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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-K

COMMISSION FILE NUMBER: 000-28052

EN POINTE TECHNOLOGIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

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

Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001 per share
(Title Of Class)

        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. ý Yes o 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. o Yes ý No

Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). o Yes ý No

        The aggregate market value of the voting stock held by non-affiliates of the Registrant, based upon the closing sales price of the Common Stock as of March 28, 2003, was approximately $2,028,898.

        The number of outstanding shares of the Registrant's Common Stock as of December 19, 2003 was 6,721,827.

DOCUMENTS INCORPORATED BY REFERENCE

        PORTIONS OF REGISTRANT'S PROXY STATEMENT FOR THE 2004 ANNUAL MEETING OF STOCKHOLDERS (TO BE FILED WITH THE COMMISSION ON OR BEFORE JANUARY 28, 2004): PART III, ITEMS 10-14.

EN POINTE TECHNOLOGIES, INC.
FORM 10-K
YEAR ENDED SEPTEMBER 30, 2003

Table of Contents

PART I

        THIS ANNUAL REPORT ON FORM 10-K CONTAINS FORWARD-LOOKING STATEMENTS RELATING TO FUTURE EVENTS OR THE FUTURE FINANCIAL PERFORMANCE OF THE COMPANY INCLUDING, BUT NOT LIMITED TO, STATEMENTS CONTAINED IN: "ITEM 1. BUSINESS—FACTORS WHICH MAY AFFECT FUTURE OPERATING RESULTS" AND "ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS." READERS ARE CAUTIONED THAT SUCH STATEMENTS, WHICH MAY BE IDENTIFIED BY WORDS INCLUDING "ANTICIPATES," "BELIEVES," "INTENDS," "ESTIMATES," "EXPECTS," AND SIMILAR EXPRESSIONS, ARE ONLY PREDICTIONS OR ESTIMATIONS AND ARE SUBJECT TO KNOWN AND UNKNOWN RISKS AND UNCERTAINTIES. IN EVALUATING SUCH STATEMENTS, READERS SHOULD CONSIDER THE VARIOUS FACTORS IDENTIFIED IN THIS ANNUAL REPORT ON FORM 10-K, INCLUDING MATTERS SET FORTH IN "FACTORS WHICH MAY AFFECT FUTURE OPERATING RESULTS," WHICH COULD CAUSE ACTUAL EVENTS, PERFORMANCE OR RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED BY SUCH STATEMENTS.

        References made in this Annual Report on Form 10-K to "En Pointe Technologies" or "En Pointe" or the "Company" refer to En Pointe Technologies, Inc. and its wholly-owned subsidiaries, En Pointe Technologies Sales, Inc., En Pointe Technologies Canada, Inc., En Pointe Gov, Inc. (formerly En Pointe Technologies Ventures, Inc.,) and The Xyphen Corporation (dba ContentWare). The following registered trademarks of the Company are mentioned or referred to in this Annual Report: En Pointe Technologies(r) and the Building Blocks design.

ITEM 1. BUSINESS

GENERAL

        En Pointe Technologies, Inc. was originally incorporated in Texas on January 25, 1993 and reincorporated in Delaware on February 6, 1996. We are a national provider of information technology products (hardware and software) and value-added services with a customer base consisting primarily of large and medium sized companies and government entities. We use proprietary and non-proprietary software and systems to drop-ship information technology products to our customers through an electronically linked network of suppliers that include distributors and certain manufacturers in the United States. This software allows us to serve as an electronic clearinghouse of computers and computer related products without many of the risks and costs associated with maintaining significant inventory. In addition to seeking efficiencies and growth in our traditional large-enterprise focused core business, we continue to devote resources to the development of our professional services infrastructure. En Pointe is represented in approximately 17 sales and service markets throughout the United States, and maintains a value-added ISO 9001:2000 certified integration operation in Ontario, California.

        We provide our customers with cost effective electronic commerce tools that help them to maximize their purchasing power when searching for and acquiring computer equipment and related technology products. One of our available tools, AccessPointe^tm, is a uniquely powerful and flexible Internet procurement system that is electronically linked to the extensive warehousing, purchasing and distribution functions of our suppliers of information technology products. AccessPointe^tm provides ease-of-use, real-time accuracy, and the power to control the purchasing process, from paperless requisition creation to line-item detail delivery tracking. The direct links to our suppliers, enhance our capacity to provide our customers with automated direct access to an extensive range of products at competitive prices.

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BUSINESS MODEL

        Our virtual inventory business model has been developed and enhanced over time, but since its inception in 1993, our core concepts have remained the same. The model's essential elements are (i) a low cost overhead structure resulting from the automation of many management and operating functions; (ii) effective electronic information systems; and (iii) reduced working capital requirements due to the leveraging of our virtual inventory model and our allied distributor relationships. Our highly sophisticated and customized SAP, enterprise resource planning system allows us to monitor sales, product returns, inventories, profitability and accounts receivable at the sales representative and customer level. Additionally, we have tightly integrated product purchasing and customer invoicing into our information systems to expedite procurement and billing. AccessPointe^tm, an eBusiness platform, provides us and our customers with up-to-date product information and streamlines the procurement process. The completely integrated eBusiness information-technology architecture helps us maintain effective online communication links with our sales representatives, selected suppliers, and many of our customers. AccessPointe^tm is available free of charge to our customers. Additionally, AccessPointe^tm can be licensed for a fee as a hosted or non-hosted solution to complement existing procurement processes.

        We continue to focus on cost control in our business model and strive to maintain a low-cost overhead structure through the automation of many of our management and operating functions. The day-to-day customer support function is shared between a centralized staff at headquarters, back-office contract workers in Pakistan, and local account management to improve field response yet maintain direct access to all back office functions and senior management. Increased local coverage has fueled efforts to identify new opportunities. We believe that time in front of customers is the top priority for all account managers, account executives, and senior management to build long lasting relationships and identify business solutions for existing and new customers.

        In the third quarter of fiscal 2003, we introduced another low-cost overhead element to our business model strategy by relocating many of our "back-office" functions to service providers in Islamabad, Pakistan. These back-office functions include, among others, customer support, purchasing, credit and collections, accounts payable, accounting, help desk support, IT support and other administrative and support functions. We contracted with two firms, Taseer Hadi Khalid & Co., a Pakistani member firm of KPMG, and Ovex Technologies (Private) Limited, to provide this support. Taseer Hadi Khalid & Co. provides accounting and payroll support while Ovex Technologies provides support for all other functions. These two firms combined employed approximately 100 people, as of September 30, 2003, dedicated to supporting En Pointe Technologies. This transformation has allowed us to increase the level of support we provide our customers while also minimizing our costs.

        Our product sales are conducted from physical and virtual locations, located in approximately 17 markets in 14 states. Our service business is offered nationally and is managed and resourced by our in-house technical staff using on occasion limited engagements of contracted third party service providers. We believe in seeking new, secondary markets where there is a business case to support a group of individuals or a specific account opportunity.

        In May, 2002, we were certified, and continued to be certified as of September 30, 2003, as a minority-controlled company by the National Minority Supplier Development Council. The certification is considered valuable because many large buying organizations—private enterprise accounts and state and local government agencies—have supplier diversity initiatives that may require certain purchases to be made from certified minority controlled companies.

        An integral component of our business model is our ability to access an extensive inventory of information technology products stocked by our suppliers through our integrated supply chain information systems that are key features of AccessPointe^tm. Additionally, the intelligent purchasing feature of our software allows our purchasing department to place multiple line item orders

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automatically from multiple sources at the lowest possible price, maximizing the fill rate and increasing the potential profitability on each order.

        The data provided by our customized information system allows our sales representatives to design each customer's orders according to their particular needs. Product can be delivered directly from suppliers to the customer or processed through our configuration facility located in Ontario, California. We simplify the ordering, staging, and delivery process through supply chain management for any size order. Our configuration facility is located close to our major suppliers' warehouse locations for convenient same day pick-up of orders. This provides the configuration facility with the flexibility to meet stringent service level agreements and still function economically by limiting inventory to customer ordered product. Once our configuration facility tests and loads systems with predefined customer images, systems are then shipped ready-to-install, saving customers money in downstream deployment costs. Just-in-time configuration is well supported by our information system that identifies which of our suppliers can supply the desired product at the best price when needed from different products offered from multiple suppliers.

        In addition to providing a broad array of configuration services, including hardware configuration, software installation and custom imaging services, testing, aggregation, asset tagging and more, we also provide extensive logistics support. Our logistics offerings include all of our standard configuration offerings along with recovery of a customer's current assets, testing of those assets, inventory management, redeployment and disposal. These services are made available to customers without regard to the source of their new purchases, we offer the ability to manage and deploy a customer's new equipment even if not purchased directly from us.

        A distinct advantage of our business model is the economy achieved by the conservation of working capital through leveraging a virtual inventory model that engages the extensive warehousing, purchasing, distribution functions, marketing, and information-technology functions of our suppliers. Since inception, we have been an innovator in using the drop shipping capabilities of our suppliers whenever product configuration is not required. Drop shipping avoids the costs and risks associated with maintaining inventory, enabling us to quickly adapt our product offerings to changing market demands. As product proliferation has occurred, our limited inventory position has given us a competitive advantage with respect to price and availability on a broad range of products. We believe our business model allows us to have the capacity to increase sales with minimal capital investment. We can also utilize the infrastructure of our suppliers for marketing efforts with our existing customers through e-mail advertising and marketing campaigns targeted at total technology solutions.

        We also offer managed services that usually involve multi-year desktop and server support contracts for specified periods of time. We provide such services to several large national accounts by dedicated on-site resources trained and certified to provide network operations support, installations, moves, adds, changes, desktop and server support, and break fix services. We use a multi million-dollar customer relationship management system to manage our help desk operations and track our service level performance for parts tracking, onsite arrival and call resolutions.

        In 2003, we started a sales department dedicated solely to software licensing. Highly skilled personnel were hired with the charter of providing comprehensive solutions to customers related to software procurement. This specialized group provides value to customers by providing presales consulting, monitoring license compliance and managing software publishers' relationships. We believe that there is considerable opportunity in this arena.

eBusiness

        Our eBusiness offering is supported by our Internet procurement system, AccessPointe^tm, service management tools and back-office systems, each of which are integral parts of our business. The continuing development and function of our information systems is therefore crucial to our success.

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        AccessPointe^tm allows us to integrate with other companies' procurement systems and provide real time links to content, price and availability of products. AccessPointe^tm electronically links our back-office systems to our suppliers and customers. The application provides direct on-line access to hundreds of millions of dollars of information-technology inventory, representing over 75,000 items from hundreds of manufacturers, and can be used to set up private exchanges across a range of information-technology categories. AccessPointe^tm is available to customers as a tool to access information and procure information-technology products and services from us.

        Service management tools are built on a Clarify platform. This customer relationship management application allows us to manage complex projects efficiently. Not only can we control and manage our services engagements, but Clarify also makes service information available to our customers via the web.

        The back office is built around the highly scalable SAP enterprise resource planning system that has been customized to accommodate our needs. The system provides the kind of detailed and complex information necessary to manage a national sales organization.

MANAGED AND PROFESSIONAL SERVICES

        We provide a full range of information technology life-cycle services, including the following:

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Needs assessment to solution design



•

Image development



•

Configuration



•

Deployment



•

System refresh and disposal services



•

Post deployment support



•

Help desk

        We employ best practices to provide high quality, low cost service solutions that address client information technology infrastructure needs, from the desktop to the wide area network. A team dedicated to sales of services complements the larger general sales staff to uncover opportunities within existing accounts and to seek new business For the three fiscal years ended in 2003, net sales from services provided 12.9% in fiscal 2003, 10.5% in fiscal 2002 and 8.5% in fiscal 2001, respectively, of our total net sales.

        We have historically focused more on our managed services business than our professional services opportunities because managed services usually involve multi-year desktop and server support contracts for specified periods of time. These engagements typically result in relatively consistent revenue streams that enable us to make strategic long-term investments to expand our service offerings and organizational infrastructure. Professional services, on the other hand, tend to require higher levels of investment without the relative predictability of managed services agreements.

        We provide managed services to large national accounts by dedicated on-site resources trained and certified to provide installations, moves, adds, changes, desktop and server support, and break-fix services. Six large customers accounted for approximately 58.5% of our total service revenues for the 2003 fiscal year. We do our own technical recruiting for these positions, to better control the quality of our staff and to provide timely and cost competitive alternatives suitable for the varying skill and/or geographic requirements of our customers.

        Our enterprise help desk services are offered either on-site at the customer location or through our centralized call center. We maintain a technically trained staff that resolves problems during the

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initial phone call, thereby decreasing customer down time and increasing end user productivity. This also reduces the need to dispatch technicians for on-site visits, which reduces the overall costs of customer support.

        We view professional services as an area of potential growth. These services include: desktop and server design; messaging; storage; wireless, broadband and other network support; and security. While we have not invested significantly in this area relative to our managed services, customer demand for these services appears to be increasing and we will respond to opportunities when we can leverage our existing infrastructure or when it complements an existing customer support agreement.

        One area in which we continue to expand is in offerings to customers of "return on investment" consulting. We assist customers to maximize the return on their information technology investment dollars by moving to new hardware platforms, consolidating servers and storage, and efficiently managing human resources with our expertise in Active Directory, a Microsoft program that allows organizations to manage information about network resources and users. We also have helped customers implement technologies that allow them to fix end-users' computers remotely, without having to dispatch an onsite engineer, and compute for them the savings they realize by minimizing their down time.

        We use Clarify, an industry-leading customer relationship management system, to create and track our service calls and to manage service parts. This system measures and reports initial response times, on-site arrival times, and call closure or resolution times. From voluminous call ticket data, this system compiles and calculates the corresponding service levels so that we can be measured against industry standards, our company objectives, and customer commitments. This enables us to improve our processes to achieve greater levels of customer satisfaction.

PRODUCTS

        The majority of our sales have been information technology products. We currently make available to our customers an extensive selection of products at what we believe to be a competitive combination of price and availability. We currently offer over 75,000 information technology products from hundreds of manufacturers, including International Business Machines Corporation ("IBM"), Hewlett-Packard Company ("HP"), Dell Computer Corporation ("Dell"), Cisco Systems, Inc., Fujitsu Limited, Apple Computer, Inc., 3Com Corporation, Microsoft Corporation ("Microsoft"), Toshiba Corporation, Kingston Technology Corporation, Lexmark International, Inc., Sony Corporation, Symantec Corporation, Avaya, Inc., Altiris, Inc. and Nortel Networks Corporation. We are also one of a limited number of Microsoft Certified Large Account Resellers. Products that we offer include desktop and laptop computers, servers, monitors, memory, peripherals and accessories, operating systems, application software, consumables and supplies. Products manufactured by HP and IBM accounted for approximately 28% and 12%, respectively, of our product sales in fiscal 2003.

COMPETITION

        We operate in the highly competitive sales segment of the information technology industry, and competes with a large number and variety of resellers of information technology products and services. Our competition also includes hardware and software manufacturers and national computer retailers that market directly to end-users. Many of these companies compete principally on the basis of price and may have lower costs than us, allowing them to offer the same products and services for less. Many of our competitors are of equal size or smaller and sell to regional markets, or are larger, and sell on a national scope with substantially greater financial, technical, and marketing resources available.

        On the service side, we compete with several large service providers, some of whom provide products and service and others who only provide service. Those that provide service only include BancTec, Inc., Barrister Global Services Network, Inc. and Halifax Corporation. We also partner with

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service only providers in several areas including dispatch services and install, move, add and change support.

        Dell and Gateway, Inc. ("Gateway") initially launched the manufacturer "direct" model and were successful in gaining market share. Other manufacturers (e.g. IBM and HP) have adopted a direct model to actively market products directly to customers. This has had the effect of reducing the role of distributors and resellers, particularly in the enterprise accounts, which is a large percentage of our traditional target market. The "direct" business model also infringes on some of the traditional value- added reseller capabilities in the areas of multi-vendor solutions, integration and image loading, and web-enabled procurement processes, once again reducing the available market share.

        Our business model emphasizes comprehensive solution offerings with services wrapped around hardware and software products, attracting mainly enterprise organizations, government and to a lesser extent, mid-market customers. With the sales channel continuing to consolidate, absorbing those companies that combine face-to-face direct selling with web-based models; we believe that our dual business model will survive, as it embraces both comprehensive and web-based types of selling methods, allowing us to cater to various customer preferences. We believe that we differentiate ourselves from our competitors through our eBusiness systems, services flexibility, and the scalability of our operations to meet our customers' needs.

GETTING PRODUCT TO THE CUSTOMER

        The distribution of information technology products requires considerable investment in inventory, production control systems, and the development and maintenance of distribution channels. Resellers who assume these functions incur capital costs associated with the warehousing of products, including the costs of leasing warehouse space, maintaining inventory and tracking systems, and employing personnel to perform all the associated tasks. Furthermore, resellers who stock inventory risk obsolescence costs, which we believe may be significant due to the rapid product innovation that characterizes this market. These overhead and "touch" costs require expenses that we believe more than offset the lower price advantages offered for purchasing at volume discounts and holding for future sale.

        Our business model eliminates many overhead and "touch" costs and substantial risks by leveraging the operational strengths of our suppliers, who have developed extensive warehousing, purchasing and distribution functions. As a result, our continuing strategy is to limit our product inventory and the associated capital costs, allowing us to accept lower gross profit margins than many of our competitors.

        By relying on the processing strengths of our suppliers, we are able to concentrate on developing our information systems and focus on more customer-oriented activities: researching, specifying, and delivering solutions. After helping a customer select the most appropriate technology, our sales staff use our information systems to determine the best combination of price and availability for a wide variety of information technology products.

        Our ability to fill and deliver orders with a high level of speed and accuracy is a key benefit of our business model. Our sophisticated systems, which include all order processing functions, enable us to review, approve, and electronically transmit orders to the proper supplier(s) within minutes of receiving them from customers. Most orders for in-stock product are picked, staged, and drop-shipped directly to the customer from the suppliers within 24 hours of receipt of an order, and on the same business day for orders received by 1 p.m. Pacific Time. We usually electronically obtain order delivery information the day following shipment from our major suppliers. We then use that information to produce an invoice, which is often sent to the customer electronically. The standard delivery, based on product availability, is within two to three business days. Custom configuration usually adds a few more business days to the shipping time.

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GETTING PRODUCT FROM THE SUPPLIER

        Our staff has the ability to access the current inventory and availability records of our suppliers, so we can quickly determine which supplier can best fill an order at a given price. Furthermore, if any one supplier is unable to fill all of a customer's requirements, we are generally able to split the order among multiple sources. This increases the same-day fill rate, reduces back orders, and shrinks the time to complete an order. Our suppliers maintain warehouses throughout the country, and their individual stocking levels are updated and readily available through our systems. This allows our staff to determine where the product is available for shipment, better gauging the delivery time to the customer's door.

        We and our suppliers utilize various carriers, including industry giants United Parcel Service, Inc. and Federal Express Corporation, to deliver product. Again taking advantage of a vendor's particular expertise, we integrate the carriers' tracking system facility into our own systems to closely monitor shipments and provide delivery status for our customers. This provides an audit trail for the customer to update order status, by tying the customer purchase order to an En Pointe invoice and a subsequent proof of delivery

        We purchase most of our products from major distributors such as SYNNEX Corporation ("SYNNEX"), Tech Data Corporation ("Tech Data"), and Ingram Micro Inc. ("Ingram Micro"), and directly from large manufacturers such as IBM, HP (including the former Compaq), Dell and Microsoft. These are suppliers who have the requisite system strengths and integration capabilities that enable our automated systems to function efficiently. We have successfully implemented our business strategy due in large part to these system synergies and to our close relationships with our suppliers. Equally significant to the success of our supplier relationships has been the volume of business we generate, as this volume has allowed us to negotiate more favorable terms with our suppliers. See "Business—Factors Which May Affect Future Operating Results—Risks Associated with Dependence on Distributors and Manufacturers."

INTELLECTUAL PROPERTY

        Our ability to effectively compete in our market will depend significantly on our ability to protect our intellectual property. We do not have patents on any of our technology, which we believe to be material to our future success. We rely primarily on trade secrets, proprietary knowledge and confidentiality agreements to establish and protect our rights in intellectual property, and to maintain our competitive position. There can be no assurance that others may not independently develop similar or superior intellectual property, gain access to our trade secrets or knowledge, or that any confidentiality agreements between us and our employees will provide meaningful protection for us in the event of any unauthorized use or disclosure of our proprietary information.

        In September 2001, SupplyAccess, Inc. ("SupplyAccess"), a former affiliate of ours granted us a limited, exclusive license to use its AccessPointe^tm web site and content. Upon liquidation of SupplyAccess in February 2002, we were able to acquire full rights to AccessPointe^tm as well as the intellectual property rights to all of SupplyAccess's software, copyrights, trade secrets and other proprietary technology.

        We conduct our business under the trademark and service mark "En Pointe Technologies" as well as our logo, "AccessPointe^tm" and other marks. We have been issued registrations for our "En Pointe Technologies" and "Building Blocks" marks in the United States and have pending registrations in Canada, Mexico and the European Community. We do not believe that our operations are dependent upon any of our trademarks or service marks. We also sell products and provide services under various trademarks, service marks, and trade names that are the properties of owners other than us. These owners have reserved all rights with respect to their respective trademarks, service marks, and trade

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names. See "Business—Factors Which May Affect Future Operating Results—Risks Associated With Dependence on Technology".

SEGMENT INFORMATION

        For the years ended September 30, 2003, 2002 and 2001, we operated only in one segment.

EMPLOYEES

        As of September 30, 2003, we employed approximately 498 individuals. This included approximately 145 sales, marketing and related support personnel, 277 service and support personnel, 30 warehousing, manufacturing, and logistic personnel and 46 employees in administration and finance. We believe that our ability to recruit and retain highly skilled technical and other management personnel will be critical to our ability to execute our business model and growth strategy. None of our employees are represented by a labor union or are subject to a collective bargaining agreement. We believe that our relations with our employees are good.

        In addition to our U.S. employees, we have contracted with two companies in Islamabad, Pakistan to provide back-office support. As of September 30, 2003, these two firms employed about 100 people dedicated to supporting us. Approximately 30 people provided accounting and administrative support while the remaining 70 provided support to the customer support, purchasing, operations, help desk and information technology functions. These individuals under contract are employees of Taseer Hadi Khalid & Co., a Pakistani member firm of KPMG, and Ovex Technologies (Private) Limited.

FACTORS WHICH MAY AFFECT FUTURE OPERATING RESULTS

        This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1933 and Section 21E of the Securities Exchange Act of 1934. In light of the important factors that can materially affect results, including those set forth in this paragraph and below, the inclusion of forward-looking information herein should not be regarded as a representation by us or any other person that our objectives or plans will be achieved; we may encounter competitive, technological, financial, economic and business challenges making it more difficult than expected to continue to sell our products and services; we may be unable to retain existing key sales, technical and management personnel; there may be other material adverse changes in the information technology industry or the economy, or in our operations or business; and any or all of these factors may affect our ability to continue our current sales rate or may result in lower sales volume than currently experienced.

        Certain important factors affecting the forward-looking statements made herein include, but are not limited to (i) our past downward sales trend exacerbated by the past prolonged downturn in capital spending, (ii) our operating losses that strained capital and borrowing resources and put us under risk of breaking loan covenants related to minimal acceptable operating levels, (iii) limited availability of alternative credit facilities, (iv) low margin business and (v) a significant portion of our sales concentrated in certain large customers. Assumptions relating to budgeting, marketing, and other management decisions are subjective in many respects and thus susceptible to interpretations and periodic revisions based on actual experience and business developments, the impact of which may cause us to alter our marketing, capital expenditure or other budgets, which may in turn affect our business, financial position, results of operations and cash flows. The reader is therefore cautioned not to place undue reliance on forward-looking statements contained herein, which speak as of the date of this Annual Report on Form 10-K.

        The reader should carefully consider the following risks. In addition, keep in mind that the risks described below are not the only risks faced. The risks described below are only the risks that we

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currently believe are material to our business. However, additional risks not presently known, or risks that are currently believed to be immaterial, may also impair business operations.

RISKS RELATED TO REVERSAL OF CONTRACTION OF BUSINESS

        For our first six years since inception, we experienced rapid growth in our net sales, the number of our employees and branch offices, the amount of our administrative overhead and the type of services offered. Beginning in fiscal year 2000, and for the following two fiscal years, we saw net sales declines of approximately 27% in each of the three fiscal years. The effort to reverse the past contraction of net sales has and will continue to put strains on our management, operational and financial resources. To execute our recovery strategy, we expect to require the addition of new management personnel, including sales and technical services personnel, and the development of additional expertise by existing personnel. Our ability to manage our recovery effectively will require us to continue to implement and improve our operational, financial and sales systems at both the national and local level, to develop the skills of our managers and supervisors and to hire, train, motivate, retain and effectively manage our employees. There can be no assurance that we will be successful in such recovery, and the failure to do so could materially adversely affect our business, financial position, results of operations and cash flows.

ECONOMIC CONDITIONS HAVE AFFECTED AND COULD CONTINUE TO NEGATIVELY IMPACT REVENUES AND PROFITS

        Revenue growth depends on the overall demand for information technology spending. While the United States appears to be in the early stages of an economic expansion, there can be no assurance that the expansion will continue or that it will be sufficiently robust to compensate for the past severe contraction. Any resumption in the downturn in the United States may result in cutbacks by customers in the purchase of information technology products and services, postponed or canceled orders, longer sales cycles and lower average selling prices. To the extent that the past downturn resumes or increases in severity, we believe demand for our products and services, and therefore future revenues, could be further adversely impacted.

RISKS ASSOCIATED WITH DEPENDENCE ON AVAILABILITY OF CREDIT; RISKS ASSOCIATED WITH DEPENDENCE ON ASSET BASED FINANCING

        Our business requires significant capital to finance accounts receivable and, to a lesser extent, product inventories. In order to obtain necessary working capital, we rely primarily on lines of credit that are collateralized by substantially all of our assets. As a result, the amount of credit available to us may be adversely affected by numerous factors beyond our control, such as delays in collection or deterioration in the quality of our accounts receivable, economic trends in the information technology industry, interest rate fluctuations and the lending policies of our creditors. Any decrease or material limitation on the amount of capital available to us under our lines of credit and other financing arrangements, particularly our interest-free flooring, may limit our ability to fill existing sales orders or expand our sales levels and, therefore, may have a material adverse effect on our business, financial position, results of operations and cash flows. In addition, any significant increases in interest rates may increase the cost of financing for us and have a material adverse effect on our business, financial position, results of operations and cash flows. We are dependent on the availability of accounts receivable financing on reasonable terms and at levels that are high relative to our equity base in order to maintain and increase our sales. There can be no assurance that such financing will continue to be available to us in the future or available under terms acceptable to us. Our inability to have continuous access to such financing at reasonable costs could materially adversely impact our business, financial position, results of operations and cash flows. As of September 30, 2003, we had outstanding borrowings under our credit facilities of $11.3 million out of a total credit facility of $30.0 million.

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        On December 28, 2001, we entered into a $30 million line of credit agreement for three years with Foothill Capital Corporation ("Foothill"). As part of a separate one-year agreement entered into on the same date, as amended November 21, 2002, IBM Credit Corporation ("IBMCC") provided us with a 30-day interest free inventory flooring financing for up to $20.0 million, which was subsequently amended to $16.0 million. The IBMCC facility that was to have expired on December 28, 2003 has been extended to December 28, 2004. Borrowing availability on the Foothill credit facility is directly reduced by any outstanding flooring financings. Both lines of credit contain certain financing and operating covenants relating to, among other things, net worth, liquidity, profitability, repurchase of indebtedness and prohibition on payment of dividends, as well as restrictions on the use of proceeds obtained under the respective line.

        We foresaw that we would be unable to meet our covenants related to liquidity and profitability for the quarter ended March 31, 2003 and would be in default under the terms of such agreements. To avert such a default, we renegotiated our lines of credit with IBMCC and Foothill to ease their respective covenant requirements and signed amendments to each of our financing agreements in May 2003.

        At September 30, 2003 the Company was in compliance with the amended EBITDA covenants and the various other debt covenants contained in the loan agreements. On October 15, 2003, the Company advanced $300,000 to En Pointe Global Services, Inc. (see Note 14). As a result of this transaction, the Company is in violation of certain debt covenants. The Company has received a verbal commitment from Foothill to provide a waiver of the Company's noncompliance, however, negotiations have not been completed and there can be no assurance that such a waiver of noncompliance will be granted. Additionally, should the Company's current negative earnings trend continue, which is possible, the Company may not meet its future EBITDA or tangible net worth covenants. As a result, the Company would be in default under its amended loan agreements. In such event, management would request a waiver of such defaults. If such defaults were not waived by the lenders, the working capital and flooring lines of credit could be revoked prior to their expiration dates. Should the Company's working capital and flooring lines be revoked, management believes that it has sufficient working capital to enable it to continue to operate through at least the next twelve months. However, the Company would be required to significantly scale down its operations if it were unable to obtain alternative sources of financing.

        Foothill may terminate its loan agreement at any time upon the occurrence of and subsequent failure to cure, an "Event of Default," as such term (e.g. breach of financial covenants) is defined in such agreement. In the event of such termination, the outstanding borrowings under the Foothill loan agreement become immediately due and payable in their entirety and we may be subject to early termination fees. The termination of the Foothill loan agreement and our subsequent inability to secure a replacement credit facility on terms and conditions similar to those contained in such agreement could have a material adverse effect on our business, financial position, results of operations and cash flows. See "Management's Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources."

RISKS ASSOCIATED WITH LOW MARGIN BUSINESS

        Our overall gross profit percentages for the past three fiscal years ended September 30, 2003 were 12.4%, 10.7%, and 10.8%, respectively, with gross margin from product sales being 7.7% in fiscal 2003, 7.6% in fiscal 2002, and 8.5% in fiscal 2001, respectively. Our gross profit margins on product and software sales are low compared to many other resellers of information technology products and have continued to shrink. Given the significant levels of competition that characterize the reseller market, as well as the lower gross profit margins that we generate as a result of our reliance on purchasing information technology products from our suppliers, it is unlikely that we will be able to increase product gross profit margins appreciably in our core business of reselling information technology

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products. Moreover, in order to attract and retain many of our larger customers, we frequently must agree to pricing and maximum allowable mark-ups that serve to limit the profitability of product sales to such customers. Accordingly, to the extent that our sales to such customers increase, our gross profit margins may be reduced, and therefore any future increases in net income will have to be derived from net sales growth, effective expansion into higher margin business segments or a reduction in operating expenses as a percentage of net sales, none of which can be assured. Furthermore, low gross profit margins increase the sensitivity of our business to increases in costs of financing, because financing costs to carry a receivable can be relatively high compared to the low dollar amount of gross profit on the sale underlying the receivable itself. Low gross profit margins also increase the sensitivity of the business to any increase in product returns and bad debt write-offs, as the impact resulting from the inability to collect the full amount for products sold will be relatively high compared to the low amount of gross profit on the sale of such product. Any failure by us to maintain our gross profit margins and sales levels could have a material adverse effect on our business, financial position, results of operations and cash flows.

RISKS ASSOCIATED WITH DEPENDENCE ON RELATIONSHIP WITH LARGE CUSTOMERS

        For the year ended September 30, 2003, while no one customer accounted for more than 10% of our total net sales, two of our largest customers accounted for a combined 17.8% of total net sales. In the preceding fiscal years 2002 and 2001, two of our customers accounted for more than 10% of net sales each, which when combined were approximately 21% and 25% of our net sales respectively. For the year ended September 30, 2003, our service sales were also highly concentrated with six major customers that accounted for 58.5% of total service sales. Our contracts for the provision of products or services are generally non-exclusive agreements that are terminable by either party upon 30 days' notice. Either the loss of any large customer, or the failure of any large customer to pay its accounts receivable on a timely basis, or a material reduction in the amount of purchases made by any large customer could have a material adverse effect on our business, financial position, results of operations and cash flows.

RISKS ASSOCIATED WITH COMPETITION

        The segment of the information technology industry in which we operate is highly competitive. We compete with a large number and wide variety of resellers and providers of information technology products and services, including traditional personal computer retailers, computer superstores, consumer electronics and office supply superstores, mass merchandisers, corporate resellers, value-added resellers, specialty retailers, distributors, franchisers, mail-order and web-order companies, national computer retailers, service-only providers and manufacturers which have their own direct marketing operations to end-users. Many of these companies compete principally on the basis of price and may have lower costs than us, which allow them to offer the same products and services at lower prices. Many of our competitors are larger, have substantially greater financial, technical, marketing and other resources and offer a broader range of value-added services than we do. We compete with, among others, CompuCom Systems, Inc., Dell, Gateway, Inc., Pomeroy Computer Resources, Inc., CDW Computer Centers, Inc., IBM, HP/Compaq, Insight Enterprises, Inc., PC Mall, Inc., GTSI Corp., Zones, Inc., PC Connection, Inc., and certain distributors. We expect to face additional competition from new market entrants in the future.

        Competitive factors include price, service and support, the variety of products and value-added services offered, and marketing and sales capabilities. While we believe that we compete successfully with respect to most, if not all of these factors, there can be no assurance that we will continue to do so in the future. The information technology industry has come to be characterized by aggressive price-cutting and we expect pricing pressures will continue in the foreseeable future. In addition, the information technology products industry is characterized by abrupt changes in technology and

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associated inventory and product obsolescence, rapid changes in consumer preferences, short product life cycles and evolving industry standards. We will need to continue to provide competitive prices, superior product selection and quick delivery response time in addition to developing a core competency in performing value-added services in order to remain competitive. If we were to fail to compete favorably with respect to any of these factors, our business, financial position, results of operations and cash flows would be materially and adversely affected. See "Business—Competition."

RISKS ASSOCIATED WITH DEPENDENCE ON DISTRIBUTORS AND MANUFACTURERS

        A key element of our past success and future business strategy involves the maintaining of alliances with certain suppliers of information technology products and services, including, Synnex, Tech Data, Microsoft and Ingram Micro. These alliances enable us to make available to our customers a wide selection of products without subjecting us to many of the costs and risks associated with maintaining large amounts of inventory. Products and services purchased from four suppliers, Synnex, Tech Data, Microsoft and Ingram Micro accounted for 56% of our aggregate purchases in fiscal 2003. Certain suppliers provide us with substantial incentives in the form of allowances passed through from manufacturers, discounts, credits and cooperative advertising, which incentives directly affect our operating income. There can be no assurance that we will continue to receive such incentives in the future and any reduction in the amount of these incentives could have a material adverse effect on our business, financial position, results of operations and cash flows. Furthermore, we compete with certain suppliers for many of the same customers. Therefore, there can be no assurance that any such allied distributor will not use its position as a key supplier to pressure us from directly competing with them. Substantially all of our contracts with our suppliers are terminable by either party upon 30 days notice or less and several contain minimum purchase volume requirements as a condition to providing discounts to us. The termination or interruption of our relationships with any of the suppliers, modification of the terms or discontinuance of agreements with any of the suppliers, failure to meet minimum purchase volume requirements, or the failure to maintain a good working relationship with any significant new distributor of information technology products could materially adversely affect our business, financial position, results of operations and cash flows. See "Business—Getting Product to the Customer."

        Certain of the products we offer are subject to manufacturer allocations, which limit the number of units of such products available to the suppliers, which in turn may limit the number of units available to us for resale to our customers. Because of these limitations, there can be no assurance that we will be able to offer popular new products or product enhancements to our customers in sufficient quantity or in a timely manner to meet demand. In order to offer the products of most manufacturers, we are required to obtain authorizations from such manufacturers to act as a reseller of such products, which authorizations may be terminated at the discretion of the suppliers. As well, certain manufacturers provide us with substantial incentives in the form of allowances, training, financing, rebates, discounts, credits and cooperative advertising, which incentives directly affect our operating income. There can be no assurance that we will continue to receive such incentives and authorizations in the future and any reduction in these incentives could have a material adverse effect on our business, financial position, results of operations and cash flows. There can also be no assurance that we will be able to obtain or maintain authorizations to offer products, directly or indirectly, from new or existing manufacturers.

        Termination of our rights to act as a reseller of the products of one or more significant manufacturers or our failure to gain sufficient access to such new products or product enhancements could have a material adverse effect on our business, financial position, results of operations and cash flows.

        Evolution of the distribution process in the information technology industry has put pressure on gross profit margins, and has adversely affected a number of distributors of information technology products, including certain suppliers. There can be no assurance that the continuing evolution of the

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information technology industry will not further adversely affect our distributors. Because our overall business strategy depends on our relationships with the suppliers, our business, financial position, results of operations and cash flows would be materially adversely affected in the event that distributors in general and suppliers in particular continue to suffer adverse consequences due to ongoing changes in the information technology industry. There has been a consolidation trend in the information technology industry, including consolidation among distributors of information technology products. Because our business model is dependent upon the availability of a number of information technology product distributors, any further consolidation would result in fewer distributors available to supply products to us, which could have a material adverse impact on our business, financial position, results of operations and cash flows.

RISKS ASSOCIATED WITH DEPENDENCE ON TECHNOLOGY

        In the past, our ability to effectively compete in our market depended significantly on our ability to protect our proprietary technology. We relied primarily on trade secrecy and confidentiality agreements in order to establish and protect our rights in our proprietary technology. There was no assurance that the existing methods for protecting our proprietary technology would be successful in defending either the confidentiality of, or the unauthorized use of, this technology, nor could any assurance be given that we would have been able to achieve or maintain a meaningful technological advantage. However, the extent of our reliance on proprietary technology has been significantly reduced by the replacement of our legacy systems with a customized version of SAP (not proprietary), and a sophisticated open architecture web-commerce application based on Microsoft Site Server, Commerce Edition. While some of the web application coding is proprietary, the ability to reverse-engineer that code exists. We would be required to incur substantial costs in seeking enforcement of any such residual proprietary rights against infringers. Insofar as we rely on trade secrets and proprietary know-how to maintain our competitive position, there can be no assurance that others may not independently develop similar or superior technologies or gain access to our trade secrets or know-how. Our competitive position now relies much more on our implementation of open standards, customized applications which support the valuable e-commerce distribution experience that we have gained in the fulfillment of large entity customer requirements.

        While we upgraded our accounting software system in our 2000 fiscal year, management believes that further improvements and upgrades will be necessary. Failure to implement such improvements may adversely affect timely availability of financial information or the ability to deliver products and services to our customers on a timely basis. We believe that such improvements will utilize a considerable amount of our management resources. Failure to hire and retain qualified personnel would have a material adverse effect upon our ability to implement such improvements. There can be no assurance that we will be able to successfully implement such improvements and such failure could have a material adverse impact on our business, financial position, results of operations and cash flows.

        In the third quarter of fiscal 2003, we began a business transformation that relocated many of our "back-office" functions to service providers in Islamabad, Pakistan. These back-office functions include, among others, customer support, purchasing, credit and collections, accounts payable, accounting and other administrative and support functions. We established both voice and data communications between corporate headquarters in El Segundo, California and Pakistan. However, there can be no assurance that these lines of communication will not be interrupted. Since we have been unsuccessful in obtaining insurance that will cover losses from communications interruptions with Pakistan, any such interruption could have a material adverse impact on our business, financial position, results of operations and cash flows.

        See "Business—Intellectual Property."

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RISKS RELATED TO DEPENDENCE ON SENIOR MANAGEMENT AND OTHER KEY PERSONNEL

        We believe that our success has been and will continue to be dependent on the services and efforts of our existing senior management and other key personnel. The loss of the services of one or more of any of our existing senior management and other key personnel would have a material adverse effect on our business, financial position, results of operations and cash flows.

        Our success and plans for future growth also depend on our ability to attract and retain highly skilled personnel in all areas of our business, including application development, sales and technical services. Competition for qualified personnel in the information technology industry is intense, and although we believe that we have thus far been successful in attracting and retaining qualified personnel for our business, the inability to attract and retain qualified personnel in the future could have a material adverse effect upon our business, financial position, results of operations and cash flows.

RISKS ASSOCIATED WITH ACQUISITIONS OF AND INVESTMENTS IN COMPLEMENTARY BUSINESSES

        One element of our growth strategy may include expanding our business through strategic acquisitions and investments in complementary businesses. We have not had significant acquisition or investment experience, and there can be no assurance that we will be able to successfully identify suitable acquisition or investment candidates, complete acquisitions or investments, or integrate acquired businesses into our operations. Acquisitions and investments involve numerous risks, including but not limited to failure to achieve anticipated operating results, difficulties in the assimilation of the operations, services, products, vendor agreements, and personnel of the acquired company, the diversion of management's attention and other resources from other business concerns, entry into markets in which we have little or no prior experience, and the potential loss of key employees, customers, or contracts of the acquired company. Acquisition and investments could also conflict with restrictions in our agreements with existing or future lenders, distributors or manufacturers. We are unable to predict whether or when any prospective acquisition or investment candidate will become available or the likelihood that any acquisition or investment will be completed or successfully integrated. Our failure to successfully manage any potential acquisitions or investments in complementary businesses could have a material adverse effect on our business, financial position, results of operations and cash flows.

RISKS ASSOCIATED WITH BUSINESS INTERRUPTION AND DEPENDENCE ON CENTRALIZED FUNCTIONS

        We believe that our success to date has been, and future results of operations will be, dependent in large part upon our ability to provide prompt and efficient service to our customers. As a result, a substantial disruption of our day-to-day operations could have a material adverse effect upon our business, financial position, results of operations and cash flows. In addition, our success is largely dependent on the accuracy, quality and utilization of the information generated by our information systems, which are primarily based in Ontario and El Segundo, California. Repairs, replacement, relocation or a substantial interruption in these systems or in our telephone or data communications systems, servers or power could have a material adverse effect on our business, financial position, results of operations and cash flows. Although we have business interruption insurance, an uninsurable loss could have a material adverse effect on our business, financial position, results of operations and cash flows. Our current use of a single configuration facility in Ontario, California also makes us more vulnerable to dramatic changes in freight rates than a competitor with multiple, geographically dispersed sites. Losses in excess of insurance coverage, an uninsurable loss, or change in freight rates

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could have a material adverse effect on our business, financial position, results of operations and cash flows.

        In the third quarter of fiscal 2003, we began a business transformation that relocated many of our "back-office" functions to service providers in Islamabad, Pakistan. These back-office functions include, among others, customer support, purchasing, credit and collections, accounts payable, accounting and other administrative and support functions. Timely and accurate communications between En Pointe personnel in the United States and support personnel in Pakistan are critical to our day-to-day operations. Further, En Pointe has invested substantial resources in training, outfitting and bringing the third party employees in Pakistan "up to speed." Since we have been unsuccessful in obtaining insurance that will cover us for losses from business interruptions with our Pakistan back-office support, any event which interrupts the ability of the Pakistan operation to carry out its day-to-day functions could have a material adverse effect upon our business, financial position, results of operations and cash flows. These include, but are not limited to, interruptions in communications, local power interruptions and political risk, which could be substantial.

RISKS ASSOCIATED WITH POTENTIAL INFLUENCE BY EXECUTIVE OFFICERS AND PRINCIPAL STOCKHOLDERS

        The directors, executive officers and principal stockholders of En Pointe and their affiliates beneficially own, in the aggregate, approximately 36% of the outstanding common stock. As a result, these stockholders acting together will be able to exert considerable influence over the election of our directors and the outcome of most corporate actions requiring stockholder approval. Additionally, the directors and executive officers have significant influence over the policies and operations of our management and the conduct of our business. Such concentration of ownership may have the effect of delaying, deferring or preventing a change of control of En Pointe and consequently could affect the market price of our common stock.

RISKS ASSOCIATED WITH POTENTIAL VARIABILITY IN QUARTERLY OPERATING RESULTS

        Our quarterly net sales and operating results may vary significantly as a result of a variety of factors, including: the demand for information technology products and value-added services; adoption of internet commerce models; introduction of new hardware and software technologies; introduction of new value-added services by us and our competitors; changes in manufacturers' prices or price protection policies; changes in shipping rates; disruption of warehousing or shipping channels; changes in the level of operating expenses, including costs from turnover of sales personnel; the timing of major marketing or other service projects; product supply shortages; inventory adjustments; changes in product mix; entry into new geographic markets; the timing and integration of acquisitions or investments; difficulty in managing margins; the loss of significant customer contracts; the necessity to write-off a significant amount of accounts receivable or inventory; and general competitive and economic conditions. In addition, a substantial portion of our net sales in each quarter results from orders booked in such quarter. Accordingly, we believe that period-to-period comparisons of our operating results are not necessarily meaningful and should not be relied upon as an indication of future performance.

        As has occurred in the past it is possible that in future periods, our operating results may be below the expectations of public market analysts and investors. In such event, the market price of our common stock would likely be materially adversely affected. See "Management's Discussion and Analysis of Financial Condition and Results of Operations."

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POTENTIAL VOLATILITY OF STOCK PRICE

        Factors such as the announcement of acquisitions by us or our competitors, quarter-to-quarter variations in our operating results, changes in earnings estimates by analysts, governmental regulatory action, general trends and market conditions in the information technology industry, as well as other factors, may have a significant impact on the market price of our common stock. Moreover, trading volumes in our common stock has been low historically and could exacerbate price fluctuations in the common stock. Further, the stock market has recently and in other periods experienced extreme price and volume fluctuations, which have particularly affected the market prices of the equity securities of many companies and which have often been unrelated to the operating performance of such companies. These broad market fluctuations may materially and adversely affect the market price of our common stock. See "Market for Registrant's Common Equity and Related Stockholder Matters."

POTENTIAL EFFECT OF ANTI-TAKEOVER PROVISIONS

        Our Board of Directors has the authority to issue up to 5,000,000 shares of preferred stock and to determine the price, rights, preferences, qualifications, limitations and restrictions, including voting rights, of those shares without any further vote or action by the stockholders. The rights of the holders of common stock will be subject to, and may be adversely affected by, the rights of the holders of any preferred stock that may be issued in the future. The issuance of preferred stock, while providing desirable flexibility in connection with possible acquisitions and other corporate purposes, could have the effect of delaying or preventing a third party from acquiring a majority of our outstanding voting stock. Further, Section 203 of the General Corporation Law of Delaware prohibits us from engaging in certain business combinations with interested stockholders. These provisions may have the effect of delaying or preventing a change in control of En Pointe without action by the stockholders, and therefore could adversely affect the market price of our common stock.

ITEM 2. PROPERTIES

        We lease approximately 24,000 square feet of office space for our headquarters in El Segundo, California, under a lease expiring June 30, 2006. We also lease an approximately 126,000 square foot facility in Ontario, California, which is primarily used for configuration and maintenance services. This facility has been operational since July 1, 1998. At the time the Ontario configuration facility was planned, we believed that there would be an emerging "channel assembly" market for resellers, such as us, of computer products. However, instead, certain manufacturers began requiring distributors to "co-locate" their final assembly operations at the manufacturer's facility instead of outsourcing final assembly at separate sites. In reaction to the change in this emerging market, in January 1999, our Board of Directors authorized us to sell and leaseback the Ontario facility, while continuing the product configuration operation at that location. The sale-leaseback transaction was concluded in June 1999 and the resulting lease expires in 2014. As a result of these shifts in the industry the Ontario facility has more capacity and space than usable for current configuration services. In consequence we incurred a special charge of $6.2 million associated therewith. The charge was determined using the "held for use" model contained in SFAS No.121. In April 2002, we subleased approximately 45% of the facility space to an unrelated company.

        Currently we operate from branch offices in New York City, New York; Chicago, Illinois; Denver, Colorado; Draper, Utah; Dallas, Texas; Atlanta, Georgia; Portland, Oregon; and Issaquah, Washington.

        Management believes our headquarters, sales offices and configuration facility are adequate to support our current level of operations.

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ITEM 3. LEGAL PROCEEDINGS

        On February 6, 2002 a settlement agreement and release was entered into between the Company and NovaQuest InfoSystems, now known as WebVision, Inc. The settling parties agreed to stipulate to reverse and vacate a November 7, 2001 Superior Court judgment relating to certain litigation in which the Company owed and accrued on its books $1,375,000 along with accrued interest of $293,000. Under the terms of the settlement agreement, the Company made various payments to representative parties of the plaintiff totaling $1,200,000 in discharge of the litigation claim. The Company recorded the settlement of this litigation as a special charge (income) less certain other litigation related income from insurance reimbursement that resulted in a total recovery of $848,000.

        On or about September 18, 2000, a claim for arbitration was submitted by First Union Securities to the New York Stock Exchange against, among others, the Company and its President and Chief Executive Officer, Attiazaz Din (the "En Pointe defendants"). First Union alleges that the Company and Din violated federal and state securities laws in connection with the promotion and sale of En Pointe stock in the last half of 1999 and the first half of 2000. The En Pointe defendants dispute jurisdiction and intend to vigorously defend the allegations.

        In February 2001, the Company and five of the Company's directors, one current officer, and certain former officers along with seven unrelated parties were named in a stockholder class action complaint alleging that the defendants made misrepresentations regarding the Company and that the individual defendants improperly benefited from the sales of shares of the Company's common stock and seeking a recovery by the Company's stockholders of the damages sustained as a result of such activities (In Re En Pointe Technologies Securities Litigation, United States District Court, Southern District of California Case No. 01 CV0205L (CGA)). In an amended complaint, the plaintiffs limited their claims to the Company and its Chief Executive Officer. In response to a motion to dismiss, the Court further limited plaintiffs' claims to allegations of market manipulation and insider trading. The En Pointe defendants have answered the amended and limited complaint and intend to vigorously defend the litigation.

        In December, 2000 the Company and certain current and former directors and officers along with several unrelated parties were named in a complaint alleging that the defendants made misrepresentations regarding the Company and that the individual defendants improperly benefited from the sales of shares of the Company's common stock and seeking a recovery by the Company's shareholders of the damages sustained as a result of such activities (Crosby V. En Pointe Technologies, it al., Superior Court of California, County of San Diego, No. GIC 759905). The parties have stipulated to a stay of the case pending the class action. The En Pointe defendants intend to vigorously defend the allegations.

        On October 5, 2001, an action was brought against the Company by Qamar Zaidi in the San Bernardino County Superior Court, Case No. RCV 058254. The Plaintiff, a former employee, initially alleged breach of contract, anticipatory breach and repudiation, breach of the implied covenant of good faith and fair dealing, and conversion. En Pointe initially filed a Petition to Compel Arbitration in early 2002 based on the Plaintiff's employment agreement. That petition was denied based on the Plaintiff's representation that he would be amending his complaint to remove any allegations regarding the employment agreement. In 2003, Plaintiff amended his complaint a second time to reintroduce the claims arising out of his employment agreement and is currently alleging breach of contract, anticipatory breach of contract, conversion, and declaratory relief. Plaintiff's second amended complaint claims at least $100,000 in damages and $500,000 in punitive damages.

        In response, En Pointe filed a second Petition to Compel Arbitration. On July 22, 2003 the court granted En Pointe's Petition to Compel Arbitration and stayed the judicial proceedings. In late November 2003, the parties selected Robert W. Thomas as the arbitrator in this matter. The parties are in the process of creating a schedule for when the arbitration will be held. Counsel is planning to seek

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permission from the arbitrator to file a Motion for Summary Adjudication on Plaintiff's claims after it completes the Plaintiff's deposition. If permission is granted, counsel is cautiously optimistic that such a motion would be granted.

        In March of 2000, an action was brought against the Company in the Orange County Superior Court, Case No. 00CC03948 contending fraud and breach of contract arising from the purchase by a former subsidiary of the Company of certain assets from a company formerly known as First Source International ("FSI"). The lawsuit is filed by RLC, Inc. Assignee for the benefit of creditors of a defunct corporation, Paragon Solutions, Inc, formerly known as FSI. It is contended that FSI was unable to obtain their contingent earn-out under the agreement because of faulty software provided by the Company. Damages sought range between $0.8 to $3.5 million with the plaintiff seeking punitive damages of $10 million. The Company was successful in compelling the action to be moved to arbitration, but since November 17, 2000 when the Court of Appeals rejected the request by the plaintiff to prohibit arbitration, no arbitration proceedings have commenced. The Company vigorously denies the charges and contends that full disclosure was made as to any problems with the software and that the former subsidiary to this date has not produced net income. The case has remained dormant for the past three years. Legal counsel is currently unable to predict the outcome of this litigation.

        There are various other claims and litigation proceedings in which the Company is involved in the ordinary course of business. While the outcome of these claims and proceedings cannot be predicted with certainty, after consulting with legal counsel, management does not believe that the outcome of any of these matters will have a material adverse affect on the Company's business, financial position and results of operations or cash flows.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

        The Company's annual meeting of stockholders was held on September 30, 2003, with stockholders holding 6,198,639 shares of common stock (representing 92% of the total number of shares outstanding and entitled to vote) present in person or by proxy at the meeting. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. The stockholders elected all of the Company's nominees for directors who constitute the entire Board of Directors. The stockholders also approved the appointment of PricewaterhouseCoopers LLP as the Company's independent auditors for fiscal 2003. The votes were as follows:

1.

Election of Directors:

2.

Ratification of PricewaterhouseCoopers LLP as independent auditors of the Company for fiscal year ending September 30, 2003.

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PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

        The Company's common stock, par value $0.001 per share, began trading on the NASDAQ SmallCap Market on June 2, 2003 under the symbol "ENPT." During the periods presented below that were prior to June 2, 2003, the Company's common stock was traded on the NASDAQ National Market. The following table sets forth, for the period indicated, the high and low sale prices for the common stock as reported by the NASDAQ National Market or the NASDAQ SmallCap Market, as applicable.

        On December 19, 2003, the closing sale price for the common stock on the NASDAQ SmallCap Market was $3.06 per share. As of December 19, 2003, there were 67 stockholders of record of common stock.

        The Company has never declared or paid any cash dividends on its common stock. The Company currently anticipates that it will retain all available funds for use in the operation of its business, and does not intend to pay any cash dividends in the foreseeable future. The payment of any future dividends will be at the discretion of the Company's Board of Directors and will depend upon, among other factors, future earnings, operations, capital requirements, the general financial condition of the Company and general business conditions. The Company's ability to pay cash dividends is currently restricted by certain of the Company's credit facilities, and the terms of future credit facilities or other agreements may contain similar restrictions.

Equity Compensation Plan Information

        The following table sets forth information regarding outstanding options, warrants and rights and shares reserved for future issuance under the Company's existing equity compensation plans as of September 30, 2003. En Pointe's sole stockholder approved equity compensation plan is the 1996 Stock Incentive Plan. The Employee Stock Purchase Plan was also approved by the Company's stockholders,

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and is listed separately below. En Pointe does not have any non-stockholder approved equity compensation plans.

ITEM 6. SELECTED FINANCIAL DATA

        The following selected financial data as of September 30, 2003 and 2002 and for the years ended September 30, 2003, 2002 and 2001, respectively, have been derived from the Company's Consolidated Financial Statements and the related notes thereto that have been audited by PricewaterhouseCoopers LLP, independent accountants, which financial statements and report thereon appear in "Item 8. Financial Statements and Supplementary Data" of this Annual Report on Form 10-K. All other financial data included in "Item 6. Selected Financial Data" presented in this Form 10-K have been derived from audited financial statements of the Company.

        The data set forth below should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" and the Consolidated Financial Statements of the Company and the Notes thereto included elsewhere in this Annual Report on Form 10-K.

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During the June quarter of 2000, the Company deconsolidated its former affiliates, firstsource corp.and SupplyAccess, Inc.