SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

                                               Commission File Number  1-11181
                                                                      ----------

(Check one)

         [X]Form 10-K and Form 10-KSB       [_] Form 11-K    [_] Form 20-F

         [_] Form 10-Q and Form 10-QSB      [_] Form N-SAR

         For period ended                DECEMBER 31, 2006
                           -----------------------------------------

         [_]      Transition Report on Form 10-K and Form 10-KSB

         [_]      Transition Report on Form 20-F

         [_]      Transition Report on Form 11-K

         [_]      Transition Report on Form 10-Q and Form 10-QSB

         [_]      Transition Report on Form N-SAR

         For the transition period ended ___________________________

  READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.

         Nothing in this form shall be  construed  to imply that the  Commission
has verified any information contained herein.

         If the  notification  relates to a portion of the filing checked above,
identify the item(s) to which the notification relates: ________________________
________________________________________________________________________________


                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant IRIS INTERNATIONAL, INC.
                        --------------------------------------------------------
Former name if applicable
                          ------------------------------------------------------

Address of principal executive office (STREET AND NUMBER) 9172 ETON AVENUE
                                                          ----------------------

City, state and zip code           CHATSWORTH, CALIFORNIA 91311
                         -------------------------------------------------------





                                    PART II
                             RULE 12B-25(B) AND (C)

         If the subject report could not be filed without unreasonable effort or
expense  and  the  registrant  seeks  relief  pursuant  to Rule  12b-25(b),  the
following should be completed. (Check box if appropriate.)

         (a)      The reasons described in reasonable detail in Part III of this
                  form could not be eliminated  without  unreasonable  effort or
                  expense;

         (b)      The subject  annual  report,  semi-annual  report,  transition
                  report on Form 10-K,  10-KSB,  20-F,  11-K or Form  N-SAR,  or
                  portion thereof will be filed on or before the 15th calendar
X                 day  following  the   prescribed  due  date;  or  the  subject
                  quarterly report or transition report on Form 10-Q, 10-QSB, or
                  portion  thereof will be filed on of before the fifth calendar
                  day following the prescribed due date; and

         (c)      The  accountant's  statement or other exhibit required by Rule
                  12b-25(c) has been attached if applicable.


                                       2



                                    PART III
                                    NARRATIVE

         State below in  reasonable  detail the  reasons why Form 10-K,  10-KSB,
11-K, 20-F, 10-Q,  10-QSB,  N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed.)

                  The  Registrant's  Form 10-K,  for the year ended December 31,
         2006,  could not be filed  within the  prescribed  time period  because
         certain  information  and  data  relating  to  and  necessary  for  the
         completion of the Registrant's  audited financial  statements could not
         be completed  within such time period  without  unreasonable  effort or
         expense.


                                    PART IV
                                OTHER INFORMATION

(1)      Name and  telephone  number  of  person  to  contact  in regard to this
         notification.

CESAR M. GARCIA                     (818)                   709-1244
--------------------------------------------------------------------------------
    (Name)                        (Area Code)           (Telephone Number)

(2)      Have all other periodic  reports  required under Section 13 or 15(d) or
the Securities  Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940  during the  preceding  12 months or for such  shorter  period  that the
registrant was required to file such report(s) been filed?  If the answer is no,
identify report(s). [X] Yes [_] No


(3)      Is it anticipated that any significant  change in results of operations
from the corresponding  period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof? [X]
Yes [_] No

(4)      If  so:  attach  an  explanation  of  the  anticipated   change,   both
narratively and  quantitatively,  and, if  appropriate,  state the reasons why a
reasonable estimate of the results cannot be made.


                                       3



                            IRIS INTERNATIONAL, INC.
                  (Name of Registrant as Specified in Charter)

         Has  caused  this  notification  to be  signed  on  its  behalf  by the
undersigned thereunto duly authorized.


Date:   MARCH  16, 2006            By:   /S/ CESAR M. GARCIA
       ----------------                -----------------------------------------
                                   Name:  Cesar M. Garcia
                                   Title: President and Chief Executive Officer


         INSTRUCTION.  The form may be signed  by an  executive  officer  of the
registrant or by any other duly authorized representative. The name and title of
the person signing the form shall be typed or printed beneath the signature.  If
the  statement  is  signed  on  behalf  of  the   registrant  by  an  authorized
representative   (other   than   an   executive   officer),   evidence   of  the
representative's  authority to sign on behalf of the  registrant  shall be filed
with the form.

                                    ATTENTION

         Intentional  misstatements  or  omissions  of fact  constitute  federal
criminal violations (SEE 18 U.S.C. 1001).


                                       4



                          PART IV - OTHER INFORMATION

(3)      EXPLANATION OF ANTICIPATED CHANGE

         The  Registrant  issued a press  release  on March 7,  2006  announcing
Registrant's  results of  operations  for the year ended  December  31, 2006 and
showing a comparison to  Registrant's  results of operations  for the prior year
period. A copy of press release is filed with this Form 12b-25 as Exhibit A.


                                       5



                                                                       EXHIBIT A


NEWS RELEASE


CONTACTS:  CESAR GARCIA, CHIEF EXECUTIVE OFFICER
           818-709-1244 X 7123
           -OR-
           RON STABINER, THE WALL STREET GROUP, INC.
           212-888-4848

FOR IMMEDIATE RELEASE:

                        IRIS REPORTS RECORD REVENUES FOR
                        4TH QUARTER AND FISCAL YEAR 2006

        INCREASE IN IQ(R)200 SALES CONTRIBUTES TO HIGHEST SINGLE-QUARTER
                           REVENUES IN COMPANY HISTORY

CHATSWORTH,  CALIF.,  MARCH 7, 2006 - IRIS  INTERNATIONAL,  INC. (NASDAQ:  IRIS)
today announced record fourth-quarter 2006 revenue of $19.9 million, an increase
of 16% over revenue of $17.2 million in the fourth  quarter of 2005,  and record
full-year  revenue of $70.6  million  for the year ended Dec.  31,  2006,  a 13%
increase over revenue of $62.8 million for fiscal 2005.

"We are pleased with once again  achieving  record sales for the fourth  quarter
and full year with 120  iQ(R)200  analyzers  sold in the fourth  quarter  alone,
resulting  in the single  highest  revenue  quarter in the  Company's  history,"
stated IRIS  President  and Chief  Executive  Officer  Cesar  Garcia.  "With the
reserves,  special  items and certain large charges taken during 2006 now behind
us, we  anticipate  continued  strong  iQ(R)200  units sales and, with more than
1,200 units now in the field and growing,  we look forward to an acceleration of
recurring  high  margin  consumables  and  service  revenue  and profit in 2007,
particularly as we get into the second half of the year," he added.

2006 HIGHLIGHTS AND KEY MILESTONES:

         o        RECORD  Q4  REVENUE  OF  $19.9  MILLION,  AN  INCREASE  OF 16%
                  COMPARED  WITH  COMPARABLE  YEAR-AGO  PERIOD;  HIGHEST  SINGLE
                  REVENUE QUARTER IN COMPANY HISTORY.

         o        Q4 EPS OF $0.10 ON A GAAP BASIS AFTER  INCLUDING THE EFFECT ON
                  EPS OF $0.03 FROM SPECIAL  ITEMS,  AND CERTAIN  LARGE  CHARGES
                  PLUS FAS 123R EXPENSE.

         o        120  IQ(R)200  UNITS  SOLD IN Q4 WITH MORE THAN  1,200 SOLD TO
                  DATE.

         o        Q4 AND 2ND  HALF  OF 2006  DOMESTIC  SALES  GROWTH  REPRESENTS
                  RECORD PERCENTAGE OF NEW BUSINESS.

         o        LARGER NUMBER OF HIGH-THROUGHPUT IQ(R)200 SPRINT UNITS SOLD IN
                  Q4 AND 2ND HALF OF '06  THAN IN ANY  COMPARABLE  PERIOD,  WITH
                  INCREASING  ACCEPTANCE AMONG CLINICAL  REFERENCE  LABORATORIES
                  AND LARGE HEALTHCARE INSTITUTIONS.

         o        HIGH VOLUME OF DOMESTIC IQ(R)200 INSTALLS IN 2ND HALF COMBINED
                  WITH  REINSTITUTED  CONSUMABLES  SALES FROM TURKEY EXPECTED TO
                  RESULT IN ACCELERATING  CONSUMABLES  REVENUE IN 2007;  SERVICE
                  REVENUE ALSO EXPECTED TO EXPERIENCE  GROWTH AS LARGE NUMBER OF
                  UNITS COME OFF WARRANTY.

         o        LAUNCHED  ICHEM  100  SEMI-AUTOMATED  CHEMISTRY  ANALYZER  AND
                  IQ(R)200 MARKET SEGMENT INITIATIVE.

         o        PRODUCT   DEVELOPMENT   ACTIVITIES  FOR  NEW  AUTOMATED  URINE
                  CHEMISTRY ANALYZER PROGRESSING PER PLAN.

         o        COMPLETED  DEVELOPMENT  ON  ULTRA-SENSITIVE  PSA  TEST FOR FDA
                  510(K)  SUBMISSION  SUBSEQUENTLY  FILED ON FEB.  7, 2007;  OUR
                  FIRST MAJOR NADIA (NUCLEIC ACID DETECTION IMMUNOASSAY) PRODUCT
                  TO EMERGE FROM APRIL 2006 ACQUISITION OF LEUCADIA.

                                     (MORE)




         o        FINISHED YEAR WITH $23.2 MILLION IN CASH, CASH EQUIVALENTS AND
                  SHORT-TERM CASH INVESTMENTS,  AN INCREASE OF $4.1 MILLION OVER
                  2005 DESPITE  INVESTING  APPROXIMATELY $6 MILLION FOR LEUCADIA
                  ACQUISITION AND EXPANSION OF FACILITIES; COMPANY HAS DEBT-FREE
                  BALANCE SHEET.

         o        NET OPERATING LOSS (NOLS) CARRY-FORWARD OF APPROXIMATELY $10.9
                  MILLION AVAILABLE TO OFFSET TAXES.

Net income for the fourth quarter of 2006 was $1.9 million, or $0.10 per diluted
share,  after the effect of $0.5  million,  or $0.03 per share,  of special  and
certain  large  charges and FAS 123R  expense.  This compares with net income of
$1.7 million,  or $0.10 per diluted share, for the same period of 2005.  Diluted
average  shares  outstanding  for the three months ended Dec. 31, 2006 and 2005,
were 18.7 million and 18.2 million, respectively.

For the full year ended Dec. 31, 2006, IRIS incurred a net loss of $176,000,  or
$0.01 per diluted share,  after the effect of $6.9 million,  or $0.38 per share,
of special charges related to the Leucadia acquisition and certain large charges
and FAS123R charges. This compares with net income of $6.1 million, or $0.35 per
diluted  share,  for the full year ended Dec. 31, 2005.  Diluted  average shares
outstanding  for years ended 2006 and 2005,  were 17.9 million and 17.7 million,
respectively.

In spite of  investing  $3.6  million in cash for the  acquisition  of  Leucadia
Technologies  and $2.5 million to expand the Company's  manufacturing  plant and
offices in its Chatsworth,  Calif.,  headquarters,  IRIS generated an additional
$4.1 million in cash in 2006 finishing the year with $23.2 million in cash, cash
equivalents and short-term cash investments,  compared with $19.1 million at the
end of 2005.  The  Company has a debt-free  balance  sheet and $10.9  million in
NOLs, plus additional tax credits of $2.9 million, that can be applied to offset
future income tax obligations.

"The year 2006 was a period of transition and  substantial  accomplishments  for
IRIS. We significantly  bolstered our domestic sales effort,  introduced our new
iQ(R)200  market  segment  initiative  and released the iChem100  semi-automated
chemistry analyzer,  all while investing heavily in research and development and
expanding  infrastructure  in facilities  and customer  support  systems.  These
efforts have resulted in a dramatic  turnaround in domestic  sales growth which,
for the second  consecutive  quarter,  represented the highest percentage of new
business aided, in part, by large multi-site, multi-unit orders awarded by major
laboratories and hospital chains in the second half of 2006. We believe IRIS has
made great strides in penetrating  this market segment with its  high-throughput
iQ(R)200 SPRINT units and has a strong domestic pipeline of these types of sales
going into 2007. We anticipate that our  Consumables  and Service  revenues will
accelerate in 2007 as a result of the increased  installed  base,  the launch of
our new urine  chemistry  products and a reduction in the  percentage of systems
under warranty, which do not generate service revenue," Mr. Garcia said.

IVD  instrument  revenue  for the  fourth  quarter  of 2006  increased  20% when
compared  with the  fourth  quarter  of 2005,  and 23%  when  compared  with the
immediately  preceding third quarter of 2006.  There were 120 iQ(R)200  analyzer
units shipped  during the fourth quarter of 2006 compared with 112 units for the
fourth quarter of 2005,  bringing the number of iQ(R)200 units sold to more than
1,200 since being launched in August 2003.

IVD Consumables and Service revenue for the fourth quarter of 2006 grew 13% when
compared with the fourth  quarter of 2005. For the year ended Dec. 31, 2006, IVD
Consumables and Service revenue increased 18% when compared with the 2005 fiscal
year despite the high  percentage of  instruments  under  warranty  which do not
generate service revenues. Sample Processing (formerly StatSpin) revenue for the
fourth  quarter grew 9% over the fourth  quarter of 2005,  and for the full year
2006 increased 17% compared with the full year 2005.


                                     (MORE)


                                       2



Gross  profit  margin was 49% for the fourth  quarter of 2006 versus 50% for the
same quarter of 2005.  Gross profit  margin for the year ended Dec. 31, 2006 was
49% compared with 50% for the full year 2005. Gross profit margins for 2006 were
affected by reserves for sales  returns,  increases  in warranty  and  inventory
reserves,   and  inventory   write-downs  totaling  $0.7  million,  as  well  as
approximately  $1.0 million in excess  capacity  related to the urine  chemistry
strip  manufacturing  operation  based in Marburg,  Germany.  The consumable and
service  gross  margin for 2006 would  have been 3% higher had the  Company  not
incurred the $1.0 million gross profit reduction  resulting from  under-absorbed
overhead in the strip manufacturing  facility acquired in June 2005 from Quidel,
Inc. The incremental stock based compensation in cost of goods sold attributable
to the adoption of FAS 123R was $0.2 million in 2006.

Operating  expenses were $7.7 million for the fourth  quarter of 2006,  compared
with $6.5  million  for the prior year  period,  and  included  $0.7  million of
incremental  research and  development  expenses for the Company's new molecular
diagnostics   product  lines,   and  $0.5  million  of  increased   general  and
administrative  expenses.  Operating  expenses for the full year 2006 were $33.5
million including special and certain large charges and stock-based compensation
expense  related to FAS 123R  which  amounted  to $7.6  million,  compared  with
operating expenses of $22.2 million for the full year 2005.

Adjusted  Research &  Development  expense for the year ended Dec.  31, 2006 was
$7.9 million,  or 11% of revenue.  Research and Development expense for the same
period was $13.1 million before excluding the effect of the special write-off of
$5.2 million for in-process R&D related to the Leucadia acquisition.

"We are  pleased  that  our R&D  spending  is  below  budget  without  adversely
affecting our product development  timelines.  Our urine chemistry program is on
schedule and our R&D initiatives are yielding  significant results  particularly
with regard to our NADIA platform development. Our 510(k) application to the FDA
for our NADIA-based ultra-sensitive  Prostate-Specific Antigen (PSA) test is the
first of a number of significant  diagnostic tests to emerge from the April 2006
acquisition of Leucadia  Technologies.  Our Iris  Diagnostics  Division has also
made   excellent   progress   toward  the   development   of  our   proprietary,
fully-automated   chemistry   analyzer  and  is  expected  to  submit  a  510(k)
application to the FDA in the second quarter of 2007. Both products are expected
to be launched late this year," said Mr. Garcia.

COMPANY OUTLOOK

The Company is issuing guidance for 2007,  anticipating  revenue for the year to
be in range of $81.0 - $83.0 million and fully diluted  earnings per share of at
least  $0.40,  INCLUDING  the effect of  incremental  stock  based  compensation
expense  related to FAS 123R,  which is expected to be  approximately  $0.05 per
share.  Research and Development  expense is expected to be approximately 13% of
revenues.

CONFERENCE CALL

The Company will host a conference  call today at 4:30 p.m.  Eastern time,  1:30
p.m. Pacific time. To participate,  dial 1-800-289-0533 approximately 10 minutes
before the  conference  call is  scheduled  to begin.  Hold for the operator and
reference the IRIS International  conference call.  International callers should
dial  913-981-5525.  The conference call may also be accessed by means of a live
audio  Web  cast  on  the   Company's  Web  site  at   www.proiris.com,   or  at
www.vcall.com,  the Web cast service  provider.  The conference  audio cast will
also be available  for replay on both Web sites for 30 days from the date of the
broadcast.


                                     (MORE)


                                       3



USE OF NON-GAAP MEASURES OF FINANCIAL PERFORMANCE

To supplement IRIS International's  financial statements presented in accordance
with accounting  principles  generally  accepted in the United States of America
(GAAP), the Company provides certain non-GAAP measures of financial performance.
The non-GAAP  measures used in this release are  historical  adjusted net income
and adjusted net income per diluted share, and historical  adjusted research and
development expense as a percentage of projected  revenues.  Adjusted net income
reflects  net income  (loss)  excluding  the effect of  incremental  stock based
compensation  expense related to the adoption of FAS 123R, special large charges
relating to the  write-off of research and  development  assets  acquired in the
purchase of Leucadia Technologies,  and certain large items including a bad debt
expense due to a default by the purchaser of certain of the Company's  equipment
lease agreements and severance,  recruiting and relocation  expenses relating to
the change in company  executives.  Adjusted  net  income per  diluted  share is
adjusted net income divided by the diluted shares outstanding. Adjusted research
and  development  expense as a  percentage  of revenues  reflects  research  and
development  expense  excluding  special  charges  relating to the  write-off of
research  and   development   assets   acquired  in  the  purchase  of  Leucadia
Technologies  and incremental  stock based  compensation  expense related to the
adoption of FAS 123R attributable to R&D personnel.  The Company  calculates and
discloses  these non-GAAP  measures  because it believes that these measures may
provide  additional  information  that  may be  relevant  in  understanding  the
financial  results  without  regard to the effect of  equity-based  compensation
expense  related to the adoption of FAS 123R,  which expense was not included in
the  comparable  2005  periods,  and items that are  special  or not  considered
recurring.

The Company has included in this press release  reconciliation of these non-GAAP
financial  measures  to the  most  directly  comparable  measures  of  financial
performance   computed  in   accordance   with  GAAP,   including  the  attached
supplementary information tables that reconcile adjusted net income and adjusted
net  income  per  diluted  share for the fourth  quarter  and fiscal  year ended
December 31,2006.

Investors should recognize that these non-GAAP measures may not be comparable to
similarly titled measures of other companies and that the measures presented are
not a substitute or alternative for measures of financial performance determined
in accordance with GAAP.

SAFE HARBOR PROVISION

This news release contains forward-looking  statements made in reliance upon the
safe harbor provisions of the Private Securities  Litigation Reform Act of 1995.
Forward-looking  statements include, but are not limited to, the Company's views
on future  financial  performance,  market  growth,  capital  requirements,  new
product introductions and acquisitions,  and are generally identified by phrases
such as "thinks," "anticipates,"  "believes," "estimates," "expects," "intends,"
"plans," and similar  words.  Forward-looking  statements  are not guarantees of
future performance and are inherently subject to uncertainties and other factors
which could cause actual results to differ  materially from the  forward-looking
statement. These statements are based upon, among other things, assumptions made
by, and information currently available to, management,  including  management's
own  knowledge  and  assessment  of the  Company's  industry,  R&D  initiatives,
competition and capital requirements. Other factors and uncertainties that could
affect the Company's forward-looking statements include, among other things, the
following: identification of feasible new product initiatives, management of R&D
efforts and the  resulting  successful  development  of new products and product
platforms;  acceptance by customers of the Company's  products;  integration  of
acquired businesses;  substantial  expansion of international sales; reliance on
key suppliers;  the potential need for changes in long-term strategy in response
to future  developments;  future  advances  in  diagnostic  testing  methods and
procedures; potential changes in government regulations and healthcare policies,
both of which could  adversely  affect the economics of the  diagnostic  testing
procedures  automated by the Company's products;  rapid technological  change in
the microelectronics and software industries; and competitive factors, including
pricing pressures and the introduction by others of new products with similar or
better  functionality  than our  products.  These and other risks are more fully
described in the Company's filings with the Securities and Exchange  Commission,
including  the  Company's  most  recently  filed Annual  Report on Form 10-K and
Quarterly Report on Form 10-Q, which should be read in conjunction  herewith for
a further  discussion  of important  factors that could cause actual  results to
differ  materially  from those in the  forward-looking  statements.  The Company
undertakes  no  obligation  to  publicly  update or revise  any  forward-looking
statements, whether as a result of new information, future events or otherwise.

                                 (TABLES FOLLOW)


                                       4



                            IRIS INTERNATIONAL, INC.
                           CONSOLIDATED BALANCE SHEETS
                         (In thousands, 2006 unaudited)



ASSETS                                                        At December 31,
                                                          ---------------------
                                                            2006         2005
                                                          --------     --------
Current assets:
Cash and cash equivalents ............................    $ 23,110     $  3,169

Marketable securities available for sale .............         132       15,976
Accounts receivable, net of allowance for doubtful
   accounts and sales returns of $601 and $288 .......      13,218       11,874
Inventories, net .....................................       6,918        7,590
Prepaid expenses and other current assets ............         651        1,132
Investment in sales-type leases ......................       2,170        1,455
Deferred tax asset ...................................       2,831        2,792
                                                          --------     --------
   Total current assets ..............................      49,030       43,988

Property and equipment, at cost, net .................       6,627        4,076
Goodwill .............................................       2,450          189
Core Technology, net .................................       1,723         --
Software development costs, net of accumulated
   amortization of $1,729 and $1,169 .................       1,387        1,570
Deferred tax asset ...................................       5,623        7,237
Inventories - long term portion ......................         440          632
Investment in sales-type leases ......................       6,699        5,841
Other assets .........................................         401          396
                                                          --------     --------

Total assets .........................................    $ 74,380     $ 63,929
                                                          ========     ========

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
Accounts payable .....................................    $  3,809     $  4,464
Accrued expenses .....................................       6,391        4,188
Deferred service contract revenue ....................       1,385        1,457
                                                          --------     --------
     Total current liabilities .......................      11,585       10,109

Deferred service contract revenue, long term .........          23           51
                                                          --------     --------
     Total liabilities ...............................      11,608       10,160

Commitments and contingencies

Shareholders' equity:
Common stock, $.01 par value
  Authorized: 50 million shares; issued and
    outstanding: 18,046 shares and 17,222 shares .....         180          172
Additional paid-in capital ...........................      79,433       70,856
Unearned compensation ................................        --           (546)
Translation adjustment ...............................          48         --
Accumulated deficit ..................................     (16,889)     (16,713)
                                                          --------     --------
     Total shareholders' equity ......................      62,772       53,769
                                                          --------     --------

Total liabilities and shareholders' equity ...........    $ 74,380     $ 63,929
                                                          ========     ========


                                     (MORE)


                                       5




                            IRIS INTERNATIONAL, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                     (In thousands, except per share amounts
                                 2006 unaudited)


                                                              For the Year ended December 31,
                                                             --------------------------------
                                                               2006        2005        2004
                                                             --------    --------    --------
                                                                            
Sales of IVD instruments .................................   $ 29,059    $ 27,542    $ 14,845
Sales of IVD consumables and service .....................     30,443      25,708      20,126
Sales of sample processing instruments and supplies ......     11,134       9,530       8,343
Royalty and license revenues .............................       --          --           336
                                                             --------    --------    --------
     Total revenues ......................................     70,636      62,780      43,650
                                                             --------    --------    --------

Cost of goods - IVD instruments ..........................     15,862      15,456      10,092
Cost of goods - IVD consumable and supplies ..............     14,373      11,185       7,982
Cost of goods - sample processing instruments and supplies      5,815       4,994       4,185
                                                             --------    --------    --------
     Total cost of goods sold ............................     36,050      31,635      22,259
                                                             --------    --------    --------

Gross profit .............................................     34,586      31,145      21,391
                                                             --------    --------    --------

Marketing and selling ....................................     10,584      10,026       7,165
General and administrative ...............................      9,868       7,141       5,841
Research and development, net ............................     13,086       5,037       3,920
                                                             --------    --------    --------
      Total operating expenses ...........................     33,538      22,204      16,926
                                                             --------    --------    --------

Operating income .........................................      1,048       8,941       4,465

Other income (expense):
   Interest income .......................................      1,068         607         111
   Interest expense ......................................        (18)        (15)       (243)
   Other income (expense) ................................         39          13        (534)
                                                             --------    --------    --------

Income before provision for income taxes .................      2,137       9,546       3,799

Provision for income taxes ...............................      2,313       3,415       1,519
                                                             --------    --------    --------

Net income (loss) ........................................   $   (176)   $  6,131    $  2,280
                                                             ========    ========    ========

Basic net income per share ...............................   $  (0.01)   $   0.37    $   0.16
                                                             ========    ========    ========

Diluted net income per share .............................   $  (0.01)   $   0.35    $   0.14
                                                             ========    ========    ========

Weighted average number of
   common shares outstanding - basic .....................     17,855      16,758      14,459
                                                             ========    ========    ========

Weighted average number of
  common shares outstanding - diluted ....................     17,855      17,654      15,818
                                                             ========    ========    ========



                                     (MORE)


                                       6




                            IRIS INTERNATIONAL, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                            SUPPLEMENTAL INFORMATION
                     (unaudited - in thousands, except EPS)


                    For the three months ended         For the twelve months ended
                             31-Dec-06                         31-Dec-06
                  -------------------------------   --------------------------------
                              Adjust-                            Adjust-
                     GAAP      ments     Non-GAAP     GAAP        ments     Non-GAAP
                  --------   --------    --------   --------    --------    --------
                                                          
Net revenues ..   $ 19,915   $   --      $ 19,915   $ 70,636    $   --      $ 70,636

Cost of goods
sold ..........     10,169        (56)     10,113     36,050        (218)     35,832
                  --------   --------    --------   --------    --------    --------

Gross margin ..      9,746         56       9,802     34,586         218      34,804

Total operating
expenses ......      7,703       (778)      6,925     33,538      (7,623)     25,915
                  --------   --------    --------   --------    --------    --------

Operating
income (loss) .      2,043        834       2,877      1,048       7,841       8,889

Other income
(expense), net         299       --           299      1,089        --         1,089
                  --------   --------    --------   --------    --------    --------

Income (loss)
before income
taxes .........      2,342        834       3,176      2,137       7,841       9,978

Income taxes
provision
(benefit) .....        473        310         783      2,313         984       3,297
                  --------   --------    --------   --------    --------    --------
Net income
(loss) ........   $  1,869   $    524    $  2,393   $   (176)   $  6,857    $  6,681
                  ========   ========    ========   ========    ========    ========

Basic net
income (loss)
per share .....   $   0.10   $   0.03    $   0.13   $  (0.01)   $   0.38    $   0.37



                                     (MORE)


                                       7



                            IRIS INTERNATIONAL, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                     SUPPLEMENTAL INFORMATION - ADJUSTMENTS
                           (unaudited - in thousands)


For the Three Months Ended December 31, 2006:

                              Cost of   Operating    Income      Net     Basic    Diluted
            Adjustments        Sales    Expenses     Taxes     Income     EPS       EPS
        -------------------   -------    -------    -------   -------   -------   -------
                                                             
(1)     In-Process Research   $  --      $  --      $  --     $  --     $  --     $  --
        and Development
        Expense
(2)     Bad Debt Expense ..      --         --         --        --        --        --
(3)     CFO Transition
        Expense ...........      --         (275)       102       173      0.01      0.01
(4)     Incremental Stock
        Based Compensation
        Expense ...........       (56)      (504)       207       353      0.02      0.02
                              -------    -------    -------   -------   -------   -------
                              $   (56)   $  (779)   $   309   $   526   $  0.03   $  0.03
                              =======    =======    =======   =======   =======   =======




For the Twelve  Months Ended December 31, 2006:

                              Cost of   Operating    Income      Net     Basic    Diluted
            Adjustments        Sales    Expenses     Taxes     Income     EPS       EPS
        -------------------   -------    -------    -------   -------   -------   -------
                                                             
(1)     In-Process Research   $  --       (5,180)   $  --     $ 5,180   $  0.29   $  0.29
        and Development
        Expense
(2)     Bad Debt Expense ..      --         (350)       129       221      0.01      0.01
(3)     CFO Transition
        Expense ...........      --         (743)       275       468      0.03      0.03
(4)     Incremental Stock
        Based Compensation
        Expense ...........      (218)    (1,350)       580       988      0.06      0.06
                              -------    -------    -------   -------   -------   -------

                              $  (218)    (7,623)   $   984   $ 6,857   $  0.38   $  0.38
                              =======    =======    =======   =======   =======   =======


(1)     Represents the write-off of In-Process  Research and Development  assets
        acquired in the purchase of Leucadia Technologies.

(2)     Represents bad debt expense  attributable  to the default by an assignee
        of Company lease agreements.

(3)     Represents severance, recruiting and relocation expenses relating to the
        change in the Company's CFO.

(4)     Represents  incremental stock based compensation expense attributable to
        the adoption of FAS 123R.


                                       ###


                                       8