UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                 _______________

                                  FORM 10-QSB/A

     [X]       QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

               FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2003

                                       OR

     [ ]          TRANSITION REPORT UNDER SECTION 13 OR 15(d)
                              OF THE EXCHANGE ACT

                              ____________________

                         Commission File Number 1-07149

                               ITIS HOLDINGS INC.
        (Exact name of small business issuer as specified in its charter)


        NEVADA                                     74-3069407
        (State or other jurisdiction of            (I.R.S. Employer
        incorporation or organization)             Identification No.)

     10750 HAMMERLY, HOUSTON, TEXAS                  77043
     (Address of principal executive office)       (Zip Code)

                    Issuer's telephone number: (281) 600-6000



The number of shares of the issuer's common stock outstanding as of November 12,
2004 was 5,495,743.

Transitional Small Business Disclosure Format (Check One): Yes     No  X
                                                               ---    ---


<PAGE>
                               ITIS HOLDINGS INC.

                                   FORM 10-QSB

                       FOR THE QUARTER SEPTEMBER 30, 2003

                                      INDEX
                                                                            PAGE
                                                                            ----

PART I -- FINANCIAL INFORMATION

Item 1.   Financial Statements . . . . . . . . . . . . . . . . . . . . .       3

Item 2.   Management's Discussion and Analysis Or Plan of Operation. . .      13

Item 3.   Controls and Procedures. . . . . . . . . . . . . . . . . . . .      16

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      18


                                        2
<PAGE>
<TABLE>
<CAPTION>
ITIS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)

                                                                      SEPTEMBER 30,
                                                                          2003
                                                                     --------------
                                                                       (restated)
<S>                                                                  <C>
                                 ASSETS

Current assets:

  Cash and cash equivalents                                          $        4,991
  Accounts receivable, net of allowance for doubtful accounts
    of  $34,127                                                             169,606
  Note receivable-current portion                                           480,000
  Investments available for sale, at fair market value                       83,320
  Other current assets                                                       31,367
  Inventory                                                                  31,808
                                                                     --------------

    Total current assets                                                    801,092
                                                                     --------------

Long term assets:

  Note receivable, net of current portion                                 1,157,377
  Other long term assets                                                    166,424
                                                                     --------------

    Total long term assets                                                1,323,801
                                                                     --------------

Fixed assets and intangibles, net of amortization and depreciation
  Software costs                                                            287,268
  Furniture and equipment                                                   165,902
  Intangible assets                                                         163,125
                                                                     --------------
    Total fixed assets and intangibles, net                                 616,295
                                                                     --------------

    Total assets                                                     $    2,741,188
                                                                     ==============
</TABLE>


                                        3
<PAGE>
<TABLE>
<CAPTION>
ITIS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)

                                                                             SEPTEMBER 30,
                                                                                 2003
                                                                            ---------------
                                                                              (restated)
<S>                                                                         <C>
                     LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Bank overdraft                                                            $        6,286
  Notes payable-other                                                               58,488
  Disputed note payable to Cootes Drive LLC                                        500,000
  Accounts payable                                                                 385,244
  Accounts payable-related parties                                                 719,331
  Accrued interest-related parties                                               1,380,109
  Accrued liabilities                                                              109,742
  Deferred revenue                                                                     550
  5% Series A Convertible Preferred stock, par value $.001;
    300 shares authorized; 161.08 shares issued and outstanding                  2,027,526
                                                                            ---------------
    Total current liabilities                                                    5,187,276
                                                                            ---------------
  Long term notes payable to Chairman                                            2,150,117
  Long term notes payable to Directors                                           2,022,500
  Imputed note payable to related party                                          2,173,500
  Notes payable-other                                                                3,815
                                                                            ---------------
    Total long term liabilities                                                  6,349,932
                                                                            ---------------
Total liabilities                                                               11,537,208
                                                                            ---------------

  Commitments and contingencies

Stockholders' deficit:
  Common stock, par value $.001, 150,000,000 shares
    authorized; 5,697,450 shares issued and  5,495,743 shares outstanding           53,915
  Warrants                                                                       1,405,349
  Additional paid in capital                                                    25,543,529
  Accumulated deficit                                                          (35,398,628)
  Treasury stock, at cost, 201,707 shares                                         (323,127)
  Accumulated other comprehensive income,
    unrealized loss on investments                                                 (77,058)
                                                                            ---------------
    Total stockholders' deficit                                                 (8,796,020)
                                                                            ---------------

    Total liabilities and stockholders' deficit                             $    2,741,188
                                                                            ===============
</TABLE>


                                        4
<PAGE>
<TABLE>
<CAPTION>
ITIS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Unaudited)


                                                 For the nine months         For the three months
                                                 ended September 30,         ended September 30,
                                             ---------------------------  ---------------------------
                                                 2003          2002          2003           2002
                                             ------------  -------------  -----------  --------------
                                              (restated)     (restated)    (restated)    (restated)
<S>                                          <C>           <C>            <C>          <C>
  REVENUE, NET OF DEFERRED INCOME
    Automated litigation support services    $   404,670   $     64,600   $   68,025   $      64,600
    Database management sales and services        46,066        135,925            -         133,276
    Pharmaceutical sales                         228,948            858       85,511             858
                                             ------------  -------------  -----------  --------------
    Total revenues                               679,684        201,383      153,536         198,734
                                             ------------  -------------  -----------  --------------

  OPERATING EXPENSES:
    Cost of sales-pharmaceuticals                167,951            688       59,668             688
    Selling and marketing                         79,575         94,202       15,513          66,880
    General and administrative                 1,612,618      2,148,512      402,517         918,067
    Production and computer service              372,772        207,599       89,298         126,136
    Amortization and depreciation                218,632        462,920       70,486          76,342
    Other expense                                      -        150,000            -               -
                                             ------------  -------------  -----------  --------------
    Total operating expenses                   2,451,548      3,063,921      637,482       1,188,113
                                             ------------  -------------  -----------  --------------

  LOSS FROM CONTINUING OPERATIONS             (1,771,864)    (2,862,538)    (483,946)       (989,379)

  DISCONTINUED OPERATIONS:
    Loss from operations of discontinued
      business segments                                -     (6,869,251)           -      (6,543,064)
    Loss on disposal of business segments     (2,595,652)    (1,094,833)           -        (487,177)

  INTEREST INCOME                                103,325         18,792       78,719          16,588
  INTEREST EXPENSE                              (713,690)      (616,133)    (233,227)       (272,654)
  GAIN (LOSS) ON SALE OF
    INVESTMENTS AND EQUIPMENT                    126,337       (132,673)     (66,041)        (59,078)
                                             ------------  -------------  -----------  --------------

  NET LOSS                                    (4,851,544)   (11,556,636)    (704,495)     (8,334,764)

  OTHER COMPREHENSIVE INCOME (LOSS)
    Unrealized gain (loss)  on investments
      available for sale                         (65,248)      (149,379)      38,376         (71,363)
                                             ------------  -------------  -----------  --------------

  NET AND COMPREHENSIVE LOSS                 $(4,916,792)  $(11,706,015)  $ (666,119)  $  (8,406,127)
                                             ============  =============  ===========  ==============

  LOSS PER COMMON SHARE                      $     (0.93)  $      (2.91)  $    (0.12)  $       (1.95)
                                             ============  =============  ===========  ==============
  LOSS PER COMMON SHARE AS A RESULT
    OF DISCONTINUED OPERATIONS               $     (0.49)  $      (1.93)  $        -   $       (1.63)
                                             ============  =============  ===========  ==============
  WEIGHTED AVERAGE SHARES USED IN
    COMPUTING LOSS PER
    COMMON SHARE                               5,297,053      4,020,465    5,495,743       4,305,229
                                             ============  =============  ===========  ==============
</TABLE>


                                        5
<PAGE>
<TABLE>
<CAPTION>
ITIS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)


                                                              For the Nine Months ended September 30,
                                                           --------------------------------------------
                                                                   2003                   2002
                                                           ---------------------  ---------------------
                                                                (restated)             (restated)
<S>                                                        <C>                    <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                 $         (4,851,544)  $        (11,556,636)
  Adjustments to reconcile net loss to net
    cash used in operating activities:
    Issuance of common stock, options,
      or warrants for goods or services                                   8,000                665,877
    Amortization and depreciation                                       218,632                462,920
    Impairment charge                                                         -              6,529,052
    (Gain) Loss on sales of investments                                (126,954)                80,492
    Loss on sale of equipment                                               617                 10,488
    Loss on sale of database                                          2,595,652                      -
    Services provided for investments                                         -               (198,902)
    Disposal of operating segments                                            -              1,603,931
    Changes in:
      Accounts receivable                                              (162,106)               899,631
      Accrued interest on notes receivable                                 (983)                (3,156)
      Inventory                                                           8,048                (41,279)
      Other assets                                                     (109,026)                (6,240)
      Accounts payable                                                  (61,931)                35,550
      Accrued liabilities                                               664,436                109,948
      Deferred revenue                                                 (153,755)              (645,478)
                                                           ---------------------  ---------------------

    Net cash used in operating activities                            (1,970,914)            (2,053,802)
                                                           ---------------------  ---------------------

CASH FLOWS FROM INVESTMENT ACTIVITIES:
  Issuance of note receivable                                                 -               (125,000)
  Purchase of treasury stock                                             (2,250)                (5,374)
  Purchase of licensing agreement                                       (25,000)                     -
  Proceeds from sales of investments                                    767,301                174,896
  Proceeds from sale of equipment                                           750                  7,308
  Proceeds from sale of database                                        466,971                      -
  Additions to assets held for sale                                           -               (664,213)
  Additions to furniture and equipment                                   (9,238)               (58,607)
  Dispositions of furniture and equipment                                     -                 41,692
                                                           ---------------------  ---------------------

    Net cash provided by (used in) investment activities              1,198,534               (629,298)
                                                           ---------------------  ---------------------
</TABLE>


                                        6
<PAGE>
<TABLE>
<CAPTION>
                                                    For the Nine Months Ended September 30,
                                                 --------------------------------------------
                                                         2003                   2002
                                                 ---------------------  ---------------------
                                                      (restated)             (restated)
<S>                                              <C>                    <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
  Bank overdraft                                 $              6,286   $             14,236
  Proceeds from notes payable                                 126,061              1,075,000
  Proceeds from imputed note payable                                -              1,939,500
  Advances from related parties                               719,331                      -
  Payments on notes payable                                  (381,316)              (366,901)
  Payments received on notes receivable                        58,287                      -
                                                 ---------------------  ---------------------

    Net cash provided by financing activities                 528,649              2,661,835
                                                 ---------------------  ---------------------

NET DECREASE IN CASH AND CASH
  EQUIVALENTS                                                (243,731)               (21,265)

CASH AND CASH EQUIVALENTS, beginning of period                248,722                 41,137
                                                 ---------------------  ---------------------

CASH AND CASH EQUIVALENTS, end of period         $              4,991   $             19,872
                                                 =====================  =====================
</TABLE>


                                        7
<PAGE>
ITIS HOLDINGS INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1-BASIS OF PRESENTATION:

The accompanying unaudited interim consolidated financial statements of ITIS
Holdings Inc. ("ITIS") have been prepared in accordance with accounting
principles generally accepted in the United States of America and the rules of
the Securities and Exchange Commission ("SEC"), and should be read in
conjunction with the audited financial statements and notes thereto contained in
the Company's Annual Report filed with the SEC on Form 10-KSB. In the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented have been reflected herein. The
results of operations for interim periods are not necessarily indicative of the
results to be expected for the full year. Notes to the financial statements that
would substantially duplicate the disclosure contained in the audited financial
statements for 2002 as reported in the 10-KSB have been omitted.

NOTE 2-RESTATEMENT OF PREVIOUSLY REPORTED STATEMENT OF OPERATIONS

ITIS recognized revenue from services performed by its litigation support
division based on agreements signed prior to December 31, 2002 with its largest
customer. Subsequent to December 31, 2002, management received an agreement in
April 2003 that asserted the payment for the services performed by ITIS were
contingent upon the customer collecting for such services. Management disputes
the alleged agreement; however, management has determined that based on the
contingency and lack of collection, revenue should not have been recognized and
has restated revenues for the three and nine months ended September 30, 2003.

A summary of the restatement follows:

<TABLE>
<CAPTION>
                                              For the nine months ended                 For the three months ended
                                                 September 30, 2003                         September 30, 2003
                                     -------------------------------------------  --------------------------------------
                                     As previously  Restatement         As        As previously  Restatement      As
                                        reported    adjustments      restated        reported    adjustments   restated
                                     -------------  -----------  ---------------  -------------  -----------  ----------
<S>                                  <C>            <C>          <C>              <C>            <C>          <C>
Revenues                             $  1,095,220    (415,536)  $      679,684   $    159,444      (5,908)  $   153,536
Net loss attributable to common
  shareholders                       $ (4,501,256)   (415,536)  $   (4,916,792)  $   (660,211)     (5,908)  $  (666,119)
Basic and diluted loss attributable
  to common shareholders per
  common share                       $      (0.85)      (0.08)  $        (0.93)  $      (0.12)          -   $     (0.12)

                                              For the nine months ended                 For the three months ended
                                                 September 30, 2002                         September 30, 2002
                                     -------------------------------------------  --------------------------------------
                                     As previously  Restatement         As        As previously  Restatement      As
                                       reported     adjustments      restated        reported    adjustments   restated
                                     -------------  -----------  ---------------  -------------  -----------  ----------
Revenues                             $    895,468    (694,085)  $      201,383   $    246,041     (47,307)  $   198,734
Net loss attributable to common
  shareholders                       $(11,011,930)   (694,085)  $  (11,706,015)  $ (8,358,820)    (47,307)  $(8,406,127)
Basic and diluted loss attributable
  to common shareholders per
  common share                       $      (2.74)      (0.17)  $        (2.91)  $      (1.94)      (0.01)  $     (1.95)
</TABLE>


                                        8
<PAGE>
NOTE 3-STOCK-BASED COMPENSATION:

Compensation is recorded for stock-based compensation grants based on the excess
of the estimated fair value of the common stock on the measurement date over the
exercise price. Additionally, for stock-based compensation grants to
consultants, ITIS recognizes as compensation expense the fair value of such
grants as calculated pursuant to SFAS No. 123, recognized over the related
service period. SFAS No. 148 requires companies to disclose proforma results of
the estimated effect on net income and earnings per share to reflect application
of the fair value recognition provision of SFAS No. 123.

<TABLE>
<CAPTION>
                                   For the nine months          For the three months
                                   ended September 30,           ended September 30,
                                    2003          2002           2003          2002
                                ------------  -------------  ------------  ------------
<S>                             <C>           <C>            <C>           <C>
                                 (restated)     (restated)    (restated)    (restated)
Net loss applicable
  to common shareholders:
    As reported:                $(4,851,544)  $(11,556,636)  $  (704,495)  $(8,334,764)
    Less: compensation expense
     charged to income:               8,000        665,877             -       428,000
    Plus: proforma compensation
     expense:                        (8,000)      (815,486)            -      (428,000)
                                ------------  -------------  ------------  ------------
Proforma net loss applicable
  to common shareholders:       $(4,851,544)  $(11,706,245)  $  (704,495)  $(8,334,764)
                                ============  =============  ============  ============
Basic loss per common share:
    As reported:                $     (0.93)  $      (2.91)  $     (0.12)  $     (1.95)
    Proforma:                   $     (0.93)  $      (2.91)  $     (0.12)  $     (1.95)
</TABLE>

NOTE 4-BUSINESS SEGMENTS:

ITIS Holdings owns subsidiaries that provide automated litigation support and
document and Database management, that operate pharmacies, and that provide
technical support for operations.

<TABLE>
<CAPTION>
                                             SEGMENT INFORMATION
                                             ----------------------
                                             INCOME
NINE MONTHS ENDED                            (LOSS) FROM   INTEREST  TOTAL           DEPRECIATION/
SEPTEMBER 30, 2003 (RESTATED)  NET SALES     OPERATIONS    EXPENSE   ASSETS          AMORTIZATION
-----------------------------  ------------  ------------  --------  --------------  -------------
<S>                            <C>           <C>           <C>       <C>             <C>
Automated Litigation Support   $    404,670  $  (714,246)  $319,734  $      452,434  $      29,079
Database Management                  46,066     (448,058)   100,006       1,853,170        160,230
Pharmacy Operations                 228,948     (609,560)   293,950         435,584         29,323
                               ------------  ------------  --------  --------------  -------------
Total, ITIS Holdings Inc.      $    679,684  $(1,771,864)  $713,690  $    2,741,188  $     218,632
                               ============  ============  ========  ==============  =============

                                             INCOME
NINE MONTHS ENDED                            (LOSS) FROM   INTEREST  TOTAL           DEPRECIATION/
SEPTEMBER 30, 2002 (RESTATED)  NET SALES     OPERATIONS    EXPENSE   ASSETS          AMORTIZATION
-----------------------------  ------------  ------------  --------  --------------  -------------
Automated Litigation Support   $     64,600  $(2,220,408)  $240,737  $    1,783,273  $     327,884
Database Management                 135,925     (401,485)   232,205       4,924,401        131,250
Pharmacy Operations                     858     (240,645)   143,191         255,652          3,786
                               ------------  ------------  --------  --------------  -------------
Total, ITIS Holdings Inc.      $    201,383  $(2,862,538)  $616,133  $    6,963,326  $     462,920
                               ============  ============  ========  ==============  =============



                                        9
<PAGE>
                                             INCOME
THREE MONTHS ENDED                           (LOSS) FROM   INTEREST  TOTAL           DEPRECIATION/
SEPTEMBER 30, 2003 (RESTATED)    NET SALES   OPERATIONS    EXPENSE   ASSETS          AMORTIZATION
-----------------------------  ------------  ------------  --------  --------------  -------------
Automated Litigation Support   $     68,025  $  (193,878)  $ 90,531  $      452,434  $       9,702
Database Management                       -     (124,717)    25,008       1,853,170         53,477
Pharmacy Operations                  85,511     (165,351)   117,688         435,584          7,307
                               ------------  ------------  --------  --------------  -------------
Total, ITIS Holdings Inc.      $    153,536  $  (483,946)  $233,227  $    2,741,188  $      70,486
                               ============  ============  ========  ==============  =============

                                             INCOME
THREE MONTHS ENDED                           (LOSS) FROM   INTEREST  TOTAL           DEPRECIATION/
SEPTEMBER 30, 2002 (RESTATED)    NET SALES   OPERATIONS    EXPENSE   ASSETS          AMORTIZATION
-----------------------------  ------------  ------------  --------  --------------  -------------
Automated Litigation Support   $     64,600  $  (453,424)  $ 65,412  $    1,783,273  $      46,306
Database Management                 133,276     (367,107)    64,460       4,924,401         26,250
Pharmacy Operations                     858     (168,848)   142,782         255,652          3,786
                               ------------  ------------  --------  --------------  -------------
Total, ITIS Holdings Inc.      $    198,734  $  (989,379)  $272,654  $    6,963,326  $      76,342
                               ============  ============  ========  ==============  =============
</TABLE>


NOTE 5-SALE OF NATIONAL LAW LIBRARY ASSETS AND BRIEF REPORTER:

In May 2003, ITIS completed the sale of certain data and Internet domains by
delivery of the Database assets of National Law Library and Brief Reporter to
JuriSearch Holdings, LLC. In prior periods, utilizing the deposit method of
accounting, these assets have been carried on the balance sheet as "assets held
for sale" and payments received on the sales contract have been carried as
"deposits on Database sales contract." In completing delivery of the Database
assets to JuriSearch, management believes the criteria has been met to permit
revenue recognition and the recording of cost in relationship to this sale.
Accordingly, in the quarter ended June 30, 2003, management recorded $2,423,750
as the sales price, representing the undiscounted guaranteed minimum payment
total per the sales contract, and reclassified "assets held for sale" in the
amount of $4,700,000 to the cost of the sale, resulting in a loss on disposal of
business segments in the amount of $2,276,250. In addition, management recorded
a receivable from Jurisearch in the amount of $2,023,567, representing the sales
price of $2,423,750 less payments received in the amount of $400,183. Management
has classified a portion of the receivable as long term based upon expected
receipts within the next twelve months and has discounted the value of those
receivables by $319,402 using a 12% interest rate. As a result, the Statement of
Operations reflects a net loss of $2,595,652 on disposal of business segments.

NOTE 6-NOTES PAYABLE AND FINANCING AGREEMENTS:

During the nine months and quarter ended September 30, 2003, Hunter M.A. Carr,
President, Chief Executive Officer and Chairman of the Board of ITIS, and the
partners of Rainmaker Ventures, Ltd., a Texas limited partnership in which Mr.
Carr, W. Paul Thayer and George Roberts are limited partners, advanced $719,331
and $346,562, respectively, to ITIS on a short-term, non-interest bearing basis.
Messrs. Carr, Thayer and Roberts are directors of ITIS.

On April 21, 2003, ITIS's wholly owned subsidiary National Law Library executed
a promissory note for $200,000 in favor of Houston RPM, L.C. This note
refinanced $75,127 of the note to Houston RPM, L.C. dated April 17, 2002 in the
original amount of $675,441, and provided $124,873 ($126,061 less accrued
interest of $1,188) in new funding to National Law Library. The note bears
interest at 18% per year and is payable in monthly installments including
principal and interest commencing May 21, 2003. The amount of each monthly
installment shall equal the total


                                       10
<PAGE>
amount of credit card receipts generated by the National Law Library Database,
but in no event shall the monthly installment be less than $65,000. Any unpaid
principal and accrued interest is due in full on September 15, 2003. A Security
Agreement covering all proceeds paid or otherwise due from credit card companies
and others pursuant to a Continuing Service Agreement between Litidex(R) and
National Law Library secures the note, as do guarantees from ITIS Holdings Inc.
and Litidex(R). As of September 30, 2003, this note was paid in full.

NOTE 7-COMMON STOCK:

On June 10, 2003, ITIS issued 300,000 shares of restricted common stock, valued
at $60,000, pursuant to a Settlement Agreement and Mutual Release with its
previous landlord. ITIS had a recorded liability for rent expense with respect
to its previous location, and by agreement with the previous landlord this
liability has now been extinguished in exchange for 300,000 shares of restricted
stock and monthly payments commencing July 1, 2003 and ending December 15, 2005
in the amount of $4,167 each. As a result of this agreement, accrued rent
payable was reduced by $60,000 in June 2003.

On June 10, 2003, ITIS issued 40,000 shares of restricted common stock, valued
at $8,000, to W. Paul Thayer, a Director of ITIS, as consideration for services
rendered as an outside director. This award was recorded as compensation expense
in June 2003.

NOTE 8- COMMITMENTS AND CONTINGENCIES:

Litigation

On July 7, 2003, Judge Robert Carter of the Southern District of New York issued
an opinion dismissing ITIS's claims of violations of federal and state
securities laws and regulations, stock manipulation, breach of contract, and
tortious interference against Southridge Capital Management LLC and others. The
dismissal was based on actions of the lawyers representing ITIS and was a
sanction for the lawyers' conduct. ITIS filed the lawsuit in January 2001
seeking over $300 million in damages and alleging manipulation of the company's
stock in connection with a Convertible Stock Purchase Agreement.  Management of
ITIS believes this sanction is inappropriate for the conduct alleged,
particularly because it was not based on the conduct of     ITIS, and because
there was no prior sanction before the "death penalty".  ITIS and its attorneys
are pursuing all legal and equitable remedies available.

NOTE 9-SUBSEQUENT EVENTS

Litigation

ITIS appealed Judge Robert Carter's July 7, 2003 dismissal of our claims of
violations of federal and state securities laws, etc. against Southridge Capital
Management LLC and others to the Second Circuit Court of Appeals, and on April
22, 2004, the appeal was dismissed based on lack of jurisdiction because the
defendants have unresolved claims. The case is again pending before Judge
Carter, and several motions await his ruling. The opinion is available on our
Website, www.itisinc.com.

Impairment of Long-Lived Assets

Assets classified as held and used require the recognition of an impairment loss
whenever events or circumstances have indicated than an asset may be impaired,
and the future cash flows (undiscounted and without interest charges) from that
asset are less than the asset's carrying amount. Due to the inability of ITIS
and its subsidiaries to achieve profitability and positive cash flow, management
has recorded impairment charges in the amount of $346,533 to software costs and
other intangible assets as of December 31, 2003.

Notes Payable and Financing Agreements


                                       11
<PAGE>
On December 2, 2003, ITIS wholly owned subsidiaries ITIS, Inc. dba Litidex(R)
and National Law Library executed a promissory note for $300,000 in favor of
Houston RPM, L.C. The note bears interest at 18% per year, is payable in monthly
installments including principal and interest commencing January 2, 2004, and is
secured by assignment of the Asset Purchase Agreement between National Law
Library, Brief Reporter and Jurisearch Holdings, LLC dated August 16, 2002. The
amount of each monthly installment shall equal payments received pursuant to the
Asset Purchase Agreement, but in no event shall the payment be less than $40,000
per month.

On March 15, 2004, ITIS Inc. dba Litidex(R) and National Law Library executed a
new promissory note for $307,451 to Houston RPM, L.C. This note refinanced
$207,451 of the note dated December 2, 2003, and provided $100,000 in new
funding to National Law Library. The note bears interest at 18% per year, and is
secured by assignment of the Asset Purchase Agreement between National Law
Library, Brief Reporter and Jurisearch Holdings, LLC dated August 16, 2002. The
amount of each monthly installment shall equal payments received pursuant to the
Asset Purchase Agreement, but in no event shall the payment be less than $32,500
per month. Any unpaid principal and interest is due in full on November 15,
2004.

On May 4, 2004, ITIS subsidiary National Law Library executed a promissory note
for $100,000 to Frost National Bank, Houston, Texas. The note bears interest at
4.5% and is payable in one principal payment plus accrued interest on August 2,
2004. Hunter Carr, Chief Executive Officer of ITIS, personally guarantees and
has provided personal assets as collateral for this note payable.


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion should be read in conjunction with the condensed,
consolidated financial statements of ITIS, which are included elsewhere in this
Form 10-QSB/A.  Included in this discussion are certain forward-looking
statements regarding ITIS's expectations for its business and its capital
resources.   The reader should not rely on forward-looking statements because
they are subject to known and unknown risks, uncertainties and other factors
that may cause our actual results to differ materially from those contemplated
by the forward-looking statements. ITIS and its subsidiaries may experience high
volatility in operating results and cash flows from quarter to quarter and from
year to year.

Management realizes that anticipated revenues to be generated by the automated
litigation support services of Litidex(R) and the PharmHouse stores will be
critical in providing some of the funds necessary to continue company operations
and to remain in business. Our expense levels are based, in part, on our
expectations as to future revenues. To the extent that revenues are below
expectations, we may be unable or unwilling to reduce expenses proportionately,
and operating results and cash flows are likely to be adversely affected.

The reader of the following discussion of the results of our operations and
liquidity and capital resources should be aware of critical accounting policies
applied by management as follows:

-    On July 29, 2002 we sold a complete copy of our National Law Library legal
     research Database to American Legal Data, LLC for $2 million payable over
     ten years with 8% interest. Under this agreement, we timely received
     $25,000 in 2001, $66,000 at closing in 2002, and three scheduled monthly
     payments of $16,000 per month. In late February 2003, we agreed to move the
     next seven monthly payments of $16,000 to the lump sum payment due at the
     end of the contract in 2012. Because of the uncertainty of collection, we
     have elected to recognize these installment sale proceeds only when
     received, so there is no balance sheet asset recorded.

-    On August 27, 2002, we sold our entire National Law Library online legal
     research business, including our Database, our Brief Reporter service and
     our Internet domains and trademark to JuriSearch Holdings, LLC for a
     percentage of future revenues for twenty-five years, with $2,423,750 in
     minimum payments due over the next five years. In May 2003, we completed
     this sale by delivery of the Database assets of National Law Library and
     Brief Reporter to JuriSearch. In prior periods, utilizing the deposit
     method of accounting, we carried these assets on the balance sheet as
     "assets held for sale" and we carried payments received on the sales
     contract as "deposits on Database sales contract." In completing delivery
     of the Database assets to JuriSearch, we believe the criteria has been met
     to permit revenue recognition and the recording of cost in relationship to
     this sale. Accordingly, in the quarter ended June 30, 2003, we recorded
     $2,423,750 as the sales price, representing the undiscounted guaranteed
     minimum payment total per the sales contract, and reclassified "assets held
     for sale" in the amount of $4,700,000 to the cost of the sale, resulting in
     a loss on sale of assets in the amount of $2,276,250. In addition, we
     recorded a note receivable from Jurisearch in the amount of $2,023,567,
     representing the sales price of $2,423,750 less payments received in the
     amount of $400,183. We classified a portion of the receivable as long term
     based upon expected receipts within the next twelve months, and discounted
     the value of those receivables using a 12% interest rate. Because we
     believe all such amounts are collectible due to the nature of the
     agreements and our collection experience with the payers, we have not
     recorded an allowance for doubtful accounts for this receivable.

-    We are not party to any off balance sheet arrangements.


                                       13
<PAGE>
The following is management's discussion and analysis of certain significant
factors that have affected ITIS's financial condition and results of operations
during the nine and three months ended September 30, 2003 and 2002.

RESULTS OF OPERATIONS

Revenues.  Revenues increased by $478,301 to $679,684 during the nine months
ended September 30, 2003, from $201,383 recorded for the nine months ended
September 30, 2002. Revenues decreased by $45,198 to $153,536 for the quarter
ended September 30, 2003, from $198,734 for the quarter ended September 30,
2002. The automated litigation support services of subsidiary Litidex(R)
generated revenues of $404,670 and $68,025 for the nine months and quarter ended
September 30, 2003, respectively, compared to $64,600 for the nine months and
quarter ended September 30, 2002. Revenues generated by our Database management
segment amounted to $46,066 for the nine months ended September 30, 2003, while
revenues generated by pharmacy operations amounted to $228,948 and $85,511,
respectively, for the nine months and quarter ended September 30, 2003.

Cost of Sales. Cost of sales in the amount of $167,951 and $59,668 for the nine
months and quarter ended September 30, 2003, reflects the cost of pharmaceutical
products sold by subsidiary PharmHouse.

Sales and Marketing Expense. Sales and marketing expense decreased by $14,627 to
$79,575 during the nine months ended September 30, 2003, from $94,202 for the
corresponding period ended September 30, 2002. Sales and marketing expense also
decreased by $51,367 to $15,513 during the quarter ended September 30, 2003,
from $66,880 for the quarter ended September 30, 2002. The decrease for the nine
months ended September 30, 2003 is primarily due to decreased telephone and
other marketing expenses, while the decrease for the quarter then ended is due
to decreased compensation to sales personnel in the amount of $26,000 and
decreased telephone and other marketing expenses totaling $25,367.

General and Administrative Expense. General and administrative expense decreased
by $535,894 to $1,612,618 during the nine months ended September 30, 2003, from
$2,148,512 for the nine months ended September 30, 2002. General and
administrative expense decreased by $515,550 to $402,517 during the quarter
ended September 30, 2003, from $918,067 for the quarter ended September 30,
2002.

     -    Payroll and related costs at the administrative and management level
          increased by $283,737 to $1,138,937 for the nine months ended
          September 30, 2003, from $855,200 for the nine months ended September
          30, 2002. Payroll and related costs decreased by $26,632 to $302,835
          for the quarter ended September 30, 2003, from $329,467 for the
          quarter ended September 30, 2002. The increased payroll and related
          costs for the nine months ended September 30, 2003 primarily are due
          to new payroll costs related to PharmHouse and increases in employee
          health insurance. Decreased expense during the quarter ended September
          30, 2003 in the amount of $26,632 reflects a reduction in
          administrative staffing.

     -    Non-cash expense related to stock and option awards decreased by
          $657,877 to $8,000 for the nine months ended September 30, 2003,
          compared to $665,877 for the nine


                                       14
<PAGE>
          months ended September 30, 2002. While there were no stock and option
          awards during the quarter ended September 30, 2003, stock and option
          awards amounted to $428,000 during the quarter ended September 30,
          2002.

     -    Administrative expense reductions were realized in professional fees,
          contract services, and the expense of outside consulting which in
          aggregate decreased by $124,731 to $204,269 for the nine months ended
          September 30, 2003, from $329,000 for the nine months ended September
          30, 2002. These expenses also decreased by $26,501 to $59,857 for the
          quarter ended September 30, 2003, from $86,358 for the quarter ended
          September 30, 2002.

     -    Rent, utilities and related expenses decreased by $16,546 to $123,067
          for the nine months ended September 30, 2003, from $139,613 for the
          nine months ended September 30, 2002. Rents and related expenses also
          decreased by $24,355 to $24,243 for the quarter ended September 30,
          2003, from $48,598 for the quarter ended September 30, 2002. The
          decreased expense amounts primarily resulted from a corporate move to
          smaller office space in the second quarter of 2002.

     -    Miscellaneous other general and administrative expenses were reduced
          by $20,477 and $10,062 for the nine months and quarter ended September
          30, 2003, respectively, to $138,345 and $15,582 for the periods ended
          September 30, 2003 from $158,822 and $25,644 for the periods ended
          September 30, 2002.

Production and Computer Service Expense. Production and computer service expense
increased by $165,173 to $372,772 for the nine months ended September 30, 2003,
from $207,599 for the nine months ended September 30, 2002. Production and
computer service expense decreased by $36,838 to $89,298 for the quarter ended
September 30, 2003, from $126,136 for the quarter ended September 30, 2002.
Increased production labor costs related to the automated litigation support
services of Litidex(R) amounting to $196,419 during the nine months ended
September 30, 2003 were partially offset by savings in ISP co-location costs and
other expenses amounting to $31,246. The decreased production costs during the
quarter ended September 30, 2003 primarily resulted from decreased ISP
co-location costs.

Amortization and Depreciation Expense.   Amortization and depreciation expense
decreased by $244,288 to $218,632 for the nine months ended September 30, 2003,
from $462,920 for the nine months ended September 30, 2002. Amortization and
depreciation expense decreased by $5,856 to $70,486 for the quarter ended
September 30, 2003, from $76,342 for the quarter ended September 30, 2002 .The
decrease for the nine months ended September 30, 2003 is primarily due to
$260,868 in amortization expense recorded in the quarter ended March 31, 2002
relating to a $2 million service contract of subsidiary Litidex(R).

Other Expense. Other expense of $150,000 for the nine months ended September 30,
2002 represents earnest money and consulting fees for the contemplated purchase
of stock in MedEx Systems, Inc. and an associated entity, Pegasus Pharmacy. The
purchase was not consummated, and this expense is not expected to recur.

Interest Expense. Interest expense increased by $97,557 to $713,690 for the nine
months ended September 30, 2003, from $616,133 for the nine months ended
September 30, 2002. Interest expense decreased by $39,427 to $233,227 for the
quarter ended September 30, 2003, from $272,654 for the quarter ended September
30, 2002. The interest expense increase for the nine months ended September 30,
2003 is partly due to $400,000 in new debt acquired in the second quarter of
2002. In addition, proceeds of $2,173,500 from the sale of a PharmHouse net
revenue interest to Rainmaker Ventures, Ltd., a related party, have been
recorded as a liability of ITIS rather than as a sale effective July 2002.
During the nine months and quarter ended September 30, 2003, ITIS recorded
$104,851 and $32,901, respectively, as accrued interest payable in regard to
this liability. The decrease in interest expense during the quarter ended
September 30, 2003 is primarily due to decreased interest expense relating to
our database management activities.

LIQUIDITY AND CAPITAL RESOURCES

ITIS's ability to execute its business strategy depends to a significant degree
on its ability to generate an established source of revenues, working capital,
and positive cash flow, and its ability


                                       15
<PAGE>
to attract additional capital. ITIS's principal demands for liquidity are cash
for normal operations, funds to support its automated litigation support
segment, and funds for development of PharmHouse stores.

For the nine months ended September 30, 2003, ITIS's cash and cash equivalents
decreased by $243,731 from the December 31, 2002 balance of $248,722 in
available cash to $4,991 in available cash at September 30, 2003.  The Company
has a working capital deficit of $4,386,184 at September 30, 2003. Cash used in
operating activities was $1,970,914, cash provided by investment activities was
$1,198,534 and cash provided by financing activities was $528,649.

Cash used in operating activities of $1,970,914 is primarily due to operating
losses of $4,851,544, increases in accounts receivable and deferred revenue in
the amount of $162,106 and $153,755, respectively, and $126,954 in gains on
sales of investments. These amounts are offset by increases in liabilities in
the amount of $602,505, amortization and depreciation expense of $218,632, and
losses on the sales of equipment and our Database assets totaling $2,596,269.
Cash provided by investment activities of $1,198,534 is due to proceeds from
sales of investments and equipment in the amount of $768,051 and proceeds from
sale of our Database assets in the amount of $466,971. These amounts are reduced
by asset purchases totaling $36,488. Cash provided by financing activities of
$528,649 is due to advances from Hunter M.A. Carr and other directors in the
amount of $719,331, the receipt of $58,287 in payments on notes receivable, new
loan proceeds from a third party lender in the amount of $126,061, and a bank
overdraft in the amount of $6,286. These amounts are offset by $381,316 in
payments made on various notes payable.

Accounts receivable, net of doubtful accounts, at September 30, 2003 amount to
$169,606.

Note receivable at September 30, 2003 in the amount of $1,637,377, represents
receivables related to the sale of National Law Library assets and Brief
Reporter. Because we believe all such amounts are collectible due to the nature
of the agreements and our collection experience with the payers, we have not
recorded an allowance for doubtful accounts for these receivables. The long-term
portion represents the amounts we estimate will not be paid to us within the
next twelve months, discounted by 12%.

The Company has an unrecorded receivable from American Legal Data, LLC relating
to the sale of a copy of the National Law Library data. Under the terms of this
sale agreement, ITIS is scheduled to receive monthly payments in the amount of
$16,000 for 120 months beginning June 1, 2002. On February 24, 2003, ITIS agreed
to move seven monthly payments of $16,000 ($112,000) to the lump sum payment due
at the end of the note. We expect to receive $192,000 in payments from American
Legal Data over the next twelve months.

ITEM 3. CONTROLS AND PROCEDURES

ITIS has adopted and implemented internal disclosure controls and procedures
designed to provide reasonable assurance that all reportable information will be
recorded, processed, summarized and reported within the time period specified in
the SEC's rules and forms.  Under the supervision and with the participation of
ITIS's management, including ITIS's President and Chief Executive Officer and
ITIS's Controller and Principal Financial Officer, ITIS has evaluated the
effectiveness of the design and operation of its disclosure controls and
procedures pursuant to Exchange Act Rule 13a-15(e) as of the end of the fiscal
quarter covered by this report.  Based on that evaluation, the President and
Chief Executive Officer and the Controller and Principal Financial Officer have
concluded that these disclosure controls and procedures are effective.  There
were no changes in ITIS's internal controls or in other factors during or since
the end of the fiscal quarter covered by this report that have had a material
effect or are reasonably likely to


                                       16
<PAGE>
have a material effect on internal controls subsequent to the end of the fiscal
quarter covered by this report.

ITEM 6. REPORTS ON FORM 8-K

The following reports on Form 8-K were filed during the quarter for which this
report is filed:

     (1)  Form 8-K filed on July 10, 2003, reporting under Item 5, the court
          ruling dismissing the Company's claims again Southridge Capital
          Management LLC, et al.


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<PAGE>
                                   SIGNATURES


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


                                        ITIS HOLDINGS INC.


November 15, 2004                           /s/ Hunter M.A. Carr
                                            --------------------------
                                        Hunter M.A. Carr
                                        President and Chief Executive Officer

                                            /s/ Joanna Hoover
                                            --------------------------
November 15, 2004                               Joanna Hoover
                                        Principal Accounting Officer


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