UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended June 30, 2010.

or

     . 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. Yes  X . No      .

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes      . No  X .

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	X .

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

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: 62,921,603 shares as of August 10, 2010.

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FORM 10-Q

AIMS™ WORLDWIDE, INC.

INDEX	Page
PART I. Financial Information	3
Item 1. Consolidated Financial Statements	3
Condensed, Consolidated Balance Sheet at June 30, 2010 (Unaudited) and December 31, 2009 (Audited)	4
Condensed, Consolidated Statements of Operations for the Six Months Ended June 30, 2010 and 2009 (Unaudited)	6
Condensed, Consolidated Statements of Operations for the Three Months Ended June 30, 2010 and 2009 (Unaudited)	7
Condensed, Consolidated Statements of Changes in Shareholders’ Deficit From January 1, 2010, through June 30, 2010 (Unaudited)	8
Condensed, Consolidated Statements of Cash Flows for the Three Months Ended June 30, 2010 and 2009 (Unaudited)	9
Notes to Condensed, Consolidated Financial Statements (Unaudited)	10
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3. Quantitative and Qualitative Disclosures About Market Risk	18
Item 4T. Controls and Procedures	18
PART II. Other Information
Item 1. Legal Proceedings	19
Item 1A. Risk Factors	20
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 3. Defaults upon Senior Securities	21
Item 4. Submission of Matters to a Vote of Security Holders	21
Item 5. Other Information.	21
Item 6. Exhibits	22
Signatures	23

(Inapplicable items have been omitted)

2

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PART I - Financial Information

ITEM 1. Financial Statements (unaudited)

The accompanying balance sheet of AIMS™ Worldwide, Inc. at June 30, 2010, and the related statements of operations, shareholders deficit and cash flows, for the three and six month periods ended June 30, 2010 and 2009, 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 six months ended June 30, 2010, are not necessarily indicative of the results that can be expected for the year ending December 31, 2010.

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AIMS Worldwide, Inc.

Condensed, Consolidated Balance Sheets

Assets

		June 30		December 31
		2010		2009
		(Unaudited)		(Audited)
Current assets
Cash	$	127,683	$	272,064
Accounts receivable, net of allowances of $33,035 and $204,263		746,019		645,912
Loans receivable		162,090		75,200
Prepaid expense		458,296		368,152
Deferred billings		260,504		114,918
Total current assets		1,754,592		1,476,246
Property and equipment
At cost, net of accumulated depreciation of $116,481 and $119,920		39,929		76,733
Other assets
Deposits		16,016		23,842
Deferred Expense		-		185,400
Prepaid software costs		-		112,000
Goodwill, net of impairment of $1,160,835 and $1,160,835		554,637		554,637
Intangible assets, net of accumulated amortization of   $1,455,812 and $2,246,870		782,434		1,280,480
Total other assets		1,353,087		2,156,359
Total assets	$	3,147,608	$	3,709,338

See accompanying notes to condensed, consolidated financial statements

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AIMS Worldwide, Inc.

Condensed, Consolidated Balance Sheets

Liabilities and Stockholders’ Deficit

		June 30, 2010		December 31, 2009
		(Unaudited)		(Audited)
Current liabilities
Accounts payable	$	1,339,248	$	1,146,811
Accounts payable - related parties		12,464		12,464
Accrued expenses		142,347		142,695
Deferred revenue		369,108		307,843
Current portion of long term debt		52,970		52,970
Notes payable		1,819,240		2,561,792
Notes payable - related parties		344,850		1,481,243
Accrued interest payable		240,307		1,296,455
Accrued interest payable - related parties		37,752		926,061
Total current liabilities		4,358,286		7,928,334
Long term debt		405,636		185,196
Total liabilities		4,763,922		8,113,530
Minority interest		(235,733)		(146,420)
Stockholders' equity
Preferred stock held in escrow, $.001 par value,
20,000,000 shares authorized, 7,193,750 shares
issued and outstanding, including shares in escrow		7,194		7,194
Common stock, $.001 par value, 200,000,000 shares
authorized, 62,921,603 shares issued and outstanding		62,922		57,684
Additional paid-in capital – preferred stock		3,638,835		3,638,835
Additional paid-in capital – common stock		12,316,945		11,821,711
Stock subscription receivable		(13,000)		(26,000)
Deficit retained		(17,393,477)		(19,757,196)
Total stockholders' equity		(1,380,581)		(4,257,772)
Total liabilities and stockholders' equity	$	3,147,608	$	3,709,338

See accompanying notes to condensed, consolidated financial statements

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AIMS Worldwide, Inc.

Condensed, Consolidated Statements of Operations

(unaudited)

		Six Months Ended
		June 30,
		2010		2009
Revenue	$	3,825,831	$	2,304,523
Operating expenses
Cost of sales		2,058,819		665,553
General and administrative expenses		3,469,150		2,451,327
		5,527,969		3,116,880
Operating loss		(1,702,138)		(812,357)
Interest expense, net		(329,713)		(150,648)
Interest expenses, net – related parties		(28,890)		(30,419)
Minority interest		89,313		49,896
Gain on asset sale		140,989		-
Gain on sale of investment to extinguish debt		4,194,158		-
Income (loss) before discontinued operations		2,363,719		(943,528)
Gain (loss) on sale of discontinued operations		-		-
Income (loss) before provision for income taxes		2,363,719		(943,528)
Income taxes		-		-
Net income (loss)		2,363,719		(943,528)
Basic and diluted income (loss) per share		0.04		(0.02)
Weighted average number of shares outstanding	$	60,895,405	$	52,337,148

See accompanying notes to condensed, consolidated financial statements

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AIMS Worldwide, Inc.

Condensed, Consolidated Statements of Operations

(unaudited)

		Three Months Ended
		June 30,
		2010		2009
Revenue	$	2,425,319	$	1,363,034
Operating expenses
Cost of sales		1,417,957		480,791
General and administrative expenses		1,936,138		1,159,219
		3,373,060		1,640,010
Operating loss		(928,776)		(276,976)
Interest expense, net		(134,336)		(75,057)
Interest expenses, net – related parties		(14,502)		(15,924)
Minority interest		(15,237)		(13,071)
Gain on asset sale		140,989		-
Gain on sale of investment to extinguish debt		4,194,158		-
Income (loss) before discontinued operations		3,242,296		(378,397)
Gain (loss) on sale of discontinued operations		-		-
Income (loss) before provision for income taxes		3,242,296		(378,397)
Income taxes		-		-
Net income (loss)	$	3,242,296	$	(378,397)
Basic and diluted loss per share		0.05		(0.01)
Weighted average number of shares outstanding		62,389,862		52,538,776

See accompanying notes to condensed, consolidated financial statements

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AIMS Worldwide, Inc.

Condensed, Consolidated Statements of Changes in Shareholders’ Deficit

(unaudited)

See accompanying notes to condensed, consolidated financial statements

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AIMS Worldwide, Inc.

Condensed, Consolidated Statements of Cash Flows

(unaudited)

		Six Months Ended		Six Months Ended
		June 30,		June 30,
		2010		2009
Cash flows from operating activities:
Net income (loss)	$	2,363,719	$	(943,528)
Adjustments to reconcile net income (loss) to net
cash used in operating activities:
Depreciation and amortization		247,991		202,505
Income from minority interest		(89,313)		(49,896)
Loss from equity investments		-		68,722
Stock issued to employees and others for services		189,270		48,026
Warrants issued for interest		20,577		-
Gain on asset sale		(140,989)		-
Gain on sale of investment to extinguish debt		(4,194,158)		-
		(1,602,903)		(674,171)
Accounts receivable and other current assets		211,314		58,948
Accounts payable and other current liabilities		437,715		250,289
Net cash (used in) operating activities		(953,874)		(364,935)
Cash flows from investing activities:
Investment in operating units and equity investments		-		(800,000)
Cash acquired in acquisition		-		50,410
Proceeds of sale of assets of subsidiary		389,958		-
Net cash (used in) investing activities		389,658		(749,590)
Cash flows from financing activities:
Proceeds from sale of common stock		13,000		61,000
Offering costs for sale of stock		-		(152)
Proceeds of notes payable		783,924		1,140,000
Repayments of notes payable		(377,089)		(65,794)
Net cash provided (used in) by financing activities		419,835		1,135,054
Net increase (decrease) in cash		(144,381)		20,529
Cash, beginning of period		272,064		145,440
Cash, end of period	$	127,683	$	165,969
Cash paid during the period for:
Interest	$	165,967	$	56,120
Income taxes	$	-	$	-
Non-cash activities:
Stock issued for acquisitions		-		395,000
Interest recorded on issue of notes payable	$	45,000	$	-
Warrants issued for interest	$	20,577	$	-
Prepaid expenses paid with common stock	$	290,625	$	-

See accompanying notes to condensed, consolidated financial statements

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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 six months ended June 30, 2010, 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-K, filed with the Securities and Exchange Commission for the year ended December 31, 2009.

NOTE B: OPERATING UNITS AND EQUITY INVESTMENTS

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

NOTE C: SALES OF ASSETS AND REDUCTION OF DEBT

During the quarter ended June 31, 2010, the company reached agreement with creditors of subsidiary ATB Media, Inc. to reduce or exchange certain notes related to the ATB Media acquisition and accrued interest, totaling $4,194,158 (principal and interest) including $975,971 of related party for the rights held by the company to proceeds of the sale of the radio station for which the loans were made. The full balance of the notes was reflected as current liability. These notes were uncollateralized, due on demand and in default. The value of the rights transferred in exchange for the notes payable had been fully reserved in prior periods due to the uncertainty of collection, so the entire value of the notes and interest is included in current income in these financial statements.

In May 2010, the company completed an agreement to sell assets of the subsidiary Target America, Inc. to a third party for a total cash purchase price of $429,658, of which $389,658 was received at closing and $40,000 held in escrow to secure closing contingencies. Assets sold included fixed assets with a net book value of $15,817 and intangible assets with a net book value of $272,852, resulting in a net gain on the sale of assets of $140,989.

NOTE D: 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, and no additional tax liability is expected.

NOTE E: NOTES PAYABLE

BrandStand Group debt as of June 30, 2010, held by related and nonrelated parties, originally due June 26, 2010, was extended under the same terms and conditions to December 26, 2010.

The Company received a $50,000 loan dated February 8, 2010 at 3% per month compounded monthly from Vulcan Holdings, Inc., a Georgia corporation, with an original maturity date of June 8, 2010, and was extended to September 8, 2010.

The Company issued promissory notes in the amounts of $250,000 each to Hamilton and Mindshare, dated February 26, 2010. The notes yield 10% interest per annum and a $25,000 fee; payment is due in full six months from date of the agreements on August 26, 2010 (the “Note”). The notes are secured by the accounts receivables of the Company (the “Collateral”) in the amount of $562,096 at March 31, 2010.

In February 2010, the company received proceeds of $75,000 bearing 8% interest that may be converted and repaid by issuing shares of common stock anytime prior to October 2010. The number of shares to be issued will be determined using a price that is 62.5% of the current market price at the time of conversion. Interest expense in the amount of $45,000 has been included in these financial statements to record the effect of this price discount and report the note payable at current share value at $120,000.

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NOTE F: 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 G: EQUITY TRANSACTIONS

During the three months ended June 30, 2010, we reduced stock subscriptions by $6,500; we issued 808,763 shares valued at $34,894 for services. 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.

Warrants to purchase 150,000 shares of common stock at $0.352 for a period of five years were granted in conjunction with services provided. The quoted market price of the stock was $0.04 per share. The Company valued the warrants at an average of $0.04 per share, or $5,621, in accordance with ASC 718 Compensation-Stock Compensation. The expense of $5,621 was recorded as share-based payments in the accompanying financial statements. The fair value of the warrants was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: Risk-free interest rate of 3%, Dividend yield of 0%, Volatility factor of 232%, and Weighted average expected life of 3.8 years.

Warrants to purchase 50,000 shares of common stock at $0.50 for a period of five years were granted in conjunction with services provided. The quoted market price of the stock was $0.04 per share. The Company valued the warrants at an average of $0.04 per share, or $1,854, in accordance with ASC 718 Compensation-Stock Compensation. The expense of $1,854 was recorded as share-based payments in the accompanying financial statements. The fair value of the warrants was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: Risk-free interest rate of 3%, Dividend yield of 0%, Volatility factor of 232%, and Weighted average expected life of 3.8 years.

During the three months ended March 31, 2010, we collected $6,500 from stock. We also issued 4,429,341 shares valued at $445,001 for services. 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.

Warrants to purchase 152,000 shares of common stock at $0.352 for a period of five years were granted in conjunction with services provided. The quoted market price of the stock was $0.09 per share. The Company valued the warrants at an average of $0.09 per share, or $13,102, in accordance with ASC 718 Compensation-Stock Compensation. The expense of $13,102 was recorded as share-based payments in the accompanying financial statements.

The fair value of the warrants was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: The fair value of the warrants was estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: Risk-free interest rate of 3%, Dividend yield of 0%, Volatility factor of 234%, and Weighted average expected life of 3.8 years.

NOTE H: SEGMENT INFORMATION

We report the following information on our business segments as of and for the six months ended June 30, 2010:

		Public Affairs			Local Community Marketing		Interactive		AIMSolutions Consulting		Corporate		Total
Revenues	$	2,072,082			1,392,621		247,506		113,622		-		3,825,831
Gain/loss from	$
operations		(296,167)			(43,893)		(518,920)		(33,787)		(809,371)		(1,702,138)
Gain on sale of assets/debt settlement		-			4,194,158		140,989		-		-		4,335,147
Net income (loss)	$	(215,348)			4,024,737		(379,577)		(256,722)		(809,371)		2,363,719
Significant assets, net	$	712,461			1,652,460		-		266,825		515,862		3,147,608

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We report the following information on our business segments as of and for the six months ended June 30, 2009:

			Media Properties		Consulting Services		Strategy & Planning		Public Affairs		Digital Marketing		Corporate Overhead		Total
Revenues		$	-	$	76,171	$	244,681	$	1,478,727	$	504,944	$	-	$	2,304,523
Income (loss) from operations		$	(268)	$	5,950	$	(208,862)	$	(101,850)	$	23,814	$	(531,142)	$	(812,357)
Net income (loss)		$	(116,940)	$	(32,906)	$	(225,343)	$	(60,985)	$	23,787	$	(531,142)	$	(943,528)
Identifiable assets, net		$	-	$	333,028	$	2,321,741	$	2,867,773	$	2,047,477	$	543,532	$	8,113,551

NOTE I: RELATED PARTY TRANSACTIONS

During the six months ended June 30, 2010, $160,305 in principal and interest remains due to the spouse of an officer. Also, the Company recorded $1,600 partial payment on compensation due to Mr. Summers. In addition, the Company remains obligated to Mr. Cady in the total amount of $206,232 in accordance with the terms and conditions previously reported due to his participation in financing the BrandStand acquisition, and the Company recorded principal and interest in the amount of $278,695 due to Mr. Brunie in accordance with previously reported financing received from him.

NOTE J: GOING CONCERN MATTERS

The accompanying statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements, as of June 30, 2010, the Company incurred accumulated losses of $17,393,477. The Company’s current liabilities exceeded its current assets by $2,603,694 as of June 30, 2010. These factors among others may indicate that the Company will be unable to continue as a going concern for a reasonable period of time.

 

The Company is actively pursuing additional equity financing through discussions with investment bankers and private investors. There can be no assurance the Company will be successful in its effort to secure additional equity financing.

 

If operations and cash flows continue to improve through these efforts, management believes that the Company can continue to operate. However, no assurance can be given that management's actions will result in profitable operations or the resolution of its liquidity problems.

NOTE K: SUBSEQUENT EVENTS

We evaluated our activity after June 30, 2010, until the date of issuance, August 16, 2010, and noted no subsequent events.

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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 an integrated marketing services company, providing clients with impactful, cost effective and measurable marketing solutions, resulting in increased sales and customer retention.  AIMS (Accurate Integrated Marketing Solutions) increases accuracy, reduces cost, and improves results of its clients’ marketing programs, by refocusing traditional mass marketing programs to a more targeted and "One-2-One" relationship with the ideal customer.

The world of marketing services is undergoing revolutionary change with the introduction and application of new digital technologies vs. sole reliance on traditional media and methods.  AIMS differentiation strategy is based on clients’ need for both traditional and new approaches.  Accordingly, our focus is on bridging the art of marketing with the science of marketing, thereby bringing clients more balanced and impactful solutions.  To further differentiate from the rest of the market, AIMS places intense focus on the Return on Marketing Investment ("ROMI™"), to develop and maintain strong our client relationships.

AIMS is further developing core competencies and accelerating growth by targeting and acquiring marketing services companies that support our strategy and create differentiation.

Although we operate five business groups, most of the business is conducted by two groups: AIMS Public Affairs Group and AIMS Local Community Marketing Group.

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AIMS Public Affairs Group, via our IKON Public Affairs Group operating company, concentrates on bringing the best and latest information and ideas from around the United States concerning political candidates, public issues, public policy, public and government advocacy, legislation, appropriation, state and local ballot measures.  This group provides solutions to finding, disseminating, circulating, and marketing information on issues and organizations concerning local, state and national governments at the lowest possible cost.

-

AIMS Local Community Marketing Group, through its operating units BrandStand Group, Inc., and Streetfighter Marketing, Inc. provides marketing research, strategy, planning, consulting, and training programs that provide cost-effective local community marketing solutions and techniques to clients' marketing initiatives.

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Trademarks and Licenses

We hold common law trademarks on AIMS™, 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.

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

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 acquired Harrell Woodcock Linkletter & Vincent, Inc., a Florida corporation (“HWL&V”). The purchase price for the transaction was 500,000 shares of restricted common stock of AIMS in exchange for all of the issued and outstanding shares of HWL&V in cash and stock.  Included in the transaction were letters of intent issued by HWL&V to two specialty-marketing consulting firms, which AIMS™ subsequently acquired.  Renamed "Harrell, Woodcock, & Linkletter," Company management plans for this subsidiary to be an active strategy, planning and marketing consulting group offering innovative new business and new market development services.

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 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.  The merger has been recorded at book value because the companies were under common control.

On November 13, 2009, Christopher Noble and Angela Phillips, the only two secured creditors of ATB Media, Inc., filed suit in the United States District Court for the District of Idaho (the “Complaint”).  The Complaint alleged that ATB was in default under the terms of two promissory notes.  The prayer for relief in the Complaint requested entry of judgment in favor of Plaintiffs for unpaid principal and interest and a decree for the judicial sale of the ATB Collateral.  The ATB Collateral consisted of all of the assets of ATB.  The Company did not contest the entry of the default judgment.

On June 10, 2010 a judgment was entered for Plaintiffs as requested in the Complaint, and that Plaintiffs acceded to ownership of all of the assets of ATB.  Accordingly, ATB Media, Inc., recognized a gain resulting from the foreclosure sale.  The Company does not believe it has any outstanding exposure with respect to the Noble/Phillips Indebtedness (none has been alleged) and, that upon entry of the default judgment, and consummation of related foreclosure proceedings, the Noble/Phillips Indebtedness was satisfied.

In addition to the foreclosure the company reached agreement with creditors of subsidiary ATB Media, Inc. to reduce or exchange certain notes related to the ATB Media acquisition and accrued interest, totaling $4,194,158 (principal and interest) including $975,971 of related party for the rights held by the company to proceeds of the sale of the radio station for which the loans were made.  The value of the rights transferred in exchange for the notes payable had been fully reserved in prior periods due to the uncertainty of collection, so the entire value of the notes and interest is included in current income in these financial statements.

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 in exchange for 722,222 shares of the Company’s restricted common stock in a transaction valued at $650,000.  The agreement required the Company to enter into employment agreements with two Streetfighter employees.

Streetfighter Marketing, Inc., headquartered in Gahanna, Ohio, specializes in speaking, motivation, publishing, and 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, the Country of India, and Sylvan Learning Centers.  More recently, the Company, its management and employees worked jointly and in cooperation with BrandStand Group, Inc., in the food services, hospitality, and restaurant industries seeking opportunities and client development.

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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.  Total AIMS Worldwide, Inc., payment was 850,000 shares of restricted common stock and $175,000 in cash.  Bill Main and Associates, a leading strategy, planning, publishing, and consulting firm in the restaurant, food service, and hospitality industry, was led by Chairman Tucker W. “Bill” Main, a published author and noted speaker and a recognized authority in restaurant marketing, operations, and management.  He is a former President of the California Restaurant Association.  More recently, the Company, its management and employees worked jointly and in cooperation with BrandStand Group, Inc., in the food services, hospitality, and restaurant industries seeking opportunities and client development.

Target America

Acquired July 26, 2007, with a base in Fairfax, Va., 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.  On May 12, 2010, the Company sold part of the business operations of Target America to Blackbaud, Inc.; the asset purchase agreement specified only certain assets to convey to Blackbaud for a total cash purchase price of $429,658, of which $389,658 was received at closing and $40,000 held in escrow to secure closing contingencies.  Assets sold included fixed assets with a net book value of $15,817 and intangible assets with a net book value of $272,852, resulting in a net gain on the sale of assets of $140,989.

IKON Public Affairs Group, LLC

On July 26, 2007, AIMS Worldwide, Inc., acquired 55% of IKON Public Affairs Group, LLC ("IPAG"), a limited liability company formed under the laws of Delaware.  Post-closing, IPAG, through its offices in Washington, D.C., area and Denver, continues the business previously conducted by IKON Holdings, Inc., providing consulting services in connection with political campaigns and public and government 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.

BrandStand Group Inc.

On June 26, 2009, the Company completed the acquisition of the common stock of BrandStand Group, Inc.  BrandStand Group, Inc. is a premier provider of restaurant brand positioning, management and communication strategies, helping restaurant and food service owners and franchisees to develop and differentiate their brand, assisting them to align and deliver their brand promise and helping them in communicating their message.  BrandStand Group, Inc. clients include national and regional accounts such as Silver Diner, Burger King, Schlotzsky’s and Z-Pizza.  BrandStand researched, developed, and utilizes a scientific approach to build client retail establishment traffic, new customer trial, customer frequency and loyal customer sales and revenues.  BrandStand Group applies a scientific methodology to build client customers and revenues at the lowest possible cost.  Its use of science on a micro basis parallels the model that AIMS Worldwide developed and applies to the marketing paradigm.  It is for this micro-to-macro perspective that AIMS Worldwide acquired BrandStand Group.

Competition

Marketing and Media services in various forms are some of the most competitive segments of business, commerce and enterprise management.  With the introduction, changes, and dynamics caused by 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 competitive in the world.

Our internal research indicates that an estimated $1 trillion plus is spent worldwide 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), digital marketing technologies (Top 100), 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.

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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 three employees, and, including our operating subsidiaries, has a total of approximately twenty employees.  We plan to hire additional personnel on an as-needed basis as our operations expand.  As of June 30, 2010, we continued to have no formal employment agreements in place at the corporate level, with the exception of the employment agreement with Thomas W. Cady, who joined the Company in July 2009.

Description of Property

Our executive offices at 10400 Eaton Place, Suite 203, Fairfax, VA 22030, also serve as offices for ATB Media, Inc., AIMS Interactive, Inc., Harrell Woodcock and Linkletter, and Target America.  Our other subsidiaries which have separate offices are located as follows:  BrandStand Group has one office in Lewisberry, Penn.; IKON Public Affairs Group has two main offices, one located in Arlington, Va., and the other in Denver; and Streetfighter Marketing, Inc., has one office located in Gahanna, Ohio.

The Company does not own any real property; all offices are leased.

Three Month Periods Ended June 30, 2010 and 2009

We had $2,425,319 in revenue for three months ended June 30, 2010, compared with $1,363,034 in revenue for the same three month period of 2009.  Cost of sales was $1,417,957, leaving a gross profit of $1,007,362 for the three month period of 2010 compared to cost of sales of $480,791 and a gross profit of $882,243 for the same three month period of 2009.

Our general and administrative expenses were $1,936,138 for three months ended June 30, 2010, compared to general and administrative expense of $1,159,219 for the same period in 2009.

Our operating loss for the three months ended June 30, 2010, was $928,776 compared to a loss of $276,976 for the same period in 2009, but due to certain debt reduction transactions, the Company reports net income of $3,242,296.  The 2^nd quarter net income gain resulted from management negotiating a debt settlement with certain ATB Media, Inc. lenders and the sale of certain assets of Target America, Inc.  These one-time gains totaled $4.33 million, resulting in a substantial improvement to our financial position.

During the second quarter of 2010 we entered into a campaign media buying program, Campaign Media Buying Services II, a revenue initiative for IKON Public Affairs with activity planned for primarily 3^rd and 4^th quarters 2010.  Once escrow is broken, Campaign Media Buying Services II will be a short-term, single-purpose investment fund that is centered on generating returns through the purchase and resale of political advertising time.  IKON’s effort was successful in 2008 and management anticipates similar success in 2010.

Three Month Periods Ended March 31, 2010 and 2009

We had $1,400,512 in revenue for three months ended March 31, 2010, compared with $941,489 in revenue for the same three month period of 2009.  Cost of sales was $640,862, leaving a gross profit of $759,650 for the three month period of 2010 compared to cost of sales of $184,762 and a gross profit of $756,727 for the same three month period of 2009 with the substantial increase due expenses at BrandStand Group and IKON Public Affairs.

Our general and administrative expenses were $1,533,012 for three months ended March 31, 2010, compared to general and administrative expense of $1,292,109 for the same period in 2009.

Our operating loss for the three months ended March 31, 2010, was $773,362 compared to $535,382 for the same period in 2009.

Our first quarter 2010 operating results were positively impacted by the acquisition of BrandStand Group in June 2009 as it was not part of our operations in 2009 and by the contract with Moe’s Grill.  The contract with Moe’s is a join effort between Streetfighter Marketing and AIMSolutions.

Our results were negatively impacted because primary campaign races being managed by IKON Public Affairs are not until the second quarter of 2010 and because of the general slower economy and the cautious strategies employed in the nonprofit industries which affected Target America results.

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Traditionally, our first quarter is usually the slowest quarter of the year.  We anticipate that revenues will improve throughout the rest of 2010, particularly in the third and fourth quarters because of IKON's campaign and election consulting and IKON’s revenue initiative – Campaign Media Buying Services II, which is a short-term, single-purpose investment fund that is centered on generating returns through the purchase and resale of political advertising time.

We report the following information on our business segments as of and for the six months ended June 30, 2010:

		Public Affairs		Local Community Marketing		Interactive		AIMSolutions Consulting		Corporate		Total
Revenues	$	2,072,082		1,392,621		247,506		113,622		-		3,825,831
Gain/loss from	$
operations		(296,167)		(43,893)		(518,920)		(33,787)		(809,371)		(1,702,138)
Gain on sale of assets/debt settlement		-		4,194,158		140,989		-		-		4,335,147
Net income (loss)	$	(215,348)		4,024,737		(379,577)		(256,722)		(809,371)		2,363,719
Significant assets, net	$	712,461		1,652,460		-		266,825		515,862		3,147,608

We report the following information on our business segments as of and for the six months ended June 30, 2009:

		Media Properties		Consulting Services		Strategy & Planning		Public Affairs		Digital Marketing		Corporate Overhead		Total
Revenues	$	-	$	76,171	$	244,681	$	1,478,727	$	504,944	$	-	$	2,304,523
Income (loss) from operations	$	(268)	$	5,950	$	(208,862)	$	(101,850)	$	23,814	$	(531,142)	$	(812,357)
Net income (loss)	$	(116,940)	$	(32,906)	$	(225,343)	$	(60,985)	$	23,787	$	(531,142)	$	(943,528)
Identifiable assets, net	$	-	$	333,028	$	2,321,741	$	2,867,773	$	2,047,477	$	543,532	$	8,113,551

Subsequent Events

Simultaneously, Company management is drafting an anticipated S-1 registration for an anticipated secondary offering and is in dialog with other parties and expects to obtain interim financing from at least one of these parties.

Liquidity and Capital Resources

At June 30, 2010, we had total current assets of $1,754,592 consisting of $127,683 in cash, $746,019 accounts receivable, $162,090 in loans to employees and other individuals, $458,296 in prepaid expenses, and $260,504 in work in progress.  Equipment, net of accumulated depreciation was $39,929; and other assets included $16,016 in deposits, $554,637 in goodwill net of an impairment, and $782,434 in intangible assets net of amortization and impairment.

Our liabilities at June 30, 2010, totaled $4,763,922 and consisted of $1,339,248 in accounts payable to non-related parties, $12,464 in accounts payable to related parties, $142,347 in accrued expenses, $369,108 in deferred revenue, $52,970 in current portion of long-term debt, $1,819,240 in notes payable to non-related parties, $344,850 in notes payable to related parties, $240,307 in accrued interest payable, $37,752 in accrued interest to related parties.  Our long-term debt totaled $405,636.

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At March 31, 2010, we had total current assets of $1,685,971 consisting of $267,091 in cash, $562,096 accounts receivable, $66,590 in loans to employees and other individuals, $591,970 in prepaid expenses, and $198,224 in work in progress.  Equipment, net of accumulated depreciation was $65,167; and other assets included $19,717 in deposits, $162,225 in deferred expenses, $112,000 in software costs, $554,637 in goodwill net of an impairment, and $1,162,242 in intangible assets net of amortization and impairment.

Our liabilities at March 31, 2010, totaled $8,684,675 and consisted of $1,121,797 in accounts payable from non-related parties, $12,464 in accounts payable from related parties, $115,197 in accrued expenses, $264,068 in deferred revenue, $52,970 in current portion of long-term debt, $3,131,864 in notes payable to non-related parties, $1,448,164 in notes payable to related parties, $1,423,086 in accrued interest payable, $940,449 in accrued interest to related parties.  Our long-term debt totaled $174,616.

During the six months ended June 30, 2010, the company used $953,874 in operating activities, and received $389,658 from investing activities from the sale of assets of Target America.  Financing activities, substantially borrowing, provided $419,835 in cash.  In addition, we are completed negotiations to eliminate debt and accrued interest associated with ATB Media, Inc, in the amount of $4,194,158 by transferring the assets of ATB to debtholders.

We continue to implement 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.  However, because of our M&A engagement with investment banker Maxim Group, LLC, we anticipate that Maxim will assist us in financing our acquisition strategy, leading to the development of a long-term capital program.  We believe that our immediate needs can be met with a combination of cash on hand and through ongoing operations.  We realize that we will require additional capital to fully implement our business plan and anticipate achievement with Maxim or through other investment banking efforts being explored by the Company. We are currently negotiating to acquire more companies that fit into our marketing and digital platform.  We will have to raise additional capital 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 and these capital raising programs, we will likely sell common stock, seek advances from officers or explore other debt financing strategies.

Company management is working with Maxim Group, through its M&A agreement, to identify core competency companies to purchase.  In accordance with the Company business plan, the target companies are currently financially healthy operating entities that, if acquired, will help fulfill AIMS unique mission of a viable network of affiliated marketing and digital services operating units.  We currently have four active Letters of Intent.

Simultaneously, Company management is drafting an anticipated S-1 registration and is in dialog with other parties hoping to obtain interim financing.

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 term "disclosure controls and procedures" is defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This term refers to the controls and procedures of a Company that are designed to ensure that information required to be disclosed by a Company in the reports that it files under the Exchange Act is recorded, processed, summarized, and reported within the required time periods. Our Chief Executive Officer and Principal Financial Officer have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this quarterly report. During Management's evaluation of the effectiveness of internal controls, Management concluded that there are material weaknesses in our internal control over financial reporting. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company's annual or interim financial statements will not be prevented or detected on a timely basis.

Based on our evaluation under COSO, management concluded that our internal control over financial reporting was not effective as of June 30, 2010, due to control deficiencies in three areas that we believe should be considered material weaknesses.  A material weakness is defined within the Public Company Accounting Oversight Board's Auditing Standard No. 5 as a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis.

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1)

The company did not sufficiently segregate duties over incompatible functions.

The company’s inability to sufficiently segregate duties is due to a lack of accounting staff. Further, management has increased the frequency of independent reconciliations of significant accounts, which mitigates the lack of segregation of duties until the accounting department is fully staffed.

Also, during 2010, the CFO has also been the Controller for the operating units, which has increased the level of control over the accounting function.  However, this also increased the concentration of risk that a material misstatement of the financial statements will not be prevented or detected due to the lack of segregation of duties.

2)

In conjunction with the lack of segregation of duties, the company did not institute specific anti-fraud controls.

While management found no evidence of fraudulent activity, the chief accounting officer has access to both accounting records and corporate assets, principally the operating bank account. Management believes this exposure to fraudulent activity is not material either to the operations of the company or to the financial reporting; however, management has instituted Key Controls specifically designed to prevent and detect—on a timely basis—any potential loss due to fraudulent activity.

Further, the nature of the autonomous operating units is such that the operating units’ management may fail to report accurately and timely significant transactions.

The CEO and CFO have been working with the operating units more closely and continue to integrate a review and approval process to mitigate the possibility that transactions may go unreported.

3)

The operating units accounting staff lack the depth of accounting education and knowledge to properly apply Generally Accepted Accounting Principles.

As stated above, the CFO’s duties have increased in respect to the direct supervision of the operating units’ accounting staff, which management believes is sufficient to mitigate the lack of expertise to properly apply GAAP.  This Key Control will be strengthened when the accounting function is fully staffed.

Management believes that the reason for three weaknesses noted above is the lack of accounting staff at the corporate level and lack of experienced accounting staff at the subsidiary level. The material weaknesses identified did not result in the restatement of any previously reported financial statements or any other related financial disclosure, nor does management believe that it had any effect on the accuracy of the Company's financial statements for the current reporting period.

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.  AIMS management 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 the case to be dismissed since there has been little or no recent activity.

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, FAX 561-274-8305; e-mail: casciolw@bellsouth.net.

On November 13, 2009, Christopher Noble and Angela Phillips, the only two secured creditors of ATB Media, Inc. (“ATB”), the Company’s wholly-owned subsidiary, filed suit in the United States District Court for the District of Idaho (the “Complaint”).  The Complaint alleged that ATB is in default under the terms of two promissory notes dated December 31, 1999, each in the amount of $500,000 in favor of Plaintiffs (the “Noble/Phillips Indebtedness”).  The prayer for relief in the Complaint requests entry of judgment in favor of Plaintiffs for unpaid principal and interest in the aggregate amount of $3,723,088.14, plus per diem interest from and after November 13, 2009 in the aggregate amount of $1,535.44, attorneys fees in the aggregate amount of $4,000 (if judgment is entered by default), and a decree for the judicial sale of the ATB Collateral.  The ATB Collateral consists of all of the assets of ATB.

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On June 10, 2010, Judgment was entered for Plaintiffs as requested in the Complaint, and that Plaintiffs will accede to ownership of all of the assets of ATB.  The Company does not believe it has any outstanding exposure with respect to the Noble/Phillips Indebtedness (none has been alleged) and, that upon entry of the default judgment, and consummation of related foreclosure proceedings, the Noble/Phillips Indebtedness was satisfied, at which point ATB recognized a gain resulting from the foreclosure sale.

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 $1,702,138 during the first six months of 2010.  We do not expect to have consistent profitable operations until later in 2010, 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 clients and maintain current client relationships

-

offer competitive pricing

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achieve marketing solution campaign results that meet our clients’ objectives

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identify, attract, retain and motivate qualified personnel

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successfully implement our organic and acquisition business model

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manage our expanding operations

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maintain our reputation and build trust with our clients

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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.

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 though 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.

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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 Chairman and Chief Executive Officer, Thomas W. Cady, our President and COO, 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:

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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,

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

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responsibility for liabilities of acquired businesses, and

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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, 2010, we collected $6,500 from stock subscriptions.  We also issued 4,429,341 shares valued at $445,001 for services.  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.

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

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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.

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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. / August 16, 2010

Chief Executive Officer

/s/ Patrick J. Summers                              

Patrick J. Summers / August 16, 2010

Chief Financial Officer

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