Exhibit 99.2

ECLIPS MEDIA TECHNOLOGIES, INC. AND SUBSIDIARIES
PRO FORMA COMBINED FINANCIAL INFORMATION
(UNAUDITED)

ECLIPS MEDIA TECHNOLOGIES, INC. AND SUBSIDIARIES

Index to Unaudited Pro Forma Combined Financial Information

		Pages
Introduction to Unaudited Pro Forma Combined Financial Information			2
Unaudited Pro Forma Combined Balance Sheet			3
Unaudited Pro Forma Combined Statement of Operations			4
Notes to Unaudited Pro Forma Combined Financial Statements			5

ECLIPS MEDIA TECHNOLOGIES, INC. AND SUBSIDIARIES
Introduction to Unaudited Pro Forma Combined Financial Information

The following unaudited pro forma combined balance sheet is presented to illustrate the estimated effects of our acquisition of the business and assets of Brand Interaction Group, LLC, a New Jersey limited liability (“BIG”). On June 21, 2010, Eclips Media Technologies, Inc. (“Eclips”), through its wholly-owned subsidiary SD Acquisition Corp., a New York corporation (“SD”), acquired (the “Acquisition”) the business and certain assets and assumed certain liabilities of BIG.

The Unaudited Pro Forma Combined Financial Information has been prepared using the purchase method of accounting for this business acquisition. The financial statements of Eclips included in the following unaudited pro forma combined financial statements are derived from the audited financial statements of Eclips for the year ended December 31, 2009 as filed in the Company’s 10-K for the period ended December 31, 2009. The financial statements of BIG included in the following unaudited pro forma combined financial statements are derived from the audited financial statements of BIG for the year ended December 31, 2009 contained elsewhere in this Form 8-K. The unaudited pro forma combined balance sheet is prepared as though the transactions occurred at the close of business on December 31, 2009. The pro forma combined statement of operations gives effect to the transactions as though they occurred on January 1, 2009.

Because the selected unaudited pro forma combined financial information is based upon BIGs’ financial position and BIGs’ operating results during periods when this entity was not under the control, influence or management of Eclips, the information presented may not be indicative of the results that would have actually occurred had the transactions been completed at January 1, 2009 nor is it indicative of future financial or operating results of the combined entity.

ECLIPS MEDIA TECHNOLOGIES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA COMBINED BALANCE SHEET

		Eclips Media
		Technologies, Inc.				Brand Interaction
		and Subsidiaries				Group, LLC
		December 31,				December 31,
		2009				2009				Pro Forma Adjustments								Pro Forma
		Historical				Historical				Dr.				Cr.				Balances
		(Unaudited)				(Unaudited)												(Unaudited)
ASSETS
CURRENT ASSETS:
Cash		$	—			$	5,392			$	—			$	—			$	5,392
Total Current Assets			—				5,392				—				—				5,392
Property and equipment, net			—				—				—				—				—
Software, net			—				—				—				—				—
Goodwill			—				—	(1)			868,152				—				868,152
Intangible Assets, net			—				4,296				—				—				4,296
Total Assets		$	—			$	9,688			$	868,152			$	—			$	877,840
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES:
Note payable		$	—			$	120,000	(2)		$	120,000				—			$	—
Accounts payable and accrue expenses			167,686				56,714	(2)			41,714	(1)			68,152				250,838
Derivative liability			67,147				—				—				—				67,147
Due to related parties			—				127,206	(2)			127,206				—				—
Total Current Liabilities			234,833				303,920				288,920				68,152				317,985
LONG -TERM LIABILITIES:
Convertible debentures, net of debt discount			7,620				—				—				—				7,620
Total long-term liabilities			7,620				—				—				—				7,620
Total liabilities			242,453				303,920				288,920				68,152				325,605
STOCKHOLDERS’ DEFICIT:
Preferred stock, $.0001 par value; 10,000,000 authorized
Series A, 3,000,000 issued and outstanding			300				—				—				—				300
Series B, none issued and outstanding			—				—				—				—				—
Series C, none issued and outstanding			—				—				—				—				—
Series D, none issued and outstanding			—				—				—				—				—
Common stock; $.0001 par value; 750,000,000 shares authorized; 129,725,338 shares issued and outstanding			12,972				—					(1)			2,000				14,972
Additional paid-in capital			24,224,685				(16,507	)				(1)(2)			1,086,920				25,295,098
Accumulated deficit			(24,480,410	)			(277,725	)			—				—				(24,758,135	)
Total Stockholders’ Deficit			(242,453	)			(294,232	)			—				1,088,920				552,235
Total Liabilities and Stockholders’ Deficit		$	—			$	9,688			$	288,920			$	1,157,072			$	877,840

See accompanying notes to unaudited pro forma combined financial statements.

ECLIPS MEDIA TECHNOLOGIES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA COMBINED STATEMENT OF OPERATIONS

		Eclips Media
		Technologies, Inc.				Brand Interaction
		and Subsidiaries				Group, LLC
		For the Year Ended				For the Year Ended
		December 31,				December 31,
		2009				2009				Pro Forma Adjustments								Pro Forma
		Historical				Historical				Dr.				Cr.				Balances
		(Unaudited)				(Unaudited)												(Unaudited)
Net revenues		$	—			$	121,642			$	—			$	—			$	121,642
Operating Expenses:
Cost of revenues			—				147,972				—				—				147,972
Payroll expense			117,249				—				—				—				117,249
Professional fees			114,938				2,178				—				—				117,116
Sales and marketing			—				148,577				—				—				148,577
Other general and administrative			47,509				61,187				—				—				108,696
Total Operating Expenses			279,696				359,914				—				—				639,610
Loss from continuing operations			(279,696	)			(238,272	)			—				—				(517,968	)
Other expense:
Loss on disposal of property and equipment			(59,429	)			—				—				—				(59,429	)
Change in fair value of derivative liability			233				—				—				—				233
Interest expense			(2,110	)			(2,944	)			—				—				(5,054	)
Total Other Expense			(61,306	)			(2,944	)			—				—				(64,250	)
Loss from continuing operations before provision for income taxes			(341,002	)			(241,216	)			—				—				(582,218	)
Provision for income taxes			—				—				—				—				—
Loss from continuing operations			(341,002	)			(241,216	)			—				—				(582,218	)
Loss from discontinued operations, net of tax			(1,907,663	)			—				—				—				(1,907,663	)
Net loss available to common shareholders		$	(2,248,665	)		$	(241,216	)		$	—			$	—			$	(2,489,881	)
Net loss per common share:
Basic and Diluted		$	(0.02	)														$	(0.02	)
Weighted avergae shares outstanding:
Basic and Diluted			129,725,338																149,725,338

See accompanying notes to unaudited pro forma combined financial statements.

ECLIPS MEDIA TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Unaudited pro forma adjustments reflect the following transaction:

1)
Goodwill			868,152
Account payable							68,152
Common stock, at par							2,000
Additional paid-in capital							798,000
This adjustment reflects the effect of applying purchase accounting to the acquisition of business and assets of Brand Interaction Group, LLC and the assumption of certain liabilities including the issuance of 20,000,000 shares of common stock valued at $800,000, direct closing cost of $68,152 and the recording of goodwill. The recording of goodwill is based upon a preliminary valuation and allocation of purchase price.
2)
Note payable			120,000
Accounts payable and accrued expenses			41,714
Due to related parties			127,206
Additional paid-in capital							288,920
This adjustment reflects certain liabilities not included in the acquisition of business of Brand Interaction Group, LLC based on the Asset Purchase Agreement.