SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
VISION CAPITAL ADVISORS, LLC

(Last) (First) (Middle)
20 W. 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL IMAGING SYSTEMS INC [ IIMG.OB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
09/11/2007
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock ($0.001 par value) 08/10/2007 J(2) 90,000 A $0.1667 106,666.67(3) I By Vision Opportunity Master Fund, Ltd.(1)
Common Stock ($0.001 par value) 08/13/2007 C(4) 83,333.33 A (4) 190,000 I By Vision Opportunity Master Fund, Ltd.(1)
Common Stock ($0.001 par value) 08/17/2007 H(5) 1 A (5) 190,001 I By Vision Opportunity Master Fund, Ltd.(1)
Common Stock ($0.001 par value) 09/10/2007 P 110,000 A $0.01 300,001 I By Vision Opportunity Master Fund, Ltd.(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) $1.15 08/10/2007 J(2) 90,000 08/10/2007 08/10/2012 Common Stock ($0.001 par value) 90,000 (2) 90,000 I By Vision Opportunity Master Fund, Ltd.(1)
Series A Convertible Preferred Stock (4) 08/13/2007 C(4) 25,000 (4) (4) Common Stock ($0.001 par value) 83,333.33 $0.55 0 I By Vision Opportunity Master Fund, Ltd.(1)
Warrant (right to buy) $1.15 08/17/2007 H(5) 90,000 08/10/2007 08/10/2012 Common Stock ($0.001 par value) 90,000 (2) 0 I By Vision Opportunity Master Fund, Ltd.(1)
1. Name and Address of Reporting Person*
VISION CAPITAL ADVISORS, LLC

(Last) (First) (Middle)
20 W. 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BENOWITZ ADAM

(Last) (First) (Middle)
20 W. 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VISION OPPORTUNITY MASTER FUND, LTD.

(Last) (First) (Middle)
20 W. 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Vision Capital Advisors, LLC (the "Investment Manager") serves as investment manager to Vision Opportunity Master Fund, Ltd. (the "Fund"), the direct owner of the subject securities. Adam Benowitz is the managing member of the Investment Manager and the Fund's portfolio manager. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.
2. The shares of Common Stock and the Warrants were acquired from the Issuer in a private placement transaction. The Warrants were included for no additional consideration.
3. The Form 4 filed on September 11, 2007 erroneously included this number as 190,000. Takes into account a 30 for 1 reverse stock split effected on June 14, 2007.
4. The 25,000 shares of Convertible Preferred Stock were converted into 83,333.33 shares of Common Stock. The Convertible Preferred Stock was convertible at any time at the holder's election (3.33 Common shares for each Preferred share, after taking into account the stock split referred to in footnote 3), and had no expiration date.
5. The Form 4 filed on September 11, 2007 failed to indicate that the 90,000 Warrants were cancelled in consideration for one share of Common Stock.
Remarks:
REMARKS: This Form 4/A: (i) amends the two transactions, occurring on August 10, 2007 and August 17, 2007, reported on separate Form 4s filed on September 11, 2007 and (ii) includes two additional transactions not previously reported occurring on August 13, 2007 and September 10, 2007.
/s/ ADAM BENOWITZ For himself, as Managing Member of the Investment Manager and as Portfolio Manager of the Fund. 10/25/2007
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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