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 June 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 December 3, 2004, 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 June 30, 2004


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

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

         Consolidated Statements of Operations
          for the three months and six months
          ended June 30, 2004 and June 30, 2003                             2

         Consolidated Statements of Cash Flows
          for the six months ended
          June 30, 2004 and June 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                                                 16

Item 2 - Changes in Securities                                             16

Item 3 - Defaults Upon Senior Securities                                   16

Item 4 - Submission of Matters to a Vote of Security Holders               16

Item 5 - Other Information                                                 16

Item 6 - Exhibits and Reports on Form 8-K                                  16

Signature                                                                  17

Exhibit 31.1                                                               18

Exhibit 32.1                                                               20
<PAGE>

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

                                     ASSETS

CURRENT ASSETS:
 Accounts Receivable - Net of Allowance for Doubtful
   Accounts of $24,324                                              $   389,450
 Inventories                                                            127,379
 Net Assets of Discontinued Operations                                    4,869
                                                                    -----------
   TOTAL CURRENT ASSETS                                                 521,698

PROPERTY AND EQUIPMENT                                                  194,647

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

TOTAL ASSETS                                                        $   720,045
                                                                    ===========

                    LIABILITIES AND SHAREHOLDERS' DEFICIENCY

CURRENT LIABILITIES:
 Notes and Loans Payable - Current                                  $   186,711
 Accounts Payable                                                       670,179
 Accrued Expenses                                                        37,836
 Customer Deposits                                                       26,962
                                                                    -----------
   TOTAL CURRENT LIABILITIES                                            921,688

NOTES AND LOANS PAYABLE - Non-Current                                   522,379
                                                                    -----------

TOTAL LIABILITIES                                                     1,444,067
                                                                    -----------
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                                                   (826,185)
                                                                    -----------
      TOTAL SHAREHOLDERS' DEFICIENCY                                   (724,022)
                                                                    -----------

TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIENCY                      $   720,045
                                                                    ===========

See accompanying notes to consolidated financial statements.

                                      - 1 -
<PAGE>
<TABLE>
<CAPTION>

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

                                       SIX MONTHS ENDED              THREE MONTHS ENDED
                                           JUNE 30,                       JUNE 30,
                                  ---------------------------   ---------------------------
                                      2004           2003           2004           2003
                                  ------------   ------------   ------------   ------------
<S>                               <C>            <C>            <C>            <C>
NET SALES                         $  1,611,195   $  1,680,695   $    704,590   $    833,187

COST OF GOODS SOLD                   1,150,101      1,082,201        501,908        548,999
                                  ------------   ------------   ------------   ------------

GROSS PROFIT                           461,094        598,494        202,682        284,188

GENERAL AND ADMINISTRATIVE
  EXPENSES                             683,607        566,484        378,627        290,259
                                  ------------   ------------   ------------   ------------

INCOME (LOSS) FROM CONTINUING
  OPERATIONS                          (222,513)        32,010       (175,945)        (6,071)

INCOME FROM DISCONTINUED
  OPERATIONS                             1,855             --            655             --
                                  ------------   ------------   ------------   ------------

NET INCOME (LOSS)                 $   (220,658)  $     32,010   $   (175,290)  $     (6,071)
                                  ============   ============   ============   ============
BASIC AND DILUTED EARNINGS
  (LOSS) PER SHARE                $      (.037)  $       .007   $      (.029)  $      (.001)
                                  ============   ============   ============   ============
WEIGHTED AVERAGE NUMBER
  OF COMMON SHARES OUTSTANDING:
    Basic and Diluted                6,028,700      4,656,200      6,028,700      4,656,200
                                  ============   ============   ============   ============
</TABLE>

See accompanying notes to consolidated financial statements.

                                      - 2 -
<PAGE>
<TABLE>
<CAPTION>

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

                                                          2004           2003
                                                      ------------   ------------
<S>                                                   <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income (Loss)                                   $   (220,658)  $     32,010
  Adjustments to Reconcile Net Income (Loss)
    to Net Cash (Used) by Operating Activities:
       Depreciation                                         27,594         21,222
       Net Assets of Discontinued Operations                (4,869)        (3,520)
  Change in Operating Assets and Liabilities:
    Accounts Receivable                                     61,746       (100,023)
    Inventories                                             27,151       (186,083)
    Accounts Payable                                       107,959        100,547
    Accrued Expenses                                        (7,397)          (150)
    Customer Deposits                                          470         34,607
                                                      ------------   ------------
         NET CASH (USED) BY OPERATING ACTIVITIES            (8,004)      (101,390)
                                                      ------------   ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Expenditures for Property and Equipment                  (10,167)       (13,951)
                                                      ------------   ------------
         NET CASH (USED) BY INVESTING ACTIVITIES           (10,167)       (13,951)
                                                      ------------   ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from Borrowings                                 304,500        328,236
  Repayment of Borrowings                                 (303,082)      (220,325)
                                                      ------------   ------------
         NET CASH PROVIDED BY FINANCING ACTIVITIES           1,418        107,911
                                                      ------------   ------------

NET (DECREASE) IN CASH                                     (16,753)        (7,430)

CASH - Beginning of Period                                  16,753          7,430
                                                      ------------   ------------

CASH - End of Period                                  $         --   $         --
                                                      ============   ============

SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest Paid                                       $     30,559   $     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.

         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.

                                      - 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) -

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

         Income Taxes:
               Deferred taxes are provided for temporary differences that will
               result in taxable or deductible amounts in future years based on
               the reporting of certain costs in different periods for financial
               statement and income tax purposes.

                                      - 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 J) 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 June 30, 2004 because their
               effect would have been anti-dilutive.

NOTE B - INVENTORIES -

         Inventories consists of the following at June 30, 2004:

                          Raw Materials                    $     75,581
                          Work in Process                        51,798
                                                           ------------
                                                           $    127,379
                                                           ============

NOTE C - PROPERTY AND EQUIPMENT -

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

                          Furniture and Fixtures           $      6,680
                          Machinery and Equipment               221,290
                          Leasehold Improvements                 62,211
                                                           ------------
                                                                290,181
                          Accumulated Depreciation              (95,534)
                                                           ------------
                                                           $    194,647
                                                           ============

                                      - 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 June 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 46% of the
               sales revenues for the six months ended June 30, 2004. Sales to a
               single customer amounted to 21% of sales for the six months ended
               June 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 $22,593 for the six months ended June
               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 -

         Shareholder Advances:
               During 2004, the Company received $304,500 working capital
               advances from shareholders, of which $277,175 was repaid as of
               June 30, 2004. The advances are short-term and bear no interest.

         Sales:
               Sales to customers related to employees of the Company amounted
               to $35,166 and $47,398 for the six months ended June 30, 2004 and
               2003, respectively.

         Promotional Fees:
               During the periods ended June 30, 2004 and 2003, the Company paid
               promotional/marketing development fees to an entity owned by the
               Chief Executive Officer of $2,500 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 June 30, 2004:

               12% Note Payable - Shareholder - Due in monthly
               installments of $3,500, including interest
               through August, 2004                                 $    21,059

               12% Note Payable - Shareholder - Due in monthly
               installments of $2,335, including interest
               through November, 2004                                    14,814

               6% Note Payable - Shareholder - Due in monthly
               installments of $1,500, including interest
               through August, 2007                                      52,636

               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

                                                                    -----------
                                                                        709,090
                   Deduct Current Portion                              (186,711)
                                                                    -----------
                                                                    $   522,379
                                                                    ===========

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

         Interest expense amounted to $30,559 and $10,743 for the six months
         ended June 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                                               $   186,711
                 2006                                                   501,198
                 2007                                                    17,197
                 2008                                                     3,984
                 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
         $900,000, which may be carried forward through the year 2024, to offset
         future taxable income.

         Deferred tax assets, amounting to approximately $357,000, 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
         compliance with applicable rules and regulations.

         At June 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 six months ended June 30, 2004 are
         presented in the consolidated financial statements of International
         Imaging Systems, Inc. and Subsidiaries as income from Discontinued
         Operations as required under Financial Accounting Standards Board
         Statement 144.

                                     - 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 six months ended June 30, 2004, the Company sold finished
         manufactured goods to certain suppliers for non-cash consideration
         amounting to $7,451. Payment was received in the form of supplies and
         materials. The transactions were valued at the Company's customary
         selling prices.

NOTE L - 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. 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 is also 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.

         As discussed below, the three month period ended June 30, 2004 (the
"2004 Second Quarter") was characterized by a 15% decrease in sales as compared
to the three month period ended June 30, 2003 (the "2003 Second Quarter") and by
increases in the cost of goods sold and general and administrative expenses,
resulting in a net loss of $175,290 in the 2004 Second Quarter as compared to a
net loss of $6,071 in the 2003 Second Quarter.

Results of Operations

Sales
-----

Sales for the 2004 Second Quarter were $704,590 as compared to sales of $833,187
for 2003 Second Quarter, a decline of 15%. Sales for the six month period ended
June 30, 2004 (the "2004 Period") were $1,611,195 as compared to sales of
$1,680,695 for the same period in the prior year (the "2003 Period"), a decline
of 4%. 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
necessarily indicative of a trend but may be more related to factors beyond the

                                     - 12 -
<PAGE>

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 Second Quarter, the 2004 Period, the 2003 Second
Quarter and the 2003 Period were attributable to AIS.

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

Gross profit as a percentage of sales ("gross margin") declined to 29% for the
2004 Second Quarter as compared to 34% for the 2003 Second Quarter. Gross margin
for the 2004 Period declined to 29% from 35% for the 2003 Period. The decline in
gross margins for both the 2004 Second 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.

To improve future performance and increase its gross profit margin, AIS has
modified its cost accounting system in order to more accurately accumulate
production and overhead costs, thereby assisting management in determining
break-even analysis and product pricing. In addition, AIS has aggressively
negotiated more favorable pricing on many of the components of the cost of goods
sold, instituted price increases on its lower margin products and adjusted its
product mix to increase the percentage of sales derived from higher margin
products. If such actions do not result in improved profit margins, the Company
will have to consider other actions, such as ceasing to produce low margin
products and the like.

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

General and administrative expenses ("G&A") were $378,627, or 54% of sales for
the 2004 Second Quarter as compared to $290,259,or 35% of sales for 2003 Second
Quarter. G&A were $683,607, or 42% of sales for the 2004 Period as compared to
$566,484, or 34% 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 Second Quarter increased to $11,363 from $6,616
for the 2003 Second Quarter. Interest expense for the 2004 Period increased to
$30,559 from $10,743 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.

                                     - 13 -
<PAGE>

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

The Company financed its operations during the six month period ended June 30,
2004, through revenues from operations and shareholder advances of $304,500. As
of June 30, 2004, the Company's principal sources of liquidity consisted of
accounts receivable of $389,450. The Company believes that the timely collection
of such accounts receivable, together with expected revenues from operations,
must be supplemented by additional capital from both existing and new
shareholders in order to maintain its operations at current levels and 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 we may
have to curtail certain of our 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.

                                     - 14 -
<PAGE>

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.

                                     - 15 -
<PAGE>

                                     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 - Current Report on Form 8-K filed on
         April 29, 2004.

                                     - 16 -
<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:  December 6, 2004

                                     - 17 -