Exhibit 99.2

InferX Corporation

Proforma Unaudited Consolidated Financial Statements

The following unaudited proforma financial statements for InferX Corporation (“The Company”) have been prepared to illustrate the acquisition of The Irus Group, Inc. (“Irus”) in a merger transaction and are based on estimates and assumptions set forth herein and in the notes to such proforma statements.

On June 15, 2009 InferX entered into an amended and restated merger agreement, with Irus, under which it effected a reverse triangular merger between Irus and InferX’s wholly-owned subsidiary, Irus Acquisition Corp. (the Merger”). On October 27, 2009, the Company and Irus completed the Merger. As consideration for the Merger, InferX issued 9,089,768 shares of InferX’s common stock, par value $.0001 per share (the “Common Stock”) and 1,000,000 shares of preferred stock, par value $.0001 per share (the “Preferred Stock”), to the sole shareholder of Irus. As a result, Common Stock was credited for $909 and Preferred Stock was credited for $100. The $15 Common Stock of Irus was eliminated.

In connection with the merger InferX issued of 233,740 shares of common stock in connection with the conversion of A and B warrants into common shares. In addition, InferX issues 1,895,000 shares of common stock in connection with the conversion of $304,488 of notes payable into common stock.

The following proforma condensed consolidated statements of operations for the nine months ended September 30, 2009 and the year ended December 31, 2008 reflects the financial results of the Company and Irus as if the acquisition had occurred on January 1, 2008.

InferX Corporation

Proforma Unaudited Consolidated Financial Statements

The unaudited proforma financial information combines the historical financial information of the Company and Irus for the nine months ended September 30, 2009 and the year ended December 31, 2008.  The unaudited proforma balance sheet assumes the acquisition was completed on that date.  The unaudited proforma statements of operations give effect to the merger and acquisitions as if the merger and acquisition had been completed on January 1, 2008. These unaudited proforma financial statements are based upon and should be read in conjunction with InferX’s audited financial statements as of and for the year ended December 31, 2008, InferX’s unaudited financial statements for the nine months ended September 30, 2009, Irus’s unaudited financial statements for the year ended December 31, 2008 and Irus’s unaudited financial statements for the nine months ended September 30, 2009.

These unaudited proforma financial statements and the notes thereto contain forward-looking statements that involve risks and uncertainties. Therefore, our actual results may vary materially from those discussed herein. They do not purport to indicate the results that would have actually been obtained had the merger and acquisition been completed on the assumed dates or for the periods presented, or which may be realized in the future.  The accounting adjustments reflected in these unaudited proforma consolidated financial statements included herein are preliminary and are subject to change.  

InferX Corporation

Notes To Unaudited Proforma Consolidated Financial Statements

For the Year Ended December 31, 2008 and the Nine Months Ended September 30, 2009

NOTE A – ACCOUNTING TREATMENT APPLIED AS A RESULT OF THIS TRANSACTION

The transaction is being accounted for as a reverse acquisition. InferX is the acquirer for accounting purposes. Accordingly, InferX’s historical financial statements for periods prior to the acquisition have been retroactively restated for the equivalent number of shares issued in the transaction. The accumulated deficit of Irus has been eliminated. Operations prior to the transaction ate those of both InferX and Irus. Earnings per share for the period prior to the transaction are restated to reflect the equivalent number of shares outstanding.

NOTE B – ADJUSTMENT

(A)   – To record the issuance of 9,089,768 common shares and 1,000,000 preferred shares to the shareholders of Irus in exchange for 100% of their shares in Irus.

(B)   – To reflect the cancellation of the 15 common shares of Irus as a result of the acquisition. Also, to reflect the elimination of the additional paid-in capital balance of $80,085 and the retained earnings (deficit) of $415,228 that were recorded on the financial statements of Irus at September 30, 2009.

(C)   – To record the conversion of $304,488 in convertible notes payable into 1,895,000 shares of common stock.

(D)   – To record the conversion of 116,870 A warrants and 116,870 B warrants into 233,740 shares of common stock

The following table reflects the changes to the common stock balance as a result of the merger and the conversion of the A and B warrants and notes payable into common stock:

Common shares outstanding at September 30, 2009	886,926
Common shares issued in the merger	9,089,768
Common shares issued for conversion of warrants	233,940
Common shares issued for conversion of notes payable	1,895,000
Total common shares	12,105,634

INFERX CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

SEPTEMBER 30, 2009 (UNAUDITED)

ASSETS
	InferX			Irus			Adjustments				Consolidated
CURRENT ASSETS
Cash	$	13,829		$	45,056						$	58,885
Accounts receivable, net					1,032,847							1,032,847
Other current assets					30,064							30,064
Total current assets		13,829			1,107,967			-				1,121,796
Fixed assets, net of depreciation		24,398			35,441							59,839
Other Asset
Security deposit					6,000							6,000
Note receivable					18,255							18,255
Computer software development costs, net of amortization		83,728										83,728
Total other asset		83,728			24,255			-				107,983
TOTAL ASSETS	$	121,955		$	1,167,663			-			$	1,289,618
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	1,748,051		$	1,122,791						$	2,870,842
Line of credit		-			380,000							380,000
Liability for stock to be issued		127,000										127,000
Current portion of notes payable, net of debt discount of $85,928		304,488					$	(304,488	)	C		0
Total current liabilities		2,179,539			1,502,791			(304,488	)			3,377,842
Long-term Liabilities
Notes payable, net of current portion, net of debt discount of $1,059		341,461										341,461
TOTAL LIABILITIES		2,521,000			1,502,791			(304,488	)			3,719,303
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, par value $0.0001 per share, 10,000,000 shares authorized		-						100		A		100
Common stock, par value $0.0001 per share, 400,000,000 shares authorized		89			15			909		A		1,210
								(15	)	B
								189		C
								23		D
Additional paid-in capital		4,950,377			80,085			(336,137	)	A		4,918,516
								(80,085	)	B
								304,299		C
								(23	)	D
Retained earnings (defict)		(7,349,511	)		(415,228	)		415,228		B		(7,349,511	)
Total stockholders' equity (deficit)		(2,399,045	)		(335,128	)		304,488				(2,429,685	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	121,955		$	1,167,663		$	-			$	1,289,618

INFERX CORPORATION

 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009

		InferX			Irus		Adjustments		Consolidated
REVENUE		$	-		$	5,636,895			$	5,636,895
COST OF REVENUES
Direct labor and other finges			-			680,326				680,326
Subcontractor			-			3,392,133				3,392,133
Other direct costs			-			187,778				187,778
Amortization of computer software development costs			56,521							56,521
	Total costs of revenues		56,521			4,260,237				4,316,758
GROSS PROFIT (LOSS)			(56,521	)		1,376,658		-		1,320,137
OPERATING EXPENSES
Indirect and overhead labor and fringes			199,254			493,905				693,159
Professional fees			65,979			61,830				127,809
Advertising and promotion						9,461				9,461
Travel related costs			5,481							5,481
Business development						34,823				34,823
Bad debts						4,264				4,264
Rent			500			67,090				67,590
General and administrative			95,780			128,106				223,886
Stock issued for services			-							-
Stock based compensation			-							-
Depreciation			7,180			26,309				33,489
	Total operating expenses		374,174			825,788		-		1,199,962
NET INCOME (LOSS) FROM OPERATIONS BEFORE OTHER EXPENSE AND
PROVISION FOR INCOME TAXES			(430,695	)		550,870		-		120,175
OTHER EXPENSE
Interest expense, net of interest income			117,181			16,381				133,562
NET INCOME (LOSS) FROM OPERATIONS BEFORE PROVISION FOR INCOME TAXES			(547,876	)		534,489		-		(13,387	)
Provision for income taxes			-			-		-		-
NET INCOME (LOSS) APPLICABLE TO SHARES		$	(547,876	)	$	534,489	$	-	$	(13,387	)
NET INCOME (LOSS) PER BASIC AND DILUTED SHARES		$	(0.05	)	$	0.36			$	(0.00
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING			12,105,634			1,500,000				12,105,634