UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): ~~January~~ December 131, 2005

INTEGRATED BUSINESS SYSTEMS AND SERVICES, INC.

(Exact Name of Registrant as Specified in Its Charter)

South Carolina	0-24031	57-0910139
(State or Other Jurisdiction	(Commission	(IRS Employer
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
of Incorporation)	File Number)	Identification No.)


1601 Shop Road, Suite E, Columbia, SC		29201

(Address of Principal Executive Offices)		(Zip Code)

(803) 736-5595

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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:

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 240.14-12)

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))

Item 1.01. Entry into a Material Definitive Agreement.

On December 31, 2005, Integrated Business Systems and Services, Inc. (the “Registrant”) amended and ~~Elite~~restated ~~Financial Communications~~its ~~Group,~~Promissory ~~LLC~~Note ~~(“Elite”) have entered into a Service Agreement,~~ dated January 1, ~~2005~~ 2003 (the “~~Agreement~~Original Note”). ~~Pursuant to the Agreement, the Registrant has engaged Elite~~ as anissued ~~independent~~to ~~contractor~~Fitz-John toCreighton ~~review~~McMaster and ~~analyze~~as ~~various~~assigned ~~aspects~~to ofGeneral ~~the Registrant’s goals and make recommendations regarding feasibility and achievement of the desired goals. These services include~~Holdings, ~~without limitation,~~LLC (~~a) providing~~ the ~~Registrant with exposure to Elite’s network of firms and brokers, (b~~“Holder”) ~~assisting with calls from investors~~, ~~shareholders~~which ~~and~~had ~~brokers inquiring about the Company, (c)~~a ~~featuring~~past ~~the~~due ~~Registrant~~balance onoutstanding ~~Elite’s~~of ~~web site~~$636,859 ~~(d) assisting the Registrant with press releases and quarterly communications regarding financial results, (e) acting~~ as ~~the~~of ~~Registrant’s publicist~~September 30, ~~and (f) related services~~2005.

The ~~term~~amended ofand restated Note (the ~~Agreement~~“Amended isNote”) 12modifies the Original Note to provide that the principal be reduced to $156,444 bearing interest at a non-compounded rate of 7.25% per annum and maturing on December ~~months~~31, ~~ending~~2007. In addition, the Registrant paid cash in the amount of $322,000 to the Holder on December 31, 2005., and the Holder converted $195,647 of the principal under the Original Note into 1,003,318 shares of the Registrant’s common stock (the “Shares”) at a conversion price of $.195 per share.

~~The~~Under ~~Agreement~~the ~~provides~~Amended ~~that~~Note, beginning on January 31, 2006, the ~~Registrant~~new principal amount of $156,444 will ~~pay~~be ~~Elite~~repaid in 23 monthly installments of $5,000, ~~per~~with ~~month.~~a Inballoon ~~addition~~payment of $56,715 ~~the~~on December ~~Registrant~~31, ~~has~~2007. ~~agreed~~The toAmended ~~reimburse~~Note ~~Elite~~may ~~for~~be ~~all~~prepaid ~~reasonable~~only ~~costs~~upon ~~and~~payment ~~expenses~~by ~~incurred~~the byRegistrant ~~Elite and~~of ~~its~~a ~~directors,~~prepayment ~~officers~~fee, unless ~~employees~~such ~~and~~prepayment ~~agents,~~is made in ~~carrying~~connection ~~out~~with ~~its~~certain ~~duties~~third-party ~~under~~loans to the ~~Agreement~~Registrant. ~~and~~Also, ~~which~~the ~~have~~amount ~~been~~of ~~pre-approved~~the prepayment fee is reduced by one-half of the ~~Registrant~~appreciation in the value of the Shares.

~~Also~~The ~~pursuant~~Holder towill retain a first priority security interest in all of the ~~Agreement~~assets and rights of the Registrant, whether now owned by the Registrant ~~granted~~or ~~Elite~~acquired aby ~~warrant~~the toRegistrant ~~purchase~~in upthe ~~to 200~~future,~~000~~ ~~shares~~as long ofas the ~~common~~Amended ~~stock~~Note remains outstanding. The Amended Note is also subject to a Confession of Judgment in the ~~Registrant~~event ~~(the~~of ~~“Elite~~a ~~Warrant”),~~default ~~exercisable~~of asits ~~follows:~~terms.

~~(i)~~Item ~~50,000~~2.03 ~~shares~~Creation ~~exercisable~~of ata ~~$.10~~Direct ~~per~~Financial ~~share,~~Obligation ~~beginning~~or ~~immediately;~~an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

~~(ii) 50,000~~The ~~shares~~information ~~exercisable~~set atforth $in Item 1.1501 ~~per~~of ~~share,~~this ~~beginning~~Current Report on ~~April 2,~~Form ~~2005;~~8-K is hereby incorporated by reference.

~~(iii)~~Item ~~50,000 shares exercisable at $~~9.2001. ~~per~~Financial ~~share,~~Statements ~~beginning on July 1, 2005;~~ and Exhibits.

(ivc) ~~50,000 shares exercisable at $~~ Exhibits.~~25 per share, beginning on September 29, 2005.~~

The Registrant also granted Elite “piggyback” registration rights, whereby the shares of common stock underlying the Elite Warrant will be registered by the Registrant under the Securities Act of 1933, as amended (the “Securities Act”), for resale by Elite on the first applicable registration statement filed by the Registrant with the Securities and Exchange Commission (the “SEC”) following January 1, 2005. The Elite Warrant expires 24 months from the date that such registration statement is declared effective by the SEC.


Exhibit No.		Description

99.1		Press Release of Integrated Business Systems and Services, Inc. dated January 6, 2006

~~The Agreement is substantially similar to the Services Agreement between the Registrant and~~-2- ~~Elite, dated October 28, 2003, which terminated in accordance with its terms on October 28, 2004.~~

2SIGNATURES

~~Item~~ Pursuant ~~3.02.~~to ~~Unregistered~~the ~~Sales~~requirements of ~~Equity~~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.

Pursuant to the Service Agreement, dated January 1, 2005, entered into between the Registrant and Elite, the Registrant granted Elite a warrant to purchase up to 200,000 shares of the Registrant’s common stock. The terms of the Elite Warrant and the consideration received by the Registrant are set forth in Item 1.01 of this Current Report on Form 8-K.


	INTEGRATED BUSINESS SYSTEMS AND SERVICES, INC. (Registrant)

Date: January 6, 2006	By:	/s/ George E. Mendenhall George E. Mendenhall Chief Executive Officer

~~The Elite Warrant and the underlying shares of common stock (the “Securities”) were issued to~~-3- Elite pursuant to the exemption from registration set forth in Section 4(2) of the Securities Act of 1933. The Securities were offered only to Elite, and the Registrant did not engage in any general solicitation or advertising in connection with such offering. Furthermore, the Registrant understands, based on its inquiry and ongoing business relationship with Elite, that Elite routinely makes these types of investments in the ordinary course of its business, is a “sophisticated” investor, and is purchasing the Securities for itself with investment intent (and not with a view to resell the Securities). The Securities will contain a legend stating that the Securities have not been registered under the Securities Act and setting forth the restrictions on transferability and sale of the Securities.

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.

	INTEGRATED BUSINESS SYSTEMS
	AND SERVICES, INC.
	(Registrant)
Date: January 7, 2005	By:	/s/ George E. Mendenhall
		George E. Mendenhall
		Chief Executive Officer

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