U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB
                        [X] QUARTERLY REPORT PURSUANT TO
                           SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended December 31, 2006

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
             For the transition period from _________ to __________


                             INTERNET INFINITY, INC.
             (Exact name of registrant as specified in its charter)

                           Commission File No. 0-27633

                         State of Incorporation: Nevada
                      IRS Employer I.D. Number: 95-4679342


                                413 Avenue G, # 1
                         Redondo Beach, California 90277
                             Telephone 310-318-2244
--------------------------------------------------------------------------------
             (Address and telephone number of registrant's principal
               executive offices and principal place of business)

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past twelve  months (or for
such shorter period that the registrant was required to file such reports),  and
(2) has been subject to such filing  requirements  for the past 90 days.
                                 Yes [X] No [ ]

     As of February 8, 2007,  there were 28,718,780  shares of the  Registrant's
Common Stock, par value $0.001 per share, outstanding.

     Indicate  by check mark  whether  the  registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]

     Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]

<PAGE>

                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----

PART I - FINANCIAL INFORMATION                                                 3

Item 1.  Financial Statements                                                  3

Item 2.  Management's Discussion and Analysis or Plan of Operation            14

Item 3.  Controls and Procedures                                              16

PART II - OTHER INFORMATION                                                   16

Item 1.  Legal Proceedings                                                    16

Item 2.  Unregistered Sales of Equity Securities                              16

Item 3.  Defaults Upon Senior Securities                                      16

Item 4.  Submission of Matters to a Vote of Security Holders                  16

Item 5.  Other Information                                                    16

Item 6.  Exhibits and Reports on Form 8-K                                     17

SIGNATURES                                                                    19












                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

                                                                            Page
                                                                            ----

     Balance Sheet (Unaudited) at December 31, 2006                            4
     Statements of Operations (Unaudited)
              for the Three Month and Nine Month Periods Ended
              December 31, 2006 and 2005                                       5
     Statements of Cash Flows (Unaudited) for the
              Nine Month Periods Ended December 31, 2006 and 2005              6
     Notes to Unaudited Financial Statements                                   7




















                                       3
<PAGE>

                             INTERNET INFINITY, INC.
                                  BALANCE SHEET
                                December 31, 2006
                                   (Unaudited)

                                     ASSETS
                                     ------

CURRENT ASSETS:
            Cash & cash equivalents                                $     5,505

                                                                   -----------
TOTAL ASSETS                                                       $     5,505
                                                                   ===========

                      LIABILITIES AND STOCKHOLDERS' DEFICIT
                      -------------------------------------

CURRENT LIABILITIES:
            Accounts payable & accrued expenses                    $   126,491
            Note payable                                                27,000
            Note payable - related parties                             288,803
            Due to officer                                             161,516
            Due to related party                                        77,485
                                                                   -----------
                     Total current liabilities                         681,295
                                                                   -----------

STOCKHOLDERS' DEFICIT
            Preferred stock, $.001 par value; 20,000,000 shares
            authorized, none outstanding                                  --
            Common stock, $.001 par value; 100,000,000 shares
            authorized, 28,718,780 outstanding                          28,719
            Additional paid in capital                                 975,451
            Accumulated deficit                                     (1,679,959)
                                                                   -----------
                     Total stockholders' deficit                      (675,790)

                                                                   -----------
                     Total liabilities and stockholders' deficit   $     5,505
                                                                   ===========








              The accompanying notes are an integral part of these
                         unaudited financial statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>

                             INTERNET INFINITY, INC.
                            STATEMENTS OF OPERATIONS
   FOR THE THREE MONTH AND NINE MONTH PERIODS ENDED DECEMBER 31, 2006 AND 2005
                                   (Unaudited)

                                                        Three Month Periods Ended       Nine Month Periods Ended
                                                               December 31,                    December 31,
                                                           2006            2005            2006            2005
                                                       ------------    ------------    ------------    ------------
<S>                                                    <C>             <C>             <C>             <C>
Net revenues                                           $      1,116    $     11,344           5,411          31,794

Cost of sales                                                   893           6,172           4,329          13,872
                                                       ------------    ------------    ------------    ------------
           Gross profit                                         223           5,173           1,082          17,922
                                                       ------------    ------------    ------------    ------------

Operating expenses
           Professional fees                                  6,998           7,495          19,831          24,771
           Salaries and related expenses                      7,663           7,663          22,989          22,989
           Consulting fees to related party                    --             9,000            --             9,000
           Other                                              5,147           4,447          14,404          15,234
                                                       ------------    ------------    ------------    ------------
                    Total operating expenses                 19,809          28,605          57,223          71,994

                                                       ------------    ------------    ------------    ------------
Loss from operations                                        (19,585)        (23,432)        (56,141)        (54,072)

Non-operating income (expense):
           Interest expense                                 (12,119)        (10,937)        (35,852)        (31,732)
           Gain on settlement of debts-related party           --              --              --            90,426
                                                       ------------    ------------    ------------    ------------
                    Total other income (expense)            (12,119)        (10,937)        (35,852)         58,694

                                                       ------------    ------------    ------------    ------------
Income (loss) before income taxes                           (31,704)        (34,369)        (91,993)          4,623

Provision for income taxes                                      800            --               800             800

                                                       ------------    ------------    ------------    ------------
Net income (loss)                                      $    (32,504)   $    (34,369)   $    (92,793)          3,823
                                                       ============    ============    ============    ============

Basic & diluted weighted average number of
                                                       ------------    ------------    ------------    ------------
    common stock outstanding                             18,936,171      18,718,780      18,791,773      18,718,780
                                                       ============    ============    ============    ============

                                                       ------------    ------------    ------------    ------------
Basic & diluted net income (loss) per share            $      (0.00)   $      (0.00)          (0.00)           0.00
                                                       ============    ============    ============    ============

Weighted average of diluted shares has not been calculated since there are no dilutive securities
</TABLE>




              The accompanying notes are an integral part of these
                         unaudited financial statements.

                                       5
<PAGE>
<TABLE>
<CAPTION>

                             INTERNET INFINITY, INC.
                            STATEMENTS OF CASH FLOWS
   FOR THE THREE MONTH AND NINE MONTH PERIODS ENDED DECEMBER 31, 2006 AND 2005
                                   (Unaudited)

                                                                                              2006         2005
                                                                                           ---------    ---------
<S>                                                                                        <C>          <C>
 CASH FLOWS FROM OPERATING ACTIVITIES:
          Net income (loss)                                                                $ (92,793)   $   3,823
          Adjustments to reconcile net income (loss) to net cash provided by (used in)
          operating activities:
                Related party note payable issued for consulting fees and office expense        --         12,600
                Decrease in accounts payable and accrued expenses                              4,518        3,943
                Increase (decrease) in accounts payable-related party                         54,558      (77,386)

                                                                                           ---------    ---------
          Net cash used in operating activities                                              (33,717)     (57,020)
                                                                                           ---------    ---------

 CASH FLOWS FROM FINANCING ACTIVITIES:
                Stock issued for cash                                                         22,000         --
                Increase in due to officer                                                    15,997       59,411
                                                                                           ---------    ---------
          Net cash provided by financing activities                                           37,997       59,411
                                                                                           ---------    ---------

 NET INCREASE IN CASH & CASH EQUIVALENTS                                                       4,280        2,391

 CASH & CASH EQUIVALENTS, BEGINNING BALANCE                                                    1,225          399
                                                                                           ---------    ---------

 CASH & CASH EQUIVALENTS, ENDING BALANCE                                                   $   5,505    $   2,790
                                                                                           =========    =========

SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION:

          Interest paid during the period                                                  $    --      $  27,000
                                                                                           =========    =========

          Taxes paid during the period                                                     $    --      $    --
                                                                                           =========    =========

          Stock issued for debt conversion                                                 $ 228,000    $    --
                                                                                           =========    =========
</TABLE>








              The accompanying notes are an integral part of these
                         unaudited financial statements.

                                       6
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE 1    ORGANIZATION

Internet Infinity,  Inc. (III or "the Company") was incorporated in the State of
Delaware  on  October  27,  1995.  III is in the  business  of  distribution  of
electronic media replication  services and the creation of replication  masters.
The Company was re-incorporated in Nevada on December 17, 2004.

NOTE 2    BASIS OF PRESENTATION AND BUSINESS

The accompanying  financial  statements have been prepared by Internet  Infinity
Inc. (the Company),  without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial  statements prepared in accordance with generally
accepted  accounting  principles have been condensed or omitted pursuant to such
rules and  regulations,  although  the  Company  believes  that the  disclosures
included herein are adequate to make the  information  presented not misleading.
The unaudited financial  statements reflect all adjustments,  consisting only of
normal recurring adjustments, which are, in the opinion of management, necessary
to fairly state the financial  position as of December 31, 2006, and the results
of operations and cash flows for the related  interim periods ended December 31,
2006 and 2005. The results of operations for the for the nine month period ended
December 31, 2006,  are not  necessarily  indicative  of the results that may be
expected for the year ended March 31, 2007, or any other period.

The  accounting  policies  followed  by the Company  and other  information  are
contained in the notes to the Company's financial  statements filed on March 31,
2006, as part of the  Company's  annual  report on Form 10-KSB.  This  quarterly
report should be read in conjunction with such annual report.

Changes in Reporting Entity

Through December 31, 2004, the financial statements of the Company were combined
with Morris and Associates,  Inc. (M&A) and Electronic Media Central Corporation
(EMC)  because each company was owned  beneficially  by identical  stockholders.
Effective  March 31, 2005,  the  financial  statements  of the Company are being
presented on a stand alone basis as the Company has determined that the criteria
for combination  does no longer exist.  The financial  statements for the period
ended December 31, 2006 and 2005 are for III only.

Use of estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.


                                       7
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


Reclassifications

Certain  comparative  amounts have been reclassified to conform with the current
year's presentation.

Recent Pronouncements

In February  2006,  FASB issued SFAS No.  155,  "Accounting  for Certain  Hybrid
Financial  Instruments".  SFAS  No.  155  amends  SFAS No 133,  "Accounting  for
Derivative  Instruments and Hedging  Activities",  and SFAS No. 140, "Accounting
for  Transfers  and  Servicing  of  Financial  Assets  and   Extinguishments  of
Liabilities".  SFAS No. 155,  permits  fair value  remeasurement  for any hybrid
financial  instrument that contains an embedded  derivative that otherwise would
require  bifurcation,  clarifies which  interest-only  strips and principal-only
strips are not  subject  to the  requirements  of SFAS No.  133,  establishes  a
requirement  to evaluate  interest in securitized  financial  assets to identify
interests  that  are  freestanding  derivatives  or that  are  hybrid  financial
instruments that contain an embedded derivative requiring bifurcation, clarifies
that concentrations of credit risk in the form of subordination are not embedded
derivatives,  and  amends  SFAS No.  140 to  eliminate  the  prohibition  on the
qualifying special-purpose entity from holding a derivative financial instrument
that pertains to a beneficial  interest other than another derivative  financial
instrument.  This statement is effective for all financial  instruments acquired
or issued  after the  beginning of the  Company's  first fiscal year that begins
after September 15, 2006. SFAS No. 155 is not expected to have a material effect
on the financial position or results of operations of the Company.

In March 2006 FASB issued  SFAS 156,  "Accounting  for  Servicing  of  Financial
Assets." This Statement amends FASB Statement No. 140, "Accounting for Transfers
and Servicing of Financial  Assets and  Extinguishments  of  Liabilities,"  with
respect  to the  accounting  for  separately  recognized  servicing  assets  and
servicing liabilities. This Statement:

     1.   Requires  an  entity  to  recognize  a  servicing  asset or  servicing
          liability each time it undertakes an obligation to service a financial
          asset by entering into a servicing contract.
     2.   Requires all  separately  recognized  servicing  assets and  servicing
          liabilities to be initially measured at fair value, if practicable.
     3.   Permits  an entity  to choose  `Amortization  method'  or `Fair  value
          measurement method' for each class of separately  recognized servicing
          assets and servicing liabilities.
     4.   At its  initial  adoption,  permits  a  one-time  reclassification  of
          available-for-sale  securities to trading  securities by entities with
          recognized  servicing  rights,   without  calling  into  question  the
          treatment of other available-for-sale  securities under Statement 115,
          provided that the available-for-sale securities are identified in some
          manner as offsetting the entity's exposure to changes in fair value of
          servicing  assets or servicing  liabilities  that a servicer elects to
          subsequently measure at fair value.


                                       8
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


     5.   Requires  separate  presentation  of  servicing  assets and  servicing
          liabilities  subsequently  measured at fair value in the Balance Sheet
          and additional  disclosures  for all separately  recognized  servicing
          assets and servicing liabilities.

This  Statement is effective as of the beginning of the  Company's  first fiscal
year that  begins  after  September  15,  2006.  Management  believes  that this
statement will not have a significant impact on the financial statements.

In  September  2006,  FASB  issued  SFAS 157  `Fair  Value  Measurements'.  This
Statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles  (GAAP),  and expands  disclosures
about fair value  measurements.  This Statement  applies under other  accounting
pronouncements that require or permit fair value measurements,  the Board having
previously  concluded in those accounting  pronouncements that fair value is the
relevant measurement attribute. Accordingly, this Statement does not require any
new fair value measurements. However, for some entities, the application of this
Statement  will  change  current  practice.  This  Statement  is  effective  for
financial  statements issued for fiscal years beginning after November 15, 2007,
and  interim  periods  within  those  fiscal  years.   Management  is  currently
evaluating the effect of this pronouncement on financial statements.

In  September  2006,  FASB issued SFAS 158  `Employers'  Accounting  for Defined
Benefit Pension and Other Postretirement  Plans--an amendment of FASB Statements
No. 87, 88, 106,  and 132(R)' This  Statement  improves  financial  reporting by
requiring an employer to recognize  the  overfunded or  underfunded  status of a
defined  benefit  postretirement  plan (other than a  multiemployer  plan) as an
asset or  liability  in its  statement  of  financial  position and to recognize
changes in that  funded  status in the year in which the changes  occur  through
comprehensive  income of a business entity or changes in unrestricted net assets
of  a  not-for-profit  organization.  This  Statement  also  improves  financial
reporting by requiring an employer to measure the funded  status of a plan as of
the  date  of  its  year-end  statement  of  financial  position,  with  limited
exceptions.  An employer with publicly  traded equity  securities is required to
initially  recognize the funded status of a defined benefit  postretirement plan
and to provide the required  disclosures as of the end of the fiscal year ending
after December 15, 2006. An employer without  publicly traded equity  securities
is required to recognize the funded status of a defined  benefit  postretirement
plan and to provide the  required  disclosures  as of the end of the fiscal year
ending after June 15, 2007.  However, an employer without publicly traded equity
securities  is required to disclose the  following  information  in the notes to
financial  statements  for a fiscal year ending after  December  15,  2006,  but
before June 16, 2007,  unless it has applied the recognition  provisions of this
Statement in preparing those financial statements:

     a.   A brief description of the provisions of this Statement

     b.   The date that adoption is required

     c.   The date the employer  plans to adopt the  recognition  provisions  of
          this Statement, if earlier.


                                       9
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


The requirement to measure plan assets and benefit obligations as of the date of
the employer's fiscal year-end  statement of financial position is effective for
fiscal years ending after December 15, 2008.  Management is currently evaluating
the effect of this pronouncement on financial statements.

In July 2006,  the FASB  released FASB  Interpretation  No. 48,  Accounting  for
Uncertainty in Income Taxes,  an  interpretation  of FASB Statement No. 109 (FIN
48). FIN 48 clarifies the accounting and reporting for  uncertainties  in income
tax law. This interpretation  prescribes a comprehensive model for the financial
statement recognition, measurement, presentation and disclosure of uncertain tax
positions taken or expected to be taken in income tax returns. This statement is
effective  for fiscal years  beginning  after  December 15, 2006.  Management is
currently  in the process of  evaluating  the  expected  effect of FIN 48 on our
results of operations and financial position.

NOTE 3    UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

The Company's  financial  statements are prepared  using the generally  accepted
accounting  principles  applicable to a going concern,  which  contemplates  the
realization  of assets and  liquidation  of  liabilities in the normal course of
business.  However,  the  Company  has  incurred  significant  losses and has an
accumulated  deficit of $1,679,959  at December 31, 2006.  The Company has a net
loss of $92,793 for the nine month period ended December 31, 2006.

In view of the matters described above, recoverability of a major portion of the
recorded  asset amounts shown in the  accompanying  balance  sheets is dependent
upon  continued  operations of the Company,  which in turn is dependent upon the
Company's ability to raise additional  capital,  obtain financing and to succeed
in  its  future  operations.   The  financial  statements  do  not  include  any
adjustments  relating to the recoverability and classification of recorded asset
amounts or amounts and  classification  of  liabilities  that might be necessary
should the Company be unable to continue as a going concern.

Management  has taken the following  steps to revise its operating and financial
requirements,  which it believes are  sufficient to provide the Company with the
ability  to  continue  as a going  concern.  The  Company is  actively  pursuing
additional funding and potential merger or acquisition  candidates and strategic
partners, which would enhance stockholders' investment. Management believes that
the above actions will allow the Company to continue operations through the next
fiscal year.

NOTE 4    ACCRUED EXPENSES

Accrued expenses consist of the following at December 31, 2006:


                                       10
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


          Accrued taxes                            $    2,400
          Accrued interest                             98,779
          Accrued legal and accounting                  3,500
          Accounts Payable                             21,812
                                                   ----------

                                                   $  126,491
                                                   ==========

NOTE 5    NOTES PAYABLE

Five notes payable with various unrelated individuals.  The notes
are due upon 90 days  written  notice from the  individuals.  The
notes are unsecured, with interest ranging from 6% to 12% payable
quarterly.  The notes have been outstanding since 1990.  Interest
expense for the three month periods  ended  December 31, 2006 and
2005 was $660 and $660.                                                  $27,000
                                                                         =======

NOTE 6    RELATED ENTITIES TRANSACTIONS

George Morris is chief financial  officer,  vice president,  the chairman of the
Board of directors of the Company and the controlling shareholder of the Company
and its  related  parties  through his  beneficial  ownership  of the  following
percentages of the outstanding voting shares of the related parties:

          Internet Infinity, Inc. (The Company)                      85.06%
          Morris & Associates, Inc.                                  71.30%
          Electronic Media Central Corporation                       82.87%
          Apple Realty, Inc.                                        100.00%
          L&M Media, Inc.                                           100.00%

On December 29, 2006,  the company issued  10,000,000  shares of common stock to
L&M Media,  Inc.  c/o  George  Morris for  $28,000  cash and a $222,000  of debt
reduction  owed to George  Morris.  The stock was issued at the  current  market
price for a total price of $250,000.

The  Company  has notes  payable to  related  parties on  December  31,  2006 as
follows:

     Notes payable to:

          Anna Moras  (mother of George  Morris),  with interest at 6%
          per annum, due upon 90 days written notice. Interest expense
          for the  quarter  ended  December  31, 2006 and 2005 on this
          note are $433 and $408  respectively.  Interest  expense for
          the nine  months  ended  December  31, 2006 and 2005 on this
          note are $1,279 and $1,205 respectively.
                                                                        $ 14,652


                                       11
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


          Apple Realty,  Inc.  (related  through a common  controlling
          shareholder), secured by assets of the Company, past due and
          payable upon demand.  Interest accrues at 6% per annum. This
          note  is in  connection  with  consulting  fees  and  office
          expenses owed. Interest expense on this note for the quarter
          ended  December  31,  2006 and 2005 are  $4,627  and  $4,244
          respectively.  Interest  expense  on this  note for the nine
          months  ended  December  31,  2006 and 2005 are  $13,624 and
          $12,474 respectively.                                          238,396

          L&M  Media,  Inc.  (related  through  a  common  controlling
          shareholder)  - Accounts  payable for  purchases,  converted
          into a note during the three month period ended December 31,
          2006.  The note is due on  demand,  unsecured  and  interest
          accrues at 6% per annum.  Interest  expense on this note for
          the quarter  ended  December  31, 2006 and 2005 are $651 and
          $613  respectively.  Interest  expense  on this note for the
          nine months ended  December 31, 2006 and 2005 are $1,974 and
          $1,812 respectively.
                                                                          35,755

                                                                         -------
          Total notes payable - related parties                         $288,803
                                                                        ========

The Company  utilizes  office space,  telephone and utilities  provided by Apple
Realty, Inc. at estimated fair market values, as follows:

                                                       Monthly        Annually
                                                       -------        --------
           Rent                                            $100          $1,200
           Telephone                                        100           1,200
           Utilities                                        100           1,200
           Office Expense                                   100           1,200
                                                      ----------    ------------
                                                           $400          $4,800
                                                      ==========    ============

The Company has a month-to-month  agreement with Apple Realty,  Inc. for a total
monthly fee of $400 for the above expenses.

The  Company  has a payable to officer of  $76,473 as of  December  31,  2006 as
follows:

          Unsecured miscellaneous payables upon demand to the chairman
          with interest at 6% per annum, with monthly  installments of
          $3,000 beginning June 30, 2000.

                                                                        $ 63,433
                 Less Current Portion                                     63,433
                                                                      ----------
                 Long-Term Portion                                      $   --
                                                                      ==========


                                       12
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


Due to officer are as follows:

                    As of December 31, 2006     Classification          Amount
                    -----------------------     --------------          ------

               Interest payable                    Current             $ 21,609
               Officer draw/payable                Current               76,473
               Note payable                        Current               63,433
                                                                     -----------

                                                                       $161,516
                                                                     ===========

Interest charged to expenses for the three month periods ended December 31, 2006
and 2005,  on the above note were  $5,479  and  $5,012,  respectively.  Interest
charged to expenses for the nine month periods ended December 31, 2006 and 2005,
on the above note were $16,777 and $14,259, respectively.

The Company has a payable to Electronic  Media Central  Corporation and Morris &
Associates,  Inc.,  parties  related through a common  controlling  shareholder,
amounting to $77,485 as of December 31, 2006. The amounts are temporary loans in
the normal course of business, interest free, unsecured and due on demand.

The Company settled a balance due to a party related through common  shareholder
and  officer  of the  Company  amounting  $90,426  and  recognized  a gain  from
settlement  for the same amount during the nine month period ended  December 31,
2006.

NOTE 7    CONCENTRATIONS OF CREDIT RISK

For the three month  period ended  December 31, 2006 and 2005,  revenue from one
customer represents 67% and 100% of the Company's total revenue.

For the three month period ended December 31, 2006 and 2005, the Company has one
vendor who represents 100% of total purchases.





                                       13
<PAGE>

Item 2.   Management's Discussion and Analysis or Plan of Operation

     The following  discussion and analysis  should be read in conjunction  with
the financial  statements and the accompanying notes thereto for the three-month
period ended December 31, 2006 and is qualified in its entirety by the foregoing
and by more detailed financial  information  appearing  elsewhere.  See "Item 1.
Financial Statements." The discussion includes management's expectations for the
future.

Results of  Operations - Third  Quarter  ("Q3") of Fiscal 2007 Compared to Third
Quarter ("Q3") of Fiscal 2006

Sales

     Internet  Infinity  revenues  for Q3 2007  were  $1,116  as  compared  with
revenues of $11,344 in Q3 2006.  This 90% decrease in sales is attributable to a
large drop in sales  activity  for  mastering  electronic  media due to a market
shift to the online Internet delivery of information.

Cost of Sales - Gross Margin

     Our cost of sales  was $893 for Q3 2007  (80% of  sales),  as  compared  to
$6,172 for Q3 2006 (54% of sales). This increase in the percentage cost of sales
and  reduction in margin  reflects an  adjustment  in the cost of DVD  mastering
provided  by outside  vendors  without the  company's  ability to pass along the
higher costs.

Operating Expenses

     Operating  expenses for Q3 2007 decreased to $19,809 (1,700% of sales) from
$28,604  (252% of sales) for Q3 2006.  This  decrease in  operating  expenses is
primarily  due to a  decrease  in  professional  fees of  $497,  a  decrease  in
consulting expense of $9,000 and a decrease of $700 in other expenses.

Net Income (Loss)

     The  company  had a net loss of  $32,504 in Q3 2007  (2,900% of sales),  as
compared with a net loss of $34,369 (303% of sales) in Q3 2006.

Balance Sheet Items

     Our cash  position  increased  to $5,505 at December  31, 2006 (Q3 2007) by
$2,715 from $2,790 at December 31, 2005 (Q3 2006).

Results of  Operations - First Nine Months of Fiscal Year 2007 Compared to First
--------------------------------------------------------------------------------
Nine Months of Fiscal Year 2006.
--------------------------------

     Internet  Infinity  revenues  for the  first  nine  months  of FY 2007 were
$5,411,  a $26,383 or 83%  decrease in revenues  from  $31,794 in the first nine
months of FY 2006. The decrease in sales was attributable to a decrease in sales


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<PAGE>

from our largest  customer  that had an  unusually  large  increase in the prior
year.

Cost of Sales - Gross Margin

     Our cost of sales decreased to $4,329 for the first nine months of FY 2007,
or 80% of sales,  as compared with $13,872 for the first nine months of FY 2006,
or 43.6%  of  sales.  This  percentage  increase  in the cost of sales is due to
higher  percentage  cost from our supplier and a change in services  provided of
the authoring of electronic media services.

Operating Expenses

     Operating  expenses  for the  first  nine  months of FY 2007  decreased  to
$57,223 or 1,058% of sales,  from $71,994,  or 226% of sales, for the first nine
months of FY 2006.  This  decrease in operating  expenses is primarily  due to a
decrease of $5,390 in professional fees, a decrease of $9,000 in consulting fees
and an $830 decrease in other expenses.

Net Income (Loss)

     We had a net loss of $92,793 in the first nine months of FY 2007, or 1,700%
of sales, as compared with a net profit of $3,823 in the first nine months of FY
2006,  or 12% of  sales.  The net  loss for the  first  nine  months  of 2007 is
attributable to significantly lower sales.

Financial Conditions

     At  December  31,  2006  we  had a  working  capital  deficit  of  $675,790
consisting of current assets  totaling $5,505 and current  liabilities  totaling
$681,295. The December 31, 2006 working capital deficit decreased by $112,634 as
compared to the December 31, 2005 working  capital  deficit balance of $788,424.
The reduction in the working  capital deficit was primarily due to an additional
investment  in cash from and a  reduction  in loans  payable  to George  Morris,
chairman of our Company.

Off-Balance Sheet Arrangements

     Our  company  has not  entered  into any  transaction,  agreement  or other
contractual  arrangement  with an entity  unconsolidated  with us under which we
have

o    an obligation under a guarantee contract,
o    a  retained  or   contingent   interest  in  assets   transferred   to  the
     unconsolidated  entity  or  similar  arrangement  that  serves  as  credit,
     liquidity or market risk support to such entity for such assets,
o    any obligation,  including a contingent  obligation,  under a contract that
     would be accounted for as a derivative instrument, or


                                       15
<PAGE>

o    any  obligation,  including  a  contingent  obligation,  arising  out  of a
     variable  interest  in an  unconsolidated  entity  that  is  held by us and
     material to us where such entity provides financing, liquidity, market risk
     or credit risk  support to, or engages in leasing,  hedging or research and
     development services with us.

Item 3.   Controls and Procedures

     Evaluation of disclosure  controls and procedures.  The Company carried out
an evaluation, under the supervision and with the participation of the Company's
management,  including the Company's Chief Executive Officer and Chief Financial
Officer,  of the  effectiveness  of the design and  operation  of the  Company's
disclosure  controls and  procedures as of the end of the period covered by this
report.  Based  upon that  evaluation,  the Chief  Executive  Officer  and Chief
Financial  Officer  concluded  that  the  Company's   disclosure   controls  and
procedures  provide  reasonable  assurances  that the information the Company is
required to disclose  in the  reports it files or submits  under the  Securities
Exchange Act of 1934 is recorded, processed,  summarized and reported within the
time  period  required  by the  Commission's  rules  and  forms.  There  were no
significant  changes in the Company's internal control over financial  reporting
during the period covered by this report that have materially  affected,  or are
reasonably  likely to materially  affect our internal  controls  over  financial
reporting.

                           PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

     We are not,  and none of our  property  is,  a party to any  pending  legal
proceedings, and no such proceedings are known to be contemplated.

     No director, officer or affiliate of the company, and no owner of record or
beneficial  owner of more than 5.0% of the  securities  of the  company,  or any
associate of any such director, officer or security holder is a party adverse to
the company or has a material  interest  adverse to the Company in  reference to
any litigation.

Item 2.   Unregistered Sales of Equity Securities

     The Company issued 10,000,000 restricted shares of common stock on December
29, 2006 at the market price of $0.025 to George Morris,  our Chairman,  for the
payment of $28,000 cash and a reduction of $222,222 due to officer.

Item 3.   Defaults Upon Senior Securities

     None.


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<PAGE>

Item 4.   Submission of Matters to a Vote of Security Holders

     None.

Item 5.   Other Information

     None.

Item 6.   Exhibits

(a)  Exhibits

     The following exhibits are filed, by incorporation by reference, as part of
this Form 10-QSB:

      2        Certificate of Ownership and Merger of Morris & Associates, Inc.,
               a  California  corporation,   into  Internet  Infinity,  Inc.,  a
               Delaware corporation*

      2.1      Plan of  Merger  (Internet  Infinity  -  Delaware  into  Internet
               Infinity - Nevada)***

      2.2      State of Delaware  Certificate of Merger of Domestic  Corporation
               into Foreign Corporation which merges Internet Infinity,  Inc., a
               Delaware  corporation,  with and into Internet Infinity,  Inc., a
               Nevada corporation***

      2.3      Articles  of  Merger  (Pursuant  to  NRS  92A.200)  which  merges
               Internet Infinity,  Inc., a Delaware  corporation,  with Internet
               Infinity, Inc., a Nevada corporation, with the Nevada corporation
               being the surviving entity***

      3        Articles of Incorporation of Internet Infinity, Inc.*

      3.1      Amended Certificate of Incorporation of Internet Infinity, Inc.*

      3.2      Bylaws of Internet Infinity, Inc.*

      3.3      Corporate  Charter  and  Articles  of  Incorporation  of Internet
               Infinity, Inc., a Nevada corporation***

      3.4      Certificate of Amendment to Articles of Incorporation of Internet
               Infinity, Inc., a Nevada corporation++

     10.1      Master License and non-exclusive  Distribution  Agreement between
               Internet Infinity, Inc. and Lord & Morris Productions, Inc.*

     10.2      Master License and Exclusive  Distribution  Agreement between L&M
               Media, Inc. and Internet Infinity, Inc.*

     10.3      Master  License  and  Exclusive  Distribution  Agreement  between
               Hollywood Riviera Studios and Internet Infinity, Inc.*


                                       17
<PAGE>

     10.4      Fulfillment Supply Agreement between Internet Infinity,  Inc. and
               Ingram Book Company**

     14        Code of Ethics for CEO and Senior Financial Officers+

     31        Certification  of Chief Executive  Officer  pursuant to 18 U.S.C.
               Section  1350,  as  adopted   pursuant  to  Section  302  of  the
               Sarbanes-Oxley Act of 2002.

     31.1      Certification  of Chief Financial  Officer  pursuant to 18 U.S.C.
               Section  1350,  as  adopted   pursuant  to  Section  302  of  the
               Sarbanes-Oxley Act of 2002.

     32        Certification  of Chief Executive  Officer  pursuant to 18 U.S.C.
               Section  1350,  as  adopted   pursuant  to  Section  906  of  the
               Sarbanes-Oxley Act of 2002.

     32.1      Certification  of Chief Financial  Officer  pursuant to 18 U.S.C.
               Section  1350,  as  adopted   pursuant  to  Section  906  of  the
               Sarbanes-Oxley Act of 2002.


     *Previously  filed with Form 10-SB  10-13-99;  Commission  File No. 0-27633
     incorporated herein.

     **Previously filed with Amendment No. 2 to Form 10-SB 02-08-00;  Commission
     File No. 0-27633 incorporated herein.

     ***Previously filed with Form 8-K Current Report March 14, 2005, Commission
     File No. 0-27633 incorporated herein.

     +Previously   filed  with  Form  10-KSB;   Commission   File  No.   0-27633
     incorporated herein.

     ++Previously  filed  with  Form  8-K  Current  Report  February  17,  2006;
     Commission File No. 0-27633 incorporated herein.












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<PAGE>

                                   SIGNATURES

     Pursuant to the  requirements  of the Exchange Act of 1934,  the Registrant
has caused  this report to be signed on its behalf by the  undersigned  hereunto
duly authorized.

Dated:  February 13, 2007                   INTERNET INFINITY, INC.


                                               /s/ Roger Casas
                                            By
                                              ----------------------------------
                                              Roger Casas, President and Chief
                                                Executive Officer




















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