EXHIBIT 2.1

                       CERTIFICATE OF OWNERSHIP AND MERGER

                                     MERGING

                                 INTRUSION INC.

                                      INTO

                               INTRUSION.COM, INC.


                  Intrusion.com, Inc., a corporation organized and existing
under the laws of the State of Delaware (the "CORPORATION"), under and in
accordance with Section 253 of the General Corporation Law of the State of
Delaware (the "DGCL"), does hereby certify:

                  FIRST: That the Corporation was incorporated pursuant to the
DGCL on August 30, 1995 under the name of "Optical Data Systems, Inc."

                  SECOND: That the Corporation owns 100% of the outstanding
shares of each class of capital stock of Intrusion, Inc., which was incorporated
pursuant to the DGCL on October 22, 2001 ("SUBSIDIARY").

                  THIRD: That the Board of Directors of the Corporation (the
"BOARD") has, pursuant to resolutions duly adopted at a meeting of the Board
dated October 17 , 2001 and filed with the minutes of the Board, authorized and
approved the merger of Subsidiary with and into the Corporation (the "MERGER").
Such resolutions have not been modified or rescinded and are in full force and
effect on the date hereof. A true and correct copy of such resolutions are
attached hereto as EXHIBIT A.

                  FIFTH: That the Corporation shall be the surviving corporation
in the Merger (the "SURVIVING CORPORATION").

                  SIXTH: That the Merger shall be effective on November 1, 2001
at 8:00 a.m., Eastern Standard Time.

                  SEVENTH: That the Certificate of Incorporation of the
Corporation, as amended and in effect on the date hereof, shall be the
Certificate of Incorporation of the Surviving Corporation; provided, however,
that at the effective time of the Merger, Article One of the Certificate of
Incorporation of the Surviving Corporation shall be amended in its entirety to
read as follows: "The name of the corporation is Intrusion Inc."




                  IN WITNESS WHEREOF, the undersigned has executed this
Certificate of Ownership and Merger on behalf of the Corporation on October 23,
2001.



                                           INTRUSION.COM, INC.



                                           /s/ Timothy W. Kinnear
                                           -------------------------------------
                                           Timothy W. Kinnear
                                           President and Chief Executive Officer