Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DELMORE PAUL J
  2. Issuer Name and Ticker or Trading Symbol
INFINITE GROUP INC [IMCI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O INFINITE GROUP, INC., 60 OFFICE PARK WAY
3. Date of Earliest Transaction (Month/Day/Year)
02/28/2006
(Street)

PITTSFORD, NY 14534
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/08/2008   S   780,000 D $ 0.05 3,840,000 (1) I By Upstate Holding Group, LLC (2)
Common Stock               7,000 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-qualified Stock Option $ 0.1             04/30/2003 04/29/2013 Common Stock 7,500   7,500 D  
Non-qualified Stock Option $ 0.1             03/09/2005 03/08/2015 Common Stock 50,000   50,000 D  
Non-qualified Stock Option $ 0.51             08/24/2007(3) 08/23/2017 Common Stock 25,000   25,000 D  
Non-qualified Stock Option $ 0.33 02/28/2006   A   5,000   02/28/2008 02/27/2016 Common Stock 5,000 (4) 5,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DELMORE PAUL J
C/O INFINITE GROUP, INC.
60 OFFICE PARK WAY
PITTSFORD, NY 14534
  X   X    
UPSTATE HOLDING GROUP, LLC
C/O INFINITE GROUP, INC.
60 OFFICE PARK WAY
PITTSFORD, NY 14534
    X    

Signatures

 Paul J. Delmore, Individually   05/09/2008
**Signature of Reporting Person Date

 Paul J. Delmore, Managing Member of Upstate Holding Group, LLC   05/09/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This amount has been reduced by 7,000 shares to correct an overstatement of that amount on the reporting person's Form 5 filed on 1/2/08.
(2) These securities are owned indirectly by Paul Delmore as the sole member of Upstate Holding Group, LLC.
(3) The options are exercisable to purchase one-third of the shares immediately on 8/24/07, the date of grant, and to purchase an additional one-third of the shares on each of the 1st and 2nd anniversaries of the date of grant.
(4) Not applicable.

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