Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations

In the General and Recent Developments section we have updated the table reporting the assets and liabilities held for sale to reflect the changes made in Note 6

In the Liquidity and Capital Resources we have updated the amount of working capital to reflect the change made on the Balance Sheet discussed above.

The signature page date has been revised.

This Amendment No. 1 should be read in conjunction with our other filings made with the Securities and Exchange Commission.

---

IMPERIAL INDUSTRIES, INC. AND SUBSIDIARIES

TABLE OF CONTENTS

Page No.

PART I. - FINANCIAL INFORMATION

Item 1. Financial Statements

- 3 - Consolidated Balance Sheets
June 30, 2009 (Unaudited) and December 31, 2008 - 3 - Consolidated Statements of Operations (Unaudited) Six Months and Three Months Ended June 30, 2009 and 2008 - 4 - Consolidated Statements of Cash Flows (Unaudited) Six Months Ended June 30, 2009 and 2008 - 5 - Notes to Consolidated Financial Statements (Unaudited) - 7 - Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations
- 18 - Item 3. Quantitative And Qualitative Disclosures About Market Risks - 26 - Item 4. Controls And Procedures
- 27 -

PART II. - OTHER INFORMATION

Item 1. Legal Proceedings

- 28 - Item 1A. Risk Factors
- 28 - Item 6. Exhibits
- 29 - SIGNATURES
- 31 -

- 2 -

---