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 JUNE 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.)


     12000 WESTHEIMER, HOUSTON, TEXAS                      77077
     (Address of principal executive office              (Zip Code)


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


Indicate  by check mark whether the issuer (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 issuer was required
to  file such reports), and (2) has been subject to such filing requirements for
the  past  90  days:     Yes   X     No
                            -------     -------

The number of shares of the issuer's common stock outstanding as of August 16,
2004 was 5,495,743.

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


<PAGE>
<TABLE>
<CAPTION>
                               ITIS HOLDINGS INC.

                                  FORM 10-QSB/A

                          FOR THE QUARTER JUNE 30, 2003

                                      INDEX


                                                                     PAGE
                                                                     ----
<S>                                                                  <C>

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
</TABLE>


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


                                                                      JUNE 30,
                                                                        2003
                                                                     ----------
                                                                     (Restated)
<S>                                                                  <C>
                                  ASSETS

Current assets:

  Cash and cash equivalents                                          $   28,078
  Accounts receivable, net of allowance for doubtful accounts
    of  $34,127                                                         190,775
  Note receivable-current portion                                       495,000
  Investments available for sale, at fair market value                  258,079
  Other current assets                                                   30,596
  Inventory                                                              32,738
                                                                     ----------

    Total current assets                                              1,035,266
                                                                     ----------

Long term assets:

  Note receivable, net of current portion                             1,209,165
  Other long term assets                                                119,004
                                                                     ----------

    Total long term assets                                            1,328,169
                                                                     ----------

Fixed assets and intangibles, net of amortization and depreciation
  Software costs                                                        336,834
  Furniture and equipment                                               182,016
  Intangible assets                                                     165,000
                                                                     ----------
    Total fixed assets and intangibles, net                             683,850
                                                                     ----------

    Total assets                                                     $3,047,285
                                                                     ==========
</TABLE>


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


                                                                               JUNE 30,
                                                                                 2003
                                                                             -------------
                                                                              (Restated)
<S>                                                                          <C>
                       LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Notes payable-other                                                        $    179,238
  Disputed note payable to Cootes Drive LLC                                       500,000
  Accounts payable                                                                465,702
  Accounts payable-related parties                                                372,769
  Accrued interest-related parties                                              1,097,962
  Accrued liabilities                                                             181,333
  Deferred revenue                                                                    550
  Series A Convertible Preferred stock, par value $.001;
    300 shares authorized; 161.08 shares issued and outstanding                 2,027,526
                                                                             -------------
    Total current liabilities                                                   4,825,080
                                                                             -------------
  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                                                               5,989
                                                                             -------------
    Total long term liabilities                                                 6,352,106
                                                                             -------------
Total liabilities                                                              11,177,186
                                                                             -------------

  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          5,697
  Warrants                                                                      1,405,349
  Additional paid in capital                                                   25,591,747
  Accumulated deficit                                                         (34,694,133)
  Treasury stock, at cost, 201,707 shares                                        (323,127)
  Accumulated other comprehensive income,
    unrealized loss on investments                                               (115,434)
                                                                             -------------
    Total stockholders' deficit                                                (8,129,901)
                                                                             -------------

    Total liabilities and stockholders' deficit                              $  3,047,285
                                                                             =============
</TABLE>


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

                                                   For the six months ended June 30,     For the three months ended June 30,
                                             ------------------------------------------  ----------------------------------
                                                     2003                  2002                  2003              2002
                                             --------------------  --------------------  --------------------  ------------
                                                  (restated)            (restated)           (restated)         (restated)
<S>                                          <C>                   <C>                   <C>                   <C>

  REVENUE, NET OF DEFERRED INCOME
    Automated litigation support services    $           336,645   $                 -   $           232,847   $         -
    Database management sales and services                46,066                 2,649                14,726         2,649
    Pharmaceutical sales                                 143,437                     -                86,614             -
                                             --------------------  --------------------  --------------------  ------------
    Total revenues                                       526,148                 2,649               334,187         2,649
                                             --------------------  --------------------  --------------------  ------------

  OPERATING EXPENSES:
    Cost of sales-pharmaceuticals                        108,283                     -                66,922             -
    Selling and marketing                                 64,062                27,322                24,835        14,401
    General and administrative                         1,210,100             1,230,445               599,201       758,033
    Production and computer service                      283,475                81,463               161,264        44,973
    Amortization and depreciation                        148,146               386,578                76,335        59,904
    Other expense                                              -               150,000                     -             -
                                             --------------------  --------------------  --------------------  ------------
    Total operating expenses                           1,814,066             1,875,808               928,557       877,311
                                             --------------------  --------------------  --------------------  ------------

  LOSS FROM CONTINUING OPERATIONS                     (1,287,918)           (1,873,159)             (594,370)     (874,662)

  DISCONTINUED OPERATIONS:
    Loss from operations of discontinued
      business segments                                        -              (326,187)                    -      (121,443)
    Loss on disposal of business segments             (2,595,652)             (607,656)           (2,595,652)     (607,656)

  INTEREST INCOME                                         24,606                 2,204                17,820         1,123
  INTEREST EXPENSE                                      (480,463)             (343,479)             (240,996)     (118,263)
  GAIN (LOSS) ON SALE OF
    INVESTMENTS AND EQUIPMENT                            192,378               (73,595)                 (617)      (41,506)
                                             --------------------  --------------------  --------------------  ------------

  NET LOSS                                            (4,147,049)           (3,221,872)           (3,413,815)   (1,762,407)

  OTHER COMPREHENSIVE LOSS
    Unrealized loss on investments
      available for sale                                (103,624)              (78,016)              (25,493)       (9,268)
                                             --------------------  --------------------  --------------------  ------------

  NET AND COMPREHENSIVE LOSS                 $        (4,250,673)  $        (3,299,888)  $        (3,439,308)  $(1,771,675)
                                             ====================  ====================  ====================  ============

  LOSS PER COMMON SHARE                      $             (0.82)  $             (0.85)  $             (0.66)  $     (0.45)
                                             ====================  ====================  ====================  ============
  LOSS PER COMMON SHARE AS A RESULT
    OF DISCONTINUED OPERATIONS               $                 -   $             (0.24)  $                 -   $     (0.18)
                                             ====================  ====================  ====================  ============
  WEIGHTED AVERAGE SHARES USED IN
    COMPUTING LOSS PER
    COMMON SHARE                                       5,201,941             3,875,724             5,240,955     3,973,295
                                             ====================  ====================  ====================  ============
</TABLE>


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


                                                            For the Six Months ended June,
                                                           --------------------------------
                                                                  2003             2002
                                                           ------------------  ------------
                                                                (restated)      (restated)
<S>                                                        <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                 $      (4,147,049)  $(3,221,872)
  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       237,877
    Amortization and depreciation                                    148,146       386,578
    (Gain) Loss on sales of investments                             (192,995)       72,194
    Loss on sale of equipment                                            617         1,401
    Loss on sale of database                                       2,595,652             -
    Services provided for investments                                      -      (198,902)
    Disposal of operating segments                                         -     1,000,280
    Changes in:
      Accounts receivable                                           (109,895)      906,832
      Accrued interest on notes receivable                              (983)       (2,092)
      Inventory                                                        7,118             -
      Other assets                                                   (60,835)       (6,950)
      Accounts payable                                                18,527        88,700
      Accrued liabilities                                            453,880       114,990
      Deferred revenue                                              (153,755)      204,755
                                                           ------------------  ------------

    Net cash used in operating activities                         (1,433,572)     (416,209)
                                                           ------------------  ------------

CASH FLOWS FROM INVESTMENT ACTIVITIES:
  Issuance of note receivable                                              -      (125,000)
  Purchase of treasury stock                                          (2,250)            -
  Purchase of licensing agreement                                    (25,000)            -
  Proceeds from sales of investments                                 546,827       170,579
  Proceeds from sale of equipment                                        750         3,600
  Proceeds from sale of database                                     400,183             -
  Additions to assets held for sale                                        -      (546,330)
  Additions to furniture and equipment                                (6,307)      (11,475)
  Dispositions of furniture and equipment                                  -        10,441
                                                           ------------------  ------------

    Net cash provided by (used in) investment activities             914,203      (498,185)
                                                           ------------------  ------------
</TABLE>


                                                                     (continued)


                                        6
<PAGE>
<TABLE>
<CAPTION>
ITIS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)


                                                 For the Six Months Ended June 30,
                                                 ----------------------------------
                                                       2003              2002
                                                 ----------------  ----------------
                                                    (restated)         (restated)
<S>                                              <C>               <C>

CASH FLOWS FROM FINANCING ACTIVITIES:
  Bank overdraft                                 $             -   $        43,333
  Proceeds from notes payable                            126,061         1,075,000
  Advances from related parties                          372,769                 -
  Payments on notes payable                             (258,392)         (233,283)
  Payments received on notes receivable                   58,287                 -
                                                 ----------------  ----------------

    Net cash provided by financing activities            298,725           885,050
                                                 ----------------  ----------------

NET DECREASE IN CASH AND CASH
  EQUIVALENTS                                           (220,644)          (29,344)

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

CASH AND CASH EQUIVALENTS, end of period         $        28,078   $        11,793
                                                 ================  ================
</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 six months ended June 20, 2003.

A summary of the restatement follows:

<TABLE>
<CAPTION>
                                              For the six months ended                    For the three months ended
                                                     June 30, 2003                                June 30, 2003
                                     -------------------------------------------  -------------------------------------------
                                      As previously   Restatement        As        As previously   Restatement        As
                                        reported      adjustments     restated       reported      adjustments     restated
                                     ---------------  ------------  ------------  ---------------  ------------  ------------
<S>                                  <C>              <C>           <C>           <C>              <C>           <C>
Revenues                             $      935,776      (409,628)  $   526,148   $      346,690       (12,503)  $   334,187
Net loss attributable to common
  shareholders                       $   (3,841,045)     (409,628)  $(4,250,673)  $   (3,426,805)      (12,503)  $(3,439,308)
Basic and diluted loss attributable
  to common shareholders per
  common share                       $        (0.74)        (0.08)  $     (0.82)  $        (0.65)        (0.01)  $     (0.66)
</TABLE>


<TABLE>
<CAPTION>
                                              For the six months ended                     For the three months ended
                                                     June 30, 2002                                June 30, 2002
                                     -------------------------------------------  -------------------------------------------
                                      As previously   Restatement        As        As previously   Restatement        As
                                        reported      adjustments     restated       reported      adjustments     restated
                                     ---------------  ------------  ------------  ---------------  ------------  ------------
<S>                                  <C>              <C>           <C>           <C>              <C>           <C>
Revenues                             $      649,427      (646,778)  $     2,649   $       26,502       (23,853)  $     2,649
Net loss attributable to common
  shareholders                       $   (2,653,110)     (646,778)  $(3,299,888)  $   (1,747,822)      (23,853)  $(1,771,675)
Basic and diluted loss attributable
  to common shareholders per
  common share                       $        (0.68)        (0.17)  $     (0.85)  $        (0.44)        (0.01)  $     (0.45)
</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 six months ended June 30,   For the three months ended June 30,
                                      2003               2002               2003               2002
                                -----------------  -----------------  -----------------  -----------------
                                   (restated)         (restated)         (restated)          (restated)
<S>                             <C>                <C>                <C>                <C>

Net loss applicable
  to common shareholders:
  As reported:                  $     (4,147,049)  $     (3,221,872)  $     (3,413,815)  $     (1,762,407)
  Less: compensation expense
    charged to income:                     8,000            237,877              8,000            191,977
  Plus: proforma compensation
    expense:                              (8,000)          (394,350)            (8,000)          (334,350)
                                -----------------  -----------------  -----------------  -----------------
Proforma net loss applicable
  to common shareholders:       $     (4,147,049)  $     (3,378,345)  $     (3,413,815)  $     (1,904,780)
                                =================  =================  =================  =================
Basic loss per common share:
  As reported:                  $          (0.82)  $          (0.85)  $          (0.66)  $          (0.45)
  Proforma:                     $          (0.82)  $          (0.87)  $          (0.66)  $          (0.48)
</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
SIX MONTHS ENDED                            (LOSS) FROM   INTEREST      TOTAL     DEPRECIATION/
JUNE 30, 2003 (RESTATED)       NET SALES    OPERATIONS     EXPENSE     ASSETS      AMORTIZATION
-----------------------------  ----------  -------------  ---------  -----------  --------------
<S>                            <C>         <C>            <C>        <C>          <C>
Automated Litigation Support   $  336,645  $   (520,368)  $ 229,203  $   684,772  $       19,377
Database Management                46,066      (323,341)     74,998    1,884,101         106,753
Pharmacy Operations               143,437      (444,209)    176,262      478,412          22,016
                               ----------  -------------  ---------  -----------  --------------
Total, ITIS Inc.               $  526,148  $ (1,287,918)  $ 480,463  $ 3,047,285  $      148,146
                               ==========  =============  =========  ===========  ==============


                                           INCOME
SIX MONTHS ENDED                           (LOSS) FROM    INTEREST   TOTAL        DEPRECIATION/
JUNE 30, 2002 (RESTATED)       NET SALES   OPERATIONS     EXPENSE    ASSETS       AMORTIZATION
-----------------------------  ----------  -------------  ---------  -----------  --------------
Automated Litigation Support   $        -  $ (1,766,984)  $ 175,325  $ 1,288,564  $      281,578
Database Management                 2,649       (34,378)    167,745   12,287,951         105,000
Pharmacy Operations                     -       (71,797)        409       27,907               -
                               ----------  -------------  ---------  -----------  --------------
Total, ITIS Inc.               $    2,649  $ (1,873,159)  $ 343,479  $13,604,422  $      386,578
                               ==========  =============  =========  ===========  ==============


                                        9
<PAGE>
                                           INCOME
THREE MONTHS ENDED                         (LOSS) FROM    INTEREST   TOTAL        DEPRECIATION/
JUNE 30, 2003 (RESTATED)       NET SALES   OPERATIONS     EXPENSE    ASSETS       AMORTIZATION
-----------------------------  ----------  -------------  ---------  -----------  --------------
Automated Litigation Support   $  232,847  $   (201,177)  $ 112,873  $   684,772  $        9,681
Database Management                14,726      (173,945)     44,542    1,884,101          53,279
Pharmacy Operations                86,614      (219,248)     83,581      478,412          13,375
                               ----------  -------------  ---------  -----------  --------------
Total, ITIS Inc.               $  334,187  $   (594,370)  $ 240,996  $ 3,047,285  $       76,335
                               ==========  =============  =========  ===========  ==============

                                           INCOME
THREE MONTHS ENDED                         (LOSS) FROM    INTEREST   TOTAL        DEPRECIATION/
JUNE 30, 2002 (RESTATED)       NET SALES   OPERATIONS     EXPENSE    ASSETS       AMORTIZATION
-----------------------------  ----------  -------------  ---------  -----------  --------------
Automated Litigation Support   $        -  $   (909,296)  $  75,395  $ 1,288,564  $        8,986
Database Management                 2,649       106,431      42,459   12,287,951          50,918
Pharmacy Operations                     -       (71,797)        409       27,907               -
                               ----------  -------------  ---------  -----------  --------------
Total, ITIS Inc.               $    2,649  $   (874,662)  $ 118,263  $13,604,422  $       59,904
                               ==========  =============  =========  ===========  ==============
</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 six months and quarter ended June 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 $372,769
and $204,581, 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 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 and National Law Library secures the note, as
do guarantees from ITIS Holdings Inc. and Litidex.


                                       10
<PAGE>
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 - SUBSEQUENT EVENTS:

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. 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 appealed the matter 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

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


                                       11
<PAGE>
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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<PAGE>
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 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 six and three months ended June 30, 2003 and 2002.

RESULTS OF OPERATIONS

Revenues.  Revenues increased by $523,499 to $526,148 during the six months
ended June 30, 2003, from $2,649 recorded for the six months ended June 30,
2002. Revenues also increased by $331,538 to $334,187 for the quarter ended June
30, 2003, from $2,649 for the quarter ended June 30, 2002. The automated
litigation support services of subsidiary Litidex amounted to $336,645 and
$232,847, respectively, for the six months and quarter ended June 30, 2003.
Revenues generated by our Database management segment amounted to $46,066 and
$14,726, respectively, for the six months and quarter ended June 30, 2003, while
revenues generated by pharmacy operations amounted to $143,437 and $86,614,
respectively, for the six months and quarter ended June 30, 2003.

Cost of Sales. Cost of sales in the amount of $108,283 and $66,922 for the six
months and quarter ended June 30, 2003, reflects the cost of pharmaceutical
products sold by subsidiary PharmHouse.

Sales and Marketing Expense. Sales and marketing expense increased by $36,740 to
$64,062 during the six months ended June 30, 2003, from $27,322 for the
corresponding period ended June 30, 2002. Sales and marketing expense also
increased by $10,434, to $24,835 during the quarter ended June 30, 2003, from
$14,401 for the quarter ended June 30, 2002. The majority of the increase is due
to marketing efforts related to the new PharmHouse stores, including payments to
contract sales personnel in the amount of $27,000 and $5,000, respectively,
during the six months and quarter ended June 30, 2003.

General and Administrative Expense. General and administrative expense decreased
by $20,345 to $1,210,100 during the six months ended June 30, 2003, from
$1,230,445 for the six months ended June 30, 2002. General and administrative
expense decreased by $158,832 to $599,201 during the quarter ended June 30,
2003, from $758,033 for the quarter ended June 30, 2002.

-    Payroll and related costs at the administrative and management level
     increased by $310,213 to $836,102 for the six months ended June 30, 2003,
     from $525,889 for the six months ended June 30, 2002. Payroll and related
     costs also increased by $137,576 to $399,804 for the quarter ended June 30,
     2003, from $262,228 for the quarter ended June 30, 2002.

-    Non-cash expense related to stock and option awards decreased by $229,877
     to $8,000 for the six months ended June 30, 2003, compared to $237,877 for
     the six months ended June 30, 2002. Stock and option awards decreased by
     $183,977 to $8,000 for the quarter ended June 30, 2003, from $191,977 for
     the quarter ended June 30, 2002.

-    Administrative expense reductions were realized in professional fees,
     contract services, and the expense of outside consulting which in aggregate
     decreased by $98,231 to $144,412 for the six months ended June 30, 2003,
     from $242,643 for the six months ended June 30, 2002. These expenses also
     decreased by $77,337 to $68,522 during the quarter ended June 30, 2003,
     from $145,859 for the quarter ended June 30, 2002.

-    Rent, utilities and related expenses increased by $7,807 to $98,824 for the
     six months ended June 30, 2003, from $91,017 for the six months ended June
     30, 2002. Rents decreased by $13,629 to $39,514 for the quarter ended June
     30, 2003, from $53,143 for the quarter ended June 30, 2002. During the six
     months and quarter ended June 30, 2003, equipment rental primarily related


                                       14
<PAGE>
     to the PharmHouse stores increased by $26,383 and $13,031, respectively.
     While rent and related utilities expense increased by $15,088 and $5,155
     for the six months and quarter ended June 30, 2003, respectively, decreased
     expense in the amount of $33,664 and $31,815 for the corresponding periods
     resulted from a corporate move to smaller office space in the second
     quarter of 2002.

-    Miscellaneous other general and administrative expenses were reduced by
     $10,257 and $21,465 for the six months and quarter ended June 30, 2003,
     respectively, to $122,762 and $83,361 for the periods ended June 30, 2003,
     from $133,019 and $104,826 for the periods ended June 30, 2002. These
     results include the recording of a $50,000 allowance for doubtful
     collection of rents due from a subtenant at our previous office location in
     the quarter ended June 30, 2002, and the recording of $50,352 in property
     tax liabilities in the quarter ended June 30, 2003.

Production and Computer Service Expense.  Production and computer service
expense increased by $202,012 to $283,475 for the six months ended June 30,
2003, from $81,463 for the six months ended June 30, 2002. Production and
computer service expense also increased by $116,291 to $161,264 for the quarter
ended June 30, 2003, from $44,973 for the quarter ended June 30, 2002.
Production labor costs increased by $50,271 and $27,514 for the six months and
quarter ended June 30, 2003, respectively, relating to the automated litigation
support services of Litidex. Production costs also increased by $149,213 and
$91,222 for the six months and quarter ended June 30, 2003, respectively,
relating to set up and servicing of PharmHouse locations and programming needs
at the corporate office. ISP co-location costs and the cost of equipment repairs
increased by $2,528 for the six months ended June 30, 2003, and decreased by
$2,445 for the quarter ended June 30, 2003.

Amortization and Depreciation Expense.   Amortization and depreciation expense
decreased by $238,432 to $148,146 for the six months ended June 30, 2003, from
$386,578 for the six months ended June 30, 2002. Amortization and depreciation
expense increased by $16,431 to $76,335 for the quarter ended June 30, 2003,
from $59,904 for the quarter ended June 30, 2002 .The decrease for the six
months ended June 30, 2003 is primarily due to $260,868 in amortization expense
during 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 six months ended June 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 $136,984 to $480,463 for the six
months ended June 30, 2003, from $343,479 for the six months ended June 30,
2002. Interest expense also increased by $122,733 to $240,996 for the quarter
ended June 30, 2003, from $118,263 for the quarter ended June 30, 2002. The
interest expense increase is partly due to $675,000 and $400,000 in new debt
acquired in the first and second quarter of 2002, respectively. 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. During the six months and quarter ended June 30,
2003, ITIS recorded $71,950 and $33,868, respectively, as accrued interest
payable in regard to this liability.

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 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.


                                       15
<PAGE>
For the six months ended June 30, 2003, ITIS's cash and cash equivalents
decreased by $220,644 from the December 31, 2002 balance of $248,722 in
available cash to $28,078 in available cash at June 30, 2003.  The Company has a
working capital deficit of $3,789,814 at June 30, 2003. Cash used in operating
activities was $1,433,572, cash provided by investment activities was $914,203
and cash provided by financing activities was $298,725.

Cash used in operating activities of $1,433,572 is primarily due to operating
losses of $4,147,049, increases in accounts receivable and deferred revenue in
the amount of $109,895 and $153,755, respectively, and $192,995 in gains on
sales of investments. These amounts are offset by increases in liabilities in
the amount of $472,407, amortization and depreciation expense of $148,146, and
losses on the sales of equipment and our Database assets totaling $2,596,269.
Cash provided by investment activities of $914,203 is due to proceeds from sales
of investments and equipment in the amount of $547,577 and proceeds from sale of
our Database assets in the amount of $400,183. These amounts are reduced by
asset purchases totaling $33,557. Cash provided by financing activities of
$298,725 is due to advances from Hunter M.A. Carr and other directors in the
amount of $372,769, the receipt of $58,287 in payments on notes receivable, and
new loan proceeds from a third party lender in the amount of $126,061. These
amounts are offset by $258,392 in payments made on various notes payable.

Accounts receivable, net of doubtful accounts, at June 30, 2003 amount to
$190,775.

Note receivable at June 30, 2003 in the amount of $1,704,165, 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 have a material effect on internal controls
subsequent to the end of the fiscal quarter covered by this report.


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<PAGE>
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 April 29, 2003, reporting under Item 4, the change
          in our certifying accountant from Fitts, Roberts & Co., P.C. to Malone
          & Bailey, PLLC effective April 24, 2003.



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                                   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.




August 16, 2004                        /s/ Hunter M.A. Carr
                                       --------------------
                                           Hunter M.A. Carr
                                           President and Chief Executive Officer



                                       /s/ Joanna Hoover
                                       --------------------
August 16, 2004                            Joanna Hoover
                                           Principal Accounting Officer


                                       18

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