Where Food Comes From 10Q 2008 Q2 Quarterly report

UNITED STATES 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 June 30, 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

INTEGRATED MANAGEMENT INFORMATION, INC.

(Name of Small Business Issuer in its charter)

Colorado		43-1802805
(State or other jurisdiction of incorporation 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

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 o

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

Large accelerated filer:	o	Accelerated filer:	o
Non-accelerated filer:	o	Smaller reporting company:	x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The number of shares of the registrant’s common stock, $.001 par value per share, outstanding as of July 28, 2008 was 28,620,506.

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

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Integrated Management Information, Inc.

Table of Contents

June 30, 2008

Part 1 - Financial Information

		Page:
Item 1.	Financial Statements:

	Balance Sheets (unaudited), June 30, 2008 and December 31, 2007	3

	Statements of Operations (unaudited), for the second quarter and year to date periods ended June 30, 2008 and 2007	4

	Statements of Cash Flows (unaudited), for the year to date periods ended June 30, 2008 and 2007	5

	Statements of Stockholders’ Equity(unaudited), for the year ended December 31, 2007 and the year to date period ended March 31, 2008	6

	Notes to Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Controls and Procedures	24


Part II - Other Information

Item 1.	Legal Proceedings	25

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25

Item 3.	Defaults upon Senior Securities	25

Item 4.	Submission of Matters to a Vote of Security Holders	25

Item 5.	Other Information	25

Item 6.	Exhibits	30

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Integrated Management Information, Inc.

Balance Sheets

(Unaudited)

	June 30,			December 31,
	2008			2007
Assets
Current assets:
Cash and cash equivalents	$	63,859		$	170,882
Accounts receivable, net of allowance	404,739			193,737
Inventories	15,062			18,759
Prepaid expenses and other current assets	19,961			43,495
Total current assets	503,621			426,873
Property and equipment, net	71,377			54,134
Goodwill	418,208			418,208
Intangible assets, net	21,113			28,395
Total assets	$	1,014,319		$	927,610

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	319,140		$	259,103
Accrued expenses and other current liabilities	64,655			40,406
Deferred revenues	—			5,750
Short-term debt and current portion of notes payable	444,000			420,000
Total current liabilities	827,795			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	4,709,396			4,705,679
Treasury stock of 8,261,000 and 8,250,000 shares, respectively	(1,486,728		)	(1,485,000		)
Accumulated deficit	(3,364,390		)	(3,346,574		)
Total stockholders’ equity	(113,476		)	(97,649		)
Total liabilities and stockholders’ deficit	$	1,014,319		$	927,610

The accompanying notes are an integral part of these financial statements.

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Integrated Management Information, Inc.

Statements of Operations

(Unaudited)

	Second Quarter ended						Year to Date Period ended
	June 30,			June 30,			June 30,			June 30,
	2008			2007			2008			2007

Revenues	$	808,168		$	529,952		$	1,533,343		$	1,001,267
Costs of revenues	377,882			215,046			729,297			413,761
Gross profit	430,286			314,906			804,046			587,506
Selling, general and administrative expenses	374,333			517,808			796,900			1,075,660
Income (loss) from operations	55,953			(202,902		)	7,146			(488,154		)
Other expense (income):
Interest expense	13,334			7,740			26,222			14,863
Other income, net	(115		)	(1,085		)	(1,260		)	(2,779		)
Income (loss) before income taxes	42,734			(209,557		)	(17,816		)	(500,238		)
Income taxes	—			—			—			—
Net income (loss)	$	42,734		$	(209,557	)	$	(17,816	)	$	(500,238	)

Net income (loss) per share:
Basic	$	0.00		$	(0.01	)	$	(0.00	)	$	(0.03	)
Diluted	$	0.00		$	(0.01	)	$	(0.00	)	$	(0.03	)

Weighted average shares outstanding:
Basic	19,984,506			19,328,839			19,988,797			19,189,950
Diluted	20,047,389			19,328,839			19,988,797			19,189,950

The accompanying notes are an integral part of these financial statements.

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Integrated Management Information, Inc.

Statements of Cash Flows

(Unaudited)

	Year to Date Period ended June 30,
	2008			2007
Operating activities:
Net income (loss)	$	(17,816	)	$	(500,238	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amorization	24,270			15,930
Stock based compensation expense	3,717			35,215
Provision for doubtful accounts	1,000			16,595
Changes in assets and liabilities:
Accounts receivable	(212,002		)	22,215
Inventories	3,697			(8,059		)
Prepaid expenses and other current assets	23,534			7,046
Accounts payable	60,037			4,409
Accrued expenses and other current liabilities	24,249			6,346
Deferred revenue	(5,750		)	20,538
Net cash used in operating activites	(95,064		)	(380,003		)

Investing activities:
Acquisition of property and equipment	(34,731		)	(14,245		)
Proceeds from sale of assets	500			—
Net cash used in investing activities	(34,231		)	(14,245		)

Financing activities:
Proceeds from line of credit, net	24,000			—
Proceeds from issuance of common stock	—			250,000
Stock repurchase under Buyback Program	(1,728		)	—
Net cash provided by financing activities	22,272			250,000
Net change in cash and cash equivalents	(107,023		)	(144,248		)
Cash and cash equivalents at beginning of year	170,882			230,539
Cash and cash equivalents at end of year	$	63,859		$	86,291

The accompanying notes are an integral part of these financial statements.

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Integrated Management Information, Inc.

Statements of Stockholders’ Equity

(Unaudited)

	Common Stock			Additional 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				3,717								3,717
Net loss	—	—		—		(17,816		)	—			(17,816		)
Balance at June 30, 2008	28,245,506	$	28,246	$	4,709,396	$	(3,364,390	)	$	(1,486,728	)	$	(113,476	)

The accompanying notes are an integral part of these financial statements.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 1 - The Company and Basis of Presentation

Business Description

Integrated Management 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 industry and maintains an internet portal dedicated to news, trends, and products in the agricultural industry.

IMI Global stands at the forefront of a rapidly evolving movement to track livestock and verify sources of beef and other livestock products. In the aftermath of the discovery of the first case of mad cow disease in the United States in December, 2003, many of the largest U.S. beef and other livestock export markets were closed resulting in significant losses to the industry. In response to the crisis, several initiatives were enacted to facilitate the reopening of key export markets. Most notably, U.S. suppliers seeking to sell beef and other livestock products to other countries must participate in a pre-approved Quality System Assessment Program so as to have an approved means of verifying specific product requirements. With the introduction of the USVerified Source and Age Verification system in 2005, we were the first to develop a USDA Quality System Assessment document management system for auditing the tracking systems used by beef and other livestock producers to verify source and age.

Basis of Presentation

Our financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues, costs and expenses during the reporting period. Actual results could differ from the estimates.

Recent Accounting Pronouncements

In February 2008, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position (“FSP”) No. FAS 157-2, “Effective Date of FASB Statement No. 157” (“FSP FAS 157-2”), which delays the effective date of Statement of Financial Accounting Standards (“SFAS”) No. 157, “Fair Value Measurements” (“SFAS 157”) for all non-financial assets and non-financial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually) for fiscal years beginning after November 15, 2008, and interim periods within those fiscal years for items within the scope of this FSP. We are currently evaluating the impact of adopting FSP FAS 157-2 for non-financial assets and non-financial liabilities on our financial position, cash flows, and results of operations.

We have considered all other recently issued accounting pronouncements and do not believe the adoption of such pronouncements will have a material impact on our consolidated financial statements.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 2 - Basic and Diluted Income (Loss) per Share

Basic income (loss) per share was computed by dividing income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted income (loss) per share is based on the assumption that all 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 were used to purchase common stock at the average market price during the period. Weighted average number of shares used to compute basic and diluted loss per share is the same in these financial statements since the effect of dilutive securities is anti-dilutive.

The following is a reconciliation of the share data used in the basic and diluted income (loss) per share computations:

	Second Quarter ended		Year to Date Period ended
	June 30,	June 30,	June 30,	June 30,
	2008	2007	2008	2007
Basic:
Weighted average shares outstanding	19,984,506	19,328,839	19,988,797	19,189,950

Diluted:
Weighted average shares outstanding	19,984,506	19,328,839	19,988,797	19,189,950
Weighted average effects of dilutive securities
Stock options under Plans	62,883	—	—	—
Stock options granted to Founders	—	—	—	—
Warrants	—	—	—	—
Total	20,047,389	19,328,839	19,988,797	19,189,950

Antidilutive securities:
Stock options under Plans	3,487,500	3,487,500	3,742,500	3,487,500
Stock options granted to Founders	6,000,000	6,000,000	6,000,000	6,000,000
Warrants	922,810	922,810	922,810	922,810
Total	10,410,310	10,410,310	10,665,310	10,410,310

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 3 - Stock-Based Compensation

Our stock based award plans (collectively referred to as the “Plans”) provide for the issuance of stock-based awards to employees, officers, directors and consultants. The Plans permit the granting of stock awards and stock options. The vesting of stock-based awards is generally subject to meeting certain performance based objectives, the passage of time or a combination of both, and continued employment through the vesting 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, June 30, 2008	3,742,500	$	0.77
Exercisable, June 30, 2008	3,487,500	$	0.81

The fair value of stock options is estimated using the Black-Scholes option-pricing model with the following weighted average assumptions:

	For the Year to Date Period ended
	June 30,		June 30,
	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	%

No stock options were granted during the second quarters ended June 30, 2008 and June 30, 2007.

Dividend yield is based on our historical and anticipated policy of not paying cash dividends. Expected volatility is based on the “calculated value” method set forth in FAS 123R (based on historical volatilities of appropriate industry sector indices) because our stock did not have sufficient historic share price data 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 effect at 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 granted are expected to be outstanding giving consideration to vesting schedules.

Our stock-based compensation cost for the second quarters ended June 30, 2008 and 2007 was $884 and $14,427, respectively, and has been included in general and administrative expenses. Stock-based compensation cost for the year to date periods ended June 30, 2008 and 2007 was $3,717 and $35,215, respectively. No tax benefits were recognized for these costs due to our cumulative losses as well as a full valuation reserve on our deferred tax assets.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 4 - - 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 June 30, 2008, we repurchased 11,000 shares at an average price of $0.16 per share. Total cash consideration for the repurchased shares was $1,728. The repurchased shares are recorded as part of treasury stock and are accounted for under the cost method.

Note 5 – Income Taxes

Deferred tax assets and liabilities have been determined based upon the differences between the financial statement amounts and the tax bases of assets and liabilities as measured by enacted tax rates expected to be in effect when these differences are expected to reverse. In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Our net operating loss carry forwards are the most significant component of our deferred income tax assets; however, the ultimate realization of our deferred income tax assets is dependent upon generation of future taxable income. We consider past history, the scheduled reversal of taxable temporary differences, projected future taxable income, and tax planning strategies in making this assessment. As of June 30, 2008 and 2007, we believe it is more likely than not that our net deferred tax asset will not be realized and accordingly we have recorded a valuation allowance against the deferred tax assets.

We will continue to assess the need for a valuation allowance that results from uncertainty regarding our ability to realize the benefits of our deferred tax assets. As we move closer towards achieving net income for a full year, we will review qualitative and quantitative data, including events within our industry, the nature of our business, our future forecasts and historical trending. If we conclude that our prospects for the realization of our deferred tax assets are more likely than not, we will then reduce our valuation allowance as appropriate and credit income tax expense after considering the following factors:

· The levels of historical taxable income and projections for future taxable income over periods in which the deferred tax assets would be deductible, and

· Accumulation of net income before tax utilizing a look-back period of three years.

The amount of the deferred tax asset considered realizable, however, could be reduced if estimates of future taxable income during the carry-forward periods are reduced.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 6 - Notes Payable

Notes payable consist of the following:

	June 30,		December 31,
	2008		2007

Platte Valley Line of Credit	$	94,000	$	70,000
Cattlefeeding.com Note	350,000		350,000
Lapaesotes Note Payable	300,000		300,000
	$	744,000	$	720,000
Less current portion of notes payable and other long-term debt	444,000		420,000
Notes payable and other long-term debt	$	300,000	$	300,000

Platte Valley Line of Credit

During April 2008, our line of credit with Platte Valley Bank was increased from $75,000 to $125,000. The line of credit is secured by the personal guarantees of our two founding shareholders and the accounts receivable of the company. Interest is payable monthly based on the prime rate with a floor and ceiling cap of 6.75% and 13.75%, respectively. As of June 30, 2008 our interest rate was at 6.75%. Our line of credit expires September 25, 2008 and as of June 30, 2008, we had remaining availability of $31,000.

Cattlefeeding.com Note

In connection with the 2005 acquisition of the assets of Cattlefeeding.com, we issued a note payable to Cattlefeeding.com, Inc. in the amount of $350,000. Under the Note, interest in the amount of 5% of outstanding principal is payable on a monthly basis, with all outstanding principal and interest payable on June 12, 2008. In June 2008, the maturity of the note was extended until July 15, 2008. Concurrent with the closing of the asset sale on July 15, 2008 as further described in Note 10, $350,000 of the proceeds was used to pay the Cattlefeeding.com note payable in full.

Lapaseotes Note Payable

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

Note 7 - Related Party Transactions

In September 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.

During the third quarter of 2008, we completed a private placement with two of our board members for our common stock and issued 375,000 shares of our common stock at $0.20 per share, netting total consideration of $75,000.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 8 - Commitments and Contingencies

Operating Leases

In June 2006, we entered into a building lease for our new headquarters in Castle Rock, Colorado. The lease is for a period of five years and can be extended 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 to the primary rent, both leases require additional payments for operating costs and other common area maintenance costs.

As of June 30, 2008, the annual primary lease payments are as follows:

Years Ending December 31,	Amount
2008	$	22,801
2009	46,171
2010	47,326
2011	48,509
2012	24,554
Thereafter	—
Total lease commitments	$	189,361

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

Contracts

Effective October 1, 2006, we entered into a six month contract with Pfeiffer High Investor Relations which requires a fee of $4,000 per month.

Employment Agreements

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

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

In February 2007, we entered into an employment contract with Rob Streight as our Chief Operating Officer for an annual salary of $150,000 subject to annual performance review adjustments. The agreement automatically renews annually unless a 60-day notice of non-renewal is provided by either the Company or the employee.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Legal proceedings

The Company 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 these unresolved actions, we do not believe, based on current knowledge, that any legal proceeding or claim is likely to have a material effect on its financial position, results of operation or cash flows.

Other

On June 3, 2008, Tyson Foods, Inc. filed a petition to cancel the trademark “Beef Born & Raised in the USA®”. On July 14, 2008, Born & Raised in the USA® filed a motion to dismiss the cancellation action. Both motions are pending before the United States Patent and Trademark Office.

Integrated Management Information, Inc. (IMI Global) is the exclusive worldwide marketing partner for the Born & Raised in the USA labeling program, which includes unique and distinctive labeling for beef, pork, poultry, lamb, fish and game. As such, IMI Global is marketing the label and providing USDA compliance to retailers who must display on meat packaging a label identifying the country of origin (COOL) for meat products beginning in the fall of 2008.

IMI Global supports Born & Raised in the USA in its decision to defend its trademarked labeling, believing that the trademarks were legally issued and are fully enforceable. IMI Global continues to market the label and verification program and has expressed its desire to work closely with Tyson Foods on this program.

Note 9 - Liquidity

Historically, our growth has been funded through a combination of convertible debt from private investors and private placement offerings. We continually evaluate all funding options including additional offerings of our securities to private, public and institutional investors and other credit facilities as they become available.

The primary driver of our operating cash flow is our third-party verification solutions, specifically the gross margin generated from services provided. Therefore we focus on the elements of those operations including revenue growth and long term projects that ensure a steady stream of operating profits to enable us to meet our cash obligations. On a weekly basis we review the performance of each of our revenue streams focusing on third party verification solutions compared with prior periods and our operating plan. Based on the continued sales growth and overall improvement in our performance, we believe that we will achieve profitability for the year ended December 31, 2008. The culmination of all our efforts toward profitability has recently brought significant opportunities to us such as the increase of our line of credit from $75,000 to $125,000, third-party interest in our expertise to develop and enhance websites, as well as the potential to develop business relationships with long term strategic partners. In keeping with our core business, we will continue to review our business model with a focus on profitability, long term capital solutions and the potential impact of acquisitions or divestitures, if such an opportunity arises.

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Integrated Management Information, Inc.

Notes to the Financial Statements

Note 10 – Subsequent Event

On July 15, 2008, we completed the sale (the “asset sale”) of three wholly-owned online businesses – CattleNetwork, CattleStore and AgNetwork – to Vance Publishing Corp. (“Vance”), a privately held provider of print and electronic media with a strong presence in the agricultural industry. The transaction, valued at approximately $2.1 million, included $800,000 in cash at closing and $1.3 million in prepaid advertising placements in Vance’s industry leading publications, including Drover’s, Pork, Bovine Veterinarian and Dairy Herd Management. Vance has also contracted with us to provide network maintenance and support for the websites as part of a separate support agreement. In addition, Vance has agreed to open negotiations on another IMI Global product, AgTraderIndex (www.AgTraderIndex.com).

The wholly-owned online businesses were considered significant revenue streams; however, they historically have not contributed materially to gross profit. We sold the assets at a substantial premium to the original purchase in 2005. We expect to record a gain on sale of approximately $350,000 during the third quarter of 2008. The advertising rights will be accounted for as a gain contingency as it involves uncertainties as to the possible gain that will be ultimately realized. The advertising rights are not assignable or resalable, therefore the fair market value is not determinable until such time as advertising actually occurs.

In connection with the closing of the asset sale, $350,000 of the proceeds was used to pay the Cattlefeeding.com note payable in full. The remaining proceeds will be used to fund working capital needs.

Note 11 – Pro Forma Financial Statement Information

The following unaudited pro forma condensed balance sheet information as of June 30, 2008 has been presented to give effect to the asset sale as if it had occurred on June 30, 2008. The unaudited pro forma condensed statement of operations information for the year ended December 31, 2007 and for the six months ended June 30, 2008 set forth below has been presented after giving effect to the asset sale as if it had occurred on January 1, 2007, and does not include the nonrecurring pro forma gain as a result of the asset sale.

The unaudited pro forma financial statement information has been derived primarily from the historical audited financial statements of the Company included in its Annual Report on Form 10-KSB for the year ended December 31, 2007 and unaudited financial statements of the Company for the six month period ended June 30, 2008 included in this Quarterly Report. The unaudited pro forma financial statement information is based upon available information and assumptions that we believe are reasonable under the circumstances and were prepared to illustrate the estimated effects of the asset sale.

The unaudited pro forma financial statement information has been provided for informational purposes and should not be considered indicative of the financial condition or the results of operations that would have been achieved had the asset sale occurred as of the periods presented. In addition, the unaudited pro forma financial statement information does not purport to indicate balance sheet data or results of operations as of any future date or any future period. The unaudited pro forma financial statement information should be read in conjunction with the historical financial statements, including the notes thereto, of the Company included in its Annual Reports on Form 10-KSB for the year ended December 31, 2007 and this Quarterly Report for the period ended June 30, 2008.

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Integrated Management Information, Inc.

Pro Forma Condensed Balance Sheet Information

As of June 30, 2008 (Unaudited)

				Business to be		Pro Forma
	Historical			disposed (a)		Adjustments				Pro Forma
Assets
Current assets:
Cash and cash equivalents	$	63,859		$	—	$	356,000		(b)(c)	$	419,859
Accounts receivable, net of allowance	404,739			—		—				404,739
Inventories	15,062			—		—				15,062
Prepaid expenses and other current assets	19,961			—					(b)	19,961
Total current assets	503,621			—		1,638,000				859,621
Property and equipment, net	71,377			2,400		—				68,977
Goodwill	418,208			418,208		—				—
Intangible assets, net	21,113			21,113		—				—
Total assets	$	1,014,319		$	441,721	$	1,638,000			$	928,598

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	319,140		$	—	$	—			$	319,140
Accrued expenses and other current liabilities	64,655			—		10,000			(d)	74,655
Deferred revenues	—			—		—				—
Short-term debt and current portion of notes payable	444,000			—		(444,000		)	(c)	—
Total current liabilities	827,795			—		(434,000		)		393,795
Notes payable and other long-term debt	300,000			—		—				300,000

Stockholders equity:
Net assets disposed of	—			441,721		441,721				—
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	4,709,396			—		—				4,709,396
Treasury stock of 8,261,000 and 8,250,000 shares, respectively	(1,486,728		)	—		—				(1,486,728		)
Accumulated deficit	(3,364,390		)	—		348,279			(e)	(3,016,111		)
Total stockholders’ equity	(113,476		)	441,721		2,072,000				234,803
Total liabilities and stockholders’ deficit	$	1,014,319		$	441,721	$	1,638,000			$	928,598

See accompanying notes to the unaudited Pro Forma Financial Information

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Integrated Management Information, Inc.

Pro Forma Condensed Statement of Income

(Unaudited)

	Year to Date Period ended June 30, 2008
				Business to be				Pro Forma
	Historical			disposed				Adjustments				Pro Forma

Revenues	$	1,533,343		$	361,007			$	—		(f)	$	1,172,336
Costs of revenues	729,297			304,194				—				425,103
Gross profit	804,046			56,813				—				747,233
Selling, general and administrative expenses	796,900			66,583				(18,000		)	(f) (g)	712,318
Income (loss) from operations	7,146			(9,770		)		18,000				34,916
Other expense (income):
Interest expense	26,222			8,750				—				17,472
Other income, net	(1,260		)	—				—				(1,260		)
Income (loss) before income taxes	(17,816		)	(18,520		)		18,000				18,704
Income taxes	—			—			(h)	—				—
Net income (loss)	$	(17,816	)	$	(18,520	)		$	18,000			$	18,704

Net income (loss) per share:
Basic	$	(0.00	)									$	0.00
Diluted	$	(0.00	)									$	0.00

Weighted average shares outstanding:
Basic	19,988,797											19,988,797
Diluted	19,988,797											19,988,797

See accompanying notes to the unaudited Pro Forma Financial Information

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Integrated Management Information, Inc.

Pro Forma Condensed Statement of Income

(Unaudited)

	Year ended December 31, 2007
				Business to be			Pro Forma
	Historical			disposed			Adjustments				Pro Forma

Revenues	$	2,307,808		$	658,730		$	—		(f)	$	1,649,078
Costs of revenues	968,475			538,772			—				429,703
Gross profit	1,339,333			119,958			—				1,219,375
Selling, general and administrative expenses	2,069,770			141,248			(36,000		)	(f) (g)	1,892,522
Income (loss) from operations	(730,437		)	(21,290		)	36,000				(673,147		)
Other expense (income):
Interest expense	36,444			17,500			—				18,944
Other income, net	(7,321		)	—			—				(7,321		)
Income (loss) before income taxes	(759,560		)	(38,790		)	36,000				(684,770		)
Income taxes	—			—		(h)	—				—
Net income (loss)	$	(759,560	)	$	(38,790	)	$	36,000			$	(684,770	)

Net income (loss) per share:
Basic	$	(0.04	)								$	(0.04	)
Diluted	$	(0.04	)								$	(0.04	)

Weighted average shares outstanding:
Basic	19,512,401										19,512,401
Diluted	19,512,401										19,512,401

See accompanying notes to the unaudited Pro Forma Financial Information

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Notes to Unaudited Pro Forma Financial Information

(a) To reflect elimination of assets sold in connection with three wholly-owned online businesses based on the balances recorded as of June 30, 2008.

(b) To reflect consideration received from the sale of assets for $800,000 in cash. Consideration received also included approximately $1.3 million in prepaid advertising rights. The advertising rights will be accounted for as a gain contingency as it involves uncertainties as to the possible gain that will be ultimately realized. The advertising rights are not assignable or resalable, therefore the fair market value is not determinable until such time as advertising actually occurs.

(c) To reflect full payment of the outstanding $350,000 Cattlefeeding.com note payable and to repay amounts outstanding under our line of credit thereby releasing the collateral; settled concurrently with the closing of the asset sale.

(d) To reflect estimated transaction and other costs directly attributable to the asset sale.

(e) To reflect the estimated pro forma gain from the asset sale based on the carrying values of the assets sold on an assumed closing date of June 30, 2008. The actual gain will differ slightly from the carrying value of the assets sold based on the actual closing date of July 15, 2008.

(f) Amortization of prepaid advertising rights will be based on actual timing of usage and is considered a non-cash expense. Historically we have not advertised. Under the advertising arrangement we have the right to decide when, how and if the advertising occurs, within various time limits. Accordingly, no estimates have been provided to indicate the future sales (and the related advertising expenses) that we may realize as a result of the advertising arrangement.

(g) To reflect a reduction in salaries expenses of $3,000 per month as provided by under the service support agreement.

(h) As a result of the Company’s operating losses in prior year’s and valuation allowances on the Company’s deferred tax assets, no income tax expense is attributable to the period presented.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

Business Overview

We are a recognized leader providing third-party verification and communication solutions for the agriculture industry. We also maintain internet websites dedicated to publishing news and trends in the agricultural and food industries and marketing products. To our customers, we provide our owned and operated online properties and services which specialize in identification and traceability, process, production practice and supply verification, document control for USDA verification programs and third party auditing services. Our solutions help our customers establish their own systems, meet government regulations, create their own premium brand identity, gain cost efficiencies and command a higher price for their product. To our advertisers, we provide a range of tools and marketing solutions designed to enable businesses to reach our customers.

2008 Performance Highlights

Revenues		Our revenues for the second quarter 2008 increased approximately 53% to $808,168 compared to revenue of $529,952 during second quarter 2007. We experienced significant growth in consulting, program development and web based development services in connection with our third party verification programs.

Income from Operations		During the second quarter 2008, we recorded income from operations of $55,953 primarily due to the absorption of fixed overhead over a greater sales base primarily generated by our USVerified identification and verification solutions. Prior to second quarter 2008, we have historically recorded a loss from operations.

Net Income		For the first time in our history, we recorded net income of $42,734 during the second quarter 2008.

Asset Sale		On July 15, 2008, we completed an asset sale of three wholly-owned online businesses – CattleNetwork, CattleStore and AgNetwork – to Vance Publishing Corp. The transaction, valued at approximately $2.1 million, included $800,000 in cash at closing and $1.3 million in prepaid advertising placements. The wholly-owned online businesses were considered significant revenue streams; however, they historically have not contributed materially to gross profit.

Debt Repayment		In connection with the closing of the asset sale, $350,000 of the proceeds was used to pay the Cattlefeeding.com note payable in full.

Liquidity and Capital Resources

At June 30, 2008, we had cash and cash equivalents of $63,859 and a working capital deficit of $324,174 compared to $170,882 of cash and cash equivalents and a working capital deficit of $298,386 at December 31, 2007.

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Net cash used by operating activities during the year to date period ended June 30, 2008 was $95,064 compared to $380,003 used by operating activities during the same period in 2007. Cash used by operating activities is driven by our net loss and adjusted by non-cash items. Non-cash adjustments primarily include depreciation, amortization of intangible assets and stock based compensation expense. The improvement was primarily driven by better operating performance yields over a greater volume of sales at consistent overhead levels. Additionally, the timing of cash receipts and cash disbursements affects our operating assets and cash balances.

Net cash used in investing activities is primarily attributable to capital expenditures. Our capital expenditures were $34,731 and $14,245 for the year to date periods ended June 30, 2008 and 2007, respectively. Our capital expenditures are primarily related to purchases and internal development of information technology assets to support our product and service offerings. As we anticipate continued growth, we expect to continue investing additional capital in our information technology assets.

Net cash provided by financing activities during the year to date period ended June 30, 2008 was $22,272, compared to $250,000 provided by financing activities during the same period in 2007. Cash provided by financing activities during 2007 was related primarily to the completion of a private placement offering of our common stock.

Our plan for continued growth is primarily based upon intensifying our focus on international markets. We believe that there are significant growth opportunities available to us because often the only way to access various restrictions as imposed on international market imports/exports is via a quality verification program, like our USVerified™.com product line.

Asset Sale

On July 15, 2008, we completed the sale (the “asset sale”) of three wholly-owned online businesses – CattleNetwork, CattleStore and AgNetwork – to Vance Publishing Corp. The transaction, valued at approximately $2.1 million, included $800,000 in cash at closing and $1.3 million in prepaid advertising placements in Vance’s industry leading publications, including Drover’s, Pork, Bovine Veterinarian and Dairy Herd Management. Vance has also contracted with us to provide network maintenance and support for the websites as part of a separate support agreement. In addition, Vance has agreed to open negotiations on another IMI Global product, AgTraderIndex (www.AgTraderIndex.com).

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The wholly-owned online businesses constituted the bulk of our network revenue and were considered significant revenue streams; however, the online businesses historically have not contributed materially to gross profit. We believe the sale of these assets allows us to focus more resources on growing our core food verification business while forging an important advertising and promotion partnership with the agricultural industry’s premier provider of agricultural news and information.

We sold the assets at a substantial premium to the original purchase in 2005. We expect to record a gain on sale of approximately $350,000 during the third quarter of 2008. The advertising rights will be accounted for as a gain contingency as it involves uncertainties as to the possible gain that will be ultimately realized. The advertising rights are not assignable or resalable, therefore the fair market value is not determinable until such time as advertising actually occurs.

Off Balance Sheet Arrangements

As of June 30, 2008, we had no off-balance sheet arrangements of any type.

RESULTS OF OPERATIONS

Second Quarter and Year to Date Periods ended June 30, 2008 compared to Same Periods in 2007

Revenues

Revenues are derived from sales of our USVerified identification and verification solutions, consulting services, web-based development, advertising and product sales related to our internet-based online information/news and e-commerce sites. Revenues for the second quarter and year to date period ended June 30, 2008 were $808,168 and $1,533,343, an improvement of 53% over the same periods in 2007, respectively. The improvement in sales was primarily due to significant growth in consulting, program development and web based development services in connection with our third party verification programs.

During the second quarter and year to date period ended June 30, 2008, our third party verification revenue, which includes sales of our USVerified solutions and related consulting, program development and web-based development services, increased 91% to $548,620 in second quarter 2008 from $287,390 in the same quarter 2007. For the year to date period ended June 30, 2008, sales increased 71% to $978,885 compared to $571,233 in the same 2007 period. We believe that customer demand for third party verification services will continue to increase with the reopening of key export markets and increasing demand for verification of NHTC and humane handling marketing claims. We also believe the demand for verification will continue to grow and present other opportunities for our business in light of the many recent product recalls in fresh produce.

Revenues derived from our networks through a combination of advertising sales and sales of products through our websites (primarily Cattlenetwork.com and Cattlestore.com) increased 7% to $259,548 in the second quarter 2008 compared to $242,562 in the second quarter 2007. For the year to date period ended June 30, 2008, sales increased 18% to $509,208 compared to $430,035 in the same 2007 period.

Our e-learning solutions represent a new revenue stream for us in 2008 and generated $45,250 for the year to date period ended June 30, 2008.

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Cost of Sales and Gross Margin

Cost of sales for the second quarter 2008 were $377,882 compared to $215,046 during the second quarter 2007 and $729,297 for the 2008 year to date period compared to $413,761 in the 2007 period. Gross margin for the second quarter 2008 declined slightly by approximately 6 basis points to 53% of revenues compared to 59% for the second quarter 2007 and approximately 7 basis points to 52% of revenues for the 2008 year to date period compared to 59% for the same 2007 period. The change was partially due to the addition of dedicated personnel providing program development and web based development services in connection with our third party verification programs coupled with shifts in the sales mix of our lower margin e-commerce sales. Due to our focus on margins, our commitment to long term growth and the scalability of the programs we develop, we anticipate that our margins will continue to be impacted for the next few quarters.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the second quarter 2008 were $374,333, a decrease of $143,475, or 28% over the second quarter 2007 amount of $517,808. The decrease was primarily due to a $13,543 reduction in stock based compensation expense, $49,568 reduction in spending for contracted services and other professional service fees, and an overall decrease in expenses due to management’s efforts to aggressively control costs.

For the year to date period ended June 30, 2008, expenses were $796,900, a decrease of $278,760, or 26% compared to $1,075,660 for the same period in 2007. The decrease was primarily due to a $31,498 reduction in stock based compensation expense, $111,587 reduction in spending for contracted services and other professional service fees, and an overall decrease in expenses due to management’s efforts to aggressively control costs.

Other Income (Expense)

Net other expense for the second quarter 2008 increased to $13,219 compared to $6,655 for the second quarter 2007 and $24,962 for the year to date period ended June 30, 2008 compared to $12,084 for the same period in 2007. The increase during 2008 was primarily attributable to more interest expense incurred on a greater borrowing base at higher interest rates during part of 2008 as compared to 2007.

Net Income (Loss)

As a result of the foregoing, net income for the second quarter 2008 was $42,734 or less than $0.01 per basic and diluted common share, compared to net loss of $209,557 or $0.01 loss per basic and diluted common share for the second quarter 2007. Net loss for the year to date period ended June 30, 2008 was $17,816 or less than $0.01 loss per basic and diluted common share, compared to net loss of $500,238 or $0.03 loss per basic and diluted common share for the same period in 2007.

CRITICAL ACCOUNTING POLICIES, JUDGMENTS AND ESTIMATES

Our discussion and analysis of our financial condition and results of operations is based upon our financial statements, which have been prepared in accordance with GAAP. The preparation of these consolidated financial statements requires us to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions

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that we believe are 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. Actual results may differ from these estimates.

An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimate that are reasonably likely to occur, could materially impact the consolidated financial statements. We believe that the following critical accounting policies reflect the more significant estimates and assumptions used in the preparation of the consolidated financial statements.

Goodwill and Other Intangible Assets

Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis and between annual tests in certain circumstances. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value of each reporting unit. Significant judgments required to estimate the fair value of reporting units include estimating future cash flows, and determining appropriate discount rates, growth rates and other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit which could trigger impairment. Based on our 2007 impairment test, there would have to be a significant unfavorable change to our assumptions used in such calculations for an impairment to exist.

We amortize other intangible assets over their estimated useful lives. We record an impairment charge on these assets when we determine that their carrying value may not be recoverable. The carrying value is not recoverable if it exceeds the undiscounted future cash flows resulting from the use of the asset and its eventual disposition. When there is existence of one or more indicators of impairment, we measure any impairment of intangible assets based on a projected discounted cash flow method using a discount rate determined by our management to be commensurate with the risk inherent in our business model. Our estimates of future cash flows attributable to our other intangible assets require significant judgment based on our historical and anticipated results and are subject to many factors. Different assumptions and judgments could materially affect the calculation of the fair value of our other intangible assets which could trigger impairment.

Stock-Based Compensation Expense

Calculating stock-based compensation expense requires the input of highly subjective assumptions, including the expected term of the stock-based awards, stock price volatility, and the pre-vesting option forfeiture rate. We estimate the expected life of options granted based on historical exercise patterns, which we believe are representative of future behavior. We estimate the volatility of our common stock on the date of grant based on the implied volatility of publicly traded options on our common stock, with a term of one year or greater. We believe that implied volatility calculated based on actively traded options on our common stock is a better indicator of expected volatility and future stock price trends than historical volatility. Therefore, expected volatility for the year to date period ended June 30, 2008 and for the year ended December 31, 2007 was based on a market-based implied volatility. The assumptions used in calculating the fair value of stock-based awards represent our best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and we use different assumptions, our stock-based compensation expense could be materially different in the future. In addition, we are required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. We estimate the forfeiture rate based on historical experience of our

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stock-based awards that are granted, exercised and cancelled. If our actual forfeiture rate is materially different from our estimate, the stock-based compensation expense could be significantly different from what we have recorded in the current period.

ITEM 3. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

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

Internal Control Over Financial Reporting

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

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are 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 these unresolved actions, we do not believe, based on current knowledge, that any legal proceeding or claim is likely to have a material adverse effect on our financial position, results of operations or cash flows.

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

Common stock issued was offered and sold by us in reliance upon the exemption from registration under Section 4(2) of the Securities Act, relating to sales by an issuer not involving a public offering. The sales of securities were made without the use of an underwriter. All recipients either received adequate information about us or had access, through relationships with us, to information about us.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

Asset Sale

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PRO FORMA FINANCIAL STATEMENT INFORMATION

The unaudited pro forma financial statement information has been provided for informational purposes and should not be considered indicative of the financial condition or the results of operations that would have been achieved had the asset sale occurred as of the periods presented. In addition, the unaudited pro forma financial statement information does not purport to indicate balance sheet data or results of operations as of any future date or any future period. The unaudited pro forma financial statement information should be read in conjunction with the historical financial statements, including the notes thereto, of the Company included in its Annual reports on Form 10-KSB for the year ended December 31, 2007 and this Quarterly Report for the period ended June 30, 2008.

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Integrated Management Information, Inc.

Pro Forma Condensed Balance Sheet Information

As of June 30, 2008 (Unaudited)

				Business to be		Pro Forma
	Historical			disposed (a)		Adjustments				Pro Forma
Assets
Current assets:
Cash and cash equivalents	$	63,859		$	—	$	356,000		(b)(c)	$	419,859
Accounts receivable, net of allowance	404,739			—		—				404,739
Inventories	15,062			—		—				15,062
Prepaid expenses and other current assets	19,961			—					(b)	19,961
Total current assets	503,621			—		1,638,000				859,621
Property and equipment, net	71,377			2,400		—				68,977
Goodwill	418,208			418,208		—				—
Intangible assets, net	21,113			21,113		—				—
Total assets	$	1,014,319		$	441,721	$	1,638,000			$	928,598

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	319,140		$	—	$	—			$	319,140
Accrued expenses and other current liabilities	64,655			—		10,000			(d)	74,655
Deferred revenues	—			—		—				—
Short-term debt and current portion of notes payable	444,000			—		(444,000		)	(c)	—
Total current liabilities	827,795			—		(434,000		)		393,795
Notes payable and other long-term debt	300,000			—		—				300,000

Stockholders equity:
Net assets disposed of	—			441,721		441,721				—
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	4,709,396			—		—				4,709,396
Treasury stock of 8,261,000 and 8,250,000 shares, respectively	(1,486,728		)	—		—				(1,486,728		)
Accumulated deficit	(3,364,390		)	—		348,279			(e)	(3,016,111		)
Total stockholders’ equity	(113,476		)	441,721		2,072,000				234,803
Total liabilities and stockholders’ deficit	$	1,014,319		$	441,721	$	1,638,000			$	928,598

See accompanying notes to the unaudited Pro Forma Financial Information

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Integrated Management Information, Inc.

Pro Forma Condensed Statement of Income

(Unaudited)

	Year to Date Period ended June 30, 2008
				Business to be			Pro Forma
	Historical			disposed			Adjustments				Pro Forma

Revenues	$	1,533,343		$	361,007		$	—		(f)	$	1,172,336
Costs of revenues	729,297			304,194			—				425,103
Gross profit	804,046			56,813			—				747,233
Selling, general and administrative expenses	796,900			66,583			(18,000		)	(f)(g)	712,318
Income (loss) from operations	7,146			(9,770		)	18,000				34,916
Other expense (income):
Interest expense	26,222			8,750			—				17,472
Other income, net	(1,260		)	—			—				(1,260		)
Income (loss) before income taxes	(17,816		)	(18,520		)	18,000				18,704
Income taxes	—			—		(h)	—				—
Net income (loss)	$	(17,816	)	$	(18,520	)	$	18,000			$	18,704

Net income (loss) per share:
Basic	$	(0.00	)								$	0.00
Diluted	$	(0.00	)								$	0.00

Weighted average shares outstanding:
Basic	19,988,797										19,988,797
Diluted	19,988,797										19,988,797

See accompanying notes to the unaudited Pro Forma Financial Information

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Integrated Management Information, Inc.

Pro Forma Condensed Statement of Income

(Unaudited)

	Year ended December 31, 2007
				Business to be			Pro Forma
	Historical			disposed			Adjustments			Pro Forma

Revenues	$	2,307,808		$	658,730		$	—	(f)	$	1,649,078
Costs of revenues	968,475			538,772			—			429,703
Gross profit	1,339,333			119,958			—			1,219,375
Selling, general and administrative expenses	2,069,770			141,248			(36,000		)(f)(g)	1,892,522
Income (loss) from operations	(730,437		)	(21,290		)	36,000			(673,147		)
Other expense (income):
Interest expense	36,444			17,500			—			18,944
Other income, net	(7,321		)	—			—			(7,321		)
Income (loss) before income taxes	(759,560		)	(38,790		)	36,000			(684,770		)
Income taxes	—			—		(h)	—			—
Net income (loss)	$	(759,560	)	$	(38,790	)	$	36,000		$	(684,770	)

Net income (loss) per share:
Basic	$	(0.04	)							$	(0.04	)
Diluted	$	(0.04	)							$	(0.04	)

Weighted average shares outstanding:
Basic	19,512,401									19,512,401
Diluted	19,512,401									19,512,401

See accompanying notes to the unaudited Pro Forma Financial Information

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NOTES TO UNAUDITED PRO FORMA FINANCIAL INFORMATION

(a) To reflect elimination of assets sold in connection with three wholly-owned online businesses based on the balances recorded as of June 30, 2008.

(d) To reflect estimated transaction and other costs directly attributable to the asset sale.

(g) To reflect a reduction in salaries expenses of $3,000 per month as provided by under the service support agreement.

(h) As a result of the Company’s operating losses in prior year’s and valuation allowances on the Company’s deferred tax assets, no income tax expense is attributable to the period presented.

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

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

Date: August 13, 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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Where Food Comes From (WFCF) 10-Q2008 Q2 Quarterly report

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