U.S.
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549



[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF
THE SECURITIES EXCHANGE ACT OF 1934

For
the quarterly period ended June 30, 2011



OR



[
] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF
THE SECURITIES EXCHANGE ACT OF 1934



For
the transition period from _________ to __________



Commission
File No. 0-27633



INTERNET
INFINITY, INC.

(Exact
name of registrant as specified in its charter)



State
of Incorporation: Nevada

IRS
Employer I.D. Number: 95-4679342



413
Avenue G, # 1

Redondo
Beach, California 90277



Telephone
310-493-2244

(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 [ ]



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company.

Large accelerated
filer [ ] Accelerated filer [ ]

Non-accelerated
filer [ ] Smaller reporting company [X]



As of August
14, 2011, 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]





1









TABLE
OF CONTENTS

|                               |                                                                 | Page
|------------------------------ | --------------------------------------------------------------- | ----
|                               |                                                                 |     
|PART I - FINANCIAL INFORMATION | 3                                                              
|                               |                                                                 |     
|Item 1.                        | Financial Statements                                            | 3   
|                               |                                                                 |     
|Item 2.                        | Management’s Discussion and Analysis of Financial Condition and |     
|                               | Results of Operations                                           | 13  
|                               |                                                                 |     
|Item 4.                        | Controls and Procedures                                         | 14  
|                               |                                                                 |     
|PART II - OTHER INFORMATION    | 14                                                             
|                               |                                                                 |     
|Item 1.                        | Legal Proceedings                                               | 14  
|                               |                                                                 |     
|Item 6.                        | Exhibits                                                        | 15  
|                               |                                                                 |     
|SIGNATURES                     | 16                                                             





2









PART
I – FINANCIAL INFORMATION

Item
1. Financial Statements

|                                                 | Page
|------------------------------------------------ | ----
|                                                 |     
|Balance Sheet (Unaudited) at June 30, 2011       | 4   
|                                                 |     
|Statements of Operations (Unaudited)             |     
|for the Three Month Periods Ended                |     
|June 30, 2010 and 2011                           | 5   
|                                                 |     
|Statements of Cash Flows (Unaudited) for the     |     
|Three Month Periods Ended June 30, 2010 and 2011 | 7   
|                                                 |     
|Notes to Unaudited Financial Statements          | 8   







3











|INTERNET
    INFINITY INC.                                           
|---------------------------------------------------------------------
|Balance
    Sheet                                                    
|June
    30, 2011 and March 31, 2011                                 
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|                                                                     
|ASSETS                                                               
|Current Assets                                                       
|Cash
    and Cash Equivalents                                        
|                                                                     
|Total
    Assets                                                     
|                                                                     
|LIABILITIES AND STOCKHOLDERS' EQUITY
    (DEFICIT)                   
|                                                                     
|Liabilities                                                          
|Current Liabilities                                                  
|Accounts Payable and Accrued Expenses                                
|Notes Payable - Related Parties                                      
|Due to Officer                                                       
|Due to related
    party                                             
|                                                                     
|Total Liabilities                                                    
|                                                                     
|Stockholders' Equity 
    (Deficit)                                  
|Preferred Stock, $0.001 par value, 30,000,000
    shares authorized, 
|none issued and outstanding at March
    31, 2010 and 2009           
|Common Stock, $0.001 par value, 100,000,000
    shares authorized,   
|28,718,780 shares issued and outstanding
    as at June 30, 2011, and
|28,718,780 shares isued and outstading
    as at March 31, 2011      
|Additional Paid-in Capital                                           
|Accumulated Deficit                                                  
|                                                                     
|Total Stockholders'
    Equity (Deficit)                             
|                                                                     
|TOTAL
    LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)             











4









|INTERNET
    INFINITY INC.                                 
|-----------------------------------------------------------
|Statement
    of Operations                                
|for
    the three months ended June 30, 2011, 2010 and 2009
|(Unaudited)                                                
|                                                           
|                                                           
|                                                           
|                                                           
|Revenue                                                    
|                                                           
|Cost
    of Revenue                                        
|                                                           
|Gross
    Profit                                           
|                                                           
|Operating Expenses:                                        
|Professional Fees                                          
|Consulting                                                 
|Other                                                      
|Total Operating
    Expenses                               
|                                                           
|Loss from
    operations                                   
|                                                           
|Non-operating income (expense)                             
|Interest
    expense                                       
|Total other
    expense                                    
|                                                           
|Loss before income taxes                                   
|                                                           
|Provision
    for income taxes                             
|                                                           
|Net Loss                                                   
|                                                           
|                                                           
|                                                           
|Basic and
    diluted net loss per common share            
|                                                           
|Basic and diluted weighted average
    number of           
|common
    shares outstanding                              





5









|INTERNET
    INFINITY INC.                              
|--------------------------------------------------------
|Statement
    of Stockholders' Equity (Deficit)         
|For
    the years ended March 31, 2007 to March 31, 2010
|                                                        
|                                                        
|                                                        
|                                                        
|                                                        
|                                                        
|                                                        
|Balances as of April 1, 2006                            
|                                                        
|Shares issued part for debt                             
|settlement, part for cash                               
|                                                        
|Net loss for the year                                   
|                                                        
|                                                        
|Balances, March 31, 2007                                
|                                                        
|Capital contribution                                    
|                                                        
|Net loss for the year                                   
|                                                        
|                                                        
|Balances, March 31, 2008                                
|                                                        
|Capital contribution                                    
|                                                        
|Net loss for the year                                   
|                                                        
|                                                        
|Balances, March 31, 2009                                
|                                                        
|Net loss for the year                                   
|                                                        
|                                                        
|Balances, March 31, 2010                                
|                                                        
|Officer contributed assumption                          
|of payables                                             
|Officer contributed assumption                          
|of investor notes and interest                          
|Net loss for the year                                   
|                                                        
|Balances, March 31, 2011                                
|                                                        
|Net loss for the period                                 
|                                                        
|Balances, June 30, 2011                                 





6









|INTERNET
    INFINITY INC.                           
|-----------------------------------------------------
|Statement
    of Cash Flows                          
|for the three
    months ended June 30, 2011 and 2010
|(Unaudited)                                          
|                                                     
|                                                     
|Cash flows from operating activities:                
|Net loss                                             
|Adjustments to reconcile net loss
    to             
|net cash used by operating activities:               
|Accrued interest                                     
|Change in operating assets and
    liabilities:      
|Accounts
    payable                                 
|Net cash
    (used by) operating  activities         
|                                                     
|                                                     
|Cash flows from financing activities:                
|Increase (decrease) in due to
    officer            
|Repayment
    of note payable-related party          
|Net cash provided by financing                       
|activities                                           
|                                                     
|Net increase (decrease) in cash                      
|                                                     
|Cash, beginning of the period                        
|                                                     
|Cash, end
    of the period                          
|                                                     
|                                                     
|                                                     
|Supplemental cash flow disclosure:                   
|Interest
    paid during the year                    
|Taxes paid
    during the year                       







7







INTERNET
INFINITY, INC.

NOTES
TO FINANCIAL STATEMENTS

JUNE
30, 2011





|NOTE
    1 | ORGANIZATION
|---------- | ------------





Internet
Infinity, Inc. (III or “the Company”) was incorporated in the State of Delaware on October 27, 1995.  III
was in the business of distribution of electronic media duplication services and electronic blank media.  The Company
was re-incorporated in Nevada on December 17, 2004.  The Company is currently seeking an acquisition or merger to redirect
the structure and management to new profitable activities.



|NOTE
    2 | SUMMARY
    OF SIGNIFICANT ACCOUNTING POLICIES
|---------- | ----------------------------------------------



Unaudited
Interim Financial Statements



The accompanying
unaudited financial statements have been prepared by the Company, pursuant to the rules and regulations of the Securities Exchange
commission (the “SEC”) as applicable to smaller reporting companies, and generally accepted accounting principles
for interim accounting reporting. The information furnished herein reflects all adjustments (consisting of normal recurring accruals
and adjustments) which are, in the opinion of management, necessary to fairly present the operating results for the respective
periods. Certain information and footnote disclosures normally presented in annual financial statements prepared in accordance
with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted pursuant
to such rules and regulations. These unaudited condensed financial statements should be read in conjunction with the audited financial
statements and footnotes included in the Company’s Annual Report on Form 10-K. The results of the three month period ended
June 30, 2011 are not necessarily indicative of the results to be expected for the full year ending March 31, 2012.



Cash
and cash equivalents



The Company
considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible
into cash to be cash equivalents.



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.





8







Fair
value of financial instruments

The Financial Accounting Standards Board issued ASC (Accounting Standards
Codification) 820-10 (SFAS No. 157), “Fair Value Measurements and Disclosures" for financial assets and liabilities. ASC
820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB
ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer
a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement
date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs,
where available. The following summarizes the three levels of inputs required by the standard that the Company uses to measure
fair value:

|- |  | Level 1: Quoted prices in active
markets for identical assets or liabilities.
|- |  | -----------------------------------------------------------------------------



|- |  | Level 2: Observable inputs
other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active
or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related
assets or liabilities.
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|- |  | Level 3: Unobservable inputs
that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------



The
carrying amounts of the Company’s financial instruments as of June 30, 2011, reflect:

|- |  | Cash: Level One measurement
based on bank reporting.
|- |  | ----------------------------------------------------

|- |  | Notes payable to Officers and
related parties: Level 2 based on promissory notes.
|- |  | ---------------------------------------------------------------------------------



Income
taxes



The
Company utilizes FASB ACS 740, “Income Taxes,” which requires the recognition of deferred tax assets and liabilities
for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this
method, deferred tax assets and liabilities are determined based on the difference between the tax basis of assets and liabilities
and their financial reporting amounts based on enacted tax laws and statutory tax rates applicable to the periods in which the
differences are expected to affect taxable income. A valuation allowance is recorded when it is “more likely-than-not”
that a deferred tax asset will not be realized.

The
Company generated a deferred tax credit through net operating loss carryforward. However, a valuation allowance of 100% has been
established. Net operating losses of approximately $900,000 have begun to expire. The balance is available through the year 2025,
unless first utilized.

Interest
and penalties on tax deficiencies recognized in accordance with ACS accounting standards are classified as income taxes in accordance
with ASC Topic 740-10-50-19.



Basic
and Diluted Earnings Per Share



Net
loss per share is calculated in accordance with FASB ASC 260, Earnings Per Share, for the period presented. Basic net loss per
share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption
that all dilative convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury
stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of
issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the
period.

The
Company has no potentially dilutive securities outstanding as of June 30, 2011.



9







Restatement
of Audited March 31, 2011 Balance Sheet



The audited
balance sheet of March 31, 2011 balance sheet has been restated to transfer accumulated interest on Notes Payable-Related Parties
from Accounts Payable into the aggregate balance of Notes Payable Related Parties. The transfer of accumulated interest from current
liability to long term on the June 30, 2011 balance sheet reflects the expectation that the accrued interest will not be paid
in the following accounting cycle. The balance sheet of March 31, 2011 has been restated to match the current classification for
a more comparable presentation.



Recent
Accounting Pronouncements



On December
1, 2010 the Company adopted guidance issued by the FASB ASU 2010-15 on the consolidation of variable entities. The new guidance
requires revised valuations of whether entities represent variable interest entities, ongoing assessments of control over such
entities and additional disclosures for variable interests. Adoption of the new guidance did not have a material impact on our
financial statements.



The
Company has reviewed issued accounting pronouncements and plans to adopt those that are applicable to it. The Company does not
expect the adoption of any other pronouncements to have a n impact on its results of operations or 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 $2,185,852 and its total liability exceeds its assets by $995,993.  The
Company incurred net losses of ($12,775) and $18,399 for the three months ended June 30, 2011 and 2010, respectively.



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 to redirect the structure and management to new profitable activities. The Company
is also seeking  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 | CAPITAL
|---------- | -------





During the
three months ended June 30, 2011, the Company did not issue any shares.



As of June
30, 2011 the Company had authorized 30,000,000 preferred shares of par value $0.001, of which none were issued and outstanding.
As of June 30, 2011 the Company had authorized 100,000,000 shares of common stock of par value $0.001, of which 28,718,780 shares
were issued and outstanding.

found
no subsequent events to be disclosed



10











|NOTE
    5 | 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, Corp.       |  |  | 82.87  | %
|Apple Realty, Inc.                    |  |  | 100.00 | %
|L &M Media, Inc.                      |  |  | 100.00 | %



The Company
has notes payable to related parties on June 30, 2011 as follows:





|Anna Moras (mother
    of George Morris), with interest at 6% per annum, unsecured and due upon 90 days written notice.  Interest expense for
    the years ended June 30, 2011 and 2010 on this note are $! and $!,
    respectively                                                                                                                                                  |         | $ | 14,652  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------- | - | --------
|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 years ended June 30, 2011 and 2010 are $! and $!, respectively              |         | $ | 360,215 
|L&M Media, Inc. (related
    through a common controlling shareholder) – Accounts payable for purchases, converted into a note during the three month
    period ended September 30, 2004. The note is due on demand, unsecured and interest accrues at 6% per annum. Interest expense on
    this note for the years ended June 30, 2011 and 2010 are $3,159 and $2,908, respectively |         | $ | 29,466  
|                                                                                                                                                                                                                                                                                                                                                                                       |         |   |         
|Total notes payable – related
    parties                                                                                                                                                                                                                                                                                                                                              |         | $ | 404,333 
|Accumulated interest thereon                                                                                                                                                                                                                                                                                                                                                           |         | $ | 218,900 
|Notes Payable Related
    Parties and Accrued Interest                                                                                                                                                                                                                                                                                                                                 |         | $ | 623,333 
|Due to Officer                                                                                                                                                                                                                                                                                                                                                                         |         |   |         
|                                                                                                                                                                                                                                                                                                                                                                                       |         |   |         
|The Company has a payable to officer June 30, 2011 as follows:                                                                                                                                                                                                                                                                                                                         | Current | $ | 14,821  
|Unsecured miscellaneous payable upon demand to George Morris, with
    interest at 6% per annum, with monthly installments of $3,000 beginning June 30, 2000 and paid as available. George Morris is
    the chairman of the Company. The Company has not made any principle payments to George Morris and is in default of this note                                                 
|                                                                                                                                                                                                                                                                                                                                                                                       |         |   |         
|Note payable – Officer                                                                                                                                                                                                                                                                                                                                                                 |         |   | 71,662  
|Unsecured note payable upon demand
    to George Morris, with interest at 6% per annum. The Company has not made any principle payments to George Morris and is in default
    of this note                                                                                                                                                                                            | Current |   |         
|                                                                                                                                                                                                                                                                                                                                                                                       |         |   |         
|Officer Draw/Payable                                                                                                                                                                                                                                                                                                                                                                   | Current |   | 196,287 
|                                                                                                                                                                                                                                                                                                                                                                                       |         |   |         
|Total                                                                                                                                                                                                                                                                                                                                                                                  |         | $ | 282,770 
|Accumulated interest thereon                                                                                                                                                                                                                                                                                                                                                           |         |   | $76,777 
|Total Due to Officer                                                                                                                                                                                                                                                                                                                                                                   |         |   | $359,547





11







The Company
has a payable to Morris Business Development Company and Morris & Associates, Inc., two parties related through a common controlling
shareholder, amounting to $7,209 as of June 30, 2011.  The amount is interest free, unsecured and due on demand.



During the
three months ended June 30, 2010, the Company’s officers and directors did not charge for their services.

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





|               |  | Monthly |     |  | Annually |  
|-------------- |  | ------- | --- |  | -------- | -
|Rent           |  | $       | 100 |  |          | $
|Telephone      |  |         | 100 |  |          |  
|Utilities      |  |         | 100 |  |          |  
|Office Expense |  |         | 100 |  |          |  
|               |  | $       | 400 |  |          | $



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





|NOTE
    6 | INCOME
    TAXES
|---------- | ----------------





No provision
was made for federal income tax for the three months ended June 30, 2011, since the Company had significant net operating loss.
The net operating loss carry-forwards may be used to reduce taxable income through the year 2028. The availability of the Company’s
net operating loss carry-forwards are subject to limitation if there is a 50% or more positive change in the ownership of the
Company’s stock. The provision for income taxes consists of the state minimum tax imposed on corporations.





|NOTE
    7 | STOCK
    OPTIONS
|---------- | -----------------



The Company’s
1996 stock option plan provides that incentive stock options and nonqualified stock options to purchase common stock may be granted
to directors, officers, key employees, consultants, and subsidiaries with an exercise price of up to 110% of market price at the
date of grant.  Generally, options are exercisable one or two years from the date of grant and expire three to ten years
from the date of grant.



For the
three months ended June 30, 2011, the Company granted no options. As at June 30, 2011 there are no options outstanding.



12









|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 June 30, 2011 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 – First Quarter of (“Q1”) Fiscal 2011 Compared to First Quarter (“Q1”) of Fiscal 2010



Sales



Internet
Infinity revenues for Q1 2011 were $0, as compared with revenues of $0 in Q1 2010. This inability to increase revenues is attributable
to the slowing economy and the lack of success in finding eCommerce acquisitions.



Cost
of Sales - Gross Margin



Our cost
of sales was $0 for Q1 2011, as compared to $0 for Q1 2010 since there were no sales.



Operating
Expenses



Operating
expenses for Q1 2011 decreased to $2,468 from $3,846 for Q1 2010. This decrease in operating expenses is primarily due to a decrease
in operating activity.



Net Income
(Loss)



The company
had a net loss of $2,468 from operations in Q1 2011, as compared with a net loss of $3,846 from operations in Q1 2010. Overall,
we had net loss after taxes including interest expense of $10,307 for Q1 2011 compared to $14,553 for Q1 of 2010.



Balance
Sheet Items



Our cash
position increased to $5,413 at June 30, 2011 (Q1 2011) from $5,397at June 30, 2010 (Q1 2010).





13







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



|· | an
    obligation under a guarantee contract,                                                                                                                                                              
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|· | 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,



|· | any
    obligation, including a contingent obligation, under a contract that would be accounted for as a derivative instrument, or                                                                                                                                                                                                      
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|· | 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
4. 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 are effective and are designed to provide reasonable assurances of achieving their objectives. Further, the Company’s
officers concluded that its disclosure controls and procedures are also effective to ensure that information required to be disclosed
in the reports that it files or submits under the Exchange Act is accumulated and communicated to its management, including its
chief executive officer and chief financial officer, to allow timely decisions regarding required disclosure. 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.





14







Item
6. Exhibits



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



| | 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.*
| | ---- | ----------------------------------------------------------------------------------------------------------------------



| | 10.4 | Fulfillment
    Supply Agreement between Internet Infinity, Inc. and Ingram Book Company**                                                                
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| |      |                                                                                                                                                           
| | 14   | Code of Ethics
    for CEO and Senior Financial Officers+                                                                                                 
| | 31.1 | 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.



| | 31.2 | 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.
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| | 32.1 | 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.



| | 32.2 | 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.
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------

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



**Previously
filed with Amendment No. 2 to Form 10-SB 02-08-00; Commission FileNo. 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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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.

|                           | INTERNET
    INFINITY, INC. |                                           
|-------------------------- | --------------------------- | ------------------------------------------
|                           |                             |                                           
|Dated: August
    17, 2011 | By:                         | /s/ George Morris                         
|                           |                             | George
    Morris, Chief Executive Officer
|                           |                             |                                           



16