INNOVATIVE SOLUTIONS & SUPPORT INC — Director's Dealing 2005

May 12, 2005

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INNOVATIVE SOLUTIONS & SUPPORT INC (ISSC)
CIK: 0000836690
Period of Report: 2005-05-11

Reporting Person: REILLY JAMES J (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2005-05-11	Common Stock	M	60000	$11.86	Acquired	63000	Direct
2005-05-11	Common Stock	S	60000	$36.81	Disposed	3000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2005-05-11	NQ Stock Option, Right to buy	$11.86	M	60000	Disposed	2010-02-09	Common Stock (60000)	Direct

Footnotes

F1: The original NQ stock option grant dated February 9, 2000 was for 87699 shares with a strike price of $11.86/share. Options vest at the rate of 20% a year over a five year period. The initial vesting date was February 9, 2001.