Exhibit 10.27.4

                      AMENDMENT NO. 2 TO SECURITY AGREEMENT
                                 March 30, 2004

         Reference is made to that certain Security Agreement dated December 30,
2003 made by INYX,  Inc., a Nevada  corporation (the "Borrower") in favor LAURUS
MASTER FUND,  LTD., c/o Ironshore  Corporate  Services Ltd., P.O. Box 1234 G.T.,
Queensgate  House,  South  Church  Street,  Grand  Cayman,  Cayman  Islands (the
"Laurus"") as amended by Amendment No.1 to Security Agreement dated February 27,
2004  (and as  amended,  supplemented  or  otherwise  modified,  hereafter,  the
"Security Agreement") pursuant to which, among other things, the Borrower issued
a secured minimum borrowing note in the original principal amount of Two Million
Dollars  ($2,000,000)  (the " MB  Note")  and a  secured  revolving  note in the
original  principal  amount  of Three  Million  Five  Hundred  Thousand  Dollars
($3,500,000)  (the "Revolving  Note") to Laurus.  Capitalized  terms used herein
without  definition  shall  have  the  meanings  ascribed  to such  terms in the
Security Agreement.

         WHEREAS,  the  Borrower  and Laurus have  agreed to amend the  Security
Agreement to increase the original  principal  amount of the  Revolving  Note to
Four Million Five Hundred Thousand Dollars ($4,500,000) and the Borrower desires
to make such changes; and

         WHEREAS  the  Borrower  and Laurus  agree  that on the date  hereof the
aggregate  amount  outstanding  under the i) Revolving Note and ii) that certain
Secured  Convertible  Minimum  Borrowing Note of the Borrower dated December 30,
2003 (as amended by Amendment No. 1 to the Minimum Borrowing Note dated February
27,  2004) and made in favor of Laurus,  is  $5,500,000,  such amount  including
Overadvances granted to the Borrower, outstanding on the date hereof

         NOW, THEREFORE,  in consideration for the execution and delivery by the
Borrower of this amendment,  and for other good and valuable consideration,  the
receipt and  sufficiency  of which is hereby  acknowledged,  the parties  hereto
agree as follows:

         1.       The definition of "Revolving Note" contained in Annex A to the
                  Security  Agreement is hereby  deleted in its entirety and the
                  following inserted in its stead:

                           "Revolving  Note" means that secured  revolving  note
                  made by the  Company  in  favor  of  Laurus  in the  aggregate
                  principal  amount of up to Four Million Five Hundred  Thousand
                  United States Dollars (USD$4,500,000)."

         2.       The foregoing amendments shall be effective as of December 30,
                  2003.

         3.       There are no other amendments to the Security  Agreement,  and
                  all of the other forms,  terms and  provisions of the Security
                  Agreement remain in full force and effect.


         4.       The Borrower hereby  represents and warrants to Laurus that as
                  of  the  date  hereof  all   representation,   warranties  and
                  covenants  made by Borrower in  connection  with the  Security
                  Agreement  are true correct and complete and all of Borrower's
                  covenants requirements have been met.


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         IN WITNESS  WHEREOF,  each of the  Borrower  and Laurus has caused this
Amendment  No. 2 to  Security  Agreement  signed in its name on this 30th day of
March, 2004.


                                             INYX, INC.


                                             By:________________________________
                                                Name:
                                                Title:



                                                     LAURUS MASTER FUND, LTD.


                                             By:________________________________
                                                Name:
                                                Title: