UNITED STATES
              SECURITIES AND EXCHANGE COMMISSION
                   WASHINGTON, D.C. 20549

                        SCHEDULE 13G

           UNDER THE SECURITIES EXCHANGE ACT OF 1934


                 ACTION PRODUCTS INTL INC
      --------------------------------------------------
                      (NAME OF ISSUER)


                        COMMON STOCK
      --------------------------------------------------
               (TITLE OF CLASS OF SECURITIES)


                         004920104
      --------------------------------------------------
                      (CUSIP NUMBER)


                     July 31, 2008
      --------------------------------------------------
    (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)


   CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH THIS
   SCHEDULE IS FILED:

   {X} RULE 13D-1(B)

   { } RULE 13D-1(C)

   { } RULE 13D-1(D)


   *The remainder of this cover page shall be filled out for a
   reporting persons initial filing on this form with respect to
   the subject class of securities,and for any subsequent
   amendment containing information which would alter the
   disclosures provided in a prior cover page.

   The information required in the remainder of this cover page
   shall not be deemed to be ""filed"" for the purpose of Section
   18 of the Securities Exchange Act of 1934 (""Act"") or otherwise
   subject to the liabilities of that section of the Act but shall
   be subject to all other provisions of the Act (however,
   see the notes.)
                      PAGE 1 OF 4

   CUSIP NO. 004920104      SCHEDULE 13G    PAGE 2 OF 4

   (1)  NAME AND IRS NUMBER OF REPORTING PERSONS

        FINANCIAL & INVESTMENT MANAGEMENT GROUP, LTD.  (#38-2562340)

   (2)  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
              A.............{ }
              B.............{ }

   (3)  SEC USE ONLY

   (4)  CITIZENSHIP OR PLACE OF ORGANIZATION

        MICHIGAN

   NUMBER OF SHARES OF:

   (5)  SOLE VOTING POWER

        NONE

   (6)  SHARED VOTING POWER

	1,312,469

   (7)  SOLE DISPOSITIVE POWER

        NONE

   (8)  SHARED DISPOSITIVE POWER

	1,312,469

   (9)  AGGREGATE AMOUNT BENEFICIALLY OWNED

        1,312,469   *SEE NOTE 1*

   (10) CHECK IF AGGREGATE AMOUNT EXCEEDS CERTAIN SHARES

                     { }

   (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	24.12%

   (12) TYPE OF REPORTING PERSON

               IA



   CUSIP  004920104    SCHEDULE 13G        PAGE 3 OF 4

   ITEM 1 (A)    NAME OF ISSUER

	         ACTION PRODUCTS INTL INC

   ITEM 1 (B)    ADDRESS OF ISSUER

 	         1101 NORTH KELLER RD
                 ORLANDO, FL 32810

   ITEM 2 (A)    NAME OF PERSON FILING

                 FINANCIAL & INVESTMENT MANAGEMENT GROUP, LTD

   ITEM 2 (B)    ADDRESS OF PERSON FILING

                 111 CASS ST.
                 TRAVERSE CITY, MI. 49684

   ITEM 2 (C)    CITIZENSHIP

                 MICHIGAN

   ITEM 2 (D)    TITLE OF CLASS OF SECURITIES

                 COMMON STOCK

   ITEM 2 (E)    CUSIP NO.

		 004920104

   ITEM 3        THIS STATEMENT IS BEING FILED BY AN INVESTMENT ADVISOR IN
                 ACCORDANCE WITH RULE 13D-1(B)(1)(ii)(E).

   CUSIP 004920104     SCHEDULE 13G           PAGE 4 OF 4

   OWNERSHIP
   ITEM 4 (A)    AMOUNT BENEFICIALLY OWNED

                 1,312,469   * SEE NOTE 1 *

   ITEM 4 (B)    PERCENT OF CLASS

		 24.12%

   ITEM 4 (C)    NUMBER OF SHARES:

          (i)    SOLE POWER TO VOTE

                 NONE

          (ii)   SHARED POWER TO VOTE

		 1,312,469

          (iii)  SOLE POWER TO DISPOSE

                 NONE

          (iv)   SHARED POWER TO DISPOSE

		 1,312,469

         	 ** NOTE 1 **
        	 FINANCIAL & INVESTMENT MANAGEMENT GROUP, LTD IS A
        	 REGISTERED INVESTMENT ADVISOR, MANAGING INDIVIDUAL
        	 CLIENT ACCOUNTS.  ALL SHARES REPRESENTED IN THIS
        	 REPORT ARE HELD IN ACCOUNTS OWNED BY THE CLIENTS
        	 OF FINANCIAL & INVESTMENT MANAGEMENT GROUP, LTD.
        	 BECAUSE OF THIS, FINANCIAL & INVESTMENT MANAGEMENT
         	 GROUP, LTD DISCLAIMS BENEFICIAL OWNERSHIP.

   ITEM (5)     OWNERSHIP OF LESS THAN FIVE PERCENT

                CHECK THE FOLLOWING BOX IF THE STATEMENT IS BEING FILED TO
                NOTIFY THAT THE OWNERSHIP IS NOW LESS THAN FIVE PERCENT

                { }

   ITEM (6)     OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

                ALL SHARES REPRESENTED IN THIS REPORT ARE OWNED BY ADVISORY
                CLIENTS OF FINANCIAL & INVESTMENT MANAGEMENT GROUP, LTD
                NONE OF WHICH, TO OUR KNOWLEDGE, OWNS FIVE PERCENT OR MORE
                OF THE CLASS.

   ITEM (7)     IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
                ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
                COMPANY:

                NOT APPLICABLE

   ITEM (8)     IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

                NOT APPLICABLE

   ITEM (9)     NOTICE OF DISSOLUTION OF GROUP

                NOT APPLICABLE

   ITEM (10)    CERTIFICATION
                By signing below, I certify that, to the best of my knowledge
                and belief, the securities referred to above were acquired in
                the ordinary course of business and were not acquired for the
                purpose of and do not have the effect of changing or influecing
                the control of the issuer of such securities and were not
                acquired in the connection with or as a participant in any
                transaction having such purposes or effect.

                After reasonable inquiry and to the best of my knowledge and
                belief, I certify that the information set forth in this
                statement is true, complete and correct."


                August 22, 2008

                Matthew Bohrer
                CCO