002 second quarter. Sequentially, net sales were 30
percent higher than first quarter net sales of $3.0 million.
    Fiscal second quarter 2003 total costs and expenses, less cost of
sales of $1.5 million, were $2.4 million, or 61 percent of net sales.
Year-ago second quarter total costs and expenses, less cost of sales
of $924,000, were $2.3 million, or 74 percent of net sales. Compared
to the previous quarter ended December 31, 2002, total costs and
expenses, less cost of sales, were slightly higher.
    Mitek reported second quarter net income of $26,000, or breakeven
per basic and diluted share, compared with net loss of $(141,000), or
$(0.01) per basic and diluted share, for the same fiscal quarter of
last year.
    For the six months ended March 31, 2003, net sales were $6.8
million, an increase of 6 percent over net sales of $6.5 million for
the comparable period in fiscal 2002. Fiscal year-to-date net income
was $87,000, or $0.01 per basic and diluted share, compared with net
income of $239,000, or $0.02 per basic and diluted share, for the
first six months of fiscal 2002.
    As of March 31, 2003, the Company had working capital of
approximately $4.8 million, stockholders' equity of $5.1 million and
no bank borrowings.
    Commenting on the second quarter results, Chairman and President
John M. Thornton said, "We are very pleased to have achieved
double-digit revenue growth in light of this protracted economic
downturn. We believe that difficult market conditions and world
political instability continued to delay purchasing commitments.
However, in the face of these challenges, we were able to execute our
business plan, successfully selling our products to new customers,
maintaining profitability and generating positive cash flow in the
second quarter.
    "Our balance sheet remains healthy," Mr. Thornton further noted.
"We have no bank debt and have increased our cash position to $1.5
million from $760,000 at the end of fiscal 2002. We remain focused on
the evolving needs of our customers, developing new products and
enhancements to improve their efficiency and lower their costs. During
the second quarter, we unveiled FraudProtect(TM), our award-winning,
image-based fraud detection platform. Both FraudProtect and
CaptureQuest(TM), our integrated data capture and enterprise document
management system launched in late 2002, are garnering positive
feedback from customers.
    "During the second quarter, we also announced key management
additions to strengthen our executive team," added Mr. Thornton. "In
early March, James Graybeal assumed the role of Vice President of
Sales. With over 20 years of experience in the banking industry, Jim
is highly qualified to manage our sales operations for all product
lines in North America."
    Mr. Thornton concluded, "Near the end of the quarter, we announced
the appointment of James DeBello as President and Chief Executive
Officer effective late May 2003. Jim and I have been working closely
together to facilitate a smooth transition of day-to-day management
responsibilities. We are truly excited about the leadership and
experience that Jim brings. He is well prepared to drive Mitek forward
and to build our success over the long term."

    Conference Call and Webcast

    Mitek Systems will host a conference call with a simultaneous
Webcast today at 11:00 a.m. Eastern (8:00 a.m. Pacific) to discuss the
Company's fiscal second quarter 2003 operating performance. The
conference call, featuring Chairman and President John M. Thornton,
can be accessed live via the Internet at www.miteksys.com or
www.companyboardroom.com. Please go to either Web site at least
fifteen minutes early to register, download, and install any necessary
audio software. For those who cannot listen to the live broadcast, the
Webcast replays will be available for 90 days, or an audio replay will
be available through May 7, 2003, by calling 888-266-2086
(703-925-2435 for international callers) and entering the passcode
6489126.

    About Mitek Systems

    Mitek Systems is a leading provider of check imaging software for
financial institutions and an established global supplier of embedded
software recognition engines. These engines process over 8 billion
checks and other documents per year for a variety of OEM and reseller
partners. Mitek helps reduce operating costs by automatically reading,
classifying and processing high volumes of checks and documents. Our
applications also help customers implement new image document Web
services for Internet and intranet configurations. For more
information about Mitek Systems, contact us at 14145 Danielson Street,
Suite B, Poway, CA 92064; 858-513-4600 or visit our Web site at
www.miteksys.com.

    Forward-Looking Statement Disclosure

    With the exception of historical matters, the matters discussed in
this news release are forward-looking statements that involve risks
and uncertainty. Forward-looking statements include, but are not
limited to, statements relating to the development and pace of sales
of the Company's products, expected trends and growth in the Company's
results of operations, projections concerning the Company's available
cash flow and liquidity, anticipated penetration in new and existing
markets for the Company's products and the size of such markets,
anticipated acceptance of the Company's products by existing and new
customers, the ability of the Company to achieve or sustain any growth
in sales and revenue and the increase in sales representatives and
other personnel. The Company's actual results could differ from such
forward-looking statements. There can be no assurance that the Company
will achieve the results set forth herein. Mitek, Mitek Systems,
FraudProtect and CaptureQuest are trademarks or registered trademarks
of Mitek Systems, Inc. All other product or company names may be
trademarks or registered trademarks of their respective holders.


                          Mitek Systems, Inc.
                       Statements of Operations
                              (Unaudited)

                         THREE MONTHS ENDED       SIX MONTHS ENDED
                              March 31,               March 31,
                          2003        2002        2003        2002
                       -----------------------------------------------

NET SALES              $3,858,000  $3,077,000  $6,829,000  $6,465,000

OPERATING COSTS AND
 EXPENSES
 Cost of sales          1,467,000     924,000   2,107,000   1,820,000
 Operations               397,000     390,000     860,000     799,000
 Selling and Marketing    979,000     846,000   1,807,000   1,602,000
 Research and
  Development             552,000     508,000   1,124,000     970,000
 General and
  administrative          434,000     540,000     838,000   1,028,000
                       ----------- ----------- ----------- -----------
 Total costs and
  expenses              3,829,000   3,208,000   6,736,000   6,219,000

                       ----------- ----------- ----------- -----------
OPERATING INCOME (LOSS)    29,000    (131,000)     93,000     246,000

 Interest and other
  expense - net             6,000     (13,000)      4,000      (2,000)
                       ----------- ----------- ----------- -----------
INCOME (LOSS) BEFORE
 INCOME TAXES              35,000    (144,000)     97,000     244,000

INCOME TAX EXPENSE
 (BENEFIT)                  9,000      (3,000)     10,000       5,000
                       ----------- ----------- ----------- -----------
NET INCOME (LOSS)         $26,000   $(141,000)    $87,000    $239,000
                       =========== =========== =========== ===========
EARNINGS (LOSS) PER
 SHARE - BASIC              $0.00      ($0.01)      $0.01       $0.02
                       =========== =========== =========== ===========
WEIGHTED AVERAGE NUMBER
 OF COMMON SHARES
 OUTSTANDING - BASIC   11,138,772  11,135,468  11,138,772  11,128,131
                       =========== =========== =========== ===========
EARNINGS (LOSS) PER
 SHARE - DILUTED            $0.00      ($0.01)      $0.01       $0.02
                       =========== =========== =========== ===========
WEIGHTED AVERAGE COMMON
 SHARES AND COMMON SHARE
 EQUIVALENTS
 OUTSTANDING - DILUTED 11,208,258  11,135,468  11,205,143  11,466,566
                       =========== =========== =========== ===========


                          Mitek Systems, Inc.
                       Condensed Balance Sheets
                              (Unaudited)

                                             March 31,   September 30,
                                               2003          2002
                                           ------------- -------------
ASSETS
Current assets                               $7,949,000    $7,381,000
Property and equipment - net                    398,000       380,000
Other assets                                    373,000       470,000
                                           ------------- -------------
TOTAL ASSETS                                 $8,720,000    $8,231,000
                                           ============= =============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities                          $3,154,000    $2,738,000
Long term liabilities                           450,000       466,000
                                           ------------- -------------
Total liabilities                             3,604,000     3,204,000
                                           ------------- -------------
Stockholders' equity:
  Common stock                                   11,000        11,000
  Additional paid-in capital                  9,293,000     9,290,000
  (Accumulated deficit)                      (4,188,000)   (4,274,000)
                                           ------------- -------------
Total stockholders' equity                    5,116,000     5,027,000
                                           ------------- -------------
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                       $8,720,000    $8,231,000
                                           ============= =============



    CONTACT: Mitek Systems, Inc.
             John M. Thornton, 858/513-4600
               or
             FRB/Weber Shandwick
             Linda Chien, 310/407-6547 (General Info.)
             Brandi Piacente, 415/248-3430 (Investors)