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Schedule 13D Page 1 of 6
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
Integrated Information Systems, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
45817B103
(CUSIP Number)
Gary A. Gotto
Dalton Gotto Samson & Kilgard, P.L.C.
3101 N. Central Avenue, Suite 900
Phoenix, AZ 85012
602-248-0088
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 8, 2001
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and
is filing this schedule because of Sections240.13d-1(e), 240.13d-1(f)
or 240.13d-1(g), check the following box. [ ]
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See
Section240.13d-7 for other parties to whom copies are to be sent.
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Schedule 13D Page 2 of 6
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on 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).
CUSIP No. 458-17B103
1. Names of Reporting Persons. I.R.S. Identification Nos. of
above persons (entities only).
James G. Garvey, Jr
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) xxx
3. SEC Use Only
4. Source of Funds (See Instructions) PF
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e)
6. Citizenship or Place of Organization U.S.A
Number of 7. Sole Voting Power 10,587,438
Shares
Beneficially 8. Shared Voting Power 0
Owned by
Each
Reporting 9. Sole Dispositive Power 10,587,438
Person With
10. Shared Dispositive Power 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person 10,587,438
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
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Schedule 13D Page 3 of 6
13. Percent of Class Represented by Amount in Row (11) 51.2%
14. Type of Reporting Person (See Instructions)
IN
ITEM 1. SECURITY AND ISSUER
Common Stock of Integrated Information Systems, Inc. The address of the
principal executive offices of the Issuer is 1560 W. Fountainhead Pkwy.
Tempe, AZ 85282.
ITEM 2. IDENTITY AND BACKGROUND
(a) Name:
James G. Garvey, Jr.
(b) Residence or business address:
1560 W. Fountainhead Pkwy.
Tempe, AZ 85282.
(c) Present principal occupation or employment and the name, principal
business and address of any corporation or other organization in which
such employment is conducted:
Chief Executive Officer of Integrated Information Systems, Inc.
1560 W. Fountainhead Pkwy.
Tempe, AZ 85282.
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Schedule 13D Page 4 of 6
(d) Whether or not, during the last five years, such person has been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) and, if so, give the dates, nature of conviction,
name and location of court, and penalty imposed, or other disposition
of the case;
No.
(e) Whether or not, during the last five years, such person was a party to
a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws;
and, if so, identify and describe such proceedings and summarize the
terms of such judgment, decree or final order; and
No.
(f) Citizenship.
United States of America
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Personal Funds
ITEM 4. PURPOSE OF TRANSACTION
The purpose of the acquisitions is (i) investment, (ii) to increase the
Reporting Person's ownership of voting stock, and (iii) to obtain and
exercise control over the business and policies of the Issuer
consistent with the Reporting Person's ownership of stock of the
Issuer. The Reporting Person is believed to beneficially hold over 50%
of the outstanding voting stock of the Issuer. On January 8, 2001, the
Reporting Person executed and delivered to the Issuer a Stockholder
Written Action electing to the Issuer's board of directors four
additional members, R. Nicholas Loope, John M. Blair, Perry B. Sells,
and Chris Johnson. On January 10, 2001, the Reporting Person, with two
other members of Issuer's board of directors, David Wirthlin and John
M. Blair, delivered to the Issuer a written request for the Issuer to
call a special meeting of the Issuer's stockholders to consider and
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Schedule 13D Page 5 of 6
vote upon the removal of the existing board of directors and the
election of a new board of directors; such request included a
proposed slate of new directors. The Reporting Person is unaware of any
other plans or proposals listed in Item 4 of Schedule 13D, except that
the Reporting Person contemplates acquiring additional common stock of
the Issuer.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) 10,587,438 shares, constituting 51.2% of the Issuer's outstanding
common stock.
(b) The reporting person holds the sole power to vote and the sole power to
dispose of 10,587,438 shares.
(c) None.
(d) N/A
(e) N/A
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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Schedule 13D Page 6 of 6
Signature
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.
Date: January 10, 2001
/s/ James G. Garvey, Jr.
Name/Title James G. Garvey, Jr.
