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, 2005

                                       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 10, 2006,  there were 18,718,780  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 [ ] No [X]

     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 6.  Exhibits and Reports on Form 8-K                                   16

SIGNATURES                                                                  18
















                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements
                                                                            Page
                                                                            ----

         Balance Sheet (Unaudited) at December 31, 2005                     4
         Statements of Operations (Unaudited)
                  for the Three Month and Nine Month
                  Periods Ended December 31, 2005 and 2004                  5
         Statements of Cash Flows (Unaudited) for the
                  Nine Month Periods Ended December 31, 2005 and 2004       6
         Notes to Unaudited Financial Statements                            7




















                                       3
<PAGE>

                             INTERNET INFINITY, INC.
                                  BALANCE SHEET
                                DECEMBER 31, 2005
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS:
   Cash & cash equivalents                                          $     2,790

                                                                    -----------
                                                                    $     2,790
                                                                    ===========

 LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Accrued expenses                                                 $   104,596
   Note payable                                                          27,000
   Note payable - related parties                                       290,003
   Due to officer                                                       348,689
   Due to related party                                                  20,926
                                                                    -----------
            Total current liabilities                                   791,214
                                                                    -----------

STOCKHOLDERS' DEFICIT
   Preferred stock, $.001 par value; 1,000,000 shares
   authorized, none outstanding                                            --
   Common stock, $.001 par value; 20,000,000 shares
   authorized, 18,718,780 outstanding                                    18,719
   Additional paid in capital                                           735,451
   Accumulated deficit                                               (1,542,593)
                                                                    -----------
            Total stockholders' deficit                                (788,423)
                                                                    -----------

                                                                    -----------
                                                                    $     2,790
                                                                    ===========




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, 2005 AND 2004
                                   (Unaudited)

                                                       Three months                     Nine months
                                                   2005            2004            2005            2004
                                               ------------    ------------    ------------    ------------
<S>                                            <C>             <C>             <C>             <C>

Net revenues                                   $     11,344    $     10,001    $     31,794    $     20,156

Cost of sales                                         6,172           2,000          13,872           4,031
                                               ------------    ------------    ------------    ------------

   Gross profit                                       5,173           8,001          17,922          16,125

Operating expenses
   Professional fees                                  7,495           8,023          24,771          18,298
   Salaries and related expenses                      7,663           7,663          22,989          22,989
   Consulting fees to related party                   9,000           4,500           9,000          10,000
   Other                                              4,447           2,521          15,234           5,844
                                               ------------    ------------    ------------    ------------
Total operating expenses                             28,604          22,707          71,994          57,131

                                               ------------    ------------    ------------    ------------
Loss from operations                                (23,432)        (14,706)        (54,072)        (41,006)

Non-operating income (expense):
   Interest expense                                 (10,937)         (9,704)        (31,732)        (28,153)
   Gain on settlement of debts-related party           --              --            90,426            --
                                               ------------    ------------    ------------    ------------
Total other income (expense)                        (10,937)         (9,704)         58,694         (28,153)

                                               ------------    ------------    ------------    ------------
Income (loss) before income taxes                   (34,369)        (24,411)          4,623         (69,159)

Provision for income taxes                             --              --               800             800

                                               ------------    ------------    ------------    ------------
Net income (loss)                              $    (34,369)   $    (24,411)   $      3,823    $    (69,959)
                                               ============    ============    ============    ============

Basic & diluted weighted average number of
   common stock outstanding                      18,718,780      18,718,780      18,718,780      18,718,780
                                               ============    ============    ============    ============

                                               ------------    ------------    ------------    ------------
Basic & diluted net income (loss) per share    $      (0.00)   $      (0.00)   $       0.00    $      (0.00)
                                               ============    ============    ============    ============
</TABLE>


*    Weighted  average  number of shares used to compute  basic and diluted loss
     per  share  is  the  same  since  the  effect  of  dilutive  securities  is
     anti-dilutive.




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 NINE MONTH PERIODS ENDED DECEMBER 31, 2005 AND 2004
                                   (Unaudited)

                                                                                     2005           2004
                                                                                 -----------    -----------
<S>                                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                                                             $     3,823    $   (69,959)
   Adjustments to reconcile net income (loss) to net cash used in
   operating activities:
      Related party note payable issued for consulting fees and office expense        12,600          3,600
      Consulting service rendered to offset related party note payable                  --          (20,000)
      Decrease in accounts payable and accrued expenses                                3,943            753
      Increase (decrease) in accounts payable-related party                          (77,386)        25,464
                                                                                 -----------    -----------
   Net cash used in operating activities                                             (57,020)       (60,142)
                                                                                 -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
               Increase in due to officer                                             59,411         58,884
                                                                                 -----------    -----------

NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS                                     2,391         (1,258)

CASH & CASH EQUIVALENTS, BEGINNING BALANCE                                               399          1,480
                                                                                 -----------    -----------

CASH & CASH EQUIVALENTS, ENDING BALANCE                                          $     2,790    $       222
                                                                                 ===========    ===========

SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION:

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

   Taxes paid during the period                                                  $      --      $      --
                                                                                 ===========    ===========
</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  duplication  services and electronic blank media. The Company
was re-incorporated in Nevada on December 17, 2004.

NOTE 2   BASIS OF PRESENTATION

The accompanying  unaudited financial  statements have been prepared by Internet
Infinity,  Inc.  (the  Company),  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  Companies  believe  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, 2005, and the results
of operations and cash flows for the related  interim periods ended December 31,
2005 and 2004. The results of operations are not  necessarily  indicative of the
results that may be expected  for the fiscal year ending March 31, 2006,  or any
other period.

The  accounting  policies  followed  by the Company  and other  information  are
contained in Note 2 to the Company's financial  statements in the March 31, 2005
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, 2005 and 2004 are for III.

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


Recent Pronouncements

In December 2004, the FASB issued  Statement of Financial  Accounting  Standards
(SFAS) No. 123 (Revised),  Share-Based  Payment.  This standard revises SFAS No.
123, APB Opinion No. 25 and related accounting  interpretations,  and eliminates
the use of the  intrinsic  value method for employee  stock-based  compensation.
SFAS No.  123(R)  requires  compensation  costs  related to share based  payment
transactions  to be recognized in the financial  statements over the period that
an employee provides service in exchange for the award.  Currently,  the Company
uses the  intrinsic  value  method of APB  Opinion  No. 25 to value  share-based
options  granted to employees  and board  members.  This  standard  requires the
expensing of all share-based  compensation,  including  options,  using the fair
value based method.  The effective date of this standard for the Company will be
January 1, 2006.  Management  is  currently  assessing  the impact that this new
standard will have on the Company's financial statements.

In May 2005, the FASB issued SFAS No. 154, entitled Accounting Changes and Error
Corrections--a  replacement of APB Opinion No. 20 and FASB Statement No. 3. This
Statement  replaces APB Opinion No. 20, Accounting  Changes,  and FASB Statement
No. 3, Reporting Accounting Changes in Interim Financial Statements, and changes
the  requirements for the accounting for and reporting of a change in accounting
principle.  This  Statement  applies  to all  voluntary  changes  in  accounting
principle. It also applies to changes required by an accounting pronouncement in
the unusual instance that the pronouncement does not include specific transition
provisions.  Opinion  20  previously  required  that most  voluntary  changes in
accounting  principle be  recognized by including in net income of the period of
the change the cumulative  effect of changing to the new  accounting  principle.
This Statement  requires  retrospective  application to prior periods' financial
statements of changes in accounting  principle,  unless it is  impracticable  to
determine  either the  period-specific  effects or the cumulative  effect of the
change. This Statement defines retrospective application as the application of a
different  accounting principle to prior accounting periods as if that principle
had  always  been  used or as the  adjustment  of  previously  issued  financial
statements  to reflect a change in the reporting  entity.  This  Statement  also
redefines  restatement as the revising of previously issued financial statements
to reflect the  correction of an error.  The adoption of SFAS 154 did not impact
the consolidated financial statements.

In June 2005,  the EITF reached  consensus on Issue No.  05-6,  Determining  the
Amortization Period for Leasehold Improvements ("EITF 05-6.") EITF 05-6 provides
guidance on  determining  the  amortization  period for  leasehold  improvements
acquired in a business  combination or acquired  subsequent to lease  inception.
The guidance in EITF 05-6 will be applied  prospectively  and is  effective  for
periods  beginning  after June 29,  2005.  EITF 05-6 is not  expected  to have a
material effect on its consolidated financial position or results of operations.



                                       8
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


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  $1,542,593 at December 31, 2005. 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:

      Accrued taxes                                                  $     2,400
      Accrued interest                                                    76,455
      Accrued legal and accounting                                         3,000
      Accrued other                                                       22,741
                                                                     -----------
                                                                     $   104,596
                                                                     ===========

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, 2005 and 2004 was $660 and $660,
respectively.  Interest  expense for the nine month  periods
ended  December  31,  2005 and 2004 was $1,980  and  $1,980,
respectively.

                                                                     $    27,000
                                                                     ===========



                                       9
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS



NOTE 6   DUE TO OFFICER

Due to officer on December 31, 2005 was as per follows:

Unsecured   miscellaneous  payable  upon  demand  to  George
Morris, with interest at 6% per annum, with monthly interest
payments of $3,000 beginning June 30, 2000. George Morris is
the  chairman of the  Company.  The Company has not made any
principle payments to George Morris.                                 $   348,689

      Less Current Portion                                               348,689
                                                                     -----------

      Long-Term Portion                                              $         0
                                                                     ===========



Due to officer was as follows:

       As of December 31, 2005         Classification                   Amount
       -----------------------         --------------                   ------

          Interest payable                 Current                   $    25,910
        Officer draw/payable               Current                       259,346
           Note payable                    Current                        63,433
                                                                     -----------
                                                                     $   348,689
                                                                     ===========

Interest charged to expenses for the three month periods ended December 31, 2005
and 2004, on the above note were $5,012 and $4,005, respectively. Interest
charged to expenses for the nine month periods ended December 31, 2005 and 2004,
on the above note were $14,259 and $11,037, respectively.

NOTE 7          RELATED ENTITIES TRANSACTIONS

George Morris is the Chairman of the Board of Directors of the Company. As of
December 31, 2005, Mr. Morris' beneficial ownership percentages of related
companies' common stock is as follows:

    Internet Infinity, Inc. (The Company)                   77.10%
    Morris & Associates, Inc.                               85.65%
    Electronic Media Central, Corp.                         82.80%
    Apple Realty, Inc.                                     100.00%
    L&M Media, Inc.                                        100.00%



                                       10
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS



The Company  has notes  payable to related  parties on December  31, 2005 as per
follows:

        Notes payable to:

          Anna Moras  (mother of the  chairman  of the
          Company), with interest at 6% per annum, due
          upon  90  days  written   notice.   Interest
          expense  for the three month  periods  ended
          December  31, 2005 and 2004 on this note are
          $408  and   $384,   respectively.   Interest
          expense  for the nine  month  periods  ended
          December  31, 2005 and 2004 on this note are
          $1,205 and $1,135, respectively.                           $    14,652

          Apple Realty,  Inc.  (related through common
          ownership),  secured by assets of III,  past
          due and payable upon demand.  Interest shall
          accrue  at 6% per  annum.  This  note  is in
          connection  with  consulting fees and office
          expense  owed.  During the nine month period
          ended December 31, 2005,  consulting fee and
          office expense  amounting  $12,600 was added
          to the loan.  Interest  expense on this note
          for the three month periods  ended  December
          31,  2005 and 2004 are  $4,244  and  $4,077,
          respectively.  Interest expense on this note
          for the nine month  periods  ended  December
          31, 2005 and 2004 are  $12,474 and  $12,292,
          respectively.                                                  239,596

          L&M  Media,  Inc.  (related  through  common
          officer) - Accounts  payable for  purchases,
          converted  into a note  in the  three  month
          period  ended  June  30,  2004.  The note is
          unsecured,  due on  demand,  and  bearing an
          interest  rate  of 6%  per  annum.  Interest
          expense  for the three month  periods  ended
          December  31, 2005 and 2004 on this note are
          $613  and   $578,   respectively.   Interest
          expense  for the nine  month  periods  ended
          December  31, 2005 and 2004 on this note are
          $1,812 and $1,708, respectively.                                35,755
                                                                     -----------
           Total notes payable - related parties                     $   290,003
                                                                     ===========

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,
2005.  The balance due to related party was $20,926 as of December 31, 2005. The
amounts  are  temporary  loan in  normal  course  of  business,  interest  free,
unsecured and due on demand.


                                       11
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS



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
                                                         ==========   ==========

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

On September 1, 2004, the Company entered into a consulting agreement with Apple
Realty,  Inc. The  agreement  states that the Company  shall charge  $10,000 per
quarter for providing consulting services which will be offset against the notes
owed by the Company.  The agreement terminated during the six month period ended
December 31, 2005.

On September 29, 2004,  the Company  entered into an agreement with the chairman
of the Company to purchase the website  technology  which is in the  development
stage.  The Company recorded the asset at the historical cost to the chairman of
the Company.  The intangible asset has been recorded at the value of $66,500. On
March 28, 2005, the company entered into another  agreement with the chairman of
the company to sell back the website to him at a historical  cost basis. No sale
or loss was recorded on the sale of the intangible asset.

NOTE 8   CONCENTRATIONS OF CREDIT RISK

For the three month periods ended  December 31, 2005 and 2004,  revenue from one
customer  represented  100% and 100% of the Company's  total  revenue.  Accounts
receivable outstanding from this customer as of December 31, 2005 was $ 0.

For the three  months  ended  December  31,  2005 and 2004,  the Company had one
vendor who represented 100% of total purchases.  Accounts payable outstanding as
of December 31, 2005 for this supplier was $0.

NOTE 9   NET OPERATING LOSS

The Company has federal and state net operating loss of approximately $1,542,593
which expires through 2025.

The Company has recorded a 100% valuation  allowance for the estimated amount of
deferred tax asset, which may not be realized.



                                       12
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS



NOTE 10         SUBSEQUENT EVENTS

The Company is in the process to amend its articles of incorporation to increase
from 20 million to 100 million the number of shares of Common  Stock  authorized
to be issued and to  increase  from 1 million to 20 million the number of shares
of Preferred Stock authorized to be issued.























                                       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 period
ended December 31, 2005 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 2006 Compared to Third
Quarter ("Q3") of Fiscal 2005

Sales

         Internet Infinity  revenues for Q3 2006 were $11,344,  as compared with
revenues of $10,001 in Q3 2005.  This 13.4% increase in sales is attributable to
new sales for mastering DVDs.

Cost of Sales - Gross Margin

         Our cost of sales was $6.172 for Q3 2006 (54.4% of sales),  as compared
to  $2,000  for Q3 2005  (20% of  sales).  This  increase  in cost of sales  and
decrease in gross margin is attributable to higher costs from our supplier.

Operating Expenses

         Operating  expenses for Q3 2006 increased to $28,604  (252.0% of sales)
from $22,707 (227.0% of sales) for Q3 2005. This increase in operating  expenses
is primarily due to an increase in consulting  expense from $4,500 to $9,000, an
increase  in other  expenses  of  $2,521  to  $4,447  offset  by a  decrease  in
professional fees from $8,023 to $7,495 for Q3 2006 versus Q3 2005 respectively.

Net Income (Loss)

         The company had a net loss of $34,369 in Q3 2006 (303.0% of sales),  as
compared with a net loss of $24,411 (244.1 of sales) in Q3 2005.

Balance Sheet Items

         Compared  with  cash of only  $2,790,  we had  current  liabilities  of
$791,214.  Of these  liabilities,  $41,063  are owed to  unrelated  parties  and
$750,151 are owed to George Morris, our chairman and principal shareholder,  and
affiliated entities also under Mr. Morris' control.



                                       14
<PAGE>

Results of  Operations - First Nine Months of Fiscal Year 2006 Compared to First
--------------------------------------------------------------------------------
Nine Months of Fiscal Year 2005
-------------------------------

Sales

         Internet  Infinity  revenues  for the first nine months of FY 2006 were
$31,794,  a $11,638 or 57.7% increase in revenues from $20,156 in the first nine
months  of FY 2005.  The  increase  in sales was  attributable  to new sales for
mastering DVD's.

Cost of Sales - Gross Margin

         Our cost of sales  increased to $13,872 for the first nine months of FY
2006, or 43.6% of sales, as compared with $4,031 for the first nine months of FY
2005, or 20% of sales.  This percentage  increase in the cost of sales is due to
higher supplier costs.

Operating Expenses

         Operating  expenses  for the first nine months of FY 2006  increased to
$71,994 or 226.4% of sales, from $57,131, or 283.4% of sales, for the first nine
months of FY 2005.  This  increase in operating  expenses is primarily due to an
increase in  professional  fees from  $18,298 to  $24,771,  an increase in other
expenses  from $5,844 to $15,234 and a decrease in  consulting  from  $10,000 to
$9,000  respectively for the first nine months of FY 2006 and for the first nine
months of FY 2005.

Net Income (Loss)

         We had net income of $4,623 from operations in the first nine months of
FY 2006, or 14.5% of sales,  as compared with a net loss of $69,159 in the first
nine  months of FY 2005,  or 343% of sales.  The net  income  for the first nine
months of 2006 is  attributable  to a gain for the Company on the  settlement of
debt to a related party.

Financial Conditions

         At  December  31,  2005 we had a working  capital  deficit of  $788,424
consisting of current assets  totaling $2,790 and current  liabilities  totaling
$791,214. The December 31, 2005 working capital deficit increased by $593,407 as
compared to the December 31, 2004 working  capital  deficit balance of $195,017.
The   increase  in  the  working   capital   deficit   was   primarily   due  to
reclassification of liabilities.

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,



                                       15
<PAGE>

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
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's
management,  with the participation of the Company's Chief Executive Officer and
Chief  Financial  Officer,  has  evaluated  the  effectiveness  of the Company's
disclosure  controls  and  procedures  as of December  31,  2005.  Based on this
evaluation,  the Company's Chief Executive  Officer and Chief Financial  Officer
concluded that the Company's disclosure controls and procedures are effective.

                           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 6. Exhibits and Reports on Form 8-K

(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*

         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.*




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<PAGE>

         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+

         16       Letter of July 9, 2003 of Caldwell,  Becker, Dervin, Petrick &
                  Co., L.L.P.  agreeing with the statements made in the Form 8-K
                  filed on July 9, 2003 by Internet Infinity,  Inc.,  concerning
                  Internet   Infinity's   change   of   principal    independent
                  accountants.***

         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 07-02-03; Commission File No. 0-27633
         incorporated herein.

         +Previously  filed  with  Form  10-KSB;  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 14, 2006                     INTERNET INFINITY, INC.



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


















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