8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 8-K/A

(Amendment No. 5)

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, October 26, 2007, January 29, 2008, and May 10. 2008 to refile Exhibit 99.2 which sets forth restated financial information.

Item 9.01	FINANCIAL STATEMENTS AND EXHIBITS
(c)	EXHIBITS
	99.2	Financial Statements of Visual Management Systems Holding, Inc. as of and for the three months periods ended March 31, 2007 and 2006 (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:  May 19, 2008

2

EX-99.2

EXHIBIT 99.2

Visual Management Systems, Inc. and Subsidiaries
Condensed Consolidated Balance Sheet
	March 31, 2007
Assets	(restated)
Current assets
Cash	$	26,619
Accounts receivable		361,380
Inventory		290,891
Prepaid expenses		8,893
Total current assets		687,783
Property and equipment - net		283,518
Equipment under capital leases - net		26,300
Deposits and other assets		15,923
Intangible assets - net		63,507
Total Assets	$	1,077,031
Liabilities and Stockholders' Deficit
Current liabilities
Accounts payable		669,153
Accrued expenses and other current liabilities		273,053
Customer Deposits		76,118
Sales tax payable		34,141
Current portion of long-term debt		71,967
Current portion of obligations under capital leases		13,917
Convertible notes payable		125,000
Total current liabilities		1,263,349
Long-term debt - net of current portion		281,226
Obligations under capital leases - net of current portion		12,792
Loans payable - stockholders		6,000
Stockholders' deficit
Preferred stock	$	-
Common stock		37,142
Additional paid-in-capital		3,939,482
Treasury stock, at cost		(150,000	)
Accumulated deficit		(4,312,960	)
Total stockholders' deficit		(486,336	)
Total Liabilities and Stockholder's Deficit	$	1,077,031

See notes to condensed consolidated financial statements.

Visual Management Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
For the Three Months Ended March 31, 2007 and 2006
	2007
	(restated)			2006
Revenues - net	$	1,160,437		$	1,195,590
Cost of revenues		564,215			633,663
Gross profit		596,222			561,927
Operating expenses		1,543,078			581,403
Loss from operations		(946,856	)		(19,476	)
Other (income) expenses
Debt conversion expense		590,044			58,890
Interest income		(49	)		(28	)
Interest expense		129,171			-
Miscellaneous income		26,013			17,170
Net loss	$	(1,692,035	)	$	(95,508	)
Per share data - basic and diluted	$	(0.29	)	$	(0.01	)
Weighted average number of common
shares outstanding		5,934,577			9,790,000

See notes to condensed consolidated financial statements.

Visual Management Systems, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2007 and 2006
	2007			2006
	(restated)
Cash flows from operating activities
Net loss	$	(1,692,035	)	$	(95,508	)
Adjustments to reconcile net loss to net cash used by operating activities
Depreciation and amortization		26,412			18,139
Non-cash interest expense		129,000
Payment of stock for services
Stock-based compensation		207,740			77,321
Change in deferred revenue		-			596
Debt conversion expense		590,044			58,890
(Increase) decrease in operating assets
Accounts receivable		22,338			(175,225	)
Inventory		(44,852	)		(12,995	)
Prepaid expenses and other assets		5,364			165
Deposits and other assets		(17,240	)		-
Increase (decrease) in operating liabilities
Accounts payable		(118,384	)		(116,822	)
Accrued expenses and other current liabilities		46,543			43,389
Sales tax payable		11,610			(9,163	)
Customer deposits		54,032			-
Net cash used by operating activities		(779,428	)		(211,213	)
Cash flows from investing activities
Purchases of property and equipment		(12,177	)		(11,030	)
Payment of security deposits					(4,953	)
Net cash used by investing activities		(12,177	)		(15,983	)
Cash flows from financing activities
Repayment of capital leases		(3,647	)		(10,703	)
Proceeds from convertible notes payable (net of $12,500 issuance costs)		112,500			275,000
Proceeds from the sale of common stock		871,230			-
Repurchase of stock into treasury		(150,000	)		-
Principal repayments of long-term debt		(7,879	)		(11,924	)
Proceeds from loans payable - stockholders		(4,943	)		9,895
Net cash provided by financing activities		817,261			262,268
Change in cash		25,656			35,072
Cash
Beginning of period		963			10,902
End of period	$	26,619		$	45,974

See notes to condensed consolidated financial statements.

Visual Management Systems, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

March 31, 2007

1.             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Significant accounting policies followed by Visual Management Systems Holding, Inc. ("VMS Holdings") and its wholly-owned subsidiaries, Visual Management Systems, LLC ("VMS, LLC") and Visual Management Systems PDG, LLC ("PDG"), collectively the "Company," in the preparation of the accompanying consolidated financial statements are summarized below:

     NATURE OF BUSINESS OPERATIONS

The Company delivers protective technology solutions and remote management loss prevention surveillance systems and provides on-site consultations regarding its products. The Company also sells, installs, upgrades and services Digital Video Recording Systems. The Company is New Jersey-based, began operations in June 2003.

PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of Visual Management Systems Holding, Inc. and its wholly owned subsidiaries, Visual Management Systems, LLC and Visual Management Systems PDG, LLC collectively the "Company." All inter-company transactions and balances have been eliminated in consolidation.

USE OF ESTIMATES

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

     STOCK-BASED COMPENSATION

Effective January 1, 2005, the Company adopted Statement of Financial Accounting Standards No. 123R, SHARE-BASED PAYMENTS ("SFAS 123R").  Under this method, the Company recognizes stock-based compensation over the vesting period of each grant. Stock-based compensation is measured based on the fair values of all stock awards on the dates of grant. The Company has elected to use the Black-Scholes-Merton ("BSM") option-pricing model to determine the fair value of stock-based awards under SFAS 123R.

SFAS 123R requires compensation expense to be recognized based on awards ultimately expected to vest. As a result, forfeitures need to be estimated on the date of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. On January 1, 2005, the Company began to estimate forfeitures based on management's best estimate of forfeitures to occur.

In addition, the company accounts for stock awards issued to non-employees in accordance with the provisions of SFAS 123R, under which the BSM method is used to measure the value of options granted to non-employees at each vesting date to determine the appropriate charge to stock-based compensation.

CONCENTRATION OF CREDIT RISK

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash balances and trade receivables. The Company invests its excess cash in highly liquid investments. The Company does not require collateral from its customers.

ACCOUNTS RECEIVABLE AND CREDIT POLICY

Accounts receivable are uncollateralized customer obligations due under normal trade terms, ordinarily requiring payment within 30 days from the invoice date. Interest is not charged on unpaid receivables with invoice dates over 30 days old.

Accounts receivable are stated at the amount billed to the customer. Payments of accounts receivable are allocated to the specific invoices identified on the customer's remittance advice or, if unspecified, are applied to the earliest unpaid invoices.

Management believes all accounts receivable to be fully collectible and, therefore, the Company has not recorded an allowance as of either March 31, 2007 or 2006.

     INVENTORY

Inventory is comprised predominantly of finished goods, which consists of digital video recorders, security cameras and related installation materials, is stated at the lower of cost or market value. Cost is computed on the first-in, first-out method.

     PROPERTY AND EQUIPMENT

Property and equipment are stated at cost. Depreciation charges with respect to property and equipment have been made by the Company using accelerated methods based on the following estimated useful lives:

	ESTIMATED
CLASSIFICATION	LIFE (YEARS)
Computer hardware and software	5-7
Furniture and fixtures	7
Machinery and equipment	5-7
Vehicles	5

     Expenditures for repairs and maintenance are charged to operations as incurred. Expenditures for betterments and major renewals are capitalized and, therefore, are included in property and equipment.

REVENUE RECOGNITION

The Company generates revenues from the sale and installation of remote management loss prevention systems. Revenue is recognized at the time of the installation, net of anticipated credits, returns and allowances. Amounts billed in advance of the period in which service is rendered, generally support, are recorded as a liability under "Deferred revenue."

                ADVERTISING

                Advertising costs are expensed as incurred and approximated $14,000 and $4,000 for the quarters ended March 31, 2007 and 2006, respectively.

                FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amount reported in the balance sheet for cash, accounts receivable, accrued expenses and other current liabilities approximates fair value because of the immediate short-term maturity of these financial instruments. The carrying amount of long-term debt approximates fair value based on terms currently available to the Company.

                INCOME TAXES

The Company files a consolidated tax return. Deferred income tax assets and liabilities are recognized for the differences between financial and income tax reporting bases of assets and liabilities based on enacted tax rates and laws. The deferred income tax provision or benefit generally reflects the net change in deferred income tax assets and liabilities during the year. The current income tax provision reflects the tax consequences of revenues and expenses currently taxable or deductible on the Company's income tax return for the year reported.

2.             PROPERTY AND EQUIPMENT

                The major classifications of property and equipment at March 31 are as follows:

	2007			2006
Computer hardware and software	$	81,405		$	75,536
Furniture and fixtures		25,622			24,622
Machinery and equipment		50,378			40,225
Vehicles		277,911			166,563
Total cost		435,316			306,946
Accumulated depreciation		(151,798	)		(76,924	)
Property and equipment - net	$	283,518		$	230,022

                Depreciation included as a charge to operations amounted to $23,498 and $15,252 for the quarters ended March 31, 2007 and 2006, respectively.

3.             EQUIPMENT UNDER CAPITAL LEASES

                Equipment under capital leases at March 31 are as follows:

	2007			2006
Computer hardware and software	$	17,587		$	17,587
Machinery and equipment		28,661			28,661
Total cost		46,248			46,248
Accumulated amortization		(19,948	)		(9,143	)
Equipment under capital leases – net	$	26,300		$	37,105

                Amortization included as a charge to operations amounted to $2,722 and $2,695 for the quarters ended March 31, 2007 and 2006, respectively.

4.             INTANGIBLE ASSETS

                 Intangible assets at March 31, are as follows:

		Gross
	Amortization	Carrying		Accumulated
	Period	Amount		Amortization		Net
2007
Deferred financing costs	7 Years	$	65,171	$	1,664	$	63,507
2006
Deferred financing costs	7 Years	$	5,338	$	892	$	4,446

                Amortization expense amounted to $192 for each of the quarters ended March 31, 2007 and 2006.

                Estimated future amortization expense for each of the next five twelve  month periods ending March 31, and in the aggregate, is as follows:

2008	$	60,601
2009		768
2010		768
2011		768
2012		602
	$	63,507

5.             CONVERTIBLE DEBT

                In September 2005, the Company issued $50,000 of 8% convertible notes due on March 15, 2008. Interest is payable semi-annually in March and September. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $2.50 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes. The notes were converted in October 2006.

In March 2006, the Company issued $50,000 of 8% convertible notes due on March 15, 2008. Interest is payable semi-annually in March and September. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $2.50 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes. The notes were converted in July 2006.

                 In March 2006, the Company issued $25,000 of 8% convertible notes due on March 15, 2008. Interest is payable semi-annually in March and September. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $2.50 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes. The notes were converted in July 2006.

                In March 2006, the Company issued $50,000 of 8% convertible notes due on March 15, 2008. Interest is payable semi-annually in March and September. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $2.50 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes. The notes were converted in December 2006.

In March 2006, the Company issued $150,000 of 8% convertible notes due on March 15, 2008. Interest is payable semi-annually in March and September. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $2.50 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes. The notes were converted in December 2006.

                In September 2006, the Company issued $50,000 of 8% convertible notes due on March 15, 2008. Interest is payable semi-annually in March and September. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $2.50 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes. The notes were converted in October 2006.

                In March 2007, the Company issued $125,000 of 8% convertible notes due in September 2007. Interest is payable in September 2007. The notes are convertible by the holder into shares of the Company's common stock at any time at a conversion price of $1.25 per share, which is subject to adjustment based on the provisions of the agreement. The proceeds were primarily used for general corporate purposes.

As of March 31, 2007 and 2006, the Company had $125,000 and $325,000, respectively, of convertible notes payable outstanding.

                In accordance with FAS-84, INDUCED CONVERSIONS OF CONVERTIBLE DEBT, the conversion of previously issued notes to common stock during the period ended March 31, 2007 and 2006 resulted in $590,044 and $58,890, respectively, of debt conversion expense.

6.             STOCK PURCHASE WARRANTS

                During the quarters ended March 31, 2007 and 2006, the management approved the issuance of warrants to purchase shares of the Company's common stock. Such warrants are exercisable at $1.25 per share, vest over a period of 36 months and expire at various times through October 2009.

                The issuance of stock purchase warrants was accounted for under SFAS 123R using the BSM model (with the same assumptions as those used for the options, see note 11), which did not result in the recording of compensation cost during the quarters ended March 31, 2007 and 2006.

                A summary of warrant activity for 2007 and 2006 is as follows:

	WEIGHTED-			WEIGHTED-
	AVERAGE			AVERAGE
	NUMBER OF			EXERCISE		WARRANTS		EXERCISE
	WARRANTS			PRICE		EXERCISABLE		PRICE
Outstanding, December 31, 2005		240,000			1.25		240,000		1.25
Granted		--			--		--		--
Exercised		--			--		--		--
Outstanding, March 31, 2006		240,000			1.25		240,000		1.25
Outstanding, December 31, 2006		540,000			1.25		540,000		1.25
Granted		--			--
Exercised		(540,000	)		--
Outstanding March 31, 2007		--			--		--		--

                In March 2007, all outstanding warrants were converted into shares of the Company's common stock. The conversion was induced by management through a 2-for-1 share offering.

7.             LONG-TERM DEBT

Long-term debt at March 31 is as follows:

	2007		2006
Term loans payable, collateralized by vehicles, due
in monthly installments ranging from $404 - $612,
including interest at fixed rates ranging from
3.90% - 8.69% and maturing through November 2012.	$	193,076	$	126,691
Term loan payable - due in monthly installments of
$794 including interest at a fixed rate of 8.61%
and maturing October 2013. The loan is secured by
substantially all assets of the Company and the
personal guarantee of the majority stockholder.		48,682		--
Small Business Administration term loan due in
monthly installments of $2,282 including interest
at a fixed rate of 7.23% and maturing January
2012. The loan is collateralized by substantially
all assets of the Company.		111,435		130,027
		353,193		256,718
Less: current portion		71,967		47,889
Long-term debt - net of current portion	$	281,226	$	208,829

Aggregate maturities of long-term debt of the Company due within each of the next five twelve month periods ending March 31 and thereafter, are as follows:

2008	$	71,967
2009		77,625
2010		75,197
2011		57,985
2012		46,863
Thereafter		23,556
	$	353,193

8.       OBLIGATIONS UNDER CAPITAL LEASES

Obligations under capital leases at March 31, are as follows:
	2007		2006
Equipment leases - monthly payments ranging from
$83 - $282, including interest between 15.33% -
19.03% and maturing through June 2010.	$	26,709	$	28,693
Less: current portion		13,917		12,039
Obligations under capital leases - net of
current portion	$	12,792	$	16,654

Aggregate maturities of obligations under capital leases of the Company due within each of the next five twelve month periods ending March 31 and thereafter, are as follows:

2008	$	17,344
2009		11,384
2010		2,638
2011		330
2012		--
Total future minimum lease payments		31,696
Less: imputed interest		4,987
Present value of minimum lease payments	$	26,709

9.           COMMITMENTS AND CONTINGENCIES

The Company conducts its operations from facilities in New Jersey, New York and Ohio with leases expiring on January 31, 2009, November 30, 2009 and November 30, 2007, respectively. Rent expense for the quarters ended March 31, 2007 and 2006 approximated $25,000 and $12,000, respectively.

                Minimum future rental payments under non-cancelable operating leases for the twelve month periods ended March 31 are as follows:

2008	$	124,288
2009		96,652
2010		60,109
2011		4,043
2012		--
	$	285,092

                Included in future minimum rental payments are lease payments related to a second facility in New Jersey under an operating lease that was entered into subsequent to quarter-end.

                In January 2007, the Company entered into compensation agreements with key members of management. The agreements are described in full within the body of the 8-k filing.

10.           INCOME TAXES

                Income tax benefit is summarized as follows for the quarters ended March 31:

	2007		2006
Federal and state - current	$	--	$	--
Deferred		--		--
Provision for income taxes	$	--	$	--

                The details of deferred income tax assets are as follows:

	2007			2006
Deferred income tax assets	$	169,600		$	53,600
Valuation allowance		(169,600	)		(53,600	)
Deferred income tax assets - net	$	--		$	--

The principal temporary difference that gives rise to deferred income tax assets is net operating loss carryforwards.

At December 31, 2006 and 2005, the Company had net operating loss carryforwards for federal and state income tax purposes of approximately $424,000 and $134,000, respectively expiring through 2012. Utilization of such net operating losses could be limited under the Internal Revenue Code.

11.           STOCK OPTION PLAN

                The Company maintains a non-qualified stock option plan (the "Plan") that provides for the awarding of stock options to selected employees and non-employees. Options granted under the Plan become vested 50% one year from the date of grant and in full two years from the date of grant. Options are exercisable immediately upon vesting. No shares are reserved for the Plan and all shares are expected to be issued from authorized shares not yet outstanding, or from Treasury Stock, if available.

                The Company estimated the fair value of each option award on the date of grant using the BSM valuation model. Assumptions about stock-price volatility have been estimated by management based upon the implied volatilities of publicly traded companies within the industry. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.  Forfeitures were estimated as management's best approximation.

                The following table presents the weighted-average assumptions used to estimate the fair values of the stock options granted in the periods presented:

	MARCH 31,
	2007			2006
Risk-free interest rate		4.94	%		4.51	%
Expected volatility		150	%		150	%
Expected life (in years)		10			10
Weighted-average estimated fair value
of options granted during the year	$	1.59		$	1.59

The following table summarizes the activity under the Plan:

	OPTIONS OUTSTANDING
	WEIGHTED-		WEIGHTED-
	AVERAGE		AVERAGE		AGGREGATE
	NUMBER OF		EXERCISE		REMAINING		INTRINSIC
	SHARES		PRICE		TERM (YRS.)		VALUE
Balance, December 31, 2005		1,410,000		1.25		9.50		618,567
Granted		25,000		1.25
Exercised		--		--
Lapsed		--		--
Balance, March 31, 2006		1,435,000		1.25		9.01		658,330
Balance, December 31, 2006		1,850,000		1.25		8.75		1,318,427
Granted		25,000		1.25
Exercised		--		--
Lapsed		--		--
Balance, March 31, 2007		1,875,000		1.25		9.52		1,358,192

12.           SUBSEQUENT EVENT

On July 17, 2007, the Company was merged with and into VMS Acquisition Corp., a NJ Corporation, and became a wholly-owned subsidiary of Visual Management Systems, Inc., a Nevada Corporation (formely Wildon Productions, Inc.), a publicly traded entity subject to the provisions of the Public Company Accounting Oversight Board. As a result of the merger, each outstanding share of the Company's common stock was converted into 0.50 shares of common stock of Visual Management Systems, Inc.

13.           SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

During the quarter ended March 31, 2006, the Company incurred $8,000 in capital leases payable in connection with the financing of additions to equipment under capital lease.

14.           RESTATEMENT OF FINANCIAL STATEMENTS

As stated in the Form 8-K filed on April 8, 2008, the Company’s management, after discussions with the Company’s independent registered public accounting firm, determined that its previously issued financial statements for portions of 2007, including the relevant periods identified above, overstated revenues and misstated costs of goods sold, inventory and equity due to, among other things, the failure to properly account for intercompany sales and inventory and the failure to maintain proper controls over accounting procedures.

The changes to the originally filed financial statements are as follows:

Visual Management Systems, Inc. and Subsidiaries
Notes to Condensed Consolidated Balance Sheet
For the period ending March 31, 2007
							Effect
Assets	As reported			As restated			of restatement
Current assets
Cash	$	113,993		$	26,619		$	(87,374	)
Accounts receivable		209,492			361,380			151,888
Inventory		527,507			290,891			(236,616	)
Prepaid expenses		8,893			8,893			-
Total current assets		859,885			687,783			(172,102	)
Property and equipment - net		283,518			283,518			-
Equipment under capital leases - net		26,300			26,300			-
Deposits and other assets		15,923			15,923			-
Intangible assets - net		3,674			63,507			59,833
Total Assets	$	1,189,300		$	1,077,031		$	(112,269	)
Liabilities and Stockholders' Deficit
Current liabilities
Accounts payable		799,703			669,153			(130,550	)
Accrued expenses and other current liabilities		273,053			273,053			-
Customer Deposits		17,146			76,118			58,972
Sales tax payable		34,141			34,141			-
Current portion of long-term debt		71,967			71,967			-
Current portion of obligations under capital leases		13,917			13,917			-
Convertible notes payable		125,000			125,000			-
Total current liabilities		1,334,927			1,263,349			(71,578	)
Long-term debt - net of current portion		281,226			281,226			-
Obligations under capital leases - net of current portion		12,792			12,792			-
Loans payable - stockholders		6,000			6,000			-
Stockholders' deficit
Preferred stock					0
Common stock		13,399			37,142			23,743
Additional paid-in-capital		2,997,686			3,939,482			941,796
Treasury stock, at cost		-			(150,000	)		(150,000	)
Accumulated deficit		(3,456,730	)		(4,312,960	)		(856,230	)
Total stockholders' deficit		(445,645	)		(486,336	)		(40,691	)
Total Liabilities and Stockholder's Deficit	$	1,189,300		$	1,077,031		$	(112,269	)

Visual Management Systems, Inc. and Subsidiaries
Notes to Condensed Consolidated Statements of Operations
For the Three Months Ended March 31, 2007
							Effect
	As reported			As restated			of restatement
Revenues - net	$	1,546,887		$	1,160,437		$	(386,450	)
Cost of revenues		730,247			564,215			(166,032	)
Gross profit		816,640			596,222			(220,418	)
Operating expenses		1,626,310			1,543,078			(83,232	)
Loss from operations		(809,670	)		(946,856	)		(137,186	)
Other (income) expenses
Debt conversion expense		-			590,044			590,044
Interest income		(49	)		(49	)		-
Interest expense		171			129,171			129,000
Miscellaneous income		26,013			26,013			-
		26,135			745,179			719,044
Net loss	$	(835,805	)	$	(1,692,035	)	$	(856,230	)
Per share data - basic and diluted	$	(0.07	)	$	(0.29	)	$	(0.21	)
Weighted average number of common
shares outstanding		11,429,791			5,934,577			(5,495,214	)

Visual Management Systems, Inc. and Subsidiaries
Notes to Condensed Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2007
							Effect
	As reported			As restated			of restatement
Cash flows from operating activities
Net loss	$	(835,805	)	$	(1,692,035	)	$	(856,230	)
Adjustments to reconcile net loss to net cash used by operating activities
Depreciation and amortization		26,412			26,412			-
Non-cash interest expense		-			129,000			129,000
Payment of stock for services								-
Stock-based compensation		164,803			207,740			42,937
Change in deferred revenue		(4,940	)					4,940
Debt conversion expense		-			590,044			590,044
(Increase) decrease in operating assets								-
Accounts receivable		174,226			22,338			(151,888	)
Inventory		(281,468	)		(44,852	)		236,616
Prepaid expenses and other assets		5,364			5,364			-
Deposits and other assets		42,401			(17,240	)		(59,641	)
Increase (decrease) in operating liabilities								-
Bank overdraft		(46,697	)		-			46,697
Accounts payable		12,166			(118,384	)		(130,550	)
Accrued expenses and other current liabilities		46,543			46,543			-
Sales tax payable		11,610			11,610			-
Customer deposits		-			54,032			54,032
Net cash used by operating activities		(685,385	)		(779,428	)		(94,043	)
Cash flows from investing activities
Purchases of property and equipment		(12,177	)		(12,177	)		-
Cash flows from financing activities
Repayment of capital leases		(3,647	)		(3,647	)		-
Proceeds from convertible notes payable (net of $12,500 issuance costs)		125,000			112,500			(12,500	)
Proceeds from the sale of common stock		715,350			871,230			155,880
Repurchase of stock into treasury		-			(150,000	)		(150,000	)
Principal repayments of long-term debt		(21,168	)		(7,879	)		13,289
Proceeds from loans payable - stockholders		(4,943	)		(4,943	)		-
Net cash provided by financing activities		810,592			817,261			6,669
								-
Change in cash		113,030			25,656			(87,374	)
Cash
Beginning of period		963			963			-
End of period	$	113,993		$	26,619		$	(87,374	)