WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Date~~Securities ofExchange ~~Report~~Act ~~(Date~~ of ~~earliest~~ ~~event reported) August 18, 2003~~1934

~~GRADCO~~Date ~~SYSTEMS~~of Report (Date of earliest event reported) September 17, ~~INC.~~2003

~~(Exact~~GRADCO SYSTEMS, ~~name of Registrant as Specified in its Charter)~~INC.

Nevada	0-12829	95-3342977
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
39 Parker Irvine, California 92718
(Address of principal executive offices)
Registrant’s Telephone Number (including area code) (949) 206-6100

(Exact name of Registrant as Specified in its Charter)

Item 5. OTHER EVENTS AND REGULATION FD DISCOLSURE.

Nevada	0-12829	95-3342977
(State of Incorporation)	(Commission	(IRS Employer
File Number)	Identification No.)

~~(a) Resignation of~~39 ~~Directors.~~Parker Irvine, California 92718

~~On August 7, 2003, Thomas J. Burger resigned as a Director of Registrant. The reasons for his resignation, as set forth in his letter of resignation~~ (aAddress ~~copy~~ of ~~which~~principal isexecutive ~~attached hereto as Exhibit 1~~offices) ~~do not include any disagreement with the Registrant on any matter relating to the Registrant’s operations, policies or practices.~~

~~(b) Amendment~~Registrant’s Telephone ofNumber ~~By-laws;~~(including ~~Annual~~area ~~Meeting.~~code) (949) 206-6100

ByItem ~~Unanimous Written Consent of Directors of Gradco Systems, Inc~~5. ~~executed on August 1, 2003,~~ OTHER ~~the~~EVENTS ~~directors~~AND ofREGULATION ~~Registrant~~FD have amended the By-laws of Registrant to provide that the Annual Meeting of the Shareholders of Registrant shall be held on a date to be determined by the Board of Directors of the Registrant on an annual basisDISCOLSURE.

InRegistrant ~~addition, and~~issued ~~pursuant to~~ the ~~Unanimous~~following ~~Written~~press ~~Consent~~release ~~above referenced, the date for the Annual Meeting of the Shareholders for the fiscal year ending March 31, 2004 shall be determined by the Board of Directors~~ on ~~or before~~ September 30 17, 2003.:

2 Gradco Systems, Inc. (the “Company”) (GRCO.OB) (OTCBB) Gradco Systems, Inc. (“Gradco”) has announced that it has received an offer from the management of Gradco Japan to acquire the business of Gradco and thereby to undertake the liabilities of Gradco in a manner by which the Gradco Shareholders would receive approximately $10.00 per share for their stock. It is anticipated that, if the transaction is consummated, it will be through a cash-out merger approved by the Gradco Board of Directors and Shareholders. In the interim, Gradco is negotiating with various parties on claims of Gradco and such parties. It is anticipated that, subject to a continuing obligation of Gradco to provide certain continuing services and spare parts, funds will be received which will be available for the cash-out merger. The Gradco Board will be seeking a fairness opinion. Under the revised By-laws of Gradco, the Board of Directors will call a Shareholders meeting at such time as it is able to present to the Shareholders a completed agreement reflecting the proposed transactions for their approval. It is anticipated that such meeting will be called within the next sixty (60) days.

~~Item 7. FINANCIAL STATEMENTS AND EXHIBITS.~~2

~~The~~Item ~~following~~7. FINANCIAL ~~exhibits~~STATEMENTS ~~are~~AND ~~filed as part of this Current Report on Form 8-K:~~EXHIBITS.

Exhibit Number		Exhibit
99.1		Letter of resignation of Thomas J. Burger

None.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	~~GRADCO SYSTEMS, INC.~~	GRADCO SYSTEMS, INC.
Dated: August 18, 2003	By:	/s/ Bernard Bressler
Dated:	September 17, 2003	By:	/s/ Bernard Bressler
		~~Name:~~	~~Bernard Bressler~~Name:	Bernard Bressler
		~~Title:~~	~~Secretary~~Title:	Secretary

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