Item 7.01. Regulation FD Disclosure.





      The following information is being "furnished" in accordance with Item 7.01
      of the Current Report on Form 8-K and shall not be deemed "filed" for
      purposes of Section 18 of the Securities Exchange Act of 1934, as amended
      (the "Exchange Act"), or otherwise subject to the liabilities of that
      section, nor shall it be deemed to be incorporated by reference in any
      filing under the Securities Act of 1933, as amended (the "Securities Act"),
      or the Exchange Act, except as expressly set forth by specific reference in
      such filing:

      On January 8, 2002, Image Sensing Systems, Inc. (the "Company") issued a
      press release announcing that its Board of Directors has initiated a
      comprehensive review of strategic alternatives to maximize shareholder
      value.  The Company's press release is furnished as Exhibit 99.1 hereto and
      is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being "furnished" in accordance with


      Item 7.01 of this Current Report on Form 8-K and shall not be deemed
      "filed" for purposes of Section 18 of the Exchange Act, or otherwise
      subject fo the liabilities of that section, nor shall it be deemed to be
      incorporated by reference in any filing under the Securities Act of the
      Exchange Act, except as expressly set forth by reference in such filing:

      99.1         Press Release, dated January 8, 2020, of Image Sensing
      Systems, Inc.




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