Form 10Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2008.

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

For the transition period from _______________________ to ___________________________

Commission file number 333-86711

AIMS™ WORLDWIDE, INC.

(Exact name of small business issuer as specified in its charter)


NEVADA	87-0567854
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

10400 EATON PLACE, #203, FAIRFAX, VA 22030

(Address of principal executive offices)

703-621-3875, x2254

(Issuer’s telephone number, including area code)

_______________________________________________________

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. S Yes £ No

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.

Large accelerated filer £

Accelerated filer £

Non-accelerated filer £ (Do not check if a smaller reporting company)

Smaller reporting company S

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

£ Yes £ No

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 48,361,167 shares of May 12, 2008.

FORM 10-Q

AIMS™ WORLDWIDE, INC.


INDEX	Page

PART I. Financial Information	3

Item 1. Consolidated Financial Statements	3

Condensed, Consolidated Balance Sheet at March 31, 2008 (Unaudited)	4

Condensed, Consolidated Statements of Operations for the Three Months Ended
March 31, 2008 and 2007 (Unaudited)	5

Condensed, Consolidated Statements of Changes in Shareholders’ Deficit
From January 1, 2008, through March 31, 2008 (Unaudited)	6

Condensed, Consolidated Statements of Cash Flows for the Three Months Ended
March 31, 2008 and 2007 (Unaudited)	7

Notes to Condensed, Consolidated Financial Statements (Unaudited)	8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	10

Item 3. Quantitative and Qualitative Disclosures About Market Risk	14

Item 4T. Controls and Procedures	14

PART II. Other Information	14

Item 1. Legal Proceedings	14

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

Item 6. Exhibits	17

Signatures	18

(Inapplicable items have been omitted)

PART I - Financial Information

ITEM 1. Financial Statements (unaudited)

The accompanying balance sheet of AIMS™ Worldwide, Inc. at March 31, 2008, and the related statements of operations, shareholders deficit and cash flows, for the three months ended March 31, 2008 and 2007 have been prepared by our management in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.

Operating results for the three months ended March 31, 2008, are not necessarily indicative of the results that can be expected for the year ending December 31, 2008.

AIMS Worldwide, Inc.

Condensed, Consolidated Balance Sheets

Assets


		March 31,		December 31,
		2008		2007
Current assets		(Unaudited)
Cash	$	122,926	$	138,593
Accounts receivable, net		225,573		174,063
Inventory		6,854		7,269
Prepaid expense		39,535		34,399
Total current assets		394,888		354,324

Property and equipment
At cost, net of accumulated depreciation of $26,180		203,334		185,366

Other assets
Deposits and other assets		104,140		111,640
Prepaid offering costs		402,064		402,064
Goodwill, net of impairment of $87,431		3,908,755		3,908,755
Intangible assets, net of amortization of $424,907		1,810,066		1,899,950
Total other assets		6,225,025		6,322,409

Total assets	$	6,823,247	$	6,862,099

Liabilities and Stockholders’ Deficit


Current liabilities
Accounts payable	$	743,430	$	634,555
Accounts payable - related parties		203,023		146,022
Deferred revenue		75,934		62,083
Current portion of long term debt		52,945		63,477
Notes payable		1,747,348		1,715,907
Notes payable - related parties		1,005,971		975,971
Accrued interest payable		991,377		947,456
Accrued interest payable - related parties		860,495		845,201
Total current liabilities		5,680,523		5,390,672

Long term debt		559,919		536,825
Total liabilities		6,240,442		5,927,497

Minority interest		(240,155)		(205,829)
Contingencies (see Note C)		-		-

Stockholders' equity
Preferred stock held in escrow, $.001 par value, 20,000,000 shares
authorized, 7,100,000 shares issued and 2,128,500 outstanding		7,100		7,100
Common stock, $.001 par value, 200,000,000 shares authorized
46,043,343 shares issued and outstanding		46,043		44,587
Additional paid-in capital – preferred stock		3,488,929		3,488,929
Additional paid-in capital – common stock		10,201,039		9,920,486
Stock subscription receivable		(50,000)		(50,000)
Deficit retained		(12,870,151)		(12,270,671)
Total stockholders' equity		822,960		1,140,431

Total liabilities and stockholders' equity	$	6,823,247	$	6,862,099

See accompanying notes to condensed, consolidated financial statements

AIMS Worldwide, Inc.

Condensed, Consolidated Statements of Operations

(unaudited)



		Three Months Ended
		March 31,
		2008		2007


Revenue	$	1,244,213	$	109,328

Operating expenses
Cost of sales		31,845		26,230
General and administrative expenses		1,769,236		455,897
		1,801,081		482,127

Operating loss		(556,868)		(372,799)

Interest expense, net		(61,646)		(33,646)
Interest expense, net - related parties		(15,293)		(27,200)
Minority interest		34,327		-

Loss from continuing operations before provision for income taxes		(599,480)		(433,645)

Income taxes		-		-

Loss from continuing operations		(599,480)		(433,645)

Earnings from equity investments held for sale, net of income taxes		-		(3,197)

Net loss	$	(599,480)	$	(436,842)

Net loss available to common shareholders after beneficial conversion feature	$	(599,480)	$	(436,842)

Basic and diluted loss per share from continuing operations	$	(0.01)	$	(0.01)

Basic and diluted loss per share to common shareholders	$	(0.01)	$	(0.01)

Weighted average number of shares outstanding		45,249,522		40,643,392

See accompanying notes to condensed, consolidated financial statements

AIMS Worldwide, Inc.

Condensed, Consolidated Statements of Cash Flows

(unaudited)


		Three Months Ended
		March 31,
		2008		2007
Cash flows from operating activities:
Net loss	$	(599,480)	$	(436,842)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization		99,079		41,742
Loss (income) from equity investments		-		(34,443)
Loss (income) from minority interest		(34,327)		-
Stock issued to employees and others for services		48,230		39,840
		(486,498)		(389,703)
Changes in current assets and liabilities:
Accounts receivable and other current assets		(48,732)		73,115
Accounts payable and other current liabilities		238,941		199,644
Net cash used in operating activities		(296,289)		(116,944)

Cash flows from investing activities:
Purchase of equipment		(27,164)		-
Distributions from equity investments		-		26,500
Investment in subsidiaries and equity investments		-		(17,390)
Net cash provided by (used in) investing activities		(27,164)		9,110

Cash flows from financing activities:
Proceeds from sale of common stock		234,000		85,000
Offering costs for sale of stock		(221)		-
Proceeds from investor subscription paid		-		50,000
Proceeds of notes payable, net		74,007		-
Repayments of notes payable		-		(1,256)
Net cash provided by financing activities		307,786		133,744

Net increase (decrease) in cash		(15,667)		25,910

Cash, beginning of period		138,593		16,942
Cash, end of period	$	122,926	$	42,852

Cash paid during the period for:
Interest	$	17,755	$	9,804
Income taxes	$	-	$	-

Non-cash investing and financing activities
Stock issued to escrow for acquisition	$	-	$	170,890
Stock issued to settle debt	$	-	$	23,000

See accompanying notes to condensed, consolidated financial statements

AIMS™ WORLDWIDE, INC.

Notes to Condensed, Consolidated Financial Statements

(Unaudited)

NOTE A: BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

In the opinion of management, the financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented. Prior periods have been restated to reclassify discontinued from continuing operations.

The results for the three months ended March 31, 2008, are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Form 10-KSB, filed with the Securities and Exchange Commission for the year ended December 31, 2007.

NOTE B: SUBSIDIARIES AND EQUITY INVESTMENTS

As part of its corporate development core competency acquisition strategy, AIMS™ Worldwide, Inc., owns the following subsidiaries: AIMS Interactive, Inc.; ATB Media, Inc.; Streetfighter Marketing, Inc.; Barbara Overhoff, Inc., d/b/a/ Bill Main and Associates; Harrell, Woodcock, and Linkletter; Target America, Inc.; and 55% of IKON Public Affairs Group, LLC.

Pro forma results of operations had Bill Main and Associates, IKON Public Affairs, and Target America, Inc., been included in operations for the year ended December 31, 2007, are as follows:



		AIMS		Bill Main		IKON		Target America		Pro Forma
		Worldwide		January 1 to		January 1 to		January 1 to
		As Reported		May 16, 2007		July 26, 2007		July 26, 2007
Twelve months 2007
Revenue	$	2,119,459	$	142,879	$	1,579,829	$	660,222	$	4,502,389
Operating income (loss)		(2,962,239)		(92,198)		54,015		5,547		(2,994,875)
Net income (loss)		(3,189,670)		(92,198)		97,209		45,753		(3,138,906)
Net loss per share		(.08)								(.08)

NOTE C: CONTINGENCIES

The Internal Revenue Service is auditing IKON Holdings, Inc, the corporation from which AIMS acquired the 55% interest in IKON Public Affairs Group, LLC. The examination is not complete, and no expense to AIMS is expected as a result of the examination.

NOTE D: INCOME TAXES

The Company records its income taxes in accordance with Statement of Financial Accounting Standard No. 109, "Accounting for Income Taxes". The Company incurred net operating losses during the periods shown on the condensed consolidated financial statements resulting in a deferred tax asset, which was fully allowed for, therefore the net benefit and expense result in $-0- income taxes.

NOTE E: COMMON EQUITY TRANSACTIONS

During the three months ended March 31, 2008, we issued 1,366,666 shares of common stock to four shareholders for total proceeds of $234,000. In addition, we issued 90,102 shares of common stock for services valued at $48,230. Fair value of shares issued for services was determined by the board of directors, taking into consideration the fair market value on the date the shares were issued. The price of shares sold for cash were negotiated with the unrelated investors.

NOTE F: SEGMENT INFORMATION

We report the following information on our business segments as of and for the three months ended March 31, 2008:


		Media		Media		Consulting		Strategy		Public		Digital		Corporate
		Services		Properties		Services		& Planning		Affairs		Marketing		Overhead		Total

Revenues	$	-	$	-	$	16,896	$	226,824	$	618,633	$	381,860	$	-	$	1,244,213

Loss from
operations	$	-	$	-	$	3,740	$	(70,760)	$	(76,282)	$	57,700	$	(471,266)	$	(556,868)

Loss from discon-
tinued operations	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-

Net income (loss)	$	-	$	(59,215)	$	3,770	$	(86,600)	$	(41,955)	$	55,786	$	(471,266)	$	(599,480)

Identifiable assets, net	$	-	$	-	$	308,510	$	1,026,559	$	2,987,235	$	2,091,266	$	409,677	$	6,823,247

We report the following information on our business segments as of and for the three months ended March 31, 2007:


		Media		Media		Consulting		Strategy		Corporate
		Services		Properties		Services		& Planning		Overhead		Total

Revenues	$	-	$	-	$	45,000	$	64,328	$	-	$	109,328

Loss from
operations	$	-	$	-	$	11,881	$	(182)	$	(384,498)	$	(372,799)

Loss from
discontinued operations	$	(3,197)	$	-	$	-	$	-	$	-	$	(3,197)

Net income (loss)	$	(3,197)	$	(58,999)	$	11,881	$	(2,029)	$	(384,498)	$	(436,842)

Identifiable assets, net	$	218,506	$	-	$	-	$	-	$	22,320	$	240,826

NOTE G: RELATED PARTY TRANSACTIONS

During the three months ended March 31, 2008, the Company obtained short-term loans totaling $45,000 from the spouse of an officer, of which $30,000 remains unpaid at March 31, 2008.

NOTE H: CONVERTIBLE PREFERRED EQUITY AND CONTINGENCY

As of March 31, 2008, the Company is continuing in its efforts to secure financing to complete core competency acquisitions in the marketing and communications platform, and to fund its organic growth plan. The Company is placed in the position of seeking this financing by reason of the failure of Liberty Growth Fund LP to perform its obligations under the Stock Purchase Agreement entered into by and between the Company and Liberty in 2007.

The Company is in discussions with several investment groups to provide replacement financing. However, there is no guarantee or assurance that these discussions will result in a financing alternative that can be obtained on reasonable terms or at all.

In accordance with Emerging Issues Task Force Issue 98-5, Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios ("EITF 98-5"), the Company recognized an imbedded beneficial conversion feature present in the convertible preferred stock. The Company recognized and measured an aggregate of $2,500,000, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a return to the convertible preferred stock holders. Since the preferred shares were convertible at the date of issuance, the return to the preferred shareholders attributed to the beneficial conversion feature has been recognized in full at the date the convertible preferred stock was issued.

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

Forward Looking Statements

This report contains certain forward-looking statements as defined by the Securities Act of 1933 and the Securities Exchange Act of 1934. AIMS™ Worldwide, Inc., cautions readers that expressions of future goals and similar expressions reflecting something other than historical fact are intended to identify forward-looking statements. Words such as “May,” “Will,” “Expect,” “Believe,” “Anticipate,” “Intend,” and comparable terminology are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those currently anticipated or discussed in this report. Factors that may affect our results include, but are not limited to, market acceptance of our products and technologies, our ability to secure financing, potential competition from other companies with greater technical and marketing resources, and other factors described in our filings with the Securities and Exchange Commission.

General

We incorporated in the State of Nevada on March 7, 1996, under the name B & R Ventures, Inc. On March 28, 1999, we acquired all of the common stock of Enjoy The Game, Inc., a Missouri corporation, and changed our name to EtG Corporation. At that time we began operating as a media and merchandising company to promote the positive aspects of athletic competition. EtG Corporation conducted its operations through its subsidiary, Enjoy the Game, Inc., which had been incorporated in the state of Missouri on May 28, 1998. Enjoy the Game, Inc. failed to achieve profitable operations, and on November 15, 2002, we sold the subsidiary back to its president.

On December 17, 2002, we acquired AIMS Worldwide, Inc., incorporated in Nevada on October 7, 2002, as Accurate Integrated Marketing Solutions Worldwide, Inc., to act as the successor to AIMS™ Group, LLC which was organized in Virginia in November 2001. As a result of this acquisition, we changed our name to AIMS Worldwide, Inc.

Our principal executive offices are at 10400 Eaton Place, #203, Fairfax, VA 22030. Our telephone number is 703/621-3875 and our fax number is 703/621-3870. Our URL is www.aimsworldwide.com

Our Business

AIMS Worldwide, Inc. (“AIMS™ or “AIMS”), is a vertically integrated marketing communications consultancy providing organizations with its AIMSolutions branded focused marketing solutions at the lowest possible cost. AIMS™ (Accurate Integrated Marketing Solutions) increases the accuracy of the strategic and tactical direction of its client's marketing program, improves results and reduces the cost, by refocusing "mass marketing" to a more strategic "One-2-One™" relationship with the ideal customer. To further differentiate from the rest of the market, AIMS™ places intense focus on the Return on Marketing Investment, or "ROMI™." The Company's goal is to provide clients with a measurable return by first conducting an audit of the client's existing marketing strategy in order to deliver an increased return on their investment. AIMS™ is accelerating its growth by targeting and acquiring a group of core competency media and marketing communications services companies.

Our Company structure consists of seven major business units ("MBUs"): AIMSolutions Consulting, Advertising Services, Strategy and Planning, Public Affairs, Public Relations, Digital Marketing and Media Properties. To this end we have entered into strategic partnerships, acquired certain subsidiaries, and are in the process of acquiring additional core competency companies to achieve our desired organization.

AIMSolutions Consulting Group focuses on the use and application of the AIMS™ ROMI™ scientific process to provide marketing research, analysis, and reports from which to initiate strategies, plans, measurement tools, and manage AIMS™ marketing programs for its clients.

AIMS™ Advertising Services Group and strategic partner KassUehling, Inc., focus on full service advertising, creative design, advertising production, direct response and strategic media planning for its clients.

AIMS™ Strategy and Planning Group, through its subsidiaries Harrell Woodcock Linkletter, Street Fighter Marketing, and Bill Main & Associates, provides marketing research, strategy, planning, consulting and training programs that provide cost effective methods and techniques to clients in advertising their services and products, plus effective selling and telemarketing skills.

AIMS™ Public Affairs Group, via its subsidiary IKON Public Affairs Group, LLC, concentrates on bringing the best and latest information and ideas from around the United States concerning candidates, public issues, public policy, legislation, state and local ballot measures. This group provides solutions to finding information on issues and organizations concerning local, state and national governments.

AIMS™ Public Relations Group will concentrate on creating public relations, publicity, promotions, and special events through various media, networking, and promotions for its clients.

AIMS™ Digital Marketing Group, via its subsidiary Target America, Inc., and strategic partner Advocast, Inc., focuses its activities on using and applying digital technologies for improving ROMI™ for AIMSolutions Consulting Group clients.

AIMS™ Media Group includes the Company’s subsidiaries AIMS™ Interactive, Inc., and ATB Media, Inc., which owns a 40% participating interest in Radio Station KCAA in Loma Linda/San Bernardino, California, and minority interest in Group One Broadcasting, Inc., a Scottsdale, Arizona operator of the Talk One Radio Network.

AIMSolutions during the past five years has been a research and development consulting practice refining its accurate integrated marketing solutions scientific processes to “go to market” and sell the marketing solution product to fee-paid clients. AIMSolutions has undertaken a number of client beta-tests in the on-going development of its vertically integrated marketing solution process. Beta-test clients have been in a number of applications industries including but not limited to public policy issues, political campaign marketing, consumer electronics, medical and health care, distribution services, consumer package goods, restaurant, food service, and hospitality, etc. The scope of these industry development activities has established a platform of knowledge, processes, and intellectual properties, sufficient as a proof-of-concept to introduce AIMSolutions. Based on the aforementioned, management believes that we have completed our research and development stage, and AIMSolutions is entering its going-concern revenue-driven consulting practice.

Trademarks and Licenses

We hold common law trademarks on AIMS™ and ROMI™, and One-2-One™. AIMS™ is a unique doctrine, process, intellectual property, delivery system and corporate development method integrated into what we believe is a powerful client/customer centric professional service model.

AIMS™ is an audio-logical-acronym for Accurate Integrated Marketing Solutions. AIMS™ is a proprietary marketing service, process, and delivery system designed to improve the aim, reduce the cost and focus the reach to target a market on a “one-to-one” basis. We believe AIMS™ and its consultancy brand AIMSolutions will achieve a client company’s goals and objectives, maximizing the client’s Return On Marketing Investment (“ROMI™”).

AIMS™ is a marketing system and process that is designed to vertically integrate horizontal services into a focused “one-to-one” marketing program/campaign. One-2-One™ is also a trademark/service mark owned by AIMS. We believe this system can meet and exceed a client company’s goals and objectives to expand their top line revenues, market and Customer Relationship Management (“CRM”™) at lower cost than legacy advertising and marketing communications programs.

Our website, www.aimsworldwide.com is the registered internet domain names owned and controlled by AIMS.

We also hold a technology license agreement with Advocast, Inc., a proprietary public issues digital marketing application service provider.

Subsidiaries

As part of its corporate development core competency acquisition strategy, AIMS Worldwide, Inc., owns the following subsidiaries:

Harrell Woodcock Linkletter & Vincent, Inc.

On April 15, 2005, AIMS Worldwide, Inc. acquired Harrell Woodcock Linkletter & Vincent, Inc., a Florida corporation (“HWL&V”). HWL&V, a strategy, planning and marketing consulting group offering innovative new business and new market development services, is now named “Harrell, Woodcock, and Linkletter.”

ATB Media, Inc.

On April 19, 2004, we acquired ATB Media, Inc. ("ATB"). ATB was formed to acquire radio broadcast properties and/or invest in companies that had previously acquired radio broadcast properties in small and medium-sized markets and to use innovative techniques and low cost, engineering-driven strategies to upgrade these properties into successful radio stations by relocating such properties to larger markets, increasing authorized power and/or authorized hours of operation. ATB owns rights to receive income participation from one or more radio stations and other businesses.

ATB currently owns a 40% participating interest in Radio Station KCAA in Loma Linda/San Bernardino, California and owns rights to receive income participation from one or more radio stations if and when acquired. KCAA operates in a 24-hour broadcast cycle. On March 19, 2008, station management received approval from the FCC for a construction permit that would allow station management to expand the current facility to support daytime broadcasts at 10,000 watts.

ATB holds a minority interest in Group One Broadcasting, Inc. that was organized to, among other matters, meet the needs and demands for quality radio programming. Group One Broadcasting, Inc. is the operator of the Talk One Radio Network in Scottsdale, Arizona.

AIMS™ and Broadcast Management Systems in Houston, the majority interest and operating owner of KCAA-AM Radio Station in Loma Lind/San Bernardino, California, have agreed to list the station for sale now that a 10,000 watt approval has been received from the FCC and anticipate selling the station in 2008. However, there are no guarantees that or assurances that market conditions will be conducive to providing a suitable and acceptable purchaser.

Streetfighter Marketing, Inc.

On October 24, 2006, the Company entered an agreement with the shareholders of Streetfighter Marketing, Inc. (d/b/a Street Fighter Marketing), whereby the Company acquired 100% of the issued and outstanding stock of Streetfighter.

Streetfigher Marketing, Inc., headquartered in Columbus, Ohio, specializes in speaking, motivation, and publishing, training businesses how to market, promote and increase sales on a shoestring budget. The Streetfighter client list includes AT&T, American Express, Walt Disney, Pizza Hut, Honda, Sony, Goodyear, Marvel Comics, The City of Dallas, the State of Arkansas, and the Country of India.

Bill Main and Associates

On May 16, 2007, the Company completed the purchase of Barbara Overhoff, Inc., d/b/a Bill Main and Associates, in Chico, Calif. Bill Main and Associates is a leading strategy, planning, publishing, and consulting firm in the restaurant, food service, and hospitality industry. A published author and noted speaker, Chairman Tucker W. “Bill” Main is a recognized authority in restaurant marketing, operations, and management. He is a former President of the California Restaurant Association. Their client roster includes Johnny Rockets, Hooters, Popeyes, Shakeys, Taco Johns, Famous Dave’s, and Buffalo Wild Wings. Among distributor clients are SYSCO Food Services, Abbott Foods, Nabisco, Perdue, and US Foodservice.

Target America, Inc.

Acquired July 26, 2007, with a base in Fairfax, Virginia, and offices in Indianapolis and Chicago, Target America, Inc. was founded in 1995 under the laws of the Commonwealth of Virginia to meet the rapidly changing needs of not-for-profit charity and philanthropy fundraising professionals. The company is a constant innovator in the field of contributor and donor prospect research, developing and launching a completely online prospect screening service in 2003. Target America continues to upgrade and develop this tool, which now includes a wide range of services from automated Internet research and Target Tiger™, and internet search engine, to an integrated management system to serve not only the not-for profit community, but business, commerce database profiles, retail, and financial institutions as well.

IKON Public Affairs Group, LLC

On July 26, 2007, AIMS Worldwide, Inc., acquired 55% of IKON Public Affairs Group, LLC, a limited liability company formed under the of Delaware laws. Post-closing, IPAG, through its offices in Washington, D.C., and Denver, continues the business previously conducted by IKON Holdings, Inc., providing consulting services in connection with political campaigns and issue advocacy. Management of AIMS determined, while evaluating this potential acquisition, that the primary value to be acquired was the value of the customer list and services of the two principals, including the reputation and work product and methods of those individuals.

Competition

Marketing and Media services in its various forms are one of the most competitive segments of business, commerce and enterprise management. With its recent introduction, changes and dynamics caused by new online/ interactive digital communication technologies to the traditional/offline communications mediums (broadcast, satellite cast, print, post and telephone) the marketing landscape has become one of the most complex competitive and revolutionary tapestries in the world.

Our internal research indicates that an estimated worldwide $1 trillion plus is spent annually on the full range of marketing, marketing communications, marketing services, media, and delivery systems. This is a massive, diverse and fragmented service industry. As such, globally there can be little doubt as to the competition in the marketing services space in which the leading companies, agencies and firms are better established, positioned, branded, staffed and capitalized than our Company.

AIMS™ management has undertaken comprehensive industry research including evaluation of the full scope of marketing services including, but not limited to, advertising (Top 100), direct marketing (Top 20), sales promotion (Top 20), public relations (Top 20), market research (Top 25) and marketing support services (Top 200). Based on our analysis, AIMS™ believes that traditional media and marketing services, while with far greater financial and human resources than the company, do not currently offer the integrated solutions AIMS™ provides.

Regulation

Our business is not regulated by any governmental agency and approval from any governmental agency is not required for us to market or sell our products. However, some of our acquisitions may be subject to regulatory oversight. For example, the Federal Communications Commission regulates the radio property.

Employees

AIMS Worldwide, Inc., corporate headquarters has four employees, and, including our operating subsidiaries, has a total of approximately twenty-five employees. We plan to hire additional personnel on an as-needed basis as our operations expand. As of March 31, 2008, we continued to have no formal employment agreements in place at the corporate level.

Description of Property

Our executive offices are located at 10400 Eaton Place, Suite 203, Fairfax, Virginia 22030. Our subsidiaries which have separate offices are located as follows: Bill Main and Associates has one office located in Chico, California; IKON Public Affairs Group has two main offices, one located in Arlington, Virginia, and the other in Denver; Streetfighter Marketing, Inc., has one office located in Gahanna, Ohio; and Target America has its base office in Fairfax, Virginia.

Three Month Periods Ended March 31, 2008 and 2007

We had $1,244,213 in revenue for the three months ended March 31, 2008, which is 1,138% more when compared with $109,328 in revenue for the same three month period of 2007; substantially due to the acquisitions of Bill Main and Associates, Target America, Inc., and 55% of IKON Public Affairs Group, LLC. Cost of sales was $31,845, leaving a gross profit of $1,212,368 for the three month period of 2008 compared to cost of sales of $26,230 and a gross profit of $83,098 for the same three month period of 2007.

Our general and administrative expenses were $1,769,236 for three months ended March 31, 2008, compared to general and administrative expense of $455,897 for the same period in 2007. The primary reason for the increase is attributed to G&A expenses added by including the new subsidiaries noted above.

Our operating loss for the three months ended March 31, 2008, was $556,868 compared to $372,799 for the same period in 2007. The primary reasons for the increase in the operating loss were the substantial increase in activity related to the four acquisitions and because IKON and AIMSolutions did not meet anticipated forecasts for the quarter. However, IKON has contracted two congressional general election races in Pennsylvania that are anticipated to generate significant revenue in the third and fourth quarters and could offset the slowdown experienced in the first quarter by the Company’s subsidiary. It is unlikely that AIMSolutions, the Company’s consultancy subsidiary, will meet its 2008 expectations. However, at the end of the first quarter AIMSolutions management is in discussions with two client development prospects that could result in a positive performance for AIMSolutions for 2008 if it is able to contract them; there is no guarantee or assurance that both parties can agree to mutually-acceptable terms.

The quarterly loss was reduced because Target America, Inc., and Streetfighter Marketing, Inc., had favorable financial results: Target America had its best revenue quarter in company history with $381,860, and Streetfighter Marketing delivered $138,576 in revenue.

Liquidity and Capital Resources

At March 31, 2008, we had total current assets of $394,888 consisting of $122,926 in cash, $225,573 in accounts receivable, $6,854 of inventory and $39,535 in prepaid expenses. Equipment net of accumulated depreciation was $203,334 and other assets included $1,810,066 in net intangible assets and $3,908,755 in Goodwill, a substantial increase due to the acquisitions of Bill Main and Associates, Target America, Inc., and 55% of IKON Public Affairs Group, LLC.

Our liabilities at March 31, 2008, totaled $6,240,442 and consisted of $946,453 in accounts payable, $75,934 in deferred revenue, $1,005,971 in notes payable to related parties, $860,495 in accrued interest payable to related parties, $1,747,348 in notes payable and $991,377 in accrued interest.

We are still a relatively new company and have not yet fully implemented our business plan. Due to our lack of profitable operations, our auditors have expressed substantial doubt about our ability to continue as a going concern. We do not have any long-term capital commitments and we believe that our immediate needs can be met with a combination of cash on hand and through ongoing operations. However, we will require additional capital to fully implement our business plan. We are currently negotiating to acquire other media providers and estimate that we will have to raise approximately $10,000,000 during the coming year for acquisition costs, growth capital, and other expenses. We will also have ongoing legal and auditing expenses as well as office and lease expenses. If we cannot generate sufficient capital through ongoing operations, we will likely sell common stock, seek advances from officers or explore other debt financing strategies.

Company management is currently seeking capital to purchase another group of profitable operating organizations which are currently being identified. In accordance with the AIMS™ Five Year Plan, the target companies are currently financially healthy operating entities that, once acquired, will help fulfill AIMS' unique mission of organically growing a viable network of affiliated marketing and media subsidiaries.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk.

Not required by smaller reporting companies.

ITEM 4T. Controls and Procedures.

(a)

Evaluation of Disclosure Controls and Procedures. The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended). Management conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting based on the criteria set forth in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this evaluation, management has concluded that the Company’s internal control over financial reporting was effective as of March 31, 2008.

This quarterly report does not include an attestation report of the company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the company to provide only management’s report in this quarterly report.

(b)

Changes in Internal Control over Financial Reporting. There were no changes in the Company's internal controls over financial reporting, known to the chief executive officer or the chief financial officer, that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II - Other Information

ITEM 1. Legal Proceedings

Jose R. Trujillo v. Michael L. Foudy, AIMS Worldwide, Inc., American Institute for Full Employment, The Committee for Good Common Sense, et al., in the Circuit Court of the 15th Judicial Circuit in and for Palm Beach County, Florida, case No. 502005CA005603XXXXMB, affidavit filed December 9, 2005.

In this case, an individual in Florida named Jose Trujillo sued several corporations and individuals, including AIMS™, alleging breach of contract. Mr. Trujillo has reached an agreement with Michael Foudy. AIMS disputes that it should be a party to this suit because Mr. Foudy did not have the authority to bind the Company to any agreement. Management expects this legal matter to be settled in 2008.

The case is being handled by the following local Florida counsel: Carl A. Cascio, Esquire, Carl A. Cascio, P.A., 525 N.E. Third Avenue, #102, Delray Beach, Florida 33444. Phone is 561-274-7473. 561-274-8305 is facsimile; e-mail: casciolw@bellsouth.net.

ITEM 1A. Risk Factors

The Company's business is subject to numerous risk factors, including the following:

We have incurred losses since inception and may incur future losses.

We incurred operating losses of $2,962,239 in 2007. We do not expect to have consistent profitable operations until 2008 and we cannot assure that we will ever achieve or attain profitability. If we cannot achieve operating profitability, we will not be able to meet our working capital requirements, which would have a material adverse effect on our business and impair our ability to continue as a going concern.

We will encounter risks and difficulties frequently encountered by early-stage companies.

Some of these risks include the need to:

attract new AIMSolutions marketing clients and maintain current client relationships,

offer competitive pricing,

maintain and expand our network of advertising space through which we deliver the advertising component of our AIMSolutions-,

achieve marketing solution campaign results that meet our clients’ objectives,

identify, attract, retain and motivate qualified personnel,

successfully implement our organic and acquisition business model,

manage our expanding operations, and

maintain our reputation and build trust with our clients.

locate, negotiate, and assimilate core competency acquisitions

attract and package the appropriate corporate finance and investment capital to underwrite our core competency acquisition corporate development.

AIMSolutions

Because AIMSolutions (our consulting service offered at the corporate level) client contracts generally can be cancelled by the client with little or no notice or penalty in accordance with the terms and conditions specified in the professional consulting service contract, the termination of one or more large contracts could result in an immediate decline in our revenues.

Harrell, Woodcock, and Linkletter

Although Harrell, Woodcock, and Linkletter has no current on-going operation, we may ultimately get no return on our investment due to lack of acquisitions even tough the Company has acquired in this core competency platform Bill Main and Associates and Street Fighter Marketing.

We must introduce new products and services to grow our business.

Our success depends on our ability to develop and introduce new services that address our clients’ changing demands. Any new products or services that we develop will have a high degree of risk and need to meet the requirements of our current and prospective clients and may not achieve significant market acceptance. The introduction of new products and services by our competitors, and the emergence of new industry standards, could render our existing products and services obsolete and unmarketable or require unanticipated investments in research and development. If revenues generated from the use of our technologies do not cover these development costs, our operating results could be adversely affected.

Our failure to protect our intellectual property rights could diminish the value of our services, weaken our competitive position and reduce our revenues.

Our success depends in large part on our proprietary rights. In addition, we believe that our service marks and trademarks are key to identifying and differentiating our products and services from those of our competitors. We rely on a combination of copyright, patent, trademark and trade secret laws, confidentiality procedures and licensing arrangements to establish and protect our proprietary rights. These steps taken by us to protect our intellectual property may not prevent misappropriation of our technology or deter independent third-party development of similar technologies.

Our intellectual property currently includes AIMS™ (Accurate Integrated Marketing Solutions) “One-2-One”, referring to one to one marketing relationship in that the trade expression provides a stepped-up marketing power to the number 2, strengthening our clients’ relationship with their customers, end-users, households and communities.

Also included is our trademark “ROMI™”, our trade expression providing out clients with a measurable, accountable return on their marketing dollars which are invested in building sales and revenues.

If we do not retain our senior management and key employees, we may not be able to achieve our business objectives.

Our future success is substantially dependent on the continued service of our senior management and other key employees, particularly Gerald Garcia, Jr., our Chief Executive Officer, B. Joseph Vincent, our Chairman, and Patrick J. Summers, our Chief Financial Officer and Recording Secretary. We may be unable to retain existing management, technical, sales and client support personnel that are critical to our success, resulting in harm to key client relationships, loss of key information, expertise or know-how and unanticipated recruitment and training costs. The loss of the services of our senior management or other key employees could make it more difficult to successfully operate our business and pursue our business goals.

We expect to pursue acquisitions or other investments, which may require significant resources and may be unsuccessful.

Part of our business strategy is to acquire or make investments in other businesses, or acquire products and technologies, to complement our current business. Any future acquisition or investment may require us to use significant amounts of cash, issue potentially dilutive equity securities or incur debt. We may not be able to identify, negotiate or finance any future acquisition successfully. Even if we do succeed in acquiring a business, product or technology, we have limited experience in integrating an acquisition into our business. Acquisitions involve many risks, any of which could disrupt our business and reduce the likelihood that we will receive the expected benefits of the acquisition, including:

difficulties in integrating the operations, technologies, services and personnel of acquired businesses,

ineffectiveness or incompatibility of acquired technologies or services,

diversion of management’s attention from other business concerns,

unavailability of favorable financing for future acquisitions,

potential loss of key employees of acquired businesses,

inability to maintain the key business relationships and the reputations of acquired businesses,

responsibility for liabilities of acquired businesses, and

increased fixed costs.

We may need additional financing in the future, which may not be available on favorable terms, if at all.

We may need additional funds to finance our operations, as well as to enhance our services, fund our expansion, respond to competitive pressures or acquire complementary businesses or technologies. However, our business may not generate the cash needed to finance such requirements. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our existing shareholders would be reduced, and these securities may have rights, preferences or privileges senior to those of our common stock. If adequate funds are not available or are not available on acceptable terms, our ability to enhance our services, fund our expansion, respond to competitive pressures or take advantage of business opportunities would be significantly limited, and we might need to significantly restrict our operations.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

Unless otherwise noted the following shares were sold in private transactions and issued in reliance of the exemption provided by Section 4(2) of the Securities Act of 1933. The transactions do not involve any public offering or broker and no commissions were paid on the transaction.

During the three months ended March 31, 2008, we issued 1,366,666 shares of common stock to one shareholder for total proceeds of $234,000. In addition we issued 90,102 shares of common stock for services valued at $48,230. Fair value of shares issued for services was determined by the board of directors in relation to the fair market value on the date the shares were issued. The price of shares sold for cash were negotiated with the unrelated investors.

ITEM 3. Defaults upon Senior Securities.

None

ITEM 4. Submission of Matters to a Vote of Security Holders.

No matters were submitted during the period covered by this report to a vote of security holders.

ITEM 5. Other Information.

None

ITEM 6. Exhibits

Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K:


Exhibit No.	SEC Ref. No.	Title of Document	Location

1	31.1	Certification of the Principal Executive Officer
		pursuant to Section 302 of the Sarbanes-Oxley
		Act of 2002	Attached

2	31.2	Certification of the Principal Financial Officer
		pursuant to Section 302 of the Sarbanes-Oxley
		Act of 2002	Attached

3	32.1	Certification of the Principal Executive Officer
		pursuant to U.S.C. Section 1350 as adopted pursuant
		to Section 906of the Sarbanes-Oxley Act of 2002*	Attached

4	32.2	Certification of the Principal Financial Officer
		pursuant to U.S.C. Section 1350 as adopted pursuant
		to Section 906of the Sarbanes-Oxley Act of 2002*	Attached

* The Exhibit attached to this Form 10-Q shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

SIGNATURES

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

AIMS™ WORLDWIDE, INC.

/s/ Gerald Garcia Jr.

Gerald Garcia, Jr. / May 15, 2008

Chief Executive Officer

/s/ Patrick J. Summers

Patrick J. Summers / May 15, 2008

Chief Financial Officer


					Additional					Additional		Stock		Stock
	Common Stock				Paid-in	Preferred Stock				Paid-in		Held In		Subscription		Accumulated
	Shares		Amount		Capital	Shares		Amount		Capital		Escrow		Receivable		Deficit		Total

Balance,
January 1, 2008	44,586,575	$	44,587	$	9,920,486	7,100,000	$	7,100	$	3,488,929	$	-	$	(50,000)		(12,270,671)	$	1,140,431

Common stock
issued for cash	1,366,666		1,367		232,412	-		-		-		-		-		-		233,779

Common stock
issued for services	90,102		90		48,140	-		-		-		-		-		-		48,230

Loss for period	-		-		-	-		-		-		-		-		(599,480)		(599,480)

Balance,
March 31, 2008	46,043,343	$	46,043	$	10,201,039	7,100,000	$	7,100	$	3,488,929	$	-	$	(50,000)	$	(12,870,151)	$	822,960