8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 8-K/A

(Amendment No. 3)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  July 17, 2007

VISUAL MANAGEMENT SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Nevada (State or other jurisdiction of incorporation)	333-133936 (Commission File Number)	68-0634458 (IRS Employer Identification Number)
1000 Industrial Way North, Suite C Toms River, New Jersey  08755 (Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (732) 281-1355

(Former name or former address, if changed since last report)

Wildon Productions Inc.

702-3071 Glen Drive

Coquitlam, British Columbia

Canada  V3B 7RI

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act  (17 CFR 240.13e-4 (c))

EXPLANATORY NOTE

This Form 8-K/A amends the Form 8-K filed by Visual Management Systems, Inc. on July 23, 2007, as amended on August 8, 2007 and October 26, 2007, to refile Exhibit 99.3 which sets forth revised pro forma financial information.

Item 9.01               FINANCIAL STATEMENTS AND EXHIBITS

(b)           PRO FORMA FINANCIAL INFORMATION

Pro Forma financial information giving effect to the merger of Visual Management Systems Holding, Inc. and VMS Acquisition Corp. is included herewith as Exhibit 99.3.

(c)           EXHIBITS

99.3 Pro Forma Financial Information. (filed herewith)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Visual Management Systems, Inc.
	(Registrant)
By:		/s/ Jason Gonzalez
Name:		Jason Gonzalez
Title:		President and Chief Executive Officer

Dated:  January 29, 2008

EX-99.3

EXHIBIT 99.3

VISUAL MANAGEMENT SYSTEMS, INC. AND SUBSIDIARIES

(FORMERLY WILDON PRODUCTIONS INC.)

PRO-FORMA FINANCIAL STATEMENTS

VISUAL MANAGEMENT SYSTEMS, INC. AND SUBSIDIARIES

(FORMERLY WILDON PRODUCTIONS INC.)

PRO-FORMA FINANCIAL STATEMENTS

The accompanying unaudited pro forma consolidated financial statements of Visual Management Systems, Inc. and subsidiaries (formerly Wildon Productions Inc.) (the “Company”) give effect to the (a) merger (the “Merger”) of the Company’s wholly-owned subsidiary, VMS Acquisition Corp., with and into Visual Management Systems Holding, Inc., a New Jersey Corporation (“VMS”) and (b) 1-for-7 reverse split (the “Reverse Split”) of the Company’s common stock, $.01 par value (the “Common Stock”), which become effective on July 9, 2007 as if such transactions had occurred on May 31, 2007 for balance sheet data and March 1, 2006 for Statement of Operations Data.

In connection with the Merger, the Company acquired 100% of the issued and outstanding capital stock of VMS in exchange for 5,218,000 shares of the Company’s Common Stock, and certain holders of Common Stock agreed to cancel 476,429 shares (after giving effect to the Reverse Split) of Common Stock at the time of the Merger.  Under the terms of the Merger Agreement, each share of VMS Common Stock outstanding prior to the Merger (10,436,000 shares) was converted into .50 shares of Common Stock at the time of the Merger.  As a result, VMS’ former stockholders became the majority shareholders of the Company and VMS became a wholly-owned subsidiary of the Company.

The acquisition of VMS by the Company has been accounted for as a reverse merger because on a post-merger basis, the former VMS shareholders hold a majority of the outstanding shares of the Company’s Common Stock.  As a result, VMS was deemed to be the acquirer for accounting purposes.

In the opinion of the Company’s management, the unaudited pro forma consolidated balance sheet and unaudited pro forma statement of loss include all adjustments necessary for the fair presentation of the transactions in accordance with the requirements of the Securities Exchange Commission.  The unaudited pro forma consolidated financial statements are prepared for illustrative purposes only and may not be indicative of the financial position or operating results that would have occurred if the transactions had been completed on March 1, 2006.  Furthermore, the reported unaudited pro forma consolidated statement of loss is not necessarily indicative of the operating results that may be obtained by the Company.

VISUAL MANAGEMENT SYSTEMS, INC. AND SUBSIDIARIES (FORMERLY WILDON PRODUCTIONS INC.)
PRO-FORMA CONSOLIDATING BALANCE SHEET
MAY 31, 2007
		Visual Management Systems, Inc. (Formerly Wildon Productions Inc.)			Visual Management Systems Holding, Inc. and Subsidiaries			Pro Forma Adjustments				Pro Forma Combined
Assets
Current Assets
	Cash		14,864			-			-				14,864
	Accounts Receivable		-			484,872			-				484,872
	Inventory		-			432,721			-				432,721
	Prepaid Expenses		-			27,277			-				27,277
			14,864			944,870			-				959,734
Property and Equipment - net			-			326,934			-				326,934
Equipment Under Capital Leases - net			-			26,022			-				26,022
Deposits			-			17,617			-				17,617
Intangibles - net			-			106,993			-				106,993
			14,864			1,422,436			-				1,437,300
Liabilities and Stockholders' Deficit
Current Liabilities
	Bank Overdraft		-			81							81
	Accounts Payable		4,120			1,709,798			-				1,713,918
	Accrued Expenses		21,012			231,165			-				252,177
	Deferred Revenues		-			62,889			-				62,889
	Sales Tax Payable		-			52,275			-				52,275
	Current Portion of Long-Term Debt		-			78,997			-				78,997
			25,132			2,135,205			-				2,160,337
Long-Term Debt - net of current portion			-			275,779			-				275,779
Obligations Under Capital Leases - net of current portion			-			20,995			-				20,995
Loans Payable Stockholders			-			5,634			-				5,634
Stockholders Deficit
	Common Stock		2,035			33,084			22,781		(1)		12,338
	Additional Paid-In Capital		111,965			3,856,350			(22,781	)	(1)		3,991,096
	Treasury Stock		-			(150,000	)		-				(150,000	)
	Accumulated Deficit		(124,268	)		(4,754,611	)		-				(4,878,879	)
			(10,268	)		(1,015,177	)		-				(1,025,445	)
			14,864			1,422,436			-				1,437,300

VISUAL MANAGEMENT SYSTEMS, INC. AND SUBSIDIARIES (FORMERLY WILDON PRODUCTIONS INC.)
PRO-FORMA STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MAY 31, 2007
	Visual  Management Systems, Inc. (formerly Wildon Productions Inc.)			Visual Management Systems Holding, Inc. and Subsidiaries			Pro Forma Combined
Revenues - net		-			968,719			968,719
Cost of revenues		-			495,951			495,951
Gross margin		-			472,768			472,768
Operating expenses		40,094			1,528,614			1,568,708
Loss from operations		(40,094	)		(1,055,846	)		(1,095,940	)
Other (income) expenses
Debt conversion expense		-			-			-
Interest income		-			(5	)		(5	)
Interest expense		-			4,481			4,481
Miscellaneous (income) expense		-			-			-
		-			4,476			4,476
Net loss	$	(40,094	)		(1,060,322	)		(1,100,416	)

VISUAL MANAGEMENT SYSTEMS, INC. AND SUBSIDIARIES (FORMERLY WILDON PRODUCTIONS INC.)
PRO-FORMA STATEMENT OF OPERATIONS
FOR THE 12 MONTHS ENDED FEBRUARY 28, 2007
	Visual Management Systems, Inc. (formerly Wildon Productions Inc.)			Visual Management Systems Holding, Inc. and Subsidiaries			Pro Forma Combined
Revenues – net	$	0			4,818,232			4,818,232
Cost of revenues		0			2,715,497			2,715,497
Gross margin		0			2,102,735			2,102,735
Operating expenses		78,979			4,239,662			4,318,641
Loss from operations		(78,979	)		(2,136,927	)		(2,215,906	)
Other (income) expenses					-
Debt conversion expense					264,990			264,990
Interest income					(247	)		(247	)
Interest expense					55,835			55,835
Miscellaneous (income) expense					(1,223	)		(1,223	)
		-			319,356			319,356
Net loss	$	(78,979	)		(2,456,283	)		(2,535,262	)

Notes to Pro Forma Financial Statements

1. To record the issuance of shares of common stock in connection with the acquisition of all of the outstanding capital stock of Visual Management Systems Holding, Inc. (“VMS”) and adjusting for differences in par value between common stock of VMS and Visual Management Systems, Inc. (formerly Wildon Productions, Inc.) with an offset to additional paid in capital.