---

**UNITED STATESSECURITIES AND EXCHANGE COMMISSION** Washington, D.C. 20549

AMENDMENT NO. 1 TOFORM 10-QSB

**x******Quarterly
  Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  
  For the quarterly period ended SEPTEMBER 30, 2003

 ̈Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act
  of 1934 
  For the transition period _____________ to _____________

Commission File Number 0-50119

IMAGE INNOVATIONS HOLDINGS INC.
  
  (Exact name of small Business Issuer as specified in its charter)

|NEVADA                                          | 91-1898414                       
|----------------------------------------------- | ---------------------------------
|(State or other jurisdiction of                 | (IRS Employer Identification No.)
|incorporation or organization)                  |                                  
|                                                |                                  
|SUITE 1109, 100 PARK ROYAL                      |                                  
|WEST VANCOUVER, BRITISH COLUMBIA                |                                  
|CANADA                                          | V7T 1A2                          
|(Address of principal executive offices)        | (Zip Code)                       
|                                                |                                  
|Issuers telephone number, including area code: | (604) 925-5283                   

BUSANDA EXPLORATIONS INC. 1550 Ostler Court North Vancouver, British Columbia, Canada V7G 2P1 Telephone: 604-990-2072 
  (Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) 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 issuer was required 
  to file such reports), and (2) has been subject to such filing requirements
  for the past 90 days**x******
  Yes ̈ No

State the number of shares outstanding of each of the issuers
  classes of common stock, as of the latest 
  practicable date: 18,170,000 Shares of $0.001 par value Common Stock outstanding
  as of 
  November 10, 2003.

Transitional Small Business Disclosure Format (check one):
  Yes ̈No   **x**

---

THIS AMENDMENT NO. 1 TO QUARTERLY REPORT ON FORM 10-QSB
  HEREBY AMENDS ITEM 5 OF PART II OF THE QUARTERLY REPORT ON FORM 10-QSB FOR THE
  NINE MONTHS ENDED SEPTEMBER 30, 2003 FILED BY IMAGE INNOVATIONS HOLDINGS INC.
  WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 13, 2003 TO STATE THAT
  JEFFREY BERMAN HAS BEEN APPOINTED AS A DIRECTOR OF IMAGE INNOVATIONS INC., THE
  WHOLLY OWNED SUBSIDIARY OF IMAGE INNOVATIONS HOLDINGS INC., AND NOT AS A DIRECTOR
  OF IMAGE INNOVATIONS HOLDINGS INC., AS PREVIOUSLY REPORTED.

PART II--OTHER INFORMATION



ITEM 5. OTHER INFORMATION.

On November 5, 2003, Mr. Alain Kardos, our president, was appointed
  as our chief executive officer in place of Mr. Clifford J. Wilkins who resigned
  as of that date. Mr. Wilkins continues to act as one of our directors and has
  been appointed as the chairman of our board of directors.

In addition, Mr. Jeffrey Berman has been appointed to the board
  of directors of Image Innovations Inc., our wholly owned operating subsidiary.
  The board of directors of Image Innovations Inc. now consists of Mr. Kardos,
  Mr. Wilkins, Mr. Berman and Mr. Christopher Smith. Mr. Berman has extensive
  experience in the packaged goods industry as well as in marketing and media
  consulting. He has in excess of 18 years experience in senior marketing and
  sales positions, most of it gained while working for companies such as Colgate
  Palmolive and other Fortune 100 companies. His expertise in advertising and
  strategic planning was obtained through working with some of world’s leading
  advertising agencies, which included: Ogilvy & Mather, McCann Erickson and
  Young and Rubicam. Within these agencies, Mr. Berman has worked on some of the
  most widely recognized international brands.

2

---

ITEM 6.           EXHIBITS
  AND REPORTS ON FORM 8-K

EXHIBITS REQUIRED BY ITEM 601

|Exhibit
      Number |  | Description
      of Exhibit                                                                                  
|-------------------- |  | --------------------------------------------------------------------------------------------------------------
|                     |  |                                                                                                               
|31.1                 |  | Certification of Chief Executive
        Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (1)
|                     |  |                                                                                                               
|31.2                 |  | Certification of Chief Financial
        Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (1)

|    |                                                                                        
|--- | ---------------------------------------------------------------------------------------
|(1) | Filed as an Exhibit to this Amendment No. 1 to Quarterly
        Report on Form 10-QSB.
|    |                                                                                        

3

---

SIGNATURES

In accordance with the requirements of the Securities and
  Exchange Act of 1934, the Registrant has duly caused this report to be signed
  on its behalf by the undersigned, thereunto duly authorized.

IMAGE INNOVATIONS HOLDINGS INC.

Date:NOVEMBER 19, 2003

By:    /s/ Alain Kardos 
            ALAIN KARDOS
            Chief Executive Officer
  
            and Director

4

---