Omni Energy Services 8-K/A Completion of Acquisition or Disposition of Assets

Exhibit 99.2

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

The following Unaudited Pro Forma Combined Balance Sheet as of March 31, 2008 and the Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended December 31, 2007 and the three months ended March 31, 2008 have been prepared to give effect to the purchase by OMNI Energy Services Corp. (the “Company”) of certain assets of B.E.G. Liquid Mud Services Corp. (“BEG”) as of January 18, 2008 and the acquisition of Industrial Lift Truck and Equipment Co., Inc. (“ILT”) effective April 24, 2008. The Company had two other acquisitions during 2007, BMJ Industrial Investments, L.L.C. and its wholly-owned subsidiary, Charles Holston, Inc. (collectively “CHI”) on March 2, 2007 and the purchase of certain assets of Cypress Consulting Services, Inc. d/b/a Cypress Energy (“Cypress Energy”). The acquisition of BEG, CHI and Cypress Energy and their corresponding operating activities are included within the financial statements of the Company as of and since the dates acquired through March 31, 2008.

The pro forma combined statement of operations gives pro forma effect to (i) the acquisition of certain assets of BEG; (ii) the acquisition of ILT; (iii) the acquisition of CHI; and (iv) the acquisition of certain assets of Cypress Energy, as if the acquisitions had occurred on January 1, 2007. The pro forma balance sheet gives pro forma effect to the acquisition of ILT as if the transaction has occurred on March 31, 2008. The financial information for ILT has been combined in the pro forma financial statements to reflect the acquisition of the entity’s common stock from the selling shareholders. The financial information for BEG has been combined in the pro forma financial statements to reflect the acquisition of certain assets. The pro forma information provided herein has been prepared to assist investors and readers of our financial statements in understanding what our combined results could be for the periods presented had the acquisitions of BEG, ILT, CHI and Cypress Energy occurred on January 1, 2007 and what our balance sheet would have been on March 31, 2008 had ILT been acquired on that date.

The unaudited pro forma information is based upon available information and certain assumptions and adjustments, described in the accompanying notes, that the Company believes are reasonable in the circumstances. Pro forma adjustments are applied to the historical financial statements of the Company, CHI, Cypress Energy, BEG and ILT. The unaudited pro forma financial statements do not purport to represent what our financial condition or results of operations actually would have been if the events described above had occurred as of the dates indicated or what our results will be in future periods. The acquisitions of CHI, Cypress Energy, BEG and ILT are accounted for under the purchase method of accounting. The purchase price allocations, related to certain assets of BEG and related to ILT, among the assets and liabilities acquired and the assignment of lives to the intangible assets are preliminary and subject to further evaluation and adjustment, as the Company has not yet finalized its valuation and its allocation of the purchase price to the assets and liabilities acquired.

The pro forma financial statements should be read in conjunction with the Company’s historical consolidated financial statements and related notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s Annual Report on Form 10-K, for the year ended December 31, 2007.

1

OMNI Energy Services Corp.

Pro Forma Combined Balance Sheet

March 31, 2008

(in thousands)

(unaudited)

	OMNI			ILT			Total			Pro Forma Adjustments			Total Pro Forma
CURRENT ASSETS
Cash and cash equivalents	$	6,956		$	2,500		$	9,456		$	(610	)	$	8,846
Accounts receivable, net		29,707			1,601			31,308			—			31,308
Other receivables		649			—			649			—			649
Prepaid expenses		6,353			413			6,766			—			6,766
Deferred tax asset		6,276			—			6,276			—			6,276
Inventory		7,087			734			7,821			—			7,821
Other current assets		263			—			263			—			263
Total current assets		57,291			5,248			62,539			(610	)		61,929
FIXED ASSETS
Property, plant and equipment		101,447			15,279			116,726			1,748			118,474
Accumulated depreciation		(35,953	)		(7,025	)		(42,978	)		7,025			(35,953	)
Total property, plant and equipment, net		65,494			8,254			73,748			8,773			82,521
OTHER ASSETS
Goodwill		15,140			—			15,140			—			15,140
Customer intangible assets, net		13,300			—			13,300			1,060			14,360
Licenses, permits and other intangible assets, net		14,072			—			14,072			—			14,072
Loan closing costs, net		4,200			—			4,200			—			4,200
Other assets		457			—			457			—			457
Total other assets		47,169			—			47,169			1,060			48,229
Total assets	$	169,954		$	13,502		$	183,456		$	9,223		$	192,679

See Notes to Unaudited Pro Forma Financial Statements

2

OMNI Energy Services Corp.

Pro Forma Combined Balance Sheet—(Continued)

March 31, 2008

(in thousands)

(unaudited)

	OMNI			ILT		Total			Pro Forma Adjustments			Total Pro Forma
CURRENT LIABILITIES
Accounts payable	$	17,582		$	74	$	17,656		$	—		$	17,656
Accrued expenses		7,732			71		7,803			—			7,803
Revolver		19,288			—		19,288			2,330			21,618
Notes payable—insurance notes		3,025			—		3,025			—			3,025
Notes payable and current maturities of long-term debt		17,552			859		18,411			4,391			22,802
Total current liabilities		65,179			1,004		66,183			6,721			72,904
LONG-TERM LIABILITIES
Notes payable, less current maturities		30,843			—		30,843			15,000			45,843
Other long-term liabilities		2,197			—		2,197			—			2,197
Deferred income taxes		11,685			769		12,454			(769	)		11,685
Total long-term liabilities		44,725			769		45,494			14,231			59,725
Total liabilities		109,904			1,773		111,677			20,952			132,629
STOCKHOLDERS’ EQUITY
Preferred stock		1,162			—		1,162			—			1,162
Common stock		192			10		202			(10	)		192
Additional paid in capital		95,410			—		95,410			—			95,410
Preferred stock dividends		3			—		3			—			3
Retained earnings		(36,717	)		11,719		(24,998	)		(11,719	)		(36,717	)
Total stockholders’ equity		60,050			11,729		71,779			(11,729	)		60,050
Total liabilities and stockholders’ equity	$	169,954		$	13,502	$	183,456		$	9,223		$	192,679

See Notes to Unaudited Pro Forma Financial Statements

3

OMNI Energy Services Corp.

Pro Forma Condensed Combined Statement of Operations

For the year ended December 31, 2007

(Adjusted to Reflect CHI)

(In thousands, except per share data)

(unaudited)

	OMNI			CHI			Pro Forma Adjustments			Pro Forma Consolidated OMNI
Operating revenues	$	172,479		$	4,642		$	—		$	177,121
Operating expenses:
Direct costs		110,252			3,388			—			113,640
Depreciation and amortization		10,761			377			—			11,138
General and administrative expenses		28,117			487			—			28,604
Total operating expenses		149,130			4,252			—			153,382
Operating income		23,349			390			—			23,739
Interest expense		(6,936	)		(13	)		(255	)		(7,204	)
Loss on debt extinguishment		(1,100	)		—			—			(1,100	)
Other income, net		360			20			—			380
Income (loss) from before income taxes		15,673			397			(255	)		15,815
Income tax expense		(5,504	)		—			(55	)		(5,559	)
Net Income (loss)		10,169			397			(310	)		10,256
Dividends on preferred stock		(503	)		—			—			(503	)
Non-cash charge attributable to beneficial conversion feature of preferred stock		(255	)		—			—			(255	)
Net income (loss) available to common stockholders	$	9,411		$	397		$	(310	)	$	9,498
Basic income per share:
Net income available to common stockholders	$	0.52								$	0.53
Diluted income per share:
Net income available to common stockholders	$	0.40								$	0.40
Weighted average common shares outstanding:
Basic		18,077									18,077
Diluted		25,634									25,634

See Notes to Unaudited Pro Forma Financial Statements

4

OMNI Energy Services Corp.

Pro Forma Condensed Combined Statement of Operations

For the year ended December 31, 2007

(Adjusted to Reflect CHI and Cypress Energy)

(In thousands, except per share data)

(unaudited)

	Pro Forma Consolidated OMNI			Cypress Energy			Pro Forma Adjustments			Pro Forma Consolidated OMNI
Operating revenues	$	177,121		$	4,485		$	141		$	181,747
Operating expenses:
Direct costs		113,640			3,682			154			117,476
Depreciation and amortization		11,138			77			121			11,336
General and administrative expenses		28,604			166			(13	)		28,757
Total operating expenses		153,382			3,925			262			157,569
Operating income (loss)		23,739			560			(121	)		24,178
Interest expense		(7,204	)		(89	)		(9	)		(7,302	)
Loss on debt extinguishment		(1,100	)		—			—			(1,100	)
Other income (expense), net		380			(40	)		—			340
Income before income taxes		15,815			431			(130	)		16,116
Income tax expense		(5,559	)		—			(115	)		(5,674	)
Net income (loss)		10,256			431			(245	)		10,442
Dividends on preferred stock		(503	)		—			—			(503	)
Non-cash charge attributable to beneficial conversion feature of preferred stock		(255	)		—			—			(255	)
Net income (loss) available to common stockholders	$	9,498		$	431		$	(245	)	$	9,684
Basic income per share:
Net income available to common stockholders	$	0.53								$	0.54
Diluted income per share:
Net income available to common stockholders	$	0.40								$	0.41
Weighted average common shares outstanding:
Basic		18,077									18,077
Diluted		25,634									25,634

See Notes to Unaudited Pro Forma Financial Statements

5

OMNI Energy Services Corp.

Pro Forma Condensed Combined Statements of Operations

For the year ended December 31, 2007

(Adjusted to Reflect CHI, Cypress Energy and BEG)

(In thousands, except per share data)

(unaudited)

	Pro Forma Consolidated OMNI			BEG		Pro Forma Adjustments			Pro Forma Consolidated OMNI
Operating revenues	$	181,747		$	11,655	$	—		$	193,402
Operating expenses:
Direct costs		117,476			7,617		—			125,093
Depreciation and amortization		11,336			122		978			12,436
General and administrative expenses		28,757			822		—			29,579
Total operating expenses		157,569			8,561		978			167,108
Operating income (loss)		24,178			3,094		(978	)		26,294
Interest expense		(7,302	)		—		(712	)		(8,014	)
Loss on debt extinguishment		(1,100	)		—		—			(1,100	)
Other income (expense), net		340			19		—			359
Income (loss) before income taxes		16,116			3,113		(1,690	)		17,539
Income tax expense		(5,674	)		—		(548	)		(6,222	)
Net income (loss)		10,442			3,113		(2,238	)		11,317
Dividends on preferred stock		(503	)		—		—			(503	)
Non-cash charge attributable to beneficial conversion feature of preferred stock		(255	)		—		—			(255	)
Net income (loss) available to common stockholders	$	9,684		$	3,113	$	(2,238	)	$	10,559
Basic income per share:
Net income available to common stockholders	$	0.54							$	0.58
Diluted income per share:
Net income available to common stockholders	$	0.41							$	0.44
Weighted average common shares outstanding:
Basic		18,077								18,077
Diluted		25,634								25,634

See Notes to Unaudited Pro Forma Financial Statements

6

OMNI Energy Services Corp.

Pro Forma Condensed Combined Statements of Operations

For the year ended December 31, 2007

(Adjusted to Reflect CHI, Cypress Energy, BEG and ILT)

(In thousands, except per share data)

(unaudited)

	Pro Forma Consolidated OMNI				ILT			Reclassifications (a)			Pro Forma Adjustments			Pro Forma Consolidated OMNI
Operating revenues	$	193,402			$	13,829		$	—		$	—		$	207,231
Operating expenses:
Direct costs		125,093				2,898			3,433			(50	)		131,374
Depreciation and amortization		12,436				—			2,620			(732	)		14,324
Operating expense		—				6,837			(6,837	)		—			—
General and administrative expenses		29,579				—			784			(239	)		30,124
Total operating expenses		167,108				9,735			—			(1,021	)		175,822
Operating income		26,294				4,094			—			1,021			31,409
Interest expense		(8,014	)			(116	)		—			(1,231	)		(9,361	)
Loss on debt extinguishment		(1,100	)			—			—			—			(1,100	)
Other income (expense), net		359				74			—			—			433
Income before income taxes		17,539				4,052			—			(210	)		21,381
Income tax expense		(6,222	)			(1,545	)		—			65			(7,702	)
Net income		11,317				2,507			—			(145	)		13,679
Dividends on preferred stock		(503	)			—			—			—			(503	)
Non-cash charge attributable to beneficial conversion feature of preferred stock		(255	)			—			—			—			(255	)
Net income available to common stockholders	$	10,559		��	$	2,507		$	—		$	(145	)	$	12,921
Basic income per share:
Net income available to common stockholders	$	0.58												$	0.71
Diluted income per share:
Net income available to common stockholders	$	0.44												$	0.53
Weighted average common shares outstanding:
Basic		18,077													18,077
Diluted		25,634													25,634

(a) Reclassifications are presented to conform the presentation of ILT’s audited amounts to OMNI’s financial statement classifications.

See Notes to Unaudited Pro Forma Financial Statements

7

OMNI Energy Services Corp.

Pro Forma Condensed Combined Statements of Operations

For the three months ended March 31, 2008

(Adjusted to Reflect BEG)

(In thousands, except per share data)

(unaudited)

	OMNI			BEG		Pro Forma Adjustments			Pro Forma Consolidated OMNI
Operating revenues	$	40,961		$	391	$	—		$	41,352
Operating expenses:
Direct costs		29,099			276		—			29,375
Depreciation and amortization		2,814			4		41			2,859
General and administrative expenses		8,778			23		—			8,801
Total operating expenses		40,691			303		41			41,035
Operating income (loss)		270			88		(41	)		317
Interest expense		(1,990	)		—		(30	)		(2,020	)
Other expense, net		(246	)		—		—			(246	)
Income (loss) before income taxes		(1,966	)		88		(71	)		(1,949	)
Income tax (expense) benefit		562			—		(7	)		555
Net income (loss)		(1,404	)		88		(78	)		(1,394	)
Dividends on preferred stock		(123	)		—		—			(123	)
Net income (loss) available to common stockholders	$	(1,527	)	$	88	$	(78	)	$	(1,517	)
Basic loss per share:
Net loss available to common stockholders	$	(0.08	)						$	(0.08	)
Diluted loss per share:
Net loss available to common stockholders	$	(0.08	)						$	(0.08	)
Weighted average common shares outstanding:
Basic		19,070								19,070
Diluted		19,070								19,070

See Notes to Unaudited Pro Forma Financial Statements

8

OMNI Energy Services Corp.

Pro Forma Condensed Combined Statements of Operations

For the three months ended March 31, 2008

(Adjusted to Reflect BEG and ILT)

(In thousands, except per share data)

(unaudited)

	Pro Forma Consolidated OMNI			ILT		Pro Forma Adjustments			Pro Forma Consolidated OMNI
Operating revenues	$	41,352		$	2,984	$	—		$	44,336
Operating expenses:
Direct costs		29,375			1,724		(300	)		30,799
Depreciation and amortization		2,859			—		474			3,333
General and administrative expenses		8,801			237		(106	)		8,932
Total operating expenses		41,035			1,961		68			43,064
Operating income (loss)		317			1,023		(68	)		1,272
Interest expense		(2,020	)		—		(308	)		(2,328	)
Other income (expense), net		(246	)		34		—			(212	)
Income (loss) before income taxes		(1,949	)		1,057		(376	)		(1,268	)
Income tax (expense) benefit		555			8		(270	)		293
Net income (loss)		(1,394	)		1,065		(646	)		(975	)
Dividends on preferred stock		(123	)		—		—			(123	)
Net income (loss) available to common stockholders	$	(1,517	)	$	1,065	$	(646	)	$	(1,098	)
Basic loss per share:
Net loss available to common stockholders	$	(0.08	)						$	(0.06	)
Diluted loss per share:
Net loss available to common stockholders	$	(0.08	)						$	(0.06	)
Weighted average common shares outstanding:
Basic		19,070								19,070
Diluted		19,070								19,070

See Notes to Unaudited Pro Forma Financial Statements

9

NOTES TO UNAUDITED PRO FORMA FINANCIAL STATEMENTS

Basis of Presentation

The combination will be accounted for using purchase method of accounting and amounts paid in excess of the fair values of assets acquired and liabilities assumed are recorded as goodwill. The Unaudited Pro Forma Condensed Combined Statements of Operations for the periods presented are comprised of OMNI Energy Services Corp. and Subsidiaries (“OMNI”) and the acquisitions of CHI, Cypress Energy, BEG and ILT as if these acquisitions occurred on January 1, 2007. The Pro Forma Condensed Combined Balance Sheet was prepared as if the acquisition of ILT occurred on March 31, 2008. Originally certain assets of Cypress Energy were purchased effective February 16, 2007 and CHI was acquired effective March 2, 2007. Certain assets of BEG were acquired on January 18, 2008. ILT was acquired effective April 23, 2008. Accordingly, the operations of Cypress Energy for periods subsequent to February 12, 2007, the operations of CHI for periods subsequent to March 1, 2007 and the operations of BEG subsequent to January 18, 2008 are included within the operations of OMNI.

Total consideration for the purchase of BEG is comprised of cash and debt in exchange for certain assets and liabilities. In addition, at the time of closing, BEG was required to have on hand working capital in excess of $1.75 million. Working capital is defined as cash and accounts receivable less accounts payable. The following is a summary of the purchase price consideration to acquire BEG (in thousands):

Cash paid at closing to selling owners	$	7,450
Amount held in escrow pending final reconciliation		500
Notes payable to former owners		4,000
	$	11,950

The allocation of the purchase price is based upon an assessment of the fair value of the assets and liabilities of BEG at January 18, 2008 which is as follows (in thousands):

Current assets	$	2,514
Fixed assets		4,540
Other assets, including customer intangibles		5,424
Assumption of operating payables		(528	)
	$	11,950

Management is in the process of completing an independent valuation study by a reputable third party valuation firm. Upon finalization of the allocation of the purchase price to the assets and liabilities acquired, goodwill may be adjusted.

Certain reclassifications have been made to the financial statements of BEG to conform to OMNI’s method of presentation. The reclassifications had no effect on net income.

Total consideration for the purchase of ILT is comprised of cash and debt in exchange for all of the outstanding common stock. In addition, at the time of closing, ILT was required to have on hand working capital in excess of $1.5 million. Working capital is defined as cash, accounts receivable and certain inventory items less accounts payable and accrued expenses. The following is a summary of the purchase price consideration to acquire ILT (in thousands):

Cash paid at closing to selling owners	$	16,250
Notes payable to former owners		4,000
	$	20,250

The allocation of the purchase price is based upon an assessment of the fair value of the assets and liabilities of ILT at April 23, 2008 which is as follows (in thousands):

Current assets	$	4,638
Fixed assets		17,027
Other assets, including customer intangibles		1,060
Assumption of operating payables		(2,475	)
	$	20,250

Management is in the process of completing an independent valuation study by a reputable third party valuation firm. Upon finalization of the allocation of the purchase price to the assets and liabilities acquired, goodwill may be adjusted.

Certain reclassifications have been made to the financial statements of ILT to conform to OMNI’s method of presentation. The reclassifications had no effect on net income.

10

The following are footnotes to the Unaudited Pro Forma Condensed Balance Sheet as of March 31, 2008 to reflect the acquisition of ILT (in thousands, except share amounts):

Sale of real estate
As a condition of the acquisition, certain real estate will be sold to ILT stockholders immediately upon closing. A pro forma adjustment is required as follows:
Increase in Cash and Cash Equivalents	$	249
Reduction of Property, plant and equipment	$	(249	)
Allocation of purchase price to non-current assets
As a result of the acquisition, allocation of the purchase price to non-current assets is required. Based upon management’s estimates, the allocation to non-current assets requires the following pro forma adjustments:
Increase in intangibles	$	1,060
Increase in fixed assets		1,997
Removal of prior accumulated depreciation of ILT		7,025
	$	(10,082	)
Debt incurred as a result of the acquisition
As a result of the acquisition, it is anticipated that funds will be borrowed from various sources. Pro forma adjustments are required as follows:
Increase in long-term debt—Term — acquisition component	$	16,250
Increase in long-term debt—buyer promissory notes		4,000
	$	20,250
Increase in revolver related to anticipated excess working capital payment
As a result of the acquisition, it is anticipated an excess working capital payment will be due. A pro forma adjustment is required as follows:
Increase in revolver	$	2,330
Payment of debt of ILT
Upon closing of the acquisition, OMNI paid off ILT’s debt to financial institutions. It is anticipated that the funds received as cash in the acquisition will be used to pay off the financial institution debt. A pro forma adjustment is required as follows:
Reduction in debt	$	(859	)
Reduction in cash and cash equivalents	$	(859	)
Reduction in Other long-term liabilities
As a result of the acquisition, the deferred income tax credit included on the balance sheet of ILT will be removed by virtue of the offset with OMNI’s net operating loss carryforward. A pro forma adjustment is required as follows:
Reduction in deferred income tax liability	$	(769	)
Decrease in Common Stock and Retained Earnings
At closing, the capital structure of ILT will be eliminated. Pro forma adjustments are required as follows:
Decrease in common stock (at par)	$	(10	)
Decrease in retained earnings		(11,719	)
	$	(11,729	)

11

The following are footnotes to the Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended December 31, 2007 (in thousands):

CHI
Due to the fact that CHI was purchased effective March 2, 2007, the following pro forma adjustments are for the period January 1, 2007 through March 1, 2007.
Interest expense
Net increase in interest expense based upon a total borrowing of $23,000 to fund the acquisition of CHI at interest rates ranging from 5% to 7.32%			$	255
Income Taxes
Adjustment of income taxes to estimated amount (38.5% of income before income taxes) at December 31, 2007			$	55
Cypress Energy
Due to the fact that Cypress Energy was purchased effective February 16, 2007, the following pro forma adjustments are for the period January 1, 2007 through February 15, 2007.
Operating revenues
A reclassification between direct costs and revenues is required (as follows):
Net increase in operating revenues to reclassify amounts originally recorded as a reduction of direct costs			$	141
Net increase in direct costs to offset revenues originally recorded as a reduction of direct costs			$	141
Depreciation and amortization
Net increase in depreciation expense related to the acquisition of equipment with an estimated fair market value of $4,326 depreciated over various useful lives	$	79
Net increase in amortization expense related to the acquisition of amortizable intangible assets with an estimated fair market value of $5,724 amortized over various useful lives		51	$	130
Reclassification
A reclassification between amortization and interest expense is required to properly reflect comparisons between periods:
Decrease in amortization expense			$	(8	)
Increase in interest expense			$	8
General and administrative expense
A reclassification between direct costs and general and administrative expenses following the acquisition (as follows):
Increase in direct costs			$	13
Reduction in general and administrative costs			$	(13	)
Interest expense
Net increase in interest expense based upon a total borrowing of $10,050 to fund the acquisition of Cypress Energy at interest rates ranging from 5% to 7.32%			$	1
Income taxes
Adjustment of income taxes to estimated amount (38.5% of income before income taxes) at December 31, 2007			$	115

12

BEG
Due to the fact that certain assets of BEG were purchased January 18, 2008, the following pro forma adjustments are for the entire year ended December 31, 2007.
Depreciation and amortization
Net increase in depreciation expense related to the acquisition of equipment with an estimated fair market value of $4,540 depreciated over various useful lives	$	178
Net increase in amortization expense related to the acquisition of amortizable intangible assets an estimated fair market value of $5,424 amortized over various useful lives		800		$	978
Interest expense
Net increase in interest expense based upon a total borrowing of $11,750 to fund the acquisition of BEG at interest rates ranging from 5% to 7.32%				$	712
Income taxes
Adjustment of income taxes to estimated amount (38.5% of income before income taxes) at December 31, 2007				$	548
BEG
Due to the fact that certain assets of BEG were purchased effective January 18, 2008, the following pro forma adjustments are for the period from January 1, 2007 through January 17, 2008.
Depreciation and amortization
Net increase in depreciation expense related to the acquisition of equipment with an estimated fair market value of $4,540 depreciated over various useful lives	$	8
Net increase in amortization expense related to the acquisition of amortizable intangible assets with an estimated fair market value of $5,424 amortized over various useful lives		33		$	41
Interest expense
Net increase in interest expense based upon a total borrowing of $11,750 to fund the acquisition of CHI at interest rates ranging from 5% to 7.32%				$	30
Income taxes
Adjustment of income taxes to estimated amount (38.5% of income before income taxes) at March 31, 2008				$	7
ILT
Due to the fact that the common stock of ILT was purchased effective April 23, 2008, the following pro forma adjustments are for the entire year ended December 31, 2007.
Direct costs
Decrease in rent expense as a result of a new lease on the company’s facility				$	(50	)
Depreciation and amortization
Net decrease in depreciation expense related to the acquisition of equipment with an estimated fair market value of $17,028 depreciated over various useful lives	$	(838	)
Net increase in amortization expense related to the acquisition of amortizable intangible assets with an estimated fair market value of $1,060 amortized over various useful lives		106		$	(732	)
General and administrative expense
Reduction in general and administrative expenses following the acquisition (as follows):
Reduction in salaries of employees adjusted by employment agreement after the acquisition				$	(239	)
Interest expense
Net increase in interest expense based upon a total borrowing of $19,950 to fund the acquisition of ILT at interest rates ranging from 5% to 6.50%				$	1,231
Income taxes
Adjustment of income taxes to estimated amount (38.5% of income before income taxes) at December 31, 2007				$	(65	)
The following are footnotes to the Unaudited Pro Forma Condensed Combined Statement of Operations for the three months ended March 31, 2008 (in thousands):

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ILT
Due to the fact that the common stock of ILT was purchased effective April 23, 2008, the following pro forma adjustments are for the period from January 1, 2008 through March 31, 2008.
Direct costs
A reclassification between direct costs and revenues is required (as follows):
Reduction due to non-recurring bonus paid during the period			$	(300	)
Depreciation and amortization
Net increase in depreciation expense related to the acquisition of equipment with an estimated fair market value of $17,028 depreciated over various useful lives	$	447
Net increase in amortization expense related to the acquisition of amortizable intangible assets an estimated fair market value of $1,060 amortized over various useful lives		27	$	474
General and administrative expense
Reduction in general and administrative expenses following the acquisition (as follows):
Reduction in salaries of employees adjusted by employment agreement after the acquisition			$	(106	)
Interest expense
Net increase in interest expense based upon a total borrowing of $19,950 to fund the acquisition of ILT at interest rates ranging from 5% to 6.50%			$	308
Income taxes
Adjustment of income taxes to estimated amount (38.5% of income before income taxes) at March 31, 2008			$	270

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