Mail Stop 6010

      January 13, 2006

Michael S. Smith
Chief Executive Officer
Infinite Group, Inc.
595 Blossom Road, Suite 309
Rochester, New York 14610

      Re: 	Infinite Group, Inc.
      Revised Preliminary Proxy Materials
      Filed January 11, 2006
      File No. 0-21816

Dear Mr. Smith:

	We have limited our review of your filing to those issues we
have addressed in our 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 information so we may better understand
your
disclosure.  After reviewing this information, we may 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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Proposal No. 3, page 12
1. Please refer to prior comment 1.  For each commitment to issue
shares in excess of the number currently authorized, provide all
disclosure required by Schedule 14A as if shareholders were being
asked to approve the commitment.  For example, we note that you do
not have enough authorized shares for the 1,319,000 options
disclosed
on page 11.  The revised disclosure should include the information
required by Item 10 of Schedule 14A.  For example, you should
provide
information like that required in a New Plan Benefits table for
all
options affected by this proposal.
2. Please refer to prior comment 3.  Please disclose the natural
person who beneficially owns the securities held by Hampton
Holdings
LLC.  Also, clarify your relationship with the related consulting
firm, describe the consulting services and disclose the fees paid
for
the services in 2003, 2004 and 2005.
3. Please refer to prior comment 4.  Please expand the second
condition on page 14 to quantify the number of shares that would
result in a change of control.

       As appropriate, please revise your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the revised filing to expedite our review.  Please furnish a cover
letter with your amendment that keys your responses to our
comments
and provides any requested 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.

      Please contact Tom Jones at (202) 551-3602 or me at (202)
551-
3617 if you have questions.


      							Sincerely,



      							Russell Mancuso
      Branch Chief



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Infinite Group, Inc.
January 13, 2006
Page 2