UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
                                   (Mark One)

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

                  For the quarterly period ended March 31, 2005

   |_| TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

      For the transition period from _________________ to _________________

                        Commission file number 001-12536

                             SECURED SERVICES, INC.
        (Exact name of small business issuer as specified in its charter)

                Delaware                                   11-2964894
      (State or other jurisdiction of          (IRS Employer Identification No.)
       incorporation or organization)


                         110 Williams Street, 14th Floor
                            New York, New York 10038

                    (Address of principal executive offices)
                                 (212) 227-9696
                           (Issuer's telephone number)

 (Former name, former address and former fiscal year if changed since last year)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 |X| No |_|

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of April 29, 2005 the issuer had
outstanding 18,053,865 shares of its common stock, par value $.0001 per share.

Transitional Small Business Disclosure Format (Check one): Yes |_| No |X|


<PAGE>


                                TABLE OF CONTENTS

                               FORM 10-QSB REPORT

                                 March 31, 2005
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
                                                                                            PAGE
<S>                                                                                          <C>
         Item 1. Financial Statements (unaudited)

                  Condensed Consolidated Balance Sheets
                      March 31, 2005 (unaudited) and December 31, 2004.....................    2

                  Condensed Consolidated Statements of Operations
                      for the three months ended March 31, 2005 and 2004 (unaudited).......    3

                  Condensed Consolidated Statement of Changes in Stockholders' Equity
                      for the three months ended March 31, 2005 (unaudited)................    4

                  Condensed  Consolidated Statements of Cash Flows
                      for the three months ended March 31, 2005 and 2004 (unaudited).......    5

                  Notes to Condensed Consolidated Financial Statements (unaudited).........    6

         Item 2. Management's Discussion and Analysis or Plan of Operation.................   12

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

PART II - OTHER INFORMATION


         Item 2. Unregistered Sales of Equity Securities and Use of Proceeds...............   17


         Item 6. Exhibits..................................................................   17

SIGNATURES.................................................................................   18
</TABLE>




<PAGE>


PART I - FINANCIAL INFORMATION.

                     SECURED SERVICES, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                MARCH 31, 2005 (Unaudited) AND DECEMBER 31, 2004

<TABLE>
<CAPTION>
                                                                                 March          December
                                            ASSETS                             31, 2005         31, 2004
                                            ------                             --------         --------
<S>                                                                           <C>               <C>
Current assets:
     Cash and cash equivalents                                                $  106,617        1,607,777
     Certificate of deposit                                                      294,301          218,051
     Accounts receivable, net of allowance for doubtful
        accounts of $110,400 and $93,750                                         377,242          518,183
     Note receivable - employee                                                   38,000           38,000
     Due from stockholder                                                         32,800           32,800
     Prepaid expenses and other current assets                                   124,822          123,357
                                                                              ----------       ----------
              Total current assets                                               973,782        2,538,168

Loans receivable from related parties                                            949,353          945,281
Computer equipment, net of accumulated depreciation of $78,250 and
        $61,258                                                                  158,169          146,656
Goodwill                                                                       2,808,429        2,808,429
Other intangible assets, net of accumulated amortization of $479,882
            and $387,777                                                         625,360          717,465
                                                                              ----------       ----------

              Totals                                                          $5,515,093       $7,155,999
                                                                              ==========       ==========

                       LIABILITIES AND STOCKHOLDERS' EQUITY
                       ------------------------------------
Current liabilities:
     Current portion of note payable                                         $   371,815       $  355,494
     Accounts payable                                                            567,856          328,314
     Accrued expenses                                                            979,783        1,127,905
     Deferred revenues                                                            41,188          108,173
     Loan payable to stockholders                                                186,900
                                                                              ----------       ----------
              Total current liabilities                                        2,147,542        1,919,886

Dividends payable in common stock                                                 30,000           30,000
Note payable, net of current portion                                             128,966          230,735
                                                                              ----------       ----------
              Total liabilities                                                2,306,508        2,180,621
                                                                              ----------       ----------
Commitments and contingencies
Stockholders' equity:
     Preferred stock; par value $.0001 per share; 5,000,000 shares
          authorized; 2,000,000 shares of Series A convertible
          preferred stock issued and outstanding                                     200              200
     Common stock, par value $.0001 per share; 50,000,000 shares
          authorized; 17,456,587 and 17,378,836, shares issued and
           outstanding                                                             1,747            1,738
     Common stock issuable for 276,000 shares                                    414,006
     Additional paid-in capital                                               12,585,294       12,465,943
     Subscriptions receivable for 768,000 shares                                (456,000)        (576,000)
     Accumulated deficit                                                      (9,373,360)      (6,953,151)
     Accumulated other comprehensive income                                       36,698           36,648
                                                                              ----------       ----------
              Total stockholders' equity                                       3,208,585        4,975,378
                                                                              ----------       ----------

              Totals                                                          $5,515,093       $7,155,999
                                                                              ==========       ==========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.

                                       2
<PAGE>


                     SECURED SERVICES, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                   THREE MONTHS ENDED MARCH 31, 2005 and 2004
                                   (Unaudited)


                                               MARCH 31, 2005    MARCH 31, 2004
                                               --------------    --------------

Revenues - sales and services                     $   877,636       $  531,065

Cost of revenues                                      633,462          147,502
                                                  -----------       ----------

Gross profit                                          244,174          383,563
                                                  -----------       ----------

Operating expenses:
     Selling, general and administrative            1,977,261          742,559
     Research and development                         538,318          126,909
     Depreciation of computer equipment                16,924            9,622
     Amortization of intangible assets                 92,105           60,000
                                                  -----------       ----------
     Totals                                         2,624,608          939,090
                                                  -----------       ----------

Loss from operations                               (2,380,434)        (555,527)

Other income (expense):
     Interest income                                    2,713            1,219
     Interest expense                                 (12,488)         (12,865)
                                                  -----------       ----------

Net loss                                           (2,390,209)        (567,173)
Preferred stock dividend requirements                  30,000           30,000
                                                  -----------       ----------

Net loss applicable to common stock               $(2,420,209)      $ (597,173)
                                                  ===========       ==========

Loss per common share - basic and diluted              $(0.14)          $(0.06)
                                                       ======           ======

Weighted average common shares outstanding         17,399,693        9,796,872
                                                  ===========       ==========


See Notes to Condensed Consolidated Financial Statements.




                                       3
<PAGE>


                     SECURED SERVICES, INC. AND SUBSIDIARIES
       CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                        THREE MONTHS ENDED MARCH 31, 2005
                                   (Unaudited)


<TABLE>
<CAPTION>
                               SERIES A CONVERTIBLE
                                 PREFERRED STOCK         COMMON STOCK         COMMON      ADDITIONAL
                                 ---------------         ------------         STOCK        PAID-IN      SUBSCRIPTIONS   ACCUMULATED
                                 SHARES     AMOUNT    SHARES       AMOUNT    ISSUABLE      CAPITAL        RECEIVABLE      DEFICIT
                                 ------     ------    ------       ------    --------      -------        ----------      -------
<S>                            <C>           <C>    <C>            <C>        <C>        <C>              <C>          <C>
Balance, January 1, 2005       2,000,000     $200   17,378,836     $1,738                $12,465,943     $ (576,000)   $(6,953,151)

Subscription payment                                                                                        120,000

Shares issued upon exercise
of warrants                                               4,000          1                     5,999

Dividends declared on
preferred stock                                                                                                            (30,000)

Shares issued for payment
of accrued dividends on
preferred stock                                         17,751           2                    29,998

Shares issued in exchange
for services                                             56,000          6                    83,354

Shares sold through private
placement, net of expenses,
to be issued                                                                  $414,006

Net Loss                                                                                                                (2,390,209)

Foreign currency
translation adjustments
                               ---------     ----   ----------     ------     --------   -----------      ---------    -----------

Balance, March 31, 2005        2,000,000     $200   17,456,587     $1,747     $414,006   $12,585,294      $(456,000)   $(9,373,360)
                               =========     ====   ==========     ======     ========   ===========      ==========   ============
</TABLE>
                                   ACCUMULATED
                                      OTHER
                                  COMPREHENSIVE
                                     INCOME         TOTAL
                                     ------         -----
Balance, January 1, 2005            $36,648       $4,975,378

Subscription payment                                 120,000

Shares issued upon exercise
of warrants                                            6,000

Dividends declared on
preferred stock                                      (30,000)

Shares issued for payment
of accrued dividends on
preferred stock                                       30,000

Shares issued in exchange
for services                                          83,360

Shares sold through private
placement, net of expenses,
to be issued                                         414,006

Net Loss                                          (2,390,209)

Foreign currency
translation adjustments                  50               50
                                    -------       ----------

Balance, March 31, 2005             $36,698       $3,208,585
                                    =======       ==========


See Notes to Condensed Consolidated Financial Statements.




                                       4
<PAGE>


                     SECURED SERVICES, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                   THREE MONTHS ENDED MARCH 31, 2005 and 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                MARCH 31, 2005       MARCH 31, 2004
                                                                --------------       --------------
<S>                                                                <C>                  <C>
Operating activities:
     Net loss                                                      $(2,390,209)         $  (567,173)
     Adjustments to reconcile net loss to net cash used in
         operating activities:
         Depreciation                                                   16,924                9,622
         Amortization of intangible assets                              92,105               60,000
         Provision for bad debts                                        16,625               12,400
         Deferred revenues                                             (66,985)             262,706
         Common stock issued for services                               83,360               27,200
         Changes in operating assets and liabilities:
                  Accounts receivable                                  124,316              (64,530)
                  Prepaid expenses and other current assets             (1,465)             (54,072)
                  Accounts payable                                     239,542              (67,970)
                  Accrued expenses                                    (148,122)             197,283
                                                                   -----------          -----------
                       Net cash used in operating activities        (2,033,909)            (184,534)
                                                                   -----------          -----------

Investing activities:
     Purchase of certificate of deposit                                (76,250)
     Loans to related parties, net                                      (4,072)            (258,207)
     Purchases of computer equipment                                   (28,437)             (43,950)
                                                                   -----------          -----------
         Net cash used in investing activities                        (108,759)            (302,157)
                                                                   -----------          -----------

Financing activities:
     Repayments of note payable                                        (85,448)             (85,850)
     Proceeds from loan payable to stockholders                        186,900              250,050
     Proceeds from private placements of common stock, net             414,006              175,000
     Proceeds from exercise of warrants                                  6,000
     Proceeds from subscriptions receivable for common stock           120,000              260,500
                                                                   -----------          -----------
         Net cash provided by financing activities                     641,458              599,700
                                                                   -----------          -----------

     Effect of foreign currency translation on cash                         50                   --
                                                                   -----------          -----------

Net increase (decrease) in cash and cash equivalents                (1,501,160)             113,009

Cash and cash equivalents, beginning of period                       1,607,777              203,677
                                                                   -----------          -----------

Cash, and cash equivalents, end of period                             $106,617             $316,686
                                                                      ========             ========

Supplementary disclosure of cash flow information:
         Interest paid                                                 $12,488              $11,647
                                                                       =======              =======
</TABLE>
See Notes to Condensed Consolidated Financial Statements.


                                       5
<PAGE>

                     SECURED SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Basis of presentation:

           In the opinion of management, the accompanying unaudited condensed
           consolidated financial statements reflect all adjustments, consisting
           of normal recurring accruals, necessary to present fairly the
           financial position of Secured Services, Inc. ("SSI") and its
           subsidiaries (the "Company") as of March 31, 2005 and 2004, and the
           Company's results of operations, changes in stockholders' equity and
           cash flows for the three months then ended. Information included in
           the condensed consolidated balance sheet as of December 31, 2004 has
           been derived from the audited balance sheet of the Company as of
           December 31, 2004 included in the Company's Annual Report on Form
           10-KSB (the "10-KSB") for the year ended December 31, 2004 that was
           previously filed with the United States Securities and Exchange
           Commission (the "SEC"). Pursuant to the rules and regulations of SEC,
           certain information and disclosures normally included in financial
           statements prepared in accordance with accounting principles
           generally accepted in the United States of America have been
           condensed in or omitted from these financial statements. Accordingly,
           these unaudited condensed consolidated financial statements should be
           read in conjunction with the audited consolidated financial
           statements included in the 10-KSB.

           The results of operations for the three months ended March 31, 2005
           are not necessarily indicative of the results to be expected for the
           year ending December 31, 2005 or any other subsequent period.

Note 2 - Business operations:

           The Company is an information security company which provides Secured
           User Management Software for the entire enterprise. The Company's
           customers manage complex application access for employees, suppliers,
           and their customers. Customers must manage operational risk and meet
           regulatory compliance requirements. Customers work within a complex
           IT infrastructure developed over decades and made up of mainframe,
           client/server and web-based applications.

           The Company's revenues are derived primarily from its core product,
           Identiprise(TM) and associated services. The Identiprise(TM) software
           platform was designed from its inception to provide comprehensive
           Secured User Management across the corporation. The Identiprise
           software platform enables users to have secure access to corporate
           applications with one unique organizational identifier while
           providing a detailed audit of all their activities. Functionality of
           the software platform includes:

           o  Consolidated user account creation or deletion to assigned
              applications.

           o  Simplified and distributed administration.

           o  Detailed usage logs for risk management and compliance reporting.

           o  Rapid installation and implementation without impact to
              applications.

           o  Significantly reduced user management costs.

           The Company's Advanced User Security Group provides project
           management, training and services to ensure a non-disruptive, on-time
           and on-budget installation of the Secured User Management solution.
           Services include:

           o  Understanding their regulatory and security requirements.

           o  Setting appropriate policies.

           o  Developing plans and budgets to support the implementation of an
              enterprise wide Secured User Management solution.


                                       6
<PAGE>

                     SECURED SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 2 - Business operations (concluded):

           The Company's products are generally sold on a perpetual license
           basis. Customers enter into an annual support agreement for their
           software license at the time of initial purchase and typically renew
           this support agreement annually. The support agreement entitles
           customers to software upgrades and support. The Company's
           professional services group provides customers with project
           management, architecture and design, custom development services and
           training.

Note 3 - Business acquisitions:

           The summarized unaudited pro forma financial information for the
           three months ended March 31, 2004 that follows assumes the
           acquisition of Cybrix Corporation ("Cybrix") in exchange for 125,000
           shares of the Company's common stock was consummated on November 1,
           2004 (see Note 3 of the consolidated financial statements in the
           Company's Annual Report on Form 10-KSB for the year ended December
           31, 2004).

                                                           Three months ended
                                                             March 31, 2004
                                                         ----------------------
           Revenues                                         $      800,024
           Cost of revenues                                        313,606
                                                            --------------
           Gross profit                                            486,418
           Operating expenses                                    1,076,256
                                                            --------------
           Loss from operations                                   (589,838)
           Interest expense, net                                    24,332
                                                            --------------
           Net loss                                         $     (614,170)
                                                            ==============
           Net loss applicable to common stock              $     (644,170)
                                                            ==============
           Loss per common share - basic and diluted        $        (0.06)
                                                            ==============
           Weighted average common shares outstanding            9,921,872
                                                            ==============

           The acquisition was accounted for as a purchase and, accordingly, the
           Company's consolidated financial statements have only included the
           results of operations of Cybrix from the date of acquisition.

Note 4 - Earnings (loss) per common share:

           The Company presents "basic" earnings (loss) per common share and, if
           applicable, "diluted" earnings per common share pursuant to the
           provisions of Statement of Financial Accounting Standards ("SFAS")
           No. 128, "Earnings per Share". Basic earnings (loss) per common share
           is calculated by dividing net income or loss applicable to common
           stock by the weighted average number of common shares outstanding
           during each period. The calculation of diluted earnings per common
           share is similar to that of basic earnings per common share, except
           that the weighted average number of common shares outstanding is
           increased to include the number of additional common shares that
           would have been outstanding if all potentially dilutive common
           shares, such as those issuable upon the exercise of stock options and
           warrants and the conversion of outstanding convertible preferred
           stock, were issued during the period, with appropriate adjustments
           for the application of the treasury stock method with respect to
           options and warrants assumed to have been exercised and the
           elimination of any dividends on the preferred shares assumed to have
           been converted from net income or loss.

           Since the Company had net losses for the three months ended March 31,
           2005 and 2004, the assumed effects of the exercise of options and
           warrants outstanding at March 31, 2005 and 2004 for the purchase of
           4,350,953 and 3,925,618 shares of common stock and the conversion of
           2,000,000 shares of Series A convertible preferred stock outstanding
           at March 31 2005 and 2004 into an equivalent number of shares of
           common stock would have been anti-dilutive.


                                       7
<PAGE>

                     SECURED SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 5 - Related party transactions and balances:

           As of December 31, 2004, the Company has made aggregate cash advances
           of $1,545,281 to related companies in which a founder/director of the
           Company has an ownership interest. The related companies have used
           the funds to pursue litigation to regain certain technology
           consulting contracts which they believe were misappropriated from
           them. The Company owns rights to purchase the contracts from the
           related companies in exchange for its common stock. The Company
           believes that the contracts in question are lucrative, and if the
           related companies prevail in the litigation, the Company would seek
           to exercise its rights to obtain the contracts.

           The advances of $1,545,281 are evidenced by two notes receivable
           bearing interest at the rate of 6% per annum. Interest only is
           payable monthly with the entire principal balance and all accrued and
           unpaid interest due on April 1, 2006. The notes are collateralized by
           500,000 shares of the Company's stock as well as certain other
           proprietary intangible assets of the related companies.

           At December 31, 2004, the Company has made an assessment that the
           related companies do not have sufficient resources to continue
           pursuing the litigation, and possibly will not have sufficient
           resources to continue operating if the litigation in process is not
           decided in their favor. Based on the status of the litigation, the
           Company has also estimated that subsequent to December 31, 2004, the
           related companies may require additional funds of approximately
           $300,000 to carry the litigation to its conclusion.

           Consequently, at March 31, 2005 and December 31, 2004, the Company
           has written down the notes receivable by $600,000 to $945,281, an
           amount which approximates the estimated fair value of the collateral
           that secures the notes. In addition, the Company discontinued the
           accrual of interest.

Note 6 - Stockholders' equity and proposed acquisitions:

           Preferred stock:

           As of March 31, 2005, the Company was authorized to issue up to
           5,000,000 shares of preferred stock with a par value of $.0001 per
           share. Under the Company's Articles of Incorporation, the Board of
           Directors, within certain limitations and restrictions, can fix or
           alter preferred stock dividend rights, dividend rates, conversion
           rights, voting rights and terms of redemption, including redemption
           prices and liquidation preferences.

           As of March 31, 2005, the Company issued 2,000,000 shares of Series A
           convertible preferred stock. Each share can be converted to one
           share of common stock and has voting rights similar to common stock.
           In addition, each share of Series A convertible preferred stock earns
           a quarterly dividend of 6% which is payable in shares of the
           Company's common stock based on the average trading price of the
           common stock over a specified period.

           Proposed acquisitions and private placements:

           In January 2005, we executed two letters of intent to acquire the
           businesses and certain assets of two companies which our management
           believes will compliment our current products and service offerings.
           One of the Letters of Intent is for the purchase of a security
           software product company for an initial purchase price of
           approximately $17,000,000 which is to be paid in cash and stock and
           the other is for the purchase of a software security product company
           relating to wireless technology for a purchase price of approximately
           $6,250,000 which is to be paid in cash and stock (the "Wireless
           Acquistion"). Consummation of both acquisitions is subject to, among
           other things, the determination of the final terms of the agreements,
           the final approval of the Boards of Directors of both companies and
           our completion of financing.

           On March 18, 2005, we entered into a preliminary understanding with
           the lead institutional investor to sell shares of convertible
           preferred stock to a group of institutional investors for $10,000,000
           in cash, $7,000,000 of which was to be used to fund the two proposed
           acquisitions with the balance to be used for working capital
           purposes. This understanding was subsequently terminated. However, in
           May 2005, we received a new proposal from the lead institutionally
           investor. Under the terms of the new proposal the investors would be
           purchasing $7,000,000 of 3-year convertible debentures and, in
           addition to the closing conditions customary for this type of
           transaction, the closing of this transaction will be conditioned on
           the consummation of the Wireless Acquisition transaction (described
           above). The funds from this sale will be used mainly for working
           capital purposes.



                                       8
<PAGE>


                     SECURED SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 6 - Stockholders' equity and proposed acquisitions (continued):

           As of the May 20, 2005, the purchase of the security software product
           company has been suspended and the purchase of the software security
           product company relating to wireless technology is progressing with
           the following changes to the terms of our purchase agreement: (i) the
           proposed purchase price has been increased to $7,000,000, $5,000,000
           of which will be payable in shares of our convertible preferred stock
           with the remainder to be payable in cash and promissory notes. The
           purchase of the wireless technology company is expected to close on
           or about June 3, 2005.

           Private Placements of stock warrants:

           On March 7, 2005, we commenced private placement offerings of up to
           400,000 units at $6.00 per unit, each unit consisting of four shares
           of common stock and one warrant to purchase one share of common
           stock, exercisable at $2.00 per share for the first year and for
           $2.50 per share for the subsequent two years. Through March 31, 2005,
           the Company sold approximately 69,000 units from which it received
           proceeds, net of estimated offering costs, of approximately $414,000.
           As of May 20 we have sold 75,000 additional units for proceeds of
           $450,000. The proceeds of this financing will be used for sales and
           marketing, research and development, government certification,
           finance and administration and working capital. We cannot assure you
           that we will be able to sell any additional units. The securities
           were issued pursuant to exemptions from registration under the
           Securities Act of 1933, as amended pursuant to Section 4(2) and
           Regulation D and Regulation S thereunder.

           (See Note 5 of the consolidated financial statements in the Form
           10-K)

           The accompanying condensed consolidated financial statements have
           been prepared assuming the Company will have sufficient liquidity to
           maintain its required minimum level of operations through at least
           March 31, 2006. At March 31, 2005, we had an accumulated deficit of
           $9,373,360. The Company incurred net losses of $1,015,945 from its
           inception on April 28, 2003 to December 31, 2003, and $5,757,206 for
           the year ended December 31, 2004. For the three months ended March
           31, 2005, we had a net loss of $2,380,434 and incurred a cash outflow
           from operating activities of $2,033,909. Our 2003 and 2004 net losses
           were principally attributable to our continued investment in the
           expansion of our business including, but not limited to, increased
           expenditures in marketing, sales, research and development and
           expansion of our work force. At March 31, 2005, the Company had
           negative working capital of $1,173,760 compared to working capital of
           $618,282 at December 31, 2004. The negative working capital is
           primarily a result of the implementation of our expansion strategy in
           2004 as described above without a comparable increase in revenues.

           The Company expects to continue to incur losses until it is able to
           increase revenues significantly. Although there can be no assurance,
           the Company believes that our current cash balances, the anticipated
           cash to be generated from operations, including the realization of
           deferred revenue which is recorded as a current liability, deposits
           that will be received in future quarters on orders and the impact of
           obtaining additional financing, will be sufficient to meet our
           anticipated cash needs through March 31, 2006.






                                       9
<PAGE>


                     SECURED SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 6 - Stockholders' equity and proposed acquisitions (concluded):

           There is substantial risk, however, that we may not be able to either
           obtain additional financing or the revenue growth and cash receipts
           will not be sufficient to generate the funds needed to repay the debt
           to VASCO (See Note 5 of the consolidated financial statements in the
           Form 10-K) within the terms of the existing agreement. If we are
           unable to meet our revenue and cash goals and also unable to either
           renegotiate the terms of the agreement with VASCO, we may need to
           significantly reduce our workforce, sell certain of its assets, enter
           into strategic relationships or business combinations, discontinue
           some or all of our operations, or take other similar restructuring
           actions. While we expect that these actions would result in a
           reduction of recurring costs, they also may result in a reduction of
           recurring revenues and cash receipts. It is also likely that we would
           incur substantial non-recurring costs to implement one or more of
           these restructuring actions.

Note 7 - Stock options and warrants:

           Information related to the Company's stock options is included in
           Note 8 in the 10-KSB. A summary of stock option activity during the
           three months ended March 31, 2005 follows:

                                                                       WEIGHTED-
                                                                        AVERAGE
                                                                       EXERCISE
                                                        SHARES           PRICE
                                                      ----------      ----------
              Outstanding January 1, 2005              1,097,397         $1.81

              Granted to employees                        80,000         $1.96

              Forfeited                                  (39,167)        $1.96
                                                        --------

              Outstanding, March 31, 2005              1,138,230         $2.12
                                                       =========

              Exercisable, March 31, 2005                514,640          2.11
                                                       =========          ====


           SFAS No. 123, "Accounting for Stock-Based Compensation" ("SFAS 123"),
           provides for the use of a fair value based method of accounting for
           employee stock compensation. However, SFAS 123 also allows an entity
           to continue to measure compensation cost for stock options granted to
           employees using the intrinsic value method of accounting prescribed
           by Accounting Principles Board Opinion No. 25, "Accounting for Stock
           Issued to Employees" ("APB 25"), which only requires charges to
           compensation expense for the excess, if any, of the fair value of the
           underlying stock at the date a stock option is granted (or at an
           appropriate subsequent measurement date) over the amount the employee
           must pay to acquire the stock, if such amounts differ materially from
           the historical amounts. The Company has elected to continue to
           account for employee stock options using the intrinsic value method
           under APB 25. By making that election, it is required by SFAS 123 and
           SFAS No.148, "Accounting for Stock-Based Compensation -- Transition
           and Disclosure" ("SFAS 148"), to provide pro forma disclosures of net
           loss and loss per common share as if a fair value based method of
           accounting had been applied.


                                       10
<PAGE>



                     SECURED SERVICES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 7 - Stock options and warrants (concluded):

           Since the Company has elected to continue to use the intrinsic value
           method of accounting prescribed by APB 25 in accounting for its stock
           options granted to employees and the exercise price of all of the
           options granted to employees has been equal to or greater than the
           fair market value at the date of grant, no earned or unearned
           compensation cost has been recognized in the accompanying
           consolidated financial statements for stock options granted to
           employees. However, there would be no material difference between the
           company's historical net loss applicable to common stock and loss per
           common share and pro forma loss applicable to common stock and loss
           per share for the three months ended March 31, 2005 and 2004 assuming
           compensation cost has been determined based on the fair value of the
           options at the date of grant using the Black-Scholes Options Pricing
           Model and amortized over the vesting period consistent with the
           provisions of SFAS 123.

           As a result of amendments to SFAS 123, the Company will be required
           to expense the fair value of employee stock options over the vesting
           period beginning with the quarter ending March 31, 2006.

           A summary of warrant activity for the three months ended March 31,
           2005 follows:
<TABLE>
<CAPTION>
                                                                                  WEIGHTED
                                                                                  AVERAGE
                                                                                  EXERCISE
                                                                     AMOUNT         PRICE
                                                                    ---------    -----------
<S>                                                                 <C>             <C>
               Outstanding, January 1, 2005                         3,191,721       $1.81


               Issued in conjunction with consulting services          50,000       $1.96


               Exercised                                                4,000       $1.50
                                                                    ---------


               Outstanding, March 31, 2005                          3,237,721       $1.82
                                                                    =========       =====
</TABLE>

Note 8 - Income taxes:

           As of March 31, 2005, the Company had Federal and Canadian net
           operating loss carryforwards of approximately $7,461,000 and
           $566,000, respectively. The net operating loss carryforwards are
           available to reduce future Federal and Canadian taxable income
           through their expiration in 2024 and 2010, respectively. Due to
           uncertainties related to, among other things, the timing and amount
           of future taxable income and potential changes in control, the
           Company offset net deferred tax assets of $2,984,400 arising
           primarily from the benefits of net operating loss carryforwards by an
           equivalent valuation allowance as of March 31, 2005. The Company had
           also offset such benefits through a valuation allowance during the
           year ended December 31, 2004 (see Note 9 in the Form 10-KSB for the
           year ended December 31, 2004). Accordingly, the Company did not
           recognize any credits for income taxes in the accompanying condensed
           consolidated statement of operations to offset its pre-tax losses.

Note 9 - Segment and related information:

           The Company's operations consist principally of marketing and
           supporting security products across integrated systems and,
           accordingly, it operates in one industry segment. The Company derived
           revenues through the provision of services in Canada from Canada of
           approximately $130,000 and $236,362 for the three months ended March
           31, 2005 and 2004. However, it had no material Canadian assets as of
           March 31, 2005 and 2004.



                                       11
<PAGE>



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

THE FOLLOWING DISCUSSION OF OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SHOULD BE READ IN CONJUNCTION WITH THE FINANCIAL STATEMENTS AND RELATED NOTES TO
THE FINANCIAL STATEMENTS INCLUDED ELSEWHERE IN THIS QUARTERLY REPORT. THE
FOLLOWING DISCUSSION REGARDING US AND OUR BUSINESS AND OPERATIONS CONTAINS
FORWARD-LOOKING STATEMENTS. SUCH STATEMENTS CONSIST OF ANY STATEMENT OTHER THAN
A RECITATION OF HISTORICAL FACT AND CAN BE IDENTIFIED BY THE USE OF SUCH
FORWARD-LOOKING TERMINOLOGY SUCH AS "MAY," "EXPECT," "ANTICIPATE," "ESTIMATE" OR
"CONTINUE" OR THE NEGATIVE THEREOF OR OTHER VARIATIONS THEREON, OR COMPARABLE
TERMINOLOGY. THE READER IS CAUTIONED THAT ALL FORWARD-LOOKING STATEMENTS ARE
NECESSARILY SPECULATIVE AND THERE ARE CERTAIN RISKS AND UNCERTAINTIES THAT COULD
CAUSE ACTUAL EVENTS OR RESULTS TO DIFFER MATERIALLY FROM THOSE REFERRED TO IN
SUCH FORWARD-LOOKING STATEMENTS.

OVERVIEW

         Secured Services, Inc. ("Secured Services") is the first single-vendor
provider of Secured User Management solutions, our comprehensive solution which
enables large organizations to administer, control, and audit digital identities
within the complex IT environment of business and governmental agencies. With
our Identiprise Secured User Management software a single user login can provide
access privileges to all designated portions of an enterprise's or agency's
information resources and applications.

         Every organization is challenged with managing users' digital
identities, in order to effectively control access to and use of its IT
applications and information assets. Disjointed identity management approaches
create a significant set of operational, security, and regulatory compliance
problems. The strategy behind our Identiprise(TM) Secured User Management
software is to provide a comprehensive security solution that concurrently
addresses this trio of problems.

         The Identiprise(TM) software platform provides organizations of all
sizes the combined benefits of (i) complete, end-to-end functionality for
management and auditing of digital identities and (ii) an architecture design
that overcomes traditional barriers to identity management deployments. This
yields a solution that deploys rapidly, non-disruptively, and comprehensively
within complex IT environments, for all users and across all application types.

         In addition, complementary professional services assist clients in
understanding their regulatory and security requirements, designing appropriate
policies, and developing plans and budgets to support the implementation of an
enterprise-wide security solution. During Identiprise(TM) implementations,
Secured Services provides project management, training and services to ensure
successful roll-out of the Secured User Management solution.

         Secured Services' target customers include large to medium size
organizations in the financial services, health care, and government markets,
primarily in North America. Secured Services employs a multi-channel approach to
reach these sector markets.

THE SECURED SERVICES SOLUTION. Identiprise

     Identiprise(TM) is the heart of our Secured User Management solution. It
offers the combined advantages of:

     o  COMPLETE DIGITAL IDENTITY LIFE CYCLE MANAGEMENT.

        Identiprise(TM) incorporates comprehensive identity administration,
        access control, and audit management functionality, BUILT ON A SINGLE,
        INTEGRATED PLATFORM. This makes for unique cohesiveness and seamlessness
        in managing the entire life cycle of an identity (i.e. grant, use,
        modify, revoke, and audit);

     o  TRUE, ENTERPRISE-WIDE REACH.

        Identiprise(TM) establishes a single identity management system that
        spans all users and application types, whether Web-based, client/server,
        or legacy mainframe. The realization of TRUE SINGLE SIGN-ON, seamlessly
        integrated with user account provisioning processes, is unique to the
        industry; and



                                       12
<PAGE>

     o  EASE OF DEPLOYMENT.

        Identiprise(TM) overcomes traditional barriers to IAM deployments by
        adhering to three architecture design principles of Span, Speed and
        Scale. This yields a solution that is highly flexible, deploys rapidly
        and non-disruptively, and is radically less risky and complex to
        implement, relative to competing approaches.

        On November 1, 2004 we purchased the assets of Cybrix Corporation, a
Minnesota company in the business of providing IT security services. We believe
that the acquisition of Cybrix broadens both our skill set and geographic
coverage.

        Our software products are generally sold on a perpetual license basis.
Customers enter into an annual support agreement for their software license at
the time of initial purchase and typically renew this support agreement
annually. Our support agreement entitles customers to software upgrades and
support.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

        The preparation of the consolidated financial statements in conformity
with accounting principles generally accepted in the United States requires
management to make estimates and judgments that affect the reported amounts of
assets, liabilities, revenues and expenses, and the related disclosure of
contingent assets and liabilities. Management bases its estimates and judgments
on historical experience and on various other factors that are believed to be
reasonable under the circumstances, the results of which form the basis for
making judgments about the carrying values of assets and liabilities that are
not readily apparent from other sources. Management continuously evaluates its
estimates and judgments, and actual results may differ from these estimates
under different assumptions or conditions.

        Those estimates and judgments that were most critical to the preparation
of the financial statements involved revenue recognition, recognition of
impairment and software development costs as further explained in our Annual
Report on Form 10-KSB for the year ending December 31, 2004.

RESULTS OF OPERATIONS

        The following table sets forth for the period presented the statement of
consolidated operations data as an approximate percentage of revenues:
<TABLE>
<CAPTION>
                                               THREE MONTHS ENDED    THREE MONTHS ENDED
                                                 MARCH, 31, 2005       MARCH 31, 2004
                                                 ---------------       --------------
<S>                                                <C>                    <C>
Revenues                                           100.0%                 100.0%
Cost of revenues                                    72.2%                   28.%
                                                   ------                 ------
Gross profit                                        27.8%                  72.0%
                                                   ------                 ------
Selling, general and administrative expense        225.3%                 140.0%
Research and development                            61.3%                  24.0%

Depreciation and amortization                       12.4%                  13.0%
Total operating costs and expenses                 299.0%                 177.0%
                                                   ------                 ------
Loss from operations                              -271.2%                -105.0%
Net interest expense                                -1.1%                 -2.80
                                                   ------                 ------
Net loss                                          -272.3%                -107.8%
                                                  =======                =======
</TABLE>




                                       13
<PAGE>



THREE MONTH PERIODS ENDED MARCH 31, 2005 AND 2004

REVENUES. The revenues for the three months ended March 31, 2005 and 2004
totaled approximately $877,000 and $531,000, respectively, an increase of 66%.
Identiprise(TM) revenues totaled $230,000 and revenues from other services
totaled $647,000 for the three months ended March 31, 2005. The increase in
revenues was due primarily our acquisition of Cybrix in 2004, continued
increased investment in sales and marketing efforts and recent release of our
new version 6 of Identiprise(TM).

COST OF REVENUES. Cost of revenues totaled $633,000 or 72% of our revenues for
the three months ended March 31, 2005 compared to $147,000 or 28% of our
revenues for the three months ended March 31, 2004. The increase in the Cost of
revenues is due to primarily recruitment of staff to deliver the products and
services and a change in the mix of product sales. Cost of revenues mainly
consists of payroll and related expenses associated with our consulting services
and software maintenance in connection with previously installed Identiprise(TM)
licenses.

GROSS PROFIT. Our gross profit totaled $244,000 or 28% of our revenues for the
three months ended March 31, 2005 compared to $383,000 or 72% of our revenues
for the same period ended March 31, 2004. The decrease in gross profit is due
mainly to the rapid increase in staffing cost from the recruitment of additional
staff without a comparable increase in sales during the period and the decrease
in the gross profit margin is due mainly to an increase in sales of our
provision of services which have a lower profit margin.

RESEARCH AND DEVELOPMENT. The cost associated with our research and development
efforts totaled $538,000 for the three months ended March 31, 2005 compared to
$127,000 for the same period ended March 31, 2004, an increase of $411,000.
These costs represent 61% and 24% of our revenues for the three months ended
March 31, 2005 and 2004, respectively. The increase investment in research and
development has enabled us to improve our Identiprise(TM) product to match
future requirements of our customers and has resulted in the release of new
versions of the product.

SELLING, GENERAL AND ADMINISTRATIVE. Selling, general and administrative
expenses totaled $1,977,000 and $743,000 for the three months ended March 31,
2005 and 2004, respectively. The $1,234,000 increase in costs include a rapid
build-up of compensation costs for sales and marketing personnel together with
the initial marketing costs for developing sales literature to maximize our new
sales and marketing initiatives. We believe that these costs as a percentage of
revenue will decrease in future periods if sales increase as anticipated and as
the cost for developing initial marketing materials subsides.

DEPRECIATION AND AMORTIZATION. The costs for depreciation and amortization
totaled $109,000 and $70,000 for the three months ended March 31, 2005 and 2004,
respectively. These costs represented primarily amortization of intangible
assets acquired in connection with the acquisition of our business operations in
July 2003.

INTEREST EXPENSE. Interest expense for the three months ended March 31, 2005 and
2004 totaled $12,500 and $13,000, respectively, which is partially off-set by
interest income of $2,700 and $1,200, respectively. Interest expense related
primarily to the obligation owing to VASCO Data Security International, Inc.

NET LOSS. Our net losses for the three months ended March 31, 2005 and 2004 were
approximately $2,390,000 and $567,000, respectively. These losses represent the
cost to maintain current revenue streams while investing in the rapid growth of
selling, marketing and research and development costs in order to reach our
expansion goals. Net loss applicable to common stock for the three months ended
March 31, 2005 and 2004 amounted to approximately $2,420,000 and $597,000,
respectively, and includes payment of preferred stock dividend requirements of
$30,000.

LIQUIDITY AND CAPITAL RESOURCES

         At March 31, 2005, we had current assets totaling approximately
$977,000. Total current assets include cash and cash equivalents of $107,000, a
certificate of deposit for $76,000, and an additional certificate of deposit


                                       14
<PAGE>

of $218,000, accounts receivable of $488,000 and other receivables of
approximately $199,000. Cash equivalents are limited to investment grade
marketable securities with maturities of 3 months or less when acquired. A
certificate of deposit for $76,249 secures a letter of credit and matures in
February 2006 and accrues interest at the rate of 2.85% per annum. The second
certificate of deposit matures in November 2005 accrues interest at 4.75% per
annum.

         Net cash used in operating activities totaled approximately $2,033,000
for the three months ended March 31, 2005 compared to $185,000 for the three
months ended March 31, 2004. The increase in net cash used in operating
activities is due primarily to our net loss resulting from an increase in
investment in our sales, marketing and development efforts. Net cash used in
investing activities approximated $109,000 for the three months ended March 31,
2005, and approximately $28,000 was used to acquire computer equipment.

         We received $414,000 for our private placement commenced on March 7,
2005 and $120,000 from subscriptions receivable from an employee for a private
placement closed in May 2004. We also received $6,000 for the conversion of
4,000 warrants issued in the May 2004 private placement.

         We received a loan of approximately $184,000 from a principal
stockholder which bears interest at 6% and is repayable on demand. We also
received approximately $3,000 from another principal stockholder, repayable on
demand.

         In January 2005, we executed two letters of intent to acquire the
businesses and certain assets of two companies which our management believes
will compliment our current products and service offerings. One of the Letters
of Intent is for the purchase of a security software product company for an
initial purchase price of approximately $17,000,000 which is to be paid in cash
and stock and the other is for the purchase of a software security product
company relating to wireless technology for a purchase price of approximately
$6,250,000 which is to be paid in cash and stock (the "Wireless Acquisition").
Consummation of both acquisitions is subject to, among other things, the
determination of the final terms of the agreements, the final approval of the
Boards of Directors of both companies and the completion of our financing.

         On March 18, 2005, we entered into a preliminary understanding with the
lead institutional investor to sell shares of convertible preferred stock to a
group of institutional investors for $10,000,000 in cash, $7,000,000 of which
was to be used to fund the two proposed acquisitions with the balance to be used
for working capital purposes. This understanding was subsequently terminated.
However, in May 2005, we received a new proposal from the lead institutionally
investor. Under the terms of the new proposal, the investors would be purchasing
$7,000,000 of 3-year convertible debentures and, in addition to the closing
conditions customary for this type of transaction, the closing of this
transaction will be conditioned on the consummation of the Wireless Acquisition
transaction (described above). The funds from this sale will be used mainly for
working capital purposes.

         As of May 20, 2005, the purchase of the security software product
company has been suspended and the purchase of the software security product
company relating to wireless technology is progressing with, among other
changes, the proposed purchase price being increased to $7,000,000, $5,000,000
of which will be payable in shares of our convertible preferred stock and the
remainder to be payable in cash and promissory notes. The purchase of the
wireless technology company is expected to close on or about June 3, 2005.

         On March 7, 2005, we commenced private placement offerings of up to
400,000 units at $6.00 per unit, each unit consisting of four shares of common
stock and one warrant to purchase one share of common stock, exercisable at
$2.00 per share for the first year and for $2.50 per share for the subsequent
two years. Through March 31, 2005, the Company sold approximately 69,000 units
from which it received proceeds, net of estimated offering costs, of
approximately $414,000. The proceeds of this financing will be used for sales
and marketing, research and development, government certification, finance and
administration and working capital. As of May 20 we have sold 75,000 additional
units through May 20, 2005. We cannot assure you that we will be able to sell
any additional units. The securities were issued pursuant to exemptions from
registration under the Securities Act of 1933, as amended pursuant to Section
4(2) and Regulation D and Regulation S thereunder.


                                       15
<PAGE>

         In addition to the on-going private placements of units we are also
pursuing other financing arrangements.

         We believe that our current cash balances, the anticipated cash
generated from operations, including the realization of deferred revenue which
is recorded as a current liability, deposits that will be received in future
quarters on orders and the impact of obtaining additional equity financing, will
be sufficient to meet our anticipated cash needs over the next twelve months.

         There is substantial risk, however, that we may not be able to either
obtain additional financing or the revenue growth and cash receipts will not be
sufficient to generate the funds needed to repay the debt to VASCO (See Note 5
of the consolidated financial statements in the Form 10-K) within the terms of
the existing agreement. If we are unable to meet our revenue and cash goals and
also unable to either renegotiate the terms of the agreement with VASCO, we may
need to significantly reduce our workforce, sell certain of its assets, enter
into strategic relationships or business combinations, discontinue some or all
of our operations, or take other similar restructuring actions. While we expect
that these actions would result in a reduction of recurring costs, they also may
result in a reduction of recurring revenues and cash receipts. It is also likely
that we would incur substantial non-recurring costs to implement one or more of
these restructuring actions.

ITEM 3. CONTROLS AND PROCEDURES

         EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. Management, with the
participation of our chief executive officer and the chief financial officer,
carried out an evaluation of the effectiveness of our "disclosure controls and
procedures" (as defined in the Securities Exchange Act of 1934 (the "Exchange
Act") Rules 13a-15(c) and 15-d-15(e)) as of the end of the period covered by
this report (the "Evaluation Date"). Based upon that evaluation, the chief
executive officer and the chief financial officer concluded that, as of the
Evaluation Date, our disclosure controls and procedures are effective, providing
them with material information relating to us as required to be disclosed in the
reports we file or submit under the Exchange Act on a timely basis.

         CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING. In connection
with the audit of our 2004 financial statements, management, together with J. H.
Cohn LLP, our independent registered public accounting firm, identified the
existence of several deficiencies related to the preparation of our financial
statements and notes thereto. These deficiencies collectively amount to a
material weakness in our internal control over financial reporting.

         In response to the matters identified, we have taken steps to
strengthen our internal control over financial reporting to remediate the
significant deficiencies. Specifically, we have engaged the services of experts
to improve the reporting process.

         Other than as set forth above there were no changes in Secured Services
internal controls over financial reporting, known to the chief executive officer
or the chief financial officer that occurred during the quarter ended March 31,
2005 that has materially affected, or is reasonably likely to materially affect,
Secured Services' internal control over financial reporting.







                                       16
<PAGE>



                           PART II--OTHER INFORMATION

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

RECENT SALES OF UNREGISTERED SECURITIES

         In January, 2005, we issued shares of our common stock as follows:

         (i)    17,757 shares to VASCO Data Security International, Inc, in
                payment of dividend due on the outstanding shares of our Series
                A Convertible Preferred Stock for the quarter ended March 31,
                2005. The sale of these shares was exempt from registration, as
                it was a non-public offering made pursuant to Sections 4(2) and
                4(6) of the Securities Act of 1933, as amended (the "Act")"; and

         (ii)   6,000 shares to a consultant, Crosslink as compensation for
                consultation services rendered. The sale of these shares was
                exempt from registration, as it was a non-public offering made
                pursuant to Section 4(2) of the Securities Act of 1933, as
                amended.

         (iii)  3 year common stock purchase warrants with an exercise price of
                $1.96 per share to purchase 50,000 shares which expires on
                January 7, 2010. These shares were issued to Crosslink for
                compensation for consulting services rendered. The sale of these
                shares was exempt from registration, as it was a non-public
                offering made pursuant to Section 4(2) of the Act.

         (iv)   3 year common stock purchase warrants with an exercise price of
                1.96 per share, to purchase 50,000 shares which expires on
                January 7, 2008 and are immediately exercisable, where issued to
                Crosslink for compensation for consulting services rendered. The
                sale of these shares was exempt from registration, as it was a
                non-public offering made pursuant to Section 4(2) of the Act.

         (v)    On November 29, 2004, the Board authorized the issuance of
                50,000 restricted shares, at a price of $1.40 per share of our
                common stock to Steven Sonnenberg, an employee. The shares were
                issued to Mr. Sonnenberg as of the close of business on November
                16, 2004 pursuant to Sections 4(2) and 4(6) of the Act. Of the
                50,000 shares issued, 16,666 shares will vest on the 1st
                anniversary of the issuance date and the remaining 33,334 shares
                will vest on the 2nd anniversary of the issuance date. The
                vesting of the shares is contingent upon Mr. Sonnenberg's
                continued employment with us. Mr. Sonnenberg is deemed the owner
                of these shares as of the date of grant and, as such will be
                entitled to vote them on all matters presented to stockholders
                for a vote and will be entitled to dividends, if any, payable on
                our common stock. If Mr. Sonnenberg terminates his employment
                with us voluntarily or we terminate him, any unvested shares
                will be forfeited and will revert to back to us.

         On March 7, 2005, we commenced private placement offerings of up to
400,000 units at $6.00 per unit, each unit consisting of four shares of common
stock and one warrant to purchase one share of common stock, exercisable at
$2.00 per share for the first year and for $2.50 per share for the subsequent
two years. Through March 31, 2005, we sold approximately 69,000 units from which
it received proceeds, net of estimated offering costs, of approximately
$414,000. The proceeds of this financing will be used for sales and marketing,
research and development, government certification, finance and administration
and working capital. We cannot assure you that we will be able to sell any
additional units. The securities were issued pursuant to exemptions from
registration under the Securities Act of 1933, as amended pursuant to Section
4(2) and Regulation D and Regulation S thereunder.



ITEM 6. EXHIBITS

      Exhibits:

      EXHIBIT NO.        DESCRIPTION
      -----------        -----------

         31.1     Chief Executive Officer Certification pursuant to section 302
                  of the Sarbanes-Oxley Act of 2002*

         31.2     Chief Financial Officer Certification pursuant to section 302
                  of the Sarbanes-Oxley Act of 2002*

         32.1     Chief Executive Officer Certification pursuant to section 906
                  of the Sarbanes-Oxley Act of 2002*

         32.2     Chief Financial Officer Certification pursuant to section 906
                  of the Sarbanes-Oxley Act of 2002*


















                                       17
<PAGE>




                                   SIGNATURES

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

                                         SECURED SERVICES, INC
                                         ---------------------
                                         (Registrant)

Date       MAY 20, 2005                  /s/ KING T. MOORE
       ---------------------             -----------------
                                         King T. Moore
                                         President and Chief Executive Officer

Date       MAY 20, 2005                  /s/ JOHN G. DAY
       ---------------------             ---------------
                                         John G. Day
                                         Chief Financial Officer
                                         (Principal Financial Officer)














                                       18