**UNITEDSTATES SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

** **

**FORM 10-Q**

** **
| **x**      | ** ** | **QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF  1934**                                                                                                                                                                                                                                           |
|------------|------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| ** ** | ** ** | ** **                                                                                                                                                                                                                                                                                                                                  |
| ** ** | ** ** | **For  the Quarterly period ended March 31, 2008**                                                                                                                                                                                                                                                                                     |
| ** ** | ** ** | ** **                                                                                                                                                                                                                                                                                                                                  |
| **o**      | ** ** | **TRANSITION  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF  1934**                                                                                                                                                                                                                                          |
| ** ** | ** ** | ** **                                                                                                                                                                                                                                                                                                                                  |
| ** ** | ** ** | **For  the transition period from                            to                          ** |

 

**Commission File No. 333-133634**

 

**INTEGRATEDMANAGEMENT INFORMATION, INC.**

(Name of Small Business Issuer in its charter)

 

| **Colorado**                                                  | ** ** | **43-1802805**                       |
|---------------------------------------------------------------|------------|--------------------------------------|
| (State or other jurisdiction ofincorporation or organization) |       | (I.R.S. Employer Identification No.) |

 

**221 Wilcox, Suite A**

**Castle Rock, CO 80104**

(Address of principal executive offices, including zip code)

 

Issuer’s telephone number, including area code:

**(303) 895-3002**

 

Checkwhether the issuer: (1) filed all reports required to be filed by Section 13or 15(d) of the Exchange Act during the past 12 months (or for suchshorter period that the registrant was required to file such reports); and (2) hasbeen subject to such filing requirements for the past 90 days.           Yesx           Noo

 

Indicate by check mark whether the registrant is a large acceleratedfiler, an accelerated filer, a non-accelerated filer, or a smaller reportingcompany. See definitions of “large accelerated filer,” “accelerated filer,” and“smaller reporting company” in Rule 12b-2 of the Exchange Act. (Checkone):

 

| Large  accelerated filer o                     |   | Accelerated  filer o         |
|------------------------------------------------|--------|-----------------------------------|
|                                           |   |                              |
| Non-accelerated  filer o                       |   | Smaller  reporting company x |
| (Do  not check if a smaller reporting company) |   |                              |

 

Indicateby check mark whether the registrant is a shell company (as defined in Rule 12b-2of the Exchange Act).

Yeso     No x

 

Thenumber of shares of the registrant’s common stock, $.001 par value per share,outstanding as of May 12, 2008 was 19,984,506.

 

Transitionalsmall business disclosure format (check one): Yes o     No x

 

 

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**Integrated Management Information, Inc.**

**Table of Contents**

**March 31, 2008**

 
| ** **                              | ** **                                                                                                                                      | **Page:** |
|-----------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------|-----------|
| **Part 1 - Financial Information** |                                                                                                                                            |
|                                    |                                                                                                                                            |      |
| Item 1.                                 | Financial Statements:                                                                                                                           |      |
|                                    |                                                                                                                                            |      |
|                                    | Balance Sheets  (unaudited), March 31, 2008 and 2007                                                                                       | 3         |
|                                    |                                                                                                                                            |      |
|                                    | Statements of  Operations (unaudited), for the first quarters ended March 31, 2008 and  2007                                               | 4         |
|                                    |                                                                                                                                            |      |
|                                    | Statements of  Cash Flows (unaudited), for the first quarters ended March 31, 2008 and  2007                                               | 5         |
|                                    |                                                                                                                                            |      |
|                                    | Statements  of Stockholders’ Equity(unaudited), for the year ended December 31, 2007  and the first quarter ended March 31, 2008 | 6         |
|                                    |                                                                                                                                            |      |
|                                    | Notes to Financial Statements                                                                                                                   | 7         |
|                                    |                                                                                                                                            |      |
| Item  2.                                | Management’s  Discussion and Analysis of Financial Condition and Results of Operations                                                     | 13        |
|                                    |                                                                                                                                            |      |
| Item 3.                                 | Controls and  Procedures                                                                                                                        | 17        |
|                                    |                                                                                                                                            |      |
| **Part II - Other Information**    | ** **                                                                                                                                      |
|                                    |                                                                                                                                            |      |
| Item 1.                                 | Legal Proceedings                                                                                                                               | 18        |
|                                    |                                                                                                                                            |      |
| Item  2.                                | Unregistered  Sales of Equity Securities and Use of Proceeds                                                                                    | 18        |
|                                    |                                                                                                                                            |      |
| Item  3.                                | Defaults upon  Senior Securities                                                                                                                | 18        |
|                                    |                                                                                                                                            |      |
| Item  4.                                | Submission of  Matters to a Vote of Security Holders                                                                                            | 18        |
|                                    |                                                                                                                                            |      |
| Item 5.                                 | Other Information                                                                                                                               | 18        |
|                                    |                                                                                                                                            |      |
| Item 6.                                 | Exhibits                                                                                                                                        | 18        |

 

2

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**IntegratedManagement Information, Inc.**

**Balance Sheets**

**(Unaudited)**

 
| ** **                                                                                                                                                                            | ** ** | **March 31,  2008** | ** ** | **December 31,  2007** | ** ** |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|--------------------------|------------|-----------------------------|------------|
| **Assets**                                                                                                                                                                            | ** ** | ** **               | ** ** | ** **                  | ** ** |
| Current assets:                                                                                                                                                                       |       |                     |       |                        |       |
| Cash and cash equivalents                                                                                                                                                             |       | $                        | 25,199     |                        | $          | 170,882 |   |
| Accounts receivable, net of allowance                                                                                                                                                 |       | 298,276                  |       | 193,737                     |       |
| Inventories                                                                                                                                                                           |       | 20,031                   |       | 18,759                      |       |
| Prepaid expenses and other current assets                                                                                                                                             |       | 35,293                   |       | 43,495                      |       |
| Total current assets                                                                                                                                                                  |       | 378,799                  |       | 426,873                     |       |
| Property and equipment, net                                                                                                                                                           |       | 67,732                   |       | 54,134                      |       |
| Goodwill                                                                                                                                                                              |       | 418,208                  |       | 418,208                     |       |
| Intangible assets, net                                                                                                                                                                |       | 24,336                   |       | 28,395                      |       |
| Total assets                                                                                                                                                                          |       | $                        | 889,075    |                        | $          | 927,610 |   |
|                                                                                                                                                                                  |       |                     |       |                        |       |
| **Liabilities  and Stockholders’ Equity**                                                                                                                                        | ** ** | ** **               | ** ** | ** **                  | ** ** |
| Current liabilities:                                                                                                                                                                  |       |                     |       |                        |       |
| Accounts payable                                                                                                                                                                      |       | $                        | 289,302    |                        | $          | 259,103 |   |
| Accrued expenses and other current  liabilities                                                                                                                                       |       | 34,867                   |       | 40,406                      |       |
| Deferred revenues                                                                                                                                                                     |       | —                   |       | 5,750                       |       |
| Short-term debt and current portion of  notes payable                                                                                                                                 |       | 422,000                  |       | 420,000                     |       |
| Total current liabilities                                                                                                                                                             |       | 746,169                  |       | 725,259                     |       |
| Notes payable and other long-term debt                                                                                                                                                |       | 300,000                  |       | 300,000                     |       |
| Commitments and contingencies                                                                                                                                                         |       |                     |       |                        |       |
| Stockholders equity:                                                                                                                                                                  |       |                     |       |                        |       |
| Preferred stock, $0.001 par value;  5,000,000 shares authorized; none issued or outstanding                                                                                           |       | —                   |       | —                      |       |
| Common stock, $0.001 par value; 95,000,000  shares authorized; 28,245,506 and 28,245,506 shares issued, respectively; and  19,984,506 and 19,995,506 shares outstanding, respectively |       | 28,246                   |       | 28,246                      |       |
| Additional paid-in-capital                                                                                                                                                            |       | 4,708,512                |       | 4,705,679                   |       |
| Treasury stock of 8,261,000 and 8,250,000  shares, respectively                                                                                                                       |       | (1,486,728               | )          | (1,485,000                  | )          |
| Accumulated deficit                                                                                                                                                                   |       | (3,407,124               | )          | (3,346,574                  | )          |
| Total stockholders’ equity                                                                                                                                                       |       | (157,094                 | )          | (97,649                     | )          |
| Total liabilities and stockholders’ deficit                                                                                                                                      |       | $                        | 889,075    |                        | $          | 927,610 |   |

 

The accompanying notes arean integral part of these financial statements.

 

3

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**IntegratedManagement Information, Inc.**

**Statements of Operations**

**(Unaudited)**

 
| ** **                                               | ** ** | **First Quarter ended March 31,** | ** ** |
|----------------------------------------------------------|------------|-------------------------------------------------------|------------|
| ** **                                               | ** ** | **2008**                                              | ** ** | **2007** | ** ** |
|                                                     |       |                                                  |       |   |   |
| Revenues                                                 |       | $                                                     | 725,175    |   | $ | 471,315 |   |
| Costs of revenues                                        |       | 351,415                                               |       | 198,715 |   |
| Gross profit                                             |       | 373,760                                               |       | 272,600 |   |
| Selling, general and administrative  expenses (1)        |       | 422,567                                               |       | 557,852 |   |
| Loss from operations                                     |       | (48,807                                               | )          | (285,252 | ) |
| Other expense (income):                                  |       |                                                  |       |   |   |
| Interest expense                                         |       | 12,888                                                |       | 7,123 |   |
| Other income, net                                        |       | (1,145                                                | )          | (1,694 | ) |
| Loss before income taxes                                 |       | (60,550                                               | )          | (290,681 | ) |
| Income taxes                                             |       | —                                                |       | — |   |
| Net loss                                                 |       | $                                                     | (60,550    | ) | $ | (290,681 | ) |
| Net loss per share - basic and diluted                   |       | $                                                     | (0.00      | ) | $ | (0.02 | ) |
| Weighted average shares outstanding - basic  and diluted |       | 19,993,088                                            |       | 19,051,061 |   |

 

----

(1) Selling, generaland administrative expenses for the quarters ended March 31, 2008 and 2007includes stock based compensation.

 

The accompanying notes are an integral part of these financialstatements.

 

4

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**Integrated Management Information, Inc.**

**Statements of Cash Flows**

**(Unaudited)**

 
| ** **                                                                       | ** ** | **First Quarter ended March 31,** | ** ** |
|----------------------------------------------------------------------------------|------------|-------------------------------------------------------|------------|
| ** **                                                                       | ** ** | **2008**                                              | ** ** | **2007** | ** ** |
| Operating activities:                                                            |       |                                                  |       |   |   |
| Net loss                                                                         |       | $                                                     | (60,550    | ) | $ | (290,681 | ) |
| Adjustments to reconcile net loss to net  cash provided by operating activities: |       |                                                  |       |   |   |
| Depreciation and amorization                                                     |       | 9,764                                                 |       | 8,465 |   |
| Stock based compensation expense                                                 |       | 2,833                                                 |       | 20,788 |   |
| Provision for doubtful accounts                                                  |       | —                                                |       | 8,435 |   |
| Changes in assets and liabilities:                                               |       |                                                  |       |   |   |
| Accounts receivable                                                              |       | (104,539                                              | )          | (5,838 | ) |
| Inventories                                                                      |       | (1,272                                                | )          | (856 | ) |
| Prepaid expenses and other current assets                                        |       | 8,202                                                 |       | 10,199 |   |
| Accounts payable                                                                 |       | 30,198                                                |       | (10,317 | ) |
| Accrued expenses and other current  liabilities                                  |       | (5,538                                                | )          | (287 | ) |
| Deferred revenue                                                                 |       | (5,750                                                | )          | (8,660 | ) |
| Net cash used in operating activites                                             |       | (126,652                                              | )          | (268,752 | ) |
|                                                                             |       |                                                  |       |   |   |
| Investing activities:                                                            |       |                                                  |       |   |   |
| Acquisition of property and equipment                                            |       | (19,803                                               | )          | (7,221 | ) |
| Proceeds from sale of assets                                                     |       | 500                                                   |       | — |   |
| Net cash used in investing activities                                            |       | (19,303                                               | )          | (7,221 | ) |
|                                                                             |       |                                                  |       |   |   |
| Financing activities:                                                            |       |                                                  |       |   |   |
| Proceeds from line of credit, net                                                |       | 2,000                                                 |       | — |   |
| Proceeds from issuance of common stock                                           |       | —                                                |       | 250,000 |   |
| Stock repurchase under Buyback Program                                           |       | (1,728                                                | )          | — |   |
| Net cash provided by financing activities                                        |       | 272                                                   |       | 250,000 |   |
| Net change in cash and cash equivalents                                          |       | (145,683                                              | )          | (25,973 | ) |
| Cash and cash equivalents at beginning of  year                                  |       | 170,882                                               |       | 230,539 |   |
| Cash and cash equivalents at end of year                                         |       | $                                                     | 25,199     |   | $ | 204,566 |   |

 

The accompanying notes are an integral part of these financialstatements.

 

5

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**Integrated Management Information, Inc.**

**Statements of Stockholders’ Equity**

**(Unaudited)**

 
| ** **                                                                             | ** ** | ** **            | ** ** | ** **  | ** ** | **Additional** | ** ** | ** **   | ** ** | ** ** | ** ** | ** ** | ** ** |
|----------------------------------------------------------------------------------------|------------|-----------------------|------------|-------------|------------|----------------|------------|--------------|------------|------------|------------|------------|------------|
| ** **                                                                             | ** ** | **Common Stock** | ** ** | **Paid-in** | ** ** | **Retained**   | ** ** | **Treasury** | ** ** | ** ** | ** ** |
| ** **                                                                             | ** ** | **Shares**            | ** ** | **Amount**  | ** ** | **Capital**    | ** ** | **Deficit**  | ** ** | **Stock**  | ** ** | **Total**  | ** ** |
| Balance at December 31, 2006                                                      |       | 27,023,283            |       | 27,024      |       | 4,315,571      |       | (2,587,014   | )          | (1,485,000 | )          | 270,581    |       |
|                                                                                   |       |                  |       |        |       |           |       |         |       |       |       |       |       |
| Issuance of common stock in connection with a private placement in  February 2007 |       | 555,556               |       | 555         |       | 249,445        |       |         |       |       |       | 250,000    |       |
| Issuance of common stock in connection with a private placement in  August 2007   |       | 666,667               |       | 667         |       | 99,333         |       |         |       |       |       | 100,000    |       |
| Stock-based compensation expense                                                       |       |                  |       |        |       | 41,330         |       |         |       |       |       | 41,330     |       |
| Net loss                                                                               |       | —                |       | —      |       | —         |       | (759,560     | )          | —     |       | (759,560   | )          |
| Balance at December 31, 2007                                                      |       | 28,245,506            |       | $           | 28,246     |           | $          | 4,705,679    |       | $          | (3,346,574 | )          | $          | (1,485,000 | ) | $ | (97,649 | ) |
|                                                                                   |       |                  |       |        |       |           |       |         |       |       |       |       |       |
| Stock repurchase of 11,000 shares on the open market                                   |       |                  |       |        |       |           |       |         |       | (1,728     | )          | (1,728     | )          |
| Stock-based compensation expense                                                       |       |                  |       |        |       | 2,833          |       |         |       |       |       | 2,833      |       |
| Net loss                                                                               |       | —                |       | —      |       | —         |       | (60,550      | )          | —     |       | (60,550    | )          |
| Balance at March 31, 2008                                                         |       | 28,245,506            |       | $           | 28,246     |           | $          | 4,708,512    |       | $          | (3,407,124 | )          | $          | (1,486,728 | ) | $ | (157,094 | ) |

 

Theaccompanying notes are an integral part of these financial statements.

 

6

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**Integrated Management Information, Inc.**

**Notes to the Financial Statements**

 

****Note1 - The Company and Basis of Presentation****

 

****BusinessDescription****

 

IntegratedManagement Information, Inc. (“IMI Global,” “IMI,” or the “Company”)provides livestock tracking and herd management software database applications,consulting services, verification solutions for the livestock and meat industryand maintains an internet portal dedicated to news, trends, and products in theagricultural industry.

 

IMIGlobal stands at the forefront of a rapidly evolving movement to tracklivestock and verify sources of beef and other livestock products. In theaftermath of the discovery of the first case of mad cow disease in the UnitedStates in December, 2003, many of the largest U.S. beef and other livestockexport markets were closed resulting in significant losses to the industry. Inresponse to the crisis, several initiatives were enacted to facilitate thereopening of key export markets. Most notably, U.S. suppliers seeking to sellbeef and other livestock products to other countries must participate in apre-approved Quality System Assessment Program so as to have an approved meansof verifying specific product requirements. With the introduction of theUSVerified Source and Age Verification system in 2005, we were the first todevelop a USDA Quality System Assessment document management system forauditing the tracking systems used by beef and other livestock producers toverify source and age.

 

****Basisof Presentation****

 

Ourfinancial statements have been prepared in conformity with accountingprinciples generally accepted in the United States of America. The preparationof financial statements in conformity with accounting principles generallyaccepted in the United States of America requires us to make estimates andassumptions that affect reported amounts of assets and liabilities, disclosureof contingent assets and liabilities at the date of the financial statements,and the reported amounts of revenues, costs and expenses during the reportingperiod. Actual results could differ from the estimates.

 

**RecentAccounting Pronouncements**

 

InFebruary 2008, the Financial Accounting Standards Board (“FASB”) issuedFASB Staff Position (“FSP”) No. FAS 157-2, “Effective Date of FASBStatement No. 157” (“FSP FAS 157-2”), which delays the effective date ofStatement of Financial Accounting Standards (“SFAS”) No. 157, “Fair ValueMeasurements” (“SFAS 157”) for all non-financial assets and non-financialliabilities, except those that are recognized or disclosed at fair value in thefinancial statements on a recurring basis (at least annually) for fiscal yearsbeginning after November 15, 2008, and interim periods within those fiscalyears for items within the scope of this FSP. We are currently evaluating theimpact of adopting FSP FAS 157-2 for non-financial assets and non-financialliabilities on our financial position, cash flows, and results of operations.

 

Wehave considered all other recently issued accounting pronouncements and do notbelieve the adoption of such pronouncements will have a material impact on ourconsolidated financial statements.

 

7

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**Integrated Management Information, Inc.**

**Notes to the Financial Statements**

 

****Note2 - Basic and Diluted Net Loss per Share****

 

Netloss per share is calculated in accordance with the Statement of FinancialAccounting Standards No. 128 (SFAS No. 128), “Earnings per Share”.Basic net loss per share is based upon the weighted average number of commonshares outstanding. Diluted net loss per share is based on the assumption thatall dilutive convertible shares and stock options were converted or exercised.Dilution is computed by applying the treasury stock method. Under this method,options and warrants are assumed to be exercised at the beginning of the period(or at the time of issuance, if later), and as if funds obtained thereby wereused to purchase common stock at the average market price during the period.Weighted average number of shares used to compute basic and diluted loss pershare is the same in these financial statements since the effect of dilutivesecurities is anti-dilutive.

 

****Note3 - Stock-Based Compensation****

 

Ourstock based award plans (collectively referred to as the “Plans”) provide for theissuance of stock-based awards to employees, officers, directors andconsultants. The Plans permit the granting of stock awards and stockoptions.  The vesting of stock-basedawards is generally subject to meeting certain performance based objectives, thepassage of time or a combination of both, and continued employment through thevesting period. Stock option activity under our Plans is summarized as follows:

 
| ** **                          | ** ** | ** **          | ** ** | **Weighted Avg.**  | ** ** |
|-------------------------------------|------------|---------------------|------------|-------------------------|------------|
| ** **                          | ** ** | **Number**          | ** ** | **Exercise Price** | ** ** |
| ** **                          | ** ** | **of Options** | ** ** | **per Share**      | ** ** |
|                                |       |                |       |                    |       |
| Outstanding, December 31, 2007 |       | 3,657,500           |       | $                       | 0.78       |   |
| Granted                             |       | 85,000              |       | $                       | 0.10       |   |
| Exercised                           |       | —              |       | $                       | —     |   |
| Forfeited                           |       | —              |       | $                       | —     |   |
| Outstanding, March 31, 2008    |       | 3,742,500           |       | $                       | 0.77       |   |
| Exercisable, March 31, 2008    |       | 3,487,500           |       | $                       | 0.81       |   |

 

8

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**Integrated Management Information, Inc.**

**Notes to the Financial Statements**

 

Thefair value of stock options is estimated using the Black-Scholes option-pricingmodel with the following weighted average assumptions:

 
| ** **                                  | ** ** | **For the Quarter ended March 31,** | ** ** |
|---------------------------------------------|------------|--------------------------------------------------------------|------------|
| ** **                                  | ** ** | **2008**                                                     | ** ** | **2007** | ** ** |
|                                        |       |                                                         |       |   |   |
| Expected life of options from date of grant |       | 3.0  years                                                   |       | 1.5  - 2.3 years |   |
| Risk free interest rate                     |       | 2.5%                                                         |       | 4.7% |   |
| Expected volatility                         |       | 35.9%                                                        |       | 35.9% |   |
| Assumed dividend yield                      |       | 0.0%                                                         |       | 0.0% |   |

 

Dividendyield is based on our historical and anticipated policy of not paying cashdividends. Expected volatility is based on the “calculated value” method setforth in FAS 123R (based on historical volatilities of appropriate industrysector indices) because our stock did not have sufficient historic share pricedata available, as it was not publicly traded prior to November 15, 2006.The risk-free interest rate is based on the U.S. Treasury yield curve in effectat the time of grant for periods corresponding with the expected term of the options.The expected term of options represents the period of time that options grantedare expected to be outstanding giving consideration to vesting schedules.

 

Ourstock-based compensation cost for the quarters ended March 31, 2008 and2007 was $2,833 and $20,788 respectively and has been included in general andadministrative expenses. No tax benefits were recognized for these costs due toour cumulative losses as well as a full valuation reserve on our deferred taxassets.

 

**Note 4- Stock Buyback Plan**

 

OnJanuary 7, 2008, we announced our intention to buy back up to one millionshares of our common stock from the open market over the first six months of2008. As of March 31, 2008, we have repurchased 11,000 shares at anaverage price of $0.16 per share. Total cash consideration for the repurchasedshares was $1,728. The repurchased shares are recorded as part of treasurystock and are accounted for under the cost method.

 

****Note5 – Income Taxes****

 

Deferredtax assets and liabilities have been determined based upon the differencesbetween the financial statement amounts and the tax bases of assets andliabilities as measured by enacted tax rates expected to be in effect whenthese differences are expected to reverse. In assessing the reliability ofdeferred tax assets, management considers whether it is more likely than notthat some portion or all of the deferred tax assets will not be realized. Ournet operating loss carry forwards are the most significant component of ourdeferred income tax assets; however, the ultimate realization of our deferredincome tax assets is dependent upon generation of future taxable income. Weconsider past history, the scheduled reversal of taxable temporary differences,projected future taxable income, and tax planning strategies in making thisassessment. As of March 31, 2008 and 2007, we believe it is more likelythan not that our net deferred tax asset will not be realized and accordinglywe have recorded a valuation allowance against the deferred tax assets.

 

9

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**Integrated Management Information, Inc.**

**Notes to the Financial Statements**

 

****Note6 - Notes Payable****

 

Notespayable consist of the following:

 
| ** **                                                     | ** ** | **March 31,** | ** ** | **December 31,** | ** ** |
|----------------------------------------------------------------|------------|--------------------|------------|-----------------------|------------|
| ** **                                                     | ** ** | **2008**           | ** ** | **2007**              | ** ** |
|                                                           |       |               |       |                  |       |
| Platte Valley Line of Credit                                   |       | $                  | 72,000     |                  | $          | 70,000 |   |
| Cattlefeeding.com Note                                         |       | 350,000            |       | 350,000               |       |
| Lapaesotes Note Payable                                        |       | 300,000            |       | 300,000               |       |
|                                                           |       | $                  | 722,000    |                  | $          | 720,000 |   |
| Less current portion of notes payable and other long-term debt |       | 422,000            |       | 420,000               |       |
| Notes payable and other long-term debt                         |       | $                  | 300,000    |                  | $          | 300,000 |   |

 

**PlatteValley Line of Credit**

 

Asof March 31, 2008, we had a $75,000 line of credit with Platte Valley Bankthat matures on July 18, 2008. During April 2008, our line of creditwas increased to $125,000. No other amendments were made to our agreement withPlatt Valley Bank. The line of credit is secured by the personal guarantees ofour two founding shareholders and the accounts receivable of the company.Interest is payable monthly based on the prime rate with a floor and ceilingcap of 6.75% and 13.75%, respectively. As of March 31, 2008 our interestrate was at 6.75%. Our line of credit expires September 25, 2008 and as ofMarch 31, 2008, we had remaining availability of $3,000.

 

**Cattlefeeding.comNote**

 

Inconnection with the acquisition of the assets of Cattlefeeding.com, we issued anote payable to Cattlefeeding.com, Inc. in the amount of $350,000. Underthe Note, interest in the amount of 5% of outstanding principal is payable on amonthly basis, with all outstanding principal and interest payable on June 12,2008. We currently have a plan in place to secure funding necessary to pay thisnote within its contract terms.

 

**LapaseotesNote Payable**

 

InSeptember 2007, we obtained $300,000 in unsecured debt financing. The$300,000 note held by a major shareholder, bears an interest rate of 9% perannum, payable quarterly. The principal balance is due on September 12,2011. Proceeds from the Note were used to pay down certain amounts outstandingunder the Platte Valley Bank line of credit.

 

****Note7 - Related Party Transactions****

 

InSeptember 2007, we obtained $300,000 in unsecured debt financing. The$300,000 note is held by a major shareholder who is related to Pete Lapaseotes,a director. The note bears an interest rate of 9% per annum, payable quarterly.The principal balance is due on September 12, 2011.

 

10

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**Integrated Management Information, Inc.**

**Notes to the Financial Statements**

 

****Note8 - Commitments and Contingencies****

 

**OperatingLeases**

 

InJune 2006, we entered into a building lease for its new headquarters inCastle Rock, Colorado. The lease is for a period of five years and can beextended for an additional five years. We also lease a facility in Platte City,Missouri on a month-to-month basis at a monthly rate of $1,550. In addition tothe primary rent, both leases require additional payments for operating costsand other common area maintenance costs.

 

Theannual primary lease payments are as follows:

 
| **Years Ending December 31,** | ** ** | **Amount** | ** ** |
|----------------------------------------------|------------|------------|------------|
| 2008                                         |       | $          | 46,595     |   |
| 2009                                         |       | 46,171     |       |
| 2010                                         |       | 47,326     |       |
| 2011                                         |       | 48,509     |       |
| 2012                                         |       | 24,554     |       |
| Thereafter                                   |       | —     |       |
| Total lease commitments                      |       | $          | 213,155    |   |

 

Welease a copier machine which requires a base rent of $189.00 per month or$2,268 annually. The lease expires in September 2009.

 

**Contracts**

 

EffectiveOctober 1, 2006, we entered into a six month contract with Pfeiffer HighInvestor Relations which requires a fee of $4,000 per month.

 

**EmploymentAgreements**

 

InJanuary 2006, we entered into an employment contract with John Saunders asour President and Chief Executive Officer for an annual salary of $90,000subject to annual performance review adjustments. The agreement automaticallyrenews annually unless a 60-day notice of non-renewal is provided by either theCompany or the employee.

 

InJanuary 2006, we entered into an employment contract with Leann Saundersas our Vice President of Quality Control for an annual salary of $90,000subject to annual performance review adjustments. The agreement automaticallyrenews annually unless a 60-day notice of non-renewal is provided by either theCompany or the employee.

 

InFebruary 2007, we entered into an employment contract with Rob Streight asour Chief Operating Officer for an annual salary of $150,000 subject to annualperformance review adjustments. The agreement automatically renews annuallyunless a 60-day notice of non-renewal is provided by either the Company or theemployee.

 

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**Integrated Management Information, Inc.**

**Notes to the Financial Statements**

 

**Legalproceedings**

 

TheCompany is and may be involved in various unresolved legal actions,administrative proceedings and claims in the ordinary course of business.Although it is not possible to predict with certainty the outcome of theseunresolved actions, we do not believe, based on current knowledge, that anylegal proceeding or claim is likely to have a material effect on its financialposition, results of operation or cash flows.

 

****Note9 Liquidity****

 

Asshown in the accompanying financial statements, we have continued to incurlosses from operations and negative cash flows from operations. Historically,our growth has been funded through a combination of convertible debt fromprivate investors and private placement offerings. Considering our cash on handat March 31, 2008, our ability to secure additional debt financing, andour 2008 internal estimates and projections, we expect that we may need toraise additional capital to accomplish our business objectives and to executeour 2008 Business Plan********We continually evaluate all funding optionsincluding additional offerings of our securities to private, public andinstitutional investors and other credit facilities as they become available.Our founders have also offered to lend funds to the Company. At the presenttime, we do not have formal commitments for any such additional capital, andthere can be no assurance as to the availability or terms upon which financingalternatives might be available.

 

Theprimary driver of our operating cash flow is our third-party verificationsolutions, specifically the gross margin generated from services provided.Therefore we focus on the elements of those operations including revenue growthand long term projects that ensure a steady stream of operating profits toenable us to meet our cash obligations. On a weekly basis we review theperformance of each of our revenue streams focusing on third party verificationsolutions compared with prior periods and our operating plan. Based on thecontinued sales growth and ****overall improvement in our performance, we believe that we will achieveprofitability during fiscal year 2008. The culmination of all our effortstoward profitability has recently brought significant opportunities to us suchas the increase of our line of credit from $75,000 to $125,000 as well as thepotential to develop business relationships with long term strategic partners.In keeping with our core business, we will continue to review our businessmodel with a focus on profitability, long term capital solutions and thepotential impact of acquisitions or divestitures, if such an opportunityarises.****

 

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****ITEM 2.**** ****MANAGEMENT’S DISCUSSION AND ANALYSIS****

 

****BusinessOverview****

 

Weare a recognized leader providing third-party verification and communicationsolutions for the agriculture industry. We also maintain internet websitesdedicated to publishing news and trends in the agricultural and food industriesand marketing products. To our customers, we provide our owned and operatedonline properties and services which specialize in identification andtraceability, process, production practice and supply verification, documentcontrol for USDA verification programs and third party auditing services. Oursolutions help our customers establish their own systems, meet governmentregulations, create their own premium brand identity, gain cost efficienciesand command a higher price for their product. To our advertisers, we provide arange of tools and marketing solutions designed to enable businesses to reachour customers.

 

**FirstQuarter 2008 Performance Highlights**

 
| Revenues            |   | Our  revenues for the first quarter 2008 increased approximately 54% to $725,175  compared to revenue of $471,315 during first quarter 2007. We experienced  significant growth in consulting, program development and web based  development services in connection with our third party verification  programs. |
|---------------------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                |   |                                                                                                                                                                                                                                                                                                              |
| Net  Loss           |   | Our  net loss for the first quarter 2008 improved approximately 79% over first  quarter 2007.                                                                                                                                                                                                                     |
|                |   |                                                                                                                                                                                                                                                                                                              |
| Stock  Buyback Plan |   | On  January 7, 2008, we announced our intention to buy back up  to one million shares of our common stock from the open market over the first  six months of 2008. As of March 31, 2008, we have repurchased  11,000 shares at an average price of $0.16 per share.                                     |

 

****Liquidityand Capital Resources****

 

AtMarch 31, 2008, we had cash and cash equivalents of $25,199 and a workingcapital deficit of $367,370 compared to $170,882 of cash and cash equivalentsand a working capital deficit of $298,386 at December 31, 2007.

 

Netcash used by operating activities during first quarter 2008 was $126,652compared to $268,752 used by operating activities during first quarter 2007.Cash used by operating activities is driven by our net loss and adjusted bynon-cash items. Non-cash adjustments primarily include depreciation,amortization of intangible assets and stock based compensation expense. Theimprovement was primarily driven by better operating performance yields over agreater volume of sales at consistent overhead levels. Additionally, the timingof cash receipts and cash disbursements affects our operating assets and cashbalances.

 

Netcash used in investing activities is primarily attributable to capital expenditures.Our capital expenditures were $19,803 and $7,221 for the first quarters ended March 31,2008 and 2007, respectively. Our capital expenditures are primarily related topurchases and internal development of information technology assets to supportour product and service offerings. As we anticipate continued growth, weexpect to continue investing additional capital in our information technologyassets.

 

Netcash provided by financing activities during first quarter 2008 was $272,compared to $250,000 provided by financing activities during first quarter2007. Cash provided by financing activities during 

 

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firstquarter 2007 was related primarily to the completion of a private placementoffering of our common stock.

 

Wehave continued to incur losses from operations and negative cash flows fromoperations. Historically, our growth has been funded through a combination ofconvertible debt from private investors and private placement offerings. Consideringour cash on hand at March 31, 2008, our ability to secure additional debtfinancing, and our 2008 internal estimates and projections, we expect that wemay need to raise additional capital to accomplish our business objectives andto execute our 2008 Business Plan. We continually evaluate all funding optionsincluding additional offerings of our securities to private, public andinstitutional investors and other credit facilities as they become available.Our founders have also offered to lend funds to the Company. At the presenttime, we do not have formal commitments for any such additional capital, andthere can be no assurance as to the availability or terms upon which financingalternatives might be available.

 

Ourplan to move from loss to profit is primarily based upon intensifying our focuson international markets. We believe that there are significant growthopportunities available to us because often the only way to access variousrestrictions as imposed on international market imports/exports is via aquality verification program, like our USVerifiedTM.com product line.  Although we intend to aggressively pursue ourplan, there can be no assurance that we will be successful in our attempt tomake the Company profitable.

 

Theprimary driver of our operating cash flow is our third-party verificationsolutions, specifically the gross margin generated from services provided.Therefore we focus on the elements of those operations including revenue growthand long term projects that ensure a steady stream of operating profits toenable us to meet our cash obligations. On a weekly basis we review theperformance of each of our revenue streams focusing on third party verificationsolutions compared with prior periods and our operating plan. Based on the continuedsales growth and ****overall improvement in our performance, we believe that we will achieveprofitability during fiscal year 2008. The culmination of all our effortstoward profitability has recently brought significant opportunities to us suchas the increase of our line of credit from $75,000 to $125,000 as well as thepotential to develop business relationships with long term strategic partners.In keeping with our core business, we will continue to review our businessmodel with a focus on profitability, long term capital solutions and thepotential impact of acquisitions or divestitures, if such an opportunityarises.****

 

**OffBalance Sheet Arrangements**

 

Asof March 31, 2008, we had no off-balance sheet arrangements of any type.

 

****RESULTSOF OPERATIONS****

 

****FirstQuarter ended March 31, 2008 compared to First Quarter ended March 31,2007****

 

****Revenues****

 

Revenuesare derived from sales of our USVerified identification and verificationsolutions, consulting services, web-based development, advertising and productsales related to our internet-based online information/news and e-commercesites. Revenues for the first quarter 2008 were $725,175, an improvement of 54%over the first quarter 2007 revenues of $471,315. The improvement in sales wasprimarily due to significant growth in consulting, program development and webbased development 

 

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servicesin connection with our third party verification programs. Additionallyimpacting the improvement in sales was an increase in advertising on ournetworks due to greater traffic and website expansion.

 

Duringthe first quarter 2008, our third party verification revenue, which includessales of our USVerified solutions and related consulting, program developmentand web-based development services, increased 52% to $430,265 in 2008 from$283,843 in 2007. We believe that customer demand for third party verificationservices will continue to increase with the reopening of key export markets andincreasing demand for verification of NHTC and humane handling marketingclaims.

 

Revenuesderived from our networks through a combination of advertising sales and salesof products through our websites (primarily Cattlenetwork.com andCattlestore.com) increased 33% to $249,660 in the first quarter 2008 from$187,473 in the first quarter 2007.

 

Oure-learning solutions represent a new revenue stream for us in 2008 andgenerated $45,250 during the first quarter 2008.

 

****Costof Sales and Gross Margin****

 

Costof sales for the first quarter 2008 were $351,415, an increase of 77% over$198,715 during the first quarter 2007. Gross margin declined slightly byapproximately 6 basis points to 52% of revenues for the first quarter 2008compared to 58% for the first quarter 2007. The change was partially due to theadditional inherent costs of dedicated personnel providing program developmentand web based development services in connection with our third partyverification programs coupled with shifts in the sales mix of our lower margine-commerce sales. Due to our focus on margins, our commitment to long termgrowth and the scalability of the programs we develop, we anticipate that ourmargins will continue to be impacted for the next few quarters.

 

**Selling,General and Administrative Expenses**

 

Selling,general and administrative expenses for the first quarter 2008 were $422,567, adecrease of $135,285, or 24% over the first quarter 2007 amount of $557,852.The decrease was primarily due to a $17,956 reduction in stock basedcompensation expense, $62,019 reduction in spending for contracted services andother professional service fees, and an overall decrease in expenses due tomanagement’s efforts to aggressively control costs.

 

****OtherIncome (Expense)****

 

Netother expense for the first quarter 2008 increased to $11,743 compared to$5,429 for the first quarter 2007. The increase during 2008 was primarilyattributable to more interest expense incurred on a greater borrowing base athigher interest rates during part of 2008 as compared to 2007.

 

****NetLoss and Loss per Share****

 

Asa result of the foregoing, the net loss for the first quarter 2008 was $60,550,or less than a penny per basic and diluted common share, compared to $290,681,or $0.02 per basic and diluted common share for the first quarter 2007.

 

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****CRITICALACCOUNTING POLICIES, JUDGMENTS AND ESTIMATES****

 

Ourdiscussion and analysis of our financial condition and results of operations isbased upon our financial statements, which have been prepared in accordancewith GAAP. The preparation of these consolidated financial statements requiresus to make estimates, judgments and assumptions that affect the reportedamounts of assets, liabilities, revenues and expenses, and the relateddisclosure of contingent assets and liabilities. We base our estimates onhistorical experience and on various other assumptions that we believe arereasonable under the circumstances, the results of which form the basis formaking judgments about the carrying values of assets and liabilities that arenot readily apparent from other sources. Actual results may differ from theseestimates.

 

Anaccounting policy is considered to be critical if it requires an accountingestimate to be made based on assumptions about matters that are highlyuncertain at the time the estimate is made, and if different estimates thatreasonably could have been used, or changes in the accounting estimate that arereasonably likely to occur, could materially impact the consolidated financialstatements. We believe that the following critical accounting policies reflectthe more significant estimates and assumptions used in the preparation of theconsolidated financial statements.

 

****Goodwilland Other Intangible Assets****

 

****Goodwillis tested for impairment at the reporting unit level (operating segment or onelevel below an operating segment) on an annual basis and between annual testsin certain circumstances. Application of the goodwill impairment test requiresjudgment, including the identification of reporting units, assigning assets andliabilities to reporting units, assigning goodwill to reporting units, anddetermining the fair value of each reporting unit. Significant judgmentsrequired to estimate the fair value of reporting units include estimatingfuture cash flows, and determining appropriate discount rates, growth rates andother assumptions. Changes in these estimates and assumptions could materiallyaffect the determination of fair value for each reporting unit which couldtrigger impairment. Based on our 2007 impairment test, there would have to be asignificant unfavorable change to our assumptions used in such calculations foran impairment to exist.****

 

****Weamortize other intangible assets over their estimated useful lives. We recordan impairment charge on these assets when we determine that their carryingvalue may not be recoverable. The carrying value is not recoverable if itexceeds the undiscounted future cash flows resulting from the use of the assetand its eventual disposition. When there is existence of one or more indicatorsof impairment, we measure any impairment of intangible assets based on aprojected discounted cash flow method using a discount rate determined by ourmanagement to be commensurate with the risk inherent in our business model. Ourestimates of future cash flows attributable to our other intangible assetsrequire significant judgment based on our historical and anticipated resultsand are subject to many factors. Different assumptions and judgments couldmaterially affect the calculation of the fair value of our other intangibleassets which could trigger impairment.****

 

**Stock-BasedCompensation Expense**

 

Calculatingstock-based compensation expense requires the input of highly subjectiveassumptions, including the expected term of the stock-based awards, stock pricevolatility, and the pre-vesting option forfeiture rate. We estimate theexpected life of options granted based on historical exercise patterns, whichwe believe are representative of future behavior. We estimate the volatility ofour common stock on the date of grant based on the implied volatility ofpublicly traded options on our common stock, with a term of one year orgreater. We believe that implied volatility calculated based on actively tradedoptions on our common stock is a better indicator of expected volatility andfuture stock price trends than 

 

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historicalvolatility. Therefore, expected volatility for the first quarter ended March 31,2008 and for the year ended December 31, 2007 was based on a market-basedimplied volatility. The assumptions used in calculating the fair value ofstock-based awards represent our best estimates, but these estimates involveinherent uncertainties and the application of management judgment. As a result,if factors change and we use different assumptions, our stock-basedcompensation expense could be materially different in the future. In addition,we are required to estimate the expected forfeiture rate and only recognizeexpense for those shares expected to vest. We estimate the forfeiture ratebased on historical experience of our stock-based awards that are granted,exercised and cancelled. If our actual forfeiture rate is materially differentfrom our estimate, the stock-based compensation expense could be significantlydifferent from what we have recorded in the current period.

 

****ITEM 3. CONTROLS AND PROCEDURES****

 

**DisclosureControls and Procedures**

 

TheCompany’s management, with the participation of the Company’s principal executiveofficer and principal financial officer, has evaluated the effectiveness of theCompany’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and15d-15(e) under the Exchange Act) as of the end of the period covered bythis report. Based on such evaluation, the Company’s principal executiveofficer and principal financial officer have concluded that, as of the end ofsuch period, the Company’s disclosure controls and procedures were effective.

 

**InternalControl Over Financial Reporting**

 

Therehave not been any changes in the Company’s internal control over financialreporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) underthe Exchange Act) during the most recent fiscal quarter that have materiallyaffected, or are reasonably likely to materially affect, the Company’s internalcontrol over financial reporting.

 

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****PART II – OTHERINFORMATION****

 

****ITEM 1.****  ****LEGAL PROCEEDINGS****

 

Weare and may be involved in various unresolved legal actions, administrativeproceedings and claims in the ordinary course of business. Although it is notpossible to predict with certainty the outcome of these unresolved actions, wedo not believe, based on current knowledge, that any legal proceeding or claimis likely to have a material adverse effect on our financial position, resultsof operations or cash flows.

 

****ITEM 2.  UNREGISTERED SALES OFEQUITY SECURITIES AND USE OF PROCEEDS****

 

****None****

 

****ITEM 3.  DEFAULTS UPON SENIORSECURITIES****

 

****None****

 

****ITEM 4.  SUBMISSION OF MATTERS TOA VOTE OF SECURITY HOLDERS****

 

****None****

 

****ITEM 5.  OTHER INFORMATION****

 

****None****

 

****ITEM 6.  EXHIBITS****

 

****(a) ****Exhibits

 
| **Number** | ** ** | **Description**                        |
|------------|------------|----------------------------------------|
| 31.1       |       | Section 302  Certification of CEO |
| 31.2       |       | Section 302  Certification of CFO |
| 32.1       |       | Section 906  Certification of CEO |
| 32.2       |       | Section 906  Certification of CFO |

 

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****SIGNATURES****

 

Inaccordance with Section 13 or 15(d) of the Exchange Act, theregistrant caused this report to be signed on its behalf by the undersigned,thereunto duly authorized.

 
|  Date: May 15, 2008 | Integrated  Management Information, Inc. |
|-------------------------------|-----------------------------------------------|
|                          |                                          |
|                          |                                          | By: | /s/  John K. Saunders |
|                          |                                          |   | Chief  Executive Officer |
|                          |                                          |   |   |
|                          |                                          | By: | /s/  Dannette D. Boyd |
|                          |                                          |   | Chief  Financial Officer |

 

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