Mail Stop 4561


      January 17, 2006



Mitchell Johnson
President
InfraBlue (US) Inc.
Suite 5.15, 130 Shaftsbury Avenue
London, England W1D 5EU

Re:	InfraBlue (US) Inc.
      Registration Statement on Form SB-2
      Filed on December 16, 2005
      File No. 333-130403

Dear Mr. Johnson:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

General

1. Please provide us with copies of any graphics, maps,
photographs,
and related captions or other artwork including logos that you
intend
to use in the prospectus.  Such graphics and pictorial
representations should not be included in any preliminary
prospectus
distributed to prospective investors prior to our review.
2. Please provide us with copies of the relevant portions of
documents you cite within your prospectus. We note various sources
cited, for example, on page 30.
3. Please identify any selling shareholders who are registered
broker-dealers or affiliates of broker dealers.  Additionally,
tell
us if the broker-dealer received the securities as underwriting
compensation.
4. Please note, a registration statement registering the resale of
shares being offered by broker-dealers must identify the broker
dealers as underwriters if the shares were not issued as
underwriting
compensation.  Accordingly, your statement in the "Plan of
Distribution" that broker-dealers "may be deemed to be
underwriters"
is not sufficient if any of the selling shareholders are broker-
dealers.
5. If any of the selling shareholders are affiliates of broker-
dealers, please provide an analysis supporting your position that
the
resale of securities by any affiliates of broker-dealers is not an
indirect primary offering.  Your analysis should address the
following points:

* how long the selling shareholders have held the securities,
* the circumstances under which the selling shareholders received
the
securities,
* the selling shareholders` relationship to the issuer,
* the amount of securities involved,
* whether the sellers are in the business of underwriting
securities,
and
* whether under all the circumstances it appears that the seller
is
acting as a conduit for the issuer.

Assuming the resale of securities by affiliates of broker-dealers
is
not an indirect primary offering, you must clearly state in your
prospectus:

* the seller purchased in the ordinary course of business and
* at the time of the purchase of the securities to be resold the
seller had no agreements or understandings, directly or
indirectly,
with any person to distribute the securities.


Prospectus Cover Page

6. We note disclosure on page 24 indicating that on November 30,
2005
you acquired intellectual property from PublicLock for
consideration
of 10,000,000 shares of your common stock, and that PublicLock
subsequently paid these shares as consideration to Keydata
Technology
Partnership 3 LLP. Please advise us upon which exemption from
registration PublicLock relied, and provide us with the legal
analysis whereby PublicLock determined that the exemption may
appropriately be relied upon.
7. Please revise your cover page to include only the information
required by Item 501 of Regulation S-B or that is key to an
investment decision.  In this regard, please move the discussion
from
the first paragraph regarding how the selling shareholders
acquired
their shares to the summary section and delete the cross-reference
to
"Selling Stockholders" from the cover page.  The only cross
reference
on the cover page should be the cross reference to "Risk Factors."


Prospectus Summary - page ii
8. We note your statement that the summary is not complete.  While
your summary should not contain all the detailed disclosure proper
to
the body of your prospectus, it should contain the material
information necessary in making an investment decision.  Please
revise.

Our Business - page 1
9. Please revise, as appropriate, to state what "IRMA" stands for.

10. Please clarify the facts and circumstances surrounding your
acquisition of InfraBlue Ltd. on August 31, 2005. We note, for
example, that on the prospectus cover page you reference the
issuance
of 10,004,820 shares of common stock to PublicLock, Inc., in
exchange
for all of PublicLock`s shares of InfraBlue Ltd. In paragraph 4,
however, you state that the acquisition was effected for
consideration of 12,000,000 shares of your common stock. Please
revise to address the apparent discrepancy, or advise us why no
revision is needed.


Risk Factors - page 4

We have a limited operating history, and our ability to
commercially
exploit the InfraBlue Technology is untested. Accordingly, we may
never achieve profitability. - page 4
11. Please revise to quantify the revenues you have achieved from
sales of the IRMA device in the referenced period of August 2005
through November 2005.




We have a history of losses and negative cash flows, which are
likely
to continue unless our products gain sufficient market acceptance
to
generate a commercially viable level of sales. - page 4
12. The reference to "factors not within [y]our control" appears
to
be mitigating language. Please revise to remove it, or advise us
why
it may appropriately be retained.

The report of our independent auditors on our consolidated
financial
statements includes an explanatory paragraph regarding concerns
about
our ability to continue as a going concern. - page 4
13. Please revise both the risk factor heading and the attendant
disclosure to clarify the risk to investors related to your
possible
inability to continue as a going concern, which would appear to be
the possible loss of one`s investment.

There is a high risk of our business failing because we are a
start
up company. - page 5
14. The reference in paragraph 2 to "potential problems...not
limited
to unanticipated problems relating to the manufacture and
marketing
of [y]our products" is somewhat vague, and suggests that there may
be
other risk factors of which potential investors should be aware in
addition to those you have included. Please revise or advise.

We will require additional financing to execute our plan of
operation, the availability of which cannot be assured - page 5
15. As currently drafted, this risk factor heading is a statement
of
fact, and not of risk. Please revise the heading to express the
risk
attendant upon the possible inability to obtain additional
financing,
which appears to be the inability to execute your plan of
operation
and possible loss of a substantial part of/all of an investment in
InfraBlue.

Our costs of operation may be greater than we anticipate,
requiring
additional financing - page 6
16. Similar to the preceding comment, please revise this risk
factor
heading such that it is an expression of risk, not fact. When you
revise, please also revise the body of disclosure to provide, if
possible, an estimate of the "significant lump sum expenditure"
you
would need to make prior to realizing revenues.





Our solution may become redundant and no market for our products
may
develop -   page 7
17. The word "solution" is somewhat vague. Please revise to
specify
the product and/ or services to which you are referring.


If we fail to effectively manage our growth our future business
results could be harmed and our managerial and operational
resources
may be strained - page 8
18. Please revise to specify what would constitute the "material
adverse effect" you reference in the last sentence of this risk
factor. Please similarly specify the "material adverse impact" you
reference in "Our industry is highly regulated and changes in
regulation may have a material adverse impact on us" two risk
factors
further.


For reasons outside our control, our stock price may be volatile -
page 9
19. The reference to "reasons outside [y]our control" is somewhat
vague, and appears to be mitigating of risk. Likewise, it does not
appear entirely accurate  to state, for example, that the loss of
a
strategic relationship is beyond the control of the company.
Please
revise or advise. Finally, the statement that an investor "may
consider any one of these factors to be material" at least
suggests
that the company may not consider the named factors to be material
risks. Please revise or advise.


Selling Shareholders - page 11
20. For all non-natural persons who are selling shareholders,
please
revise to indicate the name of the natural person or persons
holding
voting control and dispositive power over the shares. Please make
similar changes to you beneficial ownership chart.


State Securities Laws, page 18
21. We note your disclosure that shares may not be sold unless the
shares have been registered or qualified for sale in the state or
an
exemption from registration or qualification is available and is
complied with.  Please tell us what states you plan to register or
qualify the shares for sale.




Description of Business - page 24

22. We note that you have disclosed a revenue recognition policy
in
Note 2 for material service contracts and fixed price, long-term
service or development contracts; however, we do not note any
disclosure about the type of services that you provide to
customers.
Please expand the description of your business to include details
of
the services that you provide or will provide to customers in
connection with the sale of IRMA devices and the related software.


Overview - page 25
23. Please revise to quantify the "small number of initial sales"
referenced in paragraph one.
24. Please revise paragraph 2 to briefly explain what constitutes
"the Bluetooth protocol."

Administration contract with Azuracle - page 27
25. Please revise to describe, if known, the agreed upon rates for
which Azuracle will provide additional administrative services.
Likewise, please include the term of the contract you have entered
into with Azuracle. Similarly revise at page 41 under "Description
of
Properties."

Manufacturing of the IRMA Devices - page 30
26. Please revise to indicate how many IRMA devices out of the
inventory of 400 have been sold as of a recent date.

Marketing Strategy - page 31
27. Please clarify, if true, that InfraBlue (US) has succeeded
InfraBlue (UK) with respect to the distribution agreements.

Distribution Agreements - page 31
28. Please revise to include the material terms of the
distribution
agreements you here reference.

Certain Relationships and Related Transactions, page 42
29. We note your disclosure from page 26 that PublicLock had
acquired
the InfraBlue Technology effective September 12, 2003 for pounds
sterling150,000 ($248,400, based on the foreign exchange rate on
September 12, 2003 of $1.6560:pounds sterling 1.0000) in cash
consideration and sold such rights to the Keydata Partnership on
October 13, 2003.  We note that in an agreement dated November 1,
2005 PublicLock entered into an agreement with Keydata "a wholly-
owned subsidiary" to purchase the intellectual property rights and
that you purchased such rights from PublicLock.  Please revise to
disclose the relationship between Keydata and PublicLock in
September
2003 as well as in November 2005.
30. Please revise to include the information required by Item
404(d)(2) regarding assets acquired from a promoter within two
years
prior to their transfer to you.  In this connection we note your
disclosure that Mitchell Johnson, PublicLock and Outlander
Management
are promoters.
31. Please revise to identify the director to whom you refer as
being
in common with Outlander Management.


Report of Independent Registered Public Accounting Firm, page F-2

32. We note that your auditors, Staley, Okada & Partners, are
located
in British Columbia, Canada.  It appears that a significant
portion
of your assets, liabilities, revenues and expenses relate to
operations located in the United Kingdom.  Please tell us how the
audit of your operations in the United Kingdom was conducted.
Your
response should include a discussion of the following:

* Whether another auditor was involved in the audit of the U.K.
operations.  If so, please tell us the name of the firm and
indicate
whether that firm is registered with the Public Company Accounting
Oversight Board (PCAOB).  Additionally, please tell us how your
auditor assessed the qualifications of the other auditor and the
other auditor`s knowledge of U.S. GAAP and PCAOB Standards;

* Whether your auditor performed all the required audit procedures
within Canada or whether a portion of the audit was conducted by
an
affiliate of your Canadian auditor within the U.K.; and

* Why you engaged a Canadian auditor, as opposed to a U.S. public
accounting firm, to serve as your principal auditor.  In this
regard,
please note that, in accordance with Article 2 of Regulation S-X,
we
believe that the audit report of a registrant that is not a
foreign
private issuer should ordinarily be rendered by an auditor
licensed
in the United States.  Further guidance may be found in Section
5.K
of "International Reporting and Disclosure Issues in the Division
of
Corporation Finance" on the Commission`s website at
www.sec.gov/divisions/corpfin/internatl/cfirdissues1104.htm.





InfraBlue (US) Inc. Consolidated Statements of Cash Flows, page F-
6

33. Please advise us of your basis for classifying the net
monetary
assets of Tomi Holdings as a cash inflow from investing
activities.
It does not appear that the acquisition of the net assets, except
for
the cash portion, would qualify as a cash flow from investing
activities.  Refer to paragraph 16 of SFAS 95.

Note 2 - Significant Accounting Policies

i) Inventory, page F-10

34. We note that your company operates in an industry
characterized
by rapid changes in technology and customer demands.  In this
regard,
please expand your disclosure on your inventory policy to discuss
your procedures related to and accounting treatment of obsolete
inventory.  In addition, please tell us the details of your
arrangement with Flander Oy, including any obligation of InfraBlue
to
purchase the remaining IRMA devices that have already been
manufactured and who bears the risk of obsolescence related to
these
devices.

j) Revenue Recognition, page F-10

35. In order to use the IRMA device, we note that it is necessary
for
the user to have the IRMA Suite PC software installed on his
computer
and the IRMA Client software installed on his PDA or smartphone.
Please tell us if the sale of the 74 IRMA devices included the
related IRMA software or if the software is sold separately.
Additionally, please tell us what consideration you gave to SOP
97-2
when determining your revenue recognition policy, and please be
sure
to address any post-contract customer support or
upgrades/enhancements that are included in your software
arrangements
with customers, how customer acceptance is determined, and if your
products include any customer cancellation privileges or rights to
return or exchange.

Note 6 - Capital Stock, page F-15

36. We note that you issued 1,416,868 shares of common stock to
Mitchell Johnson during fiscal years 2004 and 2005, valued at
$.003
per share.  Please tell us how you determined the fair value of
these
shares.  For reference, please see the AICPA Practice AID
Valuation
of Privately-Held-Company Securities Issued as Compensation.  In
addition, please revise your document to include the disclosures
recommended in Chapter 12 of the Practice Aid for any equity
instruments granted during the twelve months preceding your most
recent balance sheet date.


Note 11 - Subsequent Events, page F-18

37. We note that you acquired intellectual property related to the
InfraBlue Technology from PublicLock, your majority stockholder,
on
November 30, 2005 and that you will record this property at an
amount
equal to the costs of acquiring and developing the InfraBlue
Technology by the majority shareholder.  Please disclose the value
at
which you recorded the intellectual property, as well as the
initial
cost to PublicLock in September 2003 when it was purchased from
Flander Oy.  Please reconcile any difference between these two
amounts.

Tomi Holdings Inc. Interim Financial Statements, page F-19

38. It is unclear why you have included the financial statements
of
Tomi Holdings Inc., rather than the financial statements of
InfraBlue
Ltd.  Please provide us with an explanation regarding the
financial
statements included in your filing and cite the accounting
literature
you relied upon to determine which statements were appropriate.
Additionally, we note that Tomi Holdings Inc. had a fiscal year
ended
September 30.  Please tell us why the Tomi Holdings Inc. interim
financial statements are reported as of July 31, 2005.


Part II-Information Not Required in Prospectus

Item 26-Recent Sales of Unregistered Securities
39. For each recent sale, please revise to indicate the
consideration
received, whether cash or otherwise. Refer to Item 701(c) of
Regulation S-B. We note, for example, that you have not included
the
consideration received for the issuance of 12,000,000 shares on
August 31, 2005, nor for the 10,000,000 shares issued on November
30,
2005.

Item 28-Undertakings
40. Please update your Item 512(a) undertakings in accordance with
the amendments thereto that became effective as of December 1,
2005.

Exhibit 5.1-Opinion of Lang Michener LLP
41. The execution of the subscription agreement between the
selling
shareholders and the company does not appear to be a matter
appropriate for counsel`s assumption. Please revise to include
counsel`s opinion as to the due execution of the subscription
agreement, or advise us why you believe this assumption is
appropriate.


      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities Act
of
1933 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

	Notwithstanding our comments, when the company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert this action as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

	You may contact Jessica Barberich, Accountant, at (202) 551-
3782
or Kristi Beshears, Senior Accountant, at (202) 551-3429 if you
have
questions regarding comments on the financial statements and
related
matters.  Please contact Paul Fischer, Staff Attorney, at (202)
551-
3415 or the undersigned at (202) 551-3780 with any other
questions.


      Sincerely,



      Elaine Wolff
      Branch Chief



cc:	Michael H. Taylor, Esq. (via facsimile)


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InfraBlue (US) Inc.
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