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 September 30, 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 November 10, 2005,  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          13

Item 3.  Controls and Procedures                                            15

PART II - OTHER INFORMATION                                                 15

Item 1.  Legal Proceedings                                                  15

Item 6.  Exhibits and Reports on Form 8-K                                   15

SIGNATURES                                                                  17


















                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements
                                                                            Page
                                                                            ----

    Balance Sheet (Unaudited) at September 30, 2005                         4
    Statements of Operations (Unaudited)
             for the Three Month and Six Month
             Periods Ended September 30, 2005 and 2004                      5
    Statements of Cash Flows (Unaudited) for the
             Six Month Periods Ended September 30, 2005 and 2004            6
    Notes to Unaudited Financial Statements                                 7





















                                       3
<PAGE>

                             INTERNET INFINITY, INC.
                                  BALANCE SHEET
                               SEPTEMBER 30, 2005
                                   (Unaudited)

                                     ASSETS
                                     ------

CURRENT ASSETS:
           Cash & cash equivalents                                  $     1,129

                                                                    -----------
                                                                    $     1,129
                                                                    ===========

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

CURRENT LIABILITIES:
           Accrued expenses                                         $    96,324
           Note payable                                                  27,000
           Note payable - related parties                               279,803
           Due to officer                                               334,122
           Due to related party                                          17,936
                                                                    -----------
                    Total current liabilities                           755,184
                                                                    -----------

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                                       (1,508,224)
                                                                    -----------
                    Total stockholders' deficit                        (754,055)
                                                                    -----------

                                                                    $     1,129
                                                                    ===========











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 SIX MONTH PERIODS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

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

Net revenues                                     $     12,035    $     10,085    $     20,450    $     10,156

Cost of sales                                           6,018           2,017           7,701           2,031
                                                 ------------    ------------    ------------    ------------

     Gross profit                                       6,018           8,067          12,750           8,124

Operating expenses (income)
     Professional fees                                  8,738           4,183          17,276          10,275
     Salaries and related expenses                      7,663           7,821          15,326          15,326
     Other                                              4,987          (1,513)         10,787           3,323
                                                 ------------    ------------    ------------    ------------
Total operating expenses                               21,388          10,491          43,389          34,424
                                                 ------------    ------------    ------------    ------------
Loss from operations                                  (15,371)         (2,424)        (30,640)        (26,300)

Non-operating income (expense):
     Interest expense                                 (10,738)         (9,404)        (20,795)        (18,449)
     Gain on settlement of debts-related party           --              --            90,426            --
                                                 ------------    ------------    ------------    ------------
Total other income (expense)                          (10,738)         (9,404)         69,631         (18,449)
                                                 ------------    ------------    ------------    ------------
Income (loss) before income taxes                     (26,109)        (11,827)         38,992         (44,748)

Provision for income taxes                               --              --               800             800
                                                 ------------    ------------    ------------    ------------
Net income (loss)                                $    (26,109)   $    (11,827)   $     38,192    $    (45,548)
                                                 ============    ============    ============    ============

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 SIX MONTH PERIODS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                                             2005            2004
                                                                         ------------    ------------
<S>                                                                      <C>             <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
     Net income (loss)                                                  $     38,192    $    (45,548)
     Adjustments to reconcile net income (loss) to net cash used in
     operating activities:
            Decrease in accounts payable and accrued expenses                 (4,329)         (5,438)
            Increase (decrease) in accounts payable-related party            (80,377)         17,989
                                                                        ------------    ------------
     Net cash used in operating activities                                   (46,514)        (32,996)
                                                                        ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
            Increase in due to officer                                        44,844          41,432
            Proceeds from (payments of) notes payable - related party          2,400          (7,600)
                                                                        ------------    ------------
     Net cash provided by financing activities                                47,244          33,832
                                                                        ------------    ------------

NET INCREASE IN CASH & CASH EQUIVALENTS                                          730             836

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

CASH & CASH EQUIVALENTS, ENDING BALANCE                                 $      1,129    $      2,316
                                                                        ============    ============

SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION:

     Interest paid during the period                                    $      9,000    $      9,000
                                                                        ============    ============

     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.

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 September 30, 2005, and the results
of operations and cash flows for the related interim periods ended September 30,
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 September 30, 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 November  2004, the Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standards No. 151 ("SFAS  151"),  "Inventory
Costs,  an amendment of ARB No. 43, Chapter 4." The amendments  made by SFAS 151
clarify that abnormal amounts of idle facility expense, freight, handling costs,
and wasted materials  (spoilage) should be recognized as current-period  charges
and require the allocation of fixed  production  overheads to inventory based on
the normal capacity of the production facilities.  The guidance is effective for
inventory  costs  incurred  during fiscal years  beginning  after June 15, 2005.
Earlier  application  is permitted for inventory  costs  incurred  during fiscal
years beginning after November 23, 2004. The Company has evaluated the impact of
the adoption of SFAS 151, and does not believe the impact will be significant to
the Company's overall results of operations or financial position.

In December  2004,  the FASB  issued  SFAS  Statement  No.  153,  "Exchanges  of
Nonmonetary  Assets."  The  Statement  is an  amendment of APB Opinion No. 29 to
eliminate the exception for nonmonetary  exchanges of similar  productive assets
and replaces it with a general  exception  for exchanges of  nonmonetary  assets
that do not have commercial substance. The Company believes that the adoption of
this standard will have no material impact on its 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 $1,508,224 at September 30, 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                   71,189
         Accrued legal and accounting        3,000
         Accrued other                      19,735
                                        ----------
                                        $   96,324
                                        ==========

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
September  30,  2005  and  2004 was $660 and
$660, respectively. Interest expense for the
six month periods  ended  September 30, 2005
and   2004   was    $1,320    and    $1,320,
respectively.                                                        $    27,000
                                                                     ===========
--------------------------------------------------------------------------------



                                       9
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS



NOTE 6   DUE TO OFFICER

Due to officer on September 30, 2005 was as per follows:

         Unsecured  miscellaneous payable upon demand
         to George  Morris,  with  interest at 6% per
         annum,  with monthly  installments 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.                                                      $  334,122

            Less Current Portion                                         334,122
                                                                      ----------

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


Due to officer was as follows:

         As of September 30, 2005         Classification                 Amount
         ------------------------         --------------                 ------

             Interest payable             Current                     $   29,898
           Officer draw/payable           Current                        240,791
               Note payable               Current                         63,433
                                                                      ----------
                                                                      $  334,122
                                                                      ==========

Interest  charged to expenses for the three month  periods  ended  September 30,
2005 and 2004, on the above note were $4,908 and $3,648, respectively.  Interest
charged to expenses for the six month periods ended September 30, 2005 and 2004,
on the above note were $9,247 and $7,032, respectively.

NOTE 7   RELATED ENTITIES TRANSACTIONS

George  Morris is the Chairman of the Board of  Directors of the Company.  As of
September 30, 2005,  Mr.  Morris'  beneficial  ownership  percentages of related
companies' common stock is as follows:

         Internet Infinity, Inc. (The Company)                            77.10%
         Morris & Associates, Inc.                                        71.30%
         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 September  30, 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  September  30,  2005 and 2004 on this
         note  are  $402  and  $378,  respectively.   Interest
         expense for the six month periods ended September 30,
         2005  and  2004 on  this  note  are  $797  and  $751,
         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  owed.  Interest  expense  on this  note for the
         three month periods ended September 30, 2005 and 2004
         are $4,164 and $4,147, respectively. Interest expense
         on  this  note  for  the  six  month   periods  ended
         September  30,  2005 and 2004 are $8,230 and  $8,215,
         respectively.                                                   229,396

         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  September 30, 2005 and
         2004 on this  note are $604 and  $569,  respectively.
         Interest  expense  for the six  month  periods  ended
         September  30,  2005 and 2004 on this note are $1,199
         and $1,130, respectively.                                        35,755
                                                                       ---------
           Total notes payable - related parties                       $ 279,803
                                                                       =========

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 six month period ended  September 30,
2005. The balance due to related party was $17,936 as of September 30, 2005. The
amounts  are  temporary  loan in  normal  course  of  business,  interest  free,
unsecured and due on demand.

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




                                       11
<PAGE>

                             INTERNET INFINITY, INC.
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS



                                                              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
September 30, 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 September 30, 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 September 30, 2005 was $0.

For the three  months  ended  September  30, 2005 and 2004,  the Company had one
vendor who represented 100% of total purchases.  Accounts payable outstanding as
of September 30, 2005 for this supplier was $0.

NOTE 9   SUBSEQUENT EVENTS

On October  13,  2005,  holders  of a majority  of the  Company's  common  stock
approved an  amendment  to 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. An Information Statement has been filed
with the SEC and, upon its  approval,  will be mailed to all  shareholders  that
were not part of the group that approved the  amendment.  Twenty days after such
mailing the Company will file with the Nevada  Secretary of State a  certificate
of amendment to its articles of incorporation.











                                       12
<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  September  30, 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 - Second  Quarter ("Q2") of Fiscal 2006 Compared to Second
Quarter ("Q2") of Fiscal 2005

Sales

         Internet Infinity  revenues for Q2 2006 were $12,035,  as compared with
revenues of $10,085 in Q2 2005. This 19% increase in sales is attributable to an
increase in the sales of authoring electronic media services.

Cost of Sales - Gross Margin

         Our cost of sales was $6,018 for Q2 2006 (50% of sales), as compared to
$2,017 for Q2 2005 (20% of sales). This decrease in gross margin is attributable
to both a higher dollar and a higher percentage cost from our supplier of the
authoring of electronic media services.

Operating Expenses

         Operating  expenses for Q2 2006  increased  to $21,388  (178% of sales)
from $10,491 (104% of sales) for Q2 2005. This increase in operating expenses is
primarily due to a $3,054  increase in legal and accounting  expenses,  a $6,735
temporary  increase  in  rent  for  media  masters,  and a  $1,106  increase  in
miscellaneous office and insurance expenses.

Net Income (Loss)

         The  company  had a net loss of $26,109 in Q2 2006 (217% of sales),  as
compared with a net loss of $11,827 (117% of sales) in Q2 2005.

Balance Sheet Items

         Compared  with  cash of only  $1,129,  we had  current  liabilities  of
$755,184.  Of these  liabilities,  $123,324  is owed to  unrelated  parties  and
$631,860 is owed to George Morris, our chairman and principal  shareholder,  and
affiliated entities also under Mr. Morris' control.




                                       13
<PAGE>

Results of Operations - First Half of Fiscal Year 2006 Compared to First Half of
Fiscal Year 2005
--------------------------------------------------------------------------------

Sales

         Internet  Infinity revenues for the first half of FY 2006 were $20,450,
a $10,294 or 101%  increase  in  revenues  from  $10,156 in the first half of FY
2005. The increase in sales was  attributable to an increase in the sales of the
authoring of electronic media services.

Cost of Sales - Gross Margin

         Our cost of sales increased to $7,701 for the first half of FY 2006, or
38% of sales,  as compared  with $2,031 for the first half of FY 2005, or 20% of
sales. This percentage increase in the cost of sales is due to higher percentage
cost from our supplier of the authoring of electronic media services.

Operating Expenses

         Operating  expenses for the first half of FY 2006  increased to $43,389
or 212% of sales, from $34,424, or 339% of sales, for the first half of FY 2005.
This  increase in operating  expenses is primarily due to an increase of $891 in
office expense, $6,816 in rent expense, a $2,001 increase in legal expense and a
decrease of $743 in insurance, consulting and miscellaneous expense.

Net Income (Loss)

         We had net income of  $38,192 in the first half of FY 2006,  or 191% of
sales,  as compared  with a net loss of $45,548 in the first half of FY 2005, or
441% of sales.  The net income for the first half of 2006 is  attributable  to a
gain of $90,426 on the settlement of debts owed to a related party.  We actually
suffered a loss of $30,640 from operations in this period.

Financial Conditions

         At  September  30,  2005 we had a working  capital  deficit of $754,055
consisting of current assets  totaling $1,129 and current  liabilities  totaling
$755,184.  The September 30, 2005 working capital deficit  increased by $541,002
as compared  to the  September  30,  2004  working  capital  deficit  balance of
$213,053.  The increase in the working  capital  deficit was  primarily due to a
$265,151  increase  in notes  payable  to a  related  party and an  increase  of
$283,219 in amounts owed to George Morris, chairman of our company.



                                       14
<PAGE>

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
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 September  30, 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
for gathering,  analyzing and disclosing the information the Company is required
to disclose in the reports it files under the  Securities  Exchange Act of 1934,
within the time periods specified in the SEC's rules and forms.

         Changes in  internal  controls.  There were no  significant  changes in
internal controls or other factors that could significantly  affect our internal
controls subsequent to the date of our evaluation.

                           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.




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<PAGE>

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.*

         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.




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<PAGE>

         *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.


                                   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:  November 21, 2005                     INTERNET INFINITY, INC.



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












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