Exhibit 10.27.2

             AMENDMENT NO. 2 TO SECURED REVOLVING NOTE OF INYX, INC.

                                 March 30, 2004

Reference is made to that certain secured Revolving note dated December 30, 2003
made by INYX, INC., a Nevada (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"")  in the
original   principal  amount  of  Two  Million  Five  Hundred  Thousand  Dollars
($2,500,000)  as amended by  Amendment  No. 1 to Secured  Revolving  Note of the
Borrower  dated  February  27, 2004 and as amended,  supplemented  or  otherwise
modified hereafter (the "Revolving Note"). Capitalized terms used herein without
definition shall have the meanings  ascribed to such terms in the Revolving Note
and the Security Agreement (below) as applicable.

         WHEREAS,  Borrower has requested that Laurus extend additional funds to
Borrower as an overadvance  pursuant to the terms of a Security  Agreement dated
December 30, 2003 (the "Security  Agreement")(the  "Overadvance")and  Laurus has
agreed,  in  exercise  of its  sole  discretion,  to make  such  Overadvance  to
Borrower; and

         WHEREAS, in connection with the extension of the Overadvance,  Borrower
has agreed to change  certain terms of the Revolving  Note and Laurus 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 amounts  including
Overadvances granted to the Borrower, outstanding on the date hereof.

         NOW, THEREFORE,  in consideration for the execution and delivery by the
Borrower  of  all  documents   requested  by  Laurus  in  connection   with  the
Overadvance,  and for other good and  valuable  consideration,  the  receipt and
sufficiency  of  which is  hereby  acknowledged,  the  parties  hereto  agree as
follows:

         1.       The preamble of the Revolving Note is hereby amended to delete
                  the reference to "Three Million Five Hundred  Thousand Dollars
                  ($3,500,000)"  contained therein,  and in its stead, to insert
                  the  phrase  "Four  Million  Five  Hundred   Thousand  Dollars
                  ($4,500,000)".

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

         3.       There are no other amendments to the Revolving Note.

         4.       The Borrower hereby  represents and warrants to Laurus that as
                  of  the  date  hereof  all  representations,   warranties  and
                  covenants  made by Borrower in  connection  with the Revolving
                  Note are  true  correct  and  complete  and all of  Borrower's
                  covenants  requirements  have been met. As of the date hereof,
                  no Event of Default under any Ancillary Agreements (as defined
                  in the Security Agreement) has occurred or is continuing.


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         IN WITNESS  WHEREOF,  each of the  Borrower  and Laurus has caused this
Amendment No. 2 to Secured Revolving Note to be signed in its name this 30th day
of March, 2004.


                                             INYX, INC.



                                             By:________________________________
                                                Name:
                                                Title:



                                             LAURUS MASTER FUND, LTD.


                                             By:________________________________
                                             Name:
                                             Title: