SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(MARK ONE)

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

                For the quarterly period ended September 30, 2004
                                               ------------------

                                       Or

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

              For the transition period from ________ to _________


                         COMMISSION FILE NUMBER 0-25413


                       INTERNATIONAL IMAGING SYSTEMS, INC.
        -----------------------------------------------------------------
        (Exact name of Small Business Issuer as Specified in its Charter)


            DELAWARE                                            65-0854589
---------------------------------                           ------------------
  (State or Other Jurisdiction                                (IRS Employer
of Incorporation or Organization)                           Identification No.)


                6689 N.W. 16th Terrace, Fort Lauderdale, FL 33309
                -------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (954) 978-9090
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


          ------------------------------------------------------------
          (Former Name and Former Address of Issuer Since Last Report)


Check 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 Registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [ ] No [X]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: As of January 18, 2005, the Registrant
had 6,028,700 shares of Common Stock outstanding.

            Transmittal Small Business Disclosure Format (check one)

Yes [ ] No [X]
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.

                                   FORM 10-QSB
                    For the Quarter Ended September 30, 2004


                                      INDEX
                                      -----
                                                                           Page
                                                                          Number
PART I  FINANCIAL INFORMATION

Item 1 -       Consolidated Balance Sheet
                at September 30, 2004                                        1

               Consolidated Statements of Operations
                for the three months and nine months
                ended September 30, 2004 and September 30, 2003              2

               Consolidated Statements of Cash Flows
                for the nine months ended
                September 30, 2004 and September 30, 2003                    3

               Notes to Consolidated Financial Statements                    4

Item 2 -       Management's Discussion and Analysis
                of Financial Condition and
                Results of Operations                                       12

Item 3 -       Controls and Procedures                                      14

PART II

Item 1 -       Legal Proceedings                                            15

Item 2 -       Changes in Securities                                        15

Item 3 -       Defaults Upon Senior Securities                              15

Item 4 -       Submission of Matters to a Vote
                of Security Holders                                         15

Item 5 -       Other Information                                            15

Item 6 -       Exhibits and Reports on Form 8-K                             15

Signature                                                                   16
Exhibit 31.1                                                                17
Exhibit 32.1                                                                18
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
                           CONSOLIDATED BALANCE SHEET
                                   (UNAUDITED)
                               SEPTEMBER 30, 2004

                                     ASSETS

CURRENT ASSETS:
    Accounts Receivable                                            $    394,839
    Inventories                                                         107,435
    Net Assets of Discontinued Operations                                 5,749
                                                                   ------------
        TOTAL CURRENT ASSETS                                            508,023

PROPERTY AND EQUIPMENT                                                  181,998

OTHER ASSETS:
    Security Deposits                                                     3,700
                                                                   ------------

TOTAL ASSETS                                                       $    693,721
                                                                   ============

                    LIABILITIES AND SHAREHOLDERS' DEFICIENCY

CURRENT LIABILITIES:
    Notes and Loans Payable - Current                              $    426,465
    Accounts Payable                                                    757,573
    Accrued Expenses                                                     41,521
    Customer Deposits                                                    24,918
                                                                   ------------
        TOTAL CURRENT LIABILITIES                                     1,250,477

NOTES AND LOANS PAYABLE - Non-Current                                   273,420
                                                                   ------------

TOTAL LIABILITIES                                                     1,523,897
                                                                   ------------

SHAREHOLDERS' DEFICIENCY:
    Preferred Stock - $.001 Par Value - 1,000,000 Shares
        Authorized; -0- Shares Issued and Outstanding
    Common Stock - $.001 Par Value - 29,000,000 Shares
        Authorized; 6,028,700 Shares Issued and Outstanding               6,029
    Additional Paid-In Capital                                           96,134
    Accumulated Deficit                                                (932,339)
                                                                   ------------
                TOTAL SHAREHOLDERS' DEFICIENCY                         (830,176)
                                                                   ------------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIENCY                     $    693,721
                                                                   ============

See accompanying notes to consolidated financial statements.

                                      - 1 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
         NINE MONTHS AND THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                     NINE MONTHS ENDED              THREE MONTHS ENDED
                                        SEPTEMBER 30,                  SEPTEMBER 30,
                                ----------------------------   ----------------------------
                                    2004            2003           2004            2003
                                ------------    ------------   ------------    ------------
<S>                             <C>             <C>            <C>             <C>
NET SALES                       $  2,381,220    $  2,541,439   $    770,025    $    865,244

COST OF GOODS SOLD                 1,737,636       1,650,040        587,535         567,839
                                ------------    ------------   ------------    ------------

GROSS PROFIT                         643,584         891,399        182,490         297,405

GENERAL AND ADMINISTRATIVE
    EXPENSES                         973,131         878,329        289,524         319,528
                                ------------    ------------   ------------    ------------

INCOME (LOSS) FROM CONTINUING
    OPERATIONS BEFORE INCOME
    TAXES                           (329,547)         13,073       (107,034)        (22,123)

INCOME TAXES                              --           2,397             --          (5,253)
                                ------------    ------------   ------------    ------------

INCOME (LOSS) FROM CONTINUING
    OPERATIONS                      (329,547)         10,676       (107,034)        (16,870)

INCOME FROM DISCONTINUED
    OPERATIONS                         2,735              --            880              --
                                ------------    ------------   ------------    ------------

NET INCOME (LOSS)               $   (326,812)   $     10,676   $   (106,154)   $    (16,870)
                                ============    ============   ============    ============

BASIC EARNINGS (LOSS)
    PER SHARE                   $      (.054)   $       .002   $      (.018)   $      (.003)
                                ============    ============   ============    ============

DILUTED EARNINGS (LOSS)
    PER SHARE                   $      (.054)   $       .002   $      (.018)   $      (.003)
                                ============    ============   ============    ============

WEIGHTED AVERAGE NUMBER
    OF COMMON SHARES
    OUTSTANDING:
        Basic                      6,028,700       5,856,200      6,028,700       5,856,200
                                ============    ============   ============    ============
        Diluted                    6,028,700       6,446,230      6,028,700       5,856,200
                                ============    ============   ============    ============
</TABLE>

See accompanying notes to consolidated financial statements.

                                      - 2 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003

<TABLE>
<CAPTION>
                                                            2004            2003
                                                        ------------    ------------
<S>                                                     <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Income (Loss)                                   $   (326,812)   $     10,676
    Adjustments to Reconcile Net Income (Loss)
        to Net Cash (Used) by Operating Activities:
          Depreciation                                        41,593          32,161
    Change in Operating Assets and Liabilities:
        Accounts Receivable                                   56,357        (168,398)
        Loans Receivable - Officers                               --           2,769
        Inventories                                           47,095        (185,240)
        Net Assets of Discontinued Operations                 (5,749)             --
        Accounts Payable                                     195,353          36,987
        Accrued Expenses                                      (3,712)          3,057
        Customer Deposits                                     (1,574)           (784)
        Income Taxes Payable                                      --           2,397
                                                        ------------    ------------
              NET CASH PROVIDED (USED) BY
                OPERATING ACTIVITIES                           2,551        (266,375)
                                                        ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Expenditures for Property and Equipment                  (11,517)        (20,203)
                                                        ------------    ------------
              NET CASH (USED) BY INVESTING ACTIVITIES        (11,517)        (20,203)
                                                        ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from Borrowings                                  304,500         982,436
   Repayment of Borrowings                                  (312,287)       (660,700)
                                                        ------------    ------------
              NET CASH PROVIDED (USED) BY
                FINANCING ACTIVITIES                          (7,707)        321,736
                                                        ------------    ------------

NET INCREASE (DECREASE) IN CASH                              (16,753)         35,158

CASH - Beginning of Period                                    16,753           3,862
                                                        ------------    ------------

CASH - End of Period                                    $         --    $     39,020
                                                        ============    ============

SUPPLEMENTAL CASH FLOW INFORMATION:
    Interest Paid                                       $     40,895    $     10,743
                                                        ============    ============
   Income Taxes Paid                                    $         --    $         --
                                                        ============    ============
</TABLE>

See accompanying notes to consolidated financial statements.

                                      - 3 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE A  -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -

             Nature of Operations:
                  A.M.S. Marketing, Inc. was incorporated in the State of
                  Delaware on July 23, 1998. In October, 2003, the Company
                  changed its name to International Imaging Systems, Inc.

                  The Company, through its wholly-owned subsidiary, Advanced
                  Imaging Systems, LLC ("AIS"), is principally engaged in the
                  manufacture and sale of telephone credit cards, check cashing
                  cards and security cards of all types. The Company markets
                  such products domestically and abroad.

                  The Company also markets pre-owned, brand name photocopier
                  machines for an unrelated party (see Note J).

             Basis of Presentation:
                  The consolidated financial statements include the accounts of
                  the Company and its subsidiaries. Intercompany transactions
                  and accounts have been eliminated.

                  On July 31, 2003, A.M.S. Marketing, Inc, ("AMS") acquired 100%
                  ownership of "AIS" in exchange for 1,200,000 shares of its
                  previously unissued common stock. Prior to the execution of
                  the exchange agreement, the members (owners) of "AIS"
                  purchased directly from an existing "AMS" shareholder,
                  3,600,000 shares of "AMS" common stock. The combined result of
                  the foregoing transactions is that the previous owners of
                  "AIS" own 81.96% of the outstanding common stock of "AMS".

                  For accounting purposes, "AIS" is considered to be the
                  acquirer and "AMS", the acquired entity. The business
                  combination is considered to be a "reverse merger" since the
                  former owners of "AIS" now control more than 50% of "AMS" as a
                  result of the merger. The effect of this transaction reflects
                  historical values of assets and liabilities of the combined
                  entities with a recapitalization of "AMS" shareholders'
                  equity.

                                      - 4 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE A  -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (continued) -

             Estimates:
                  The preparation of financial statements in conformity with
                  generally accepted accounting principles requires management
                  to make estimates and assumptions that affect the reported
                  amounts of assets and liabilities and disclosure of contingent
                  assets and liabilities at the date of the financial statements
                  and the reported amounts of revenues and expenses during the
                  reporting period. Actual results could differ from those
                  estimates.

             Financial Instruments:
                  The carrying values of accounts receivable, accounts payable,
                  and notes payable approximate fair value at September 30,
                  2004.

             Accounts Receivable:
                  Accounts receivable are stated at net realizable value.
                  Accounts considered doubtful as to collectibility have been
                  written off as of September 30, 2004.

             Inventories:
                  Inventories are valued at the lower of the first-in, first-out
                  cost or market with respect to direct material costs.
                  Capitalized overhead costs are determined on the basis of
                  average costs.

             Property and Equipment:
                  Property and equipment are recorded at cost, less
                  depreciation. Depreciation is primarily accounted for on the
                  straight-line method based on estimated useful lives. The
                  depreciation of leasehold improvements is based on the shorter
                  of the lease term or the life of the improvement. The carrying
                  value of property and equipment is assessed when factors
                  indicating impairment is present. The Company determines fair
                  value by obtaining market quotes for replacement property.

             Sales:
                  Revenue is recognized when materials are shipped. Reported
                  sales are arrived at by deducting discounts and return
                  allowances.

             Advertising:
                  Advertising costs are expensed as incurred.

                                      - 5 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE A  -    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (continued) -

             Earnings or (Loss) Per Common Share:
                  Basic earnings per common share is calculated by dividing net
                  income by the weighted average number of common shares
                  outstanding during the period. Diluted earnings per common
                  share is calculated by adjusting weighted average outstanding
                  shares, assuming conversion of all of the Company's
                  "Exchangeable Notes" (see note H) as if conversion to common
                  shares had occurred at the beginning of the current period.
                  Interest expense applicable to the notes is added back to net
                  income for purposes of computing diluted earnings per share.
                  The additional shares contingently issuable to holders of the
                  exchangeable notes were not considered for the period ended
                  September 30, 2004 because their effect would have been
                  anti-dilutive.


NOTE B  -    INVENTORIES -

             Inventories consists of the following at September 30, 2004:

                      Raw Materials                     $  59,838
                      Work in Process                      47,597
                                                        ---------
                                                        $ 107,435
                                                        =========


NOTE C  -    PROPERTY AND EQUIPMENT -

             Property and equipment consists of the following at September 30,
             2004:

                      Furniture and Fixtures            $   6,680
                      Machinery and Equipment             222,640
                      Leasehold Improvements               62,211
                                                        ---------
                                                          291,531
                      Accumulated Depreciation           (109,533)
                                                        ---------
                                                        $ 181,998
                                                        =========

                                      - 6 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE D  -    STOCK COMPENSATION PLAN -

             The Company's 2003 Equity Incentive Program provides for the grant
             of incentive stock options, nonqualified stock options, and
             restricted stock awards. Certain awards are intended to qualify as
             "incentive stock options" within the meaning of the Internal
             Revenue Code (the "Code"). Other awards granted under the "Program"
             are not intended to qualify as incentive stock options under the
             "Code".

             The total number of shares of the Company's common stock that may
             be issued during the first year under the "Program" may not exceed
             6,000,000, of which 1,000,000 will be available for issuance as
             incentive stock option grants and 5,000,000 will be available for
             issuance as nonqualified stock option grants. The total number of
             shares may be increased annually based upon the total number of
             common shares outstanding in subsequent years.

             As of September 30, 2004, no stock options were granted under the
             Program.


NOTE E  -    CONCENTRATION OF RISK -

             Customers:
                  Three of the Company's major customers accounted for 40% of
                  the sales revenues for the nine months ended September 30,
                  2004. Sales to a single customer amounted to 19% of sales for
                  the nine months ended September 30, 2004.

             Suppliers:
                  The Company is dependent upon a limited number of major
                  suppliers. If a supplier had operational problems or ceased
                  making material available to the Company, operations could be
                  adversely affected.

                                      - 7 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE F  -    COMMITMENTS -

             Rent:
                  The Company leases its general office and production
                  facilities. Rental expense amounted to $34,341 for the nine
                  months ended September 30, 2004. The Company is committed to
                  total minimal annual rental payments through 2005 in the
                  amount of $18,125.

             Consulting Agreement:
                  In April, 2003, the Company entered into a three year
                  management services contract with a shareholder. The agreement
                  provides for monthly payments of $6,700, plus expense
                  reimbursements, through March, 2004 and $5,500 thereafter.

             Employment Agreements:
                  In July, 2003, the Company entered into three year employment
                  contracts with five individuals considered to be key
                  employees. The contracts provide for annual remuneration
                  aggregating approximately $372,000 with cost of living
                  increases in the last two years of the contracts. In addition,
                  the contracts provide for expense account allowances
                  aggregating to $30,000 annually.


NOTE G  -    RELATED PARTY TRANSACTIONS -

             Sales:
                  Sales to customers related to employees of the Company
                  amounted to $48,334 and $84,981 for the nine months ended
                  September 30, 2004 and 2003, respectively.

             Promotional Fees:
                  During the periods ended September 30, 2004 and 2003, the
                  Company paid promotional/marketing development fees to an
                  entity owned by the Chief Executive Officer of $7,500 and
                  $18,155, respectively.

                                      - 8 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE H -     NOTES AND LOANS PAYABLE -

             Notes payable consist of the following at September 30, 2004:

                6%-12% Note Payable - Shareholder - Due in monthly
                installments of $7,335, including interest -
                Maturing at various dates through August, 2007        $  79,304

                Demand Loans Payable - Shareholders - Working
                capital advances bearing no interest and expected
                to be repaid within one year                             85,581

                6% Exchangeable Notes Payable - Maturing at various
                times through December, 2005. The notes may be
                exchanged for common stock at maturity, at the
                discretion of the lenders based upon an exchange price
                of $.50 per common share for each dollar owed.
                Included in this amount are notes to shareholders
                amounting to $105,000.                                  535,000
                                                                      ---------

                                                                        699,885
                Deduct Current Portion                                 (426,465)
                                                                      ---------

                                                                      $ 273,420
                                                                      =========

             The Company has pledged substantially all production machinery and
             equipment as collateral on the notes owing to officers and
             shareholders.

             Interest expense amounted to $40,895 and $19,724 for the nine
             months ended September 30, 2004 and 2003, respectively.

             The maturities of notes and loans payable for each of the
             succeeding five years subsequent to the current period as follows:

                 JUNE 30,                                               AMOUNT
                 --------                                               ------

                    2005                                              $ 426,465
                    2006                                                256,442
                    2007                                                 16,977
                    2008                                                     --
                    2009                                                     --

                                      - 9 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE I  -    INCOME TAXES -

             The Company has a net operating loss carryforward of approximately
             $1,000,000, which may be carried forward through the year 2024, to
             offset future taxable income.

             Deferred tax assets, amounting to approximately $400,000, relating
             to the potential tax benefit of future tax deductions was offset by
             a valuation allowance due to the uncertainty of profitable
             operations in the future.


NOTE J  -    PENDING SPIN-OFF -

             On December 12, 2003, the Company formed a wholly-owned subsidiary,
             Renewable Assets, Inc., to carry on the promotional services line
             of the business from the predecessor company, A.M.S. Marketing,
             Inc. The promotional services line of the business consists of
             marketing pre-owned photocopy machines.

             The chief executive officer of Renewable Assets, Inc. is also a
             shareholder and creditor of International Imaging Systems, Inc.

             On April 13, 2004, the Board of Directors approved a spin-off of
             Renewable Assets, Inc. to International Images, Inc.'s shareholders
             of record on April 14, 2004.

             The shares of Renewable Assets, Inc. have not been distributed
             pending approval by the Securities and Exchange Commission.

             At September 30, 2004, the net assets of Renewable Assets, Inc. are
             presented as "net assets of discontinued operations" in the
             accompanying consolidated balance sheet. The results of the
             photocopy division operations for the nine months ended September
             30, 2004 are presented in the consolidated financial statements of
             International Imaging Systems, Inc. and Subsidiaries as income from
             Discontinued Operations.

                                     - 10 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.
                                AND SUBSIDIARIES
                      (SUCCESSOR TO A.M.S. MARKETING, INC.)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED



NOTE K  -    NON-MONETARY TRANSACTIONS -

             During the nine months ended September 30, 2004, the Company sold
             finished manufactured goods to certain suppliers for non-cash
             consideration of $36,948. Payment was received in the form of
             supplies and materials. The transactions were valued at the
             Company's customary selling prices.

NOTE L  -    SUBSEQUENT EVENT -

             On December 30, 2004, the Company sold, for $348,345, substantially
             all of its property and equipment, entire inventory, trade name of
             the operating subsidiary ("Advanced Imaging Systems"), customer
             lists, intellectual rights to the Company's printing proprietary
             software, and other tangible and intangible personal property used
             in its commercial printing operation, to an entity owned by one of
             the Company's principal suppliers and the Company's production
             manager. In addition, the buyer agreed to employ the Company's
             commercial printing sales and production staff, sign a two-year
             non-compete agreement, and to sublease the Company's offices and
             production facilities. The seller retained its accounts receivable
             and accounts payable. The buyer has agreed to assist the Company in
             the collection of outstanding accounts receivable and to refrain
             from providing services to the Company's delinquent customers.

             The sale resulted in a gain of $168,702. Cash, of $119,930 was
             received, and the Company will receive monthly principal and
             interest payments of $5,365 through January, 2007, pursuant to a 6%
             promissory note collateralized by the sold assets and personally
             guaranteed by the buyer and one of its principals.

             In addition, the Company is entitled to receive from the buyer
             commission income of 10% of gross revenues derived from future
             sales of goods manufactured by the buyer from certain accounts.

NOTE M  -    GOING CONCERN -

             A net loss from operations, negative working capital, and a capital
             deficiency are issues that raise substantial doubt about the
             Company's ability to continue as a going concern. Management has
             taken steps to achieve profitable operations by restructuring its
             sales pricing policies and production methods (see Note L). In
             addition, the Company is pursuing negotiations with private and
             institutional lenders to secure additional working capital in the
             form of some combination of equity and debt. The accompanying
             financial statements have been prepared on the basis of a going
             concern, and do not reflect any adjustments resulting from an
             alternative assumption.

                                     - 11 -
<PAGE>

    ITEM 2 -     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                       -----------------------------------

Overview

        Since the Company's formation in July, 1998, we have engaged in the
business of marketing pre-owned, brand name photocopy machines for an unrelated
third party. On December 12, 2003, the Company formed a wholly owned subsidiary
in Delaware, Renewable Assets, Inc. ("RAI"), through which we now conduct our
business of marketing previously owned photocopy machines. On April 13, 2004,
our Board of Directors approved the spin-off of all of the shares of RAI owned
by us to our shareholders of record as of April 14, 2004. Although the Company
expected to complete the spin-off on or before October 31, 2004, it has been
delayed due to the inability of the Company to comply timely with its reporting
obligations as a public company. It is contemplated that the spin-off will be
completed during the first quarter of 2005, but it could be further delayed.

        Through our wholly owned limited liability company, Advanced Imaging
Systems, LLC ("AIS"), acquired in July, 2003 as a result of a reverse merger,
the Company has also been engaged in the design, manufacture and marketing of
plastic and paper card products, including credit cards, pre-paid telephone
cards, value storage cards, access entry cards, identity cards and business
cards. Due to continuing losses generated by AIS and our inability to raise
additional financing on acceptable terms to expand AIS' operations, on December
30, 2004, the Company sold substantially all of AIS' operating equipment,
inventory and intangible property to an entity affiliated with one of AIS'
principal suppliers and its former production manager. As a result of such sale,
AIS intends to outsource its manufacturing needs and concentrate its efforts on
the marketing and sales of its products.

        As discussed below, the three month period ended September 30, 2004 (the
"2004 Third Quarter") was characterized by a 12% decrease in sales as compared
to the three month period ended September 30, 2003 (the "2003 Third Quarter")
and by increases in the cost of goods sold and general and administrative
expenses, resulting in a net loss of $107,034 in the 2004 Third Quarter as
compared to a net loss of $16,870 in the 2003 Third Quarter.

Results of Operations

Sales

Sales for the 2004 Third Quarter were $770,025 as compared to sales of $865,244
for 2003 Third Quarter, a decline of 12%. Sales for the nine month period ended
September 30, 2004 (the "2004 Period") were $2,381,220 as compared to sales of
$2,541,439 for the same period in the prior year (the "2003 Period"), a decline
of 6%. The decline in sales for both periods is primarily a result of decreased
sales volume to certain existing customers in specific segments of the Company's
product line offering. The Company does not believe that such decline is
indicative of a trend but is more related to factors beyond the Company's
control, such as customer needs and timing of receipt of orders. Accordingly,
comparisons between periods may not be meaningful. Substantially all of the
sales for the 2004 Third Quarter, the 2004 Period, the 2003 Third Quarter and
the 2003 Period were attributable to AIS.

                                     - 12 -
<PAGE>

Gross Profit
------------

Gross profit as a percentage of sales ("gross margin") declined to 24% for the
2004 Second Quarter as compared to 34% for the 2003 Second Quarter. Gross margin
for the 2004 Period declined to 27% from 35% for the 2003 Period. The decline in
gross margins for both the 2004 Third Quarter and the 2004 Period is primarily
attributable to the industry wide price contraction that began in the fourth
quarter of 2003 and continued into the 2004 Period. The Company believes that
such contraction is likely to continue for the foreseeable future.

During the 2004 Period, in an attempt to improve future performance and increase
its gross profit margins, AIS modified its cost accounting system, negotiated
more favorable pricing on many of the components of its cost of goods sold,
instituted price increases on its lower margin products, and adjusted its
product mix in order to increase the percentage of sales derived from higher
margin products. Notwithstanding these actions, we did not experience the
anticipated improvement in gross profit margins. Consequently, on December 30,
2004, AIS sold substantially all of its operating equipment, inventory, and
intangible property to an entity affiliated with of one of AIS' principal
suppliers and its former production manager. As a result of such sale, AIS
intends to outsource the manufacture of its products and thereby narrow its
focus to sales and marketing. The Company believes that AIS should be able to
return to profitability in the future. No assurance can be given, however, that
AIS will be able to return to profitability.


General and Administrative Expenses
-----------------------------------

General and administrative expenses ("G&A") were $289,524, or 38% of sales for
the 2004 Third Quarter as compared to $319,528, or 37% of sales for 2003 Third
Quarter. G&A were $973,131, or 41% of sales for the 2004 Period as compared to
$878,329, or 35% of sales for 2003 Period. The increase in G&A as a percentage
of sales is primarily attributable to the increase in certain of the costs and
expenses incurred in the 2004 Period relating to the Company being a reporting
issuer.

Other Expenses
--------------

Interest expense for the 2004 Third Quarter increased to $10,336 from $8,981 for
the 2003 Second Quarter. Interest expense for the 2004 Period increased to
$40,895 from $19,724 for the 2003 Period. The increase in interest expense is
primarily attributable to the additional indebtedness incurred by AIS during the
fourth quarter of 2003.

Liquidity and Capital Resources
-------------------------------

         The Company financed its operations during the 2004 Period through
revenues from operations and shareholder advances of $304,500. As of September
30, 2004, the Company's principal source of liquidity consisted of accounts
receivable of $394,839. As of result of the sale of AIS' operating equipment,
inventory and intangible property on December 30, 2004, AIS received
approximately $350,000, of which $119,930 was paid in cash and the balance by a
note payable in 24 equal monthly installments, together with interest thereon at
the rate of 6% per annum. The note is secured by the sold assets and is
guaranteed by one of buyer's principals. In addition, AIS will be entitled to
receive follow-on commissions of ten percent (10%) of the gross revenues
generated from certain existing accounts and from any new accounts that AIS may
solicit.

                                     - 13 -
<PAGE>

The Company believes that the timely collection of its accounts receivable,
together the cash received from the sale and the anticipated note installments
and revenues from operations will be sufficient to finance the Company's
operations for the at least the next six months. The Company intends to continue
to raise additional capital from both existing and new shareholders in order to
expand its operations. There can be no assurance that we will be able to find
sources of financing on terms acceptable to us, if at all. If we do not find
sources to finance such activities, we will be unable to expand our operations,
and if any of the expected sources of revenue should fail to appear, the Company
may have to curtail certain its current activities.

ITEM 3. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures
    ------------------------------------------------

Within the 90 days prior to the date of this report, International Imaging
Systems, Inc. (the "Company") carried out an evaluation, under the supervision
and with the participation of the Company's management, including the Company's
Chief Executive and Chief Financial Officer, of the effectiveness of the design
and operation of the Company's disclosure controls and procedures pursuant to
Exchange Act Rule 13a-14. Based upon that evaluation, the Chief Executive and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures are effective in timely alerting him to material information required
to be included in the Company's periodic SEC filings relating to the Company
(including its consolidated subsidiaries).

(b) Changes in Internal Controls
    ----------------------------

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these internal controls subsequent to
the date of our most recent evaluation.

                           FORWARD LOOKING STATEMENTS
                           --------------------------

This Form 10-QSB and other reports filed by the Company from time to time with
the Securities and Exchange Commission (collectively the "Filings") contain or
may contain forward looking statements and information that are based upon
beliefs of and information currently available to the Company's management as
well as estimates and assumptions made by the Company's management.

When used in the filings the words "anticipate", "believe", "estimate",
"expect", "future", "intend", "plan" and similar expressions as they relate to
the Company or the Company's management identify forward looking statements.
Such statements reflect the current view of the Company with respect to future
events and are subject to risks, uncertainties and assumptions relating to the
Company's operations and results of operations and any businesses that may be
acquired by the Company. Should one or more of these risks or uncertainties
materialize, or should the underlying assumptions prove incorrect, actual
results may differ significantly from those anticipated, believed, estimated,
intended or planned.

                                     - 14 -
<PAGE>

                       INTERNATIONAL IMAGING SYSTEMS, INC.

                                     PART II
                                OTHER INFORMATION

Item 1 -       Legal Proceedings

               None

Item 2 -       Changes in Securities

               None

Item 3 -       Defaults Upon Senior Securities

               None

Item 4 -       Submission of Matters to a Vote of Security Holders

               None

Item 5 -       Other Information

               None

Item 6 -       Exhibits and Reports on Form 8-K

               (a)    Exhibits

                      31.1 Certification of Principal Executive and Chief
               Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
               Act of 2002

                      32.1 Certification of Chief Executive and Chief Financial
               Officer pursuant to 18 U.S.C. Section 1350

               (b)    Reports on Form 8-K - None

                                     - 15 -
<PAGE>

                                    SIGNATURE

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

                                    Registrant
                                    INTERNATIONAL IMAGING SYSTEMS, INC.


                                    By: /s/ C. LEO SMITH
                                        ----------------------------------------
                                        C. Leo Smith, Chief Executive Officer,
                                        President and Chief Financial Officer

Date:  January 21, 2005

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