U.S. SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                 FORM 10-QSB

(Mark One)

[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 ______________


                       COMMISSION FILE NUMBER: 0-17345

                              INZON CORPORATION
            (Exact Name of Registrant as Specified in Its Charter)

           Nevada                                     41-1578316
 (State or Other Jurisdiction of Incorporation      (I.R.S. Employer
                             or Organization)      Identification No.)

  238 Northeast First Avenue, Delray Beach, Florida        33444
     (Address of Principal Executive Offices)            (Zip Code)


                                (800) 830-6242
                       (Registrant's Telephone Number)

      ______________________________________________________
(Former Name, Former Address, and Former Fiscal Year, if Changed
Since Last Report)

Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the Registrant was required to file such
reports), and (2) been subject to such filing requirements for the
past 90 days.  Yes     X       No    .

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

As of December 31, 2005, the Registrant had 34,649,150 shares of
common stock issued and outstanding.

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


<PAGE>

                              TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION                                      PAGE

	ITEM 1.  FINANCIAL STATEMENTS

                 BALANCE SHEET AS OF
                 DECEMBER 31, 2005                                   3

                 STATEMENTS OF OPERATIONS
                 FOR THE THREE MONTHS ENDED
                 DECEMBER 31, 2005 AND DECEMBER 31, 2004             4

                 STATEMENTS OF CASH FLOWS
                 FOR THREE MONTHS ENDED
                 DECEMBER 31, 2005 AND DECEMBER 31, 2004             5

                 NOTES TO FINANCIAL STATEMENTS   6

	ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS      8

        ITEM 3.  CONTROLS AND PROCEDURES                            19

PART II - OTHER INFORMATION

        ITEM 1.  LEGAL PROCEEDINGS                                  19

        ITEM 2.  UNREGISTERED SALES OF EQUITY
                 SECURITIES AND USE OF PROCEEDS                     19

        ITEM 3.  DEFAULTS UPON SENIOR SECURITIES                    19

	ITEM 4.  SUBMISSION OF MATTERS TO A VOTE
                             OF SECURITY HOLDERS                    19

        ITEM 5.  OTHER INFORMATION                                  20

        ITEM 6.  EXHIBITS                                           20

SIGNATURES                                                          20


<PAGE>


PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCAL STATEMENTS.


                              INZON CORPORATION
                                BALANCE SHEET
                              DECEMBER 31, 2005
                                 (Unaudited)


                                    ASSETS

Current Assets
  Cash in bank                                         $       526,451
  Accounts receivable                                          185,430
                                                       ----------------
    Total Current Assets                                       711,881
                                                       ----------------
Fixed Assets
  Furniture Fixtures & Equipment-net
   of depreciation of  $ 64,656                                192,557
                                                       ----------------
    Total Fixed Assets                                         192,557
                                                       ----------------

Other Assets
  Deposits                                                      56,650
  Software -net of amortization of $ 176,004                   962,806
  Deferred expense                                             232,150
                                                       ----------------
    Total Other Assets                                       1,251,606
                                                       ----------------

    Total Assets                                       $     2,156,049
                                                       ================

                    LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities
  Current portion-long term debt                                36,168
  Accounts payable                                           1,422,917
  Accrued  expenses                                             62,513
  Notes payable                                                157,792
  Employee consulting payable                		       405,216
                                                       ----------------
    Total Current Liabilities                                2,084,606
                                                       ----------------

Long Term Liabilities
  Equipment note payable                                       151,633
  Less-current portion                                         (36,168)
                                                       ----------------
    Total Long Term Liabilities                                115,456
                                                       ----------------

    Total Liabilities                                        2,200,062
                                                       ----------------
Stockholders' Deficit
  Common stock, $0.001 par value;
   authorized 500,000,000 shares;
   issued and outstanding 34,649,150 shares                     34,649
  Additional paid-in capital                                 1,897,026
  Retained  deficit                                         (1,975,688)
                                                       ----------------
    Total Stockholders' Deficit                                (44,013)
                                                       ----------------

    Total Liabilities and Stockholder Deficit          $     2,156,049
                                                       ================

                See accompanying notes to financial statements


<PAGE>

                              INZON CORPORATION
                           STATEMENTS OF OPERATIONS
                                 (Unaudited)


                                                      Three Months Ended

                                                        December  31,

                                                  2005                 2004
                                                  ----                 ----

Sales                                        $ 2,748,599            $     --
                                             ------------           ---------

Cost of sales                                  2,854,691                  --
                                             ------------           ---------

Gross Profit                                    (106,132)                 --
                                             ------------           ---------

Selling, General, and Administrative Expenses    375,782              11,060

Depreciation and Amortization                     68,181              27,441

Interest Charges (Net of Interest Income)         30,924                 416
                                             ------------           ---------

                                                 475,886              38,925
                                             ------------           ---------

Net Loss Before Income Taxes                    (581,019)            (38,925)

Income Tax Expense (Benefit)                          --                  --
                                             ------------           ---------

Net Loss From Continuing Operations             (581,019)            (38,925)

Net Income (Loss)                            $  (581,019)           $(38,925)
                                             ============           =========

Net Loss per share                           $   (0.0018)           $(0.0013)
                                             ============           =========

Weighted Average Number of Common Shares
   Used to Compute Net Income (Loss) per
   Weighted Average Share                     32,571,976          29,359,676
                                              ==========          ==========



               See accompanying notes to financial statements


<PAGE>

                              INZON CORPORATION
                          STATEMENTS OF CASH FLOWS
                                (Unaudited)

                                                        Three Months Ended
                                                           December 31,
                                                    2005                2004
                                                    ----                ----

Cash Flows From Operating Activities
  Net profit (loss)                               $  (582,019)     $   (38,925)
  Adjustments to reconcile net profits (loss)
   to net cash used in operating activities:
     Depreciation and amortization                     68,181           27,441
     Stock for expense                                     --              200

Changes in current accounts
  Accounts receivable                                 (70,929)              --
  Accounts payable                                  1,071,531               --
  Employment contracts- related parties               (11,200)              --
  Accrued expenses                                     46,055            1,321
  Deposits                                            (41,655)              --
    Net Cash Provided  (Used) In
     Operating Activities                             480,964           (9,963)
                                                  ------------        ---------

Cash Flow From Investing Activities
  Equipment                                          (104,100)              --
    Net Cash used By
     Investing Activities                            (104,100)              --
                                                  ------------        ---------

Cash Flows From Financing Activities
  Loans                                                    --           80,792
  Loan payments                                       (58,605)         (70,458)
                                                  ------------        ---------
    Net Cash Provided (Used) By
     Financing Activities                             (58,605)          10,334
                                                  ------------        ---------

Increase (Decrease) In Cash and
  Cash Equivalents                                    318,259            3,371

Cash and Cash Equivalents at Beginning of Period      208,192              260
                                                  ------------        ---------

Cash and Cash Equivalents at End of Period        $   526,450      $       631
                                                  ============     ============

Supplemental Disclosures of Cash Flow Information
  Cash paid during the period for:
    Interest                                      $        --      $        --
    Income taxes                                  $        --      $        --

Noncash Investing and Financing Activities
  200,000 Shares @ $0.001 for service             $        --      $       200
                                                  ------------     ------------

  1,750,000 shares @ $0.2857 for debt             $   500,000      $        --
                                                  ============     ============

  350,000 shares @ $.075 for interest
   and deferred expense                           $   262,500      $        --
                                                  ============     ============


                See accompanying notes to financial statements


<PAGE>

                              INZON CORPORATION
                         NOTES TO FINANCIAL STATEMENTS
                                (Unaudited)


NOTE 1. BASIS OF PRESENTATION

The condensed balance sheet of InZon Corporation, a Nevada
corporation ("Company"), as of December 31, 2005 (unaudited) and the
related statements of operations and cash flows for the three months
ended December 31, 2005 and 2004 (unaudited) are enclosed.  In the
opinion of Company management, all adjustments necessary for a fair
presentation of such financial statements have been included.  Such
adjustments consisted only of normal recurring items.

The financial statements and notes are presented as permitted by Form
10-QSB and do not contain certain information included in the
Company's annual financial statements and notes contained in the Form
10-KSB for the fiscal year ended September 30, 2005

Interim Financial Statements.

The interim financial statements included herein have been prepared
by the Company without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission ("SEC").  Certain
information and footnote disclosures normally included in annual
financial statements prepared in accordance with accounting
principles generally accepted in the United States of America have
been condensed or omitted.  The interim financial statements reflect,
in the opinion of Company management, all adjustments necessary
(consisting only of normal recurring adjustments) to present a fair
statement of results for the interim periods presented.  The
operating results for any interim period are not necessarily
indicative of the results that may be expected for the fiscal year
ending September 30, 2006.  The accompanying financial statements
should be read in conjunction with the financial statements and notes
included in the Company's Annual Report on Form 10-KSB for the fiscal
year ended September 30, 2005, which is available on the website of
the SEC at www.sec.gov.

NOTE 2:	CRITICAL ACCOUNTING POLICIES

Use of Estimates.

The preparation of financial statements in accordance with accounting
principles generally accepted in the United States of America
requires management of the Company to make estimates and assumptions
that affect the reported amounts of assets and liabilities at the
date of the interim financial statements and the reported amounts of
revenues and expenses during the reporting period.  Such estimates
include, but are not limited to, revenue recognition and allowances,
accrued liabilities, deferred revenue, loss contingencies and
accounting for income taxes.  Actual results could differ from these
estimates.


<PAGE>

Impaired Fair Value of Financial Instruments.

The carrying amounts for the Company's cash, accounts payable,
accrued liabilities, and due to stockholders and officers,
approximate fair value due to the short-term maturity of these
instruments.

Income Taxes.

In February 1992, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 109,
"Accounting for Income Taxes".  SFAS No. 109 required a change from
the deferred method of accounting for income taxes of Accounting
Principles Board Opinion No. 11 to the asset and liability method of
accounting for income taxes.  Under the asset and liability method of
SFAS No. 109, deferred tax assets and liabilities are recognized for
the future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and
liabilities and their respective tax bases.  Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are
expected to be recovered or settled.  Under SFAS No. 109, the effect
on deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the enactment date.
Effective January 1, 1993, the Company adopted SFAS No. 109.

Earnings (Loss) per Share.

In February 1997, the FASB issued SFAS No. 128, "Earnings per Share."
SFAS No. 128 simplifies the standards for computing earnings per
share ("EPS") and was effective for financial statements issued for
periods ending after December 15, 1997, with earlier application not
permitted.  Effective January 1, 1998, the Company adopted SFAS No.
128.  Basic EPS is determined using net income divided by the
weighted average shares outstanding during the period.  Diluted EPS
is computed by dividing net income by the weighted average shares
outstanding, assuming all dilutive potential common shares were
issued.  Since the convertible debentures issued by the Company in
prior periods were fully redeemed before the end of the current
reporting period, rights to purchase common shares of the Company,
issuable upon conversion of convertible debentures, were not included
in the calculation of diluted earnings per common share.

NOTE 3.  GOING CONCERN CONSIDERATIONS

As of December 31, 2005, the Company reported an accumulated deficit
of $1,975,688.  The Company's ability to generate net income and
positive cash flows is dependent on the ability to operate profitably
as well as the ability to raise additional capital.  Management is
aggressively following strategic plans to accomplish both objectives,
but the success of these plans is not guaranteed.  As of December 31,
2005, these factors raise substantial doubt about the Company's
ability to continue as a going concern.

<PAGE>

NOTE 4 - RELATED PARTY TRANSACTIONS

One officer/director and one officer of the Company, David Levy and
James Smith, respectively, have previously entered into employment
agreements with the Company. Each of these agreements is for a term
of five years from June 1, 2004.  Under these agreements, these
individuals will be paid an annual salary of $240,000 and $180,000,
respectively.  Also, these individuals will be entitled to a bonus
annually equal to no less than 1.5% percent of the net profits of the
Company (net profits being defined according to accounting principles
generally accepted in the United States of America); each may elect
to take this bonus in any combination of cash and stock.  In
addition, each individual will be entitled to certain medical,
dental, and insurance benefits.

One of the officers and directors of the Company, Richard Dea,
entered into an employment agreement with the Company for a term of
five years from October 1, 2005. Under this agreement,  this
individual will be paid an annual salary of $144,000.  In addition,
the individual will be entitled to certain medical, dental and
insurance benefits.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.

	The following discussion and analysis of financial condition and
results of operations is based upon, and should be read in
conjunction with, the Company's unaudited financial statements and
related notes included elsewhere in this Form 10-QSB, which have been
prepared in accordance with accounting principles generally accepted
in the United States.

	The Registrant is a telecommunication service provider of VoIP
(Voice over Internet Protocol) wholesale/retail inbound/outbound
traffic to Tier 1 and Tier 2 Carriers.  The Registrant's VoIP
technology, provides complete voice, fax, data, conference
call and Internet services on a wholesale basis over a private
IP network to international carriers and other communication
service providers in the United States and internationally utilizing
its own worldwide hybrid VoIP/TDM network.  VoIP is a fragmented
market with a number of small companies providing services without a
strong backbone network.  Most of these companies are targeting the
US domestic market, which is very difficult to compete in and does
not provide viable margins.

        The Registrant's hybrid TDM (Traditional Voice) and IP Telephony
technology (or Transitional Telecom technology) uses leading edge
monitoring and management software system employing dynamic routing
to allow for immediate reaction to changing network conditions and
rerouting based on predefined criteria.  These systems employ dynamic
routing that will allow systems to immediately react to changing
network conditions and reroute based on predefined criteria.  A web-
based mechanism will be provided to allow external access for our
customers and suppliers to more readily obtain or offer new rates and
codes.  Currently, this is one of the most time consuming aspects of
daily operations in wholesale telecom.  By streamlining this process,


<PAGE>

the Registrant is able to provide maximum value and compelling niche
appeal to potential customers and suppliers.

        The Registrant network utilizes 60 Hudson Street, New York City
as a collocation center and its equipment are comprised by Cisco
Gateways, SS7  & Emergent Soft Switches providing high performance
telephony applications on its own network.

        The Registrant established a Media division as part of the
company's strategic plan to expand its business into sectors where
similar technologies and infrastructures converge.

        The Registrants Media division acquired the digital distribution
and media broadcast software applications, existing revenue contracts
and all associated intellectual property assets of SAE Group, a
private digital media company. The acquired assets include SAE
Group's software distribution rights, revenue streams from existing
license and maintenance contracts, and all intellectual property,
trademark and capital equipment.

        SAE Group, Inc. (Software Application Engineering) was
established in 1985, to provide computer software development and
related consulting services for a variety of commercial and
governmental service organizations. In 1986, SAE received its first
opportunity in the satellite broadcast industry when it was
contracted to develop a traffic scheduling and billing computer
application for Hughes Television Network(r) (HTN), then a leading
sports backhaul provider. The HTN application became the seed from
which SATCON and later SatConCS applications were developed and, as
word spread of SAE's successful development and implementation of the
HTN system, other broadcast companies came to SAE for customized
solutions.

Results of Operations.

(a)  	Revenues.

	The Company reported $2,748,599 in revenues for the three months
ended December 31, 2005, compared to zero for the comparable period
ending December 31, 2004. The increase is the result of the current
period being the Company's first quarter of full operation of its
business.

(b)	Selling, General, and Administrative Expenses.

	Selling, general and administrative expenses of $375,782 were
incurred in the three months ended December 31, 2005, compared to
$11,060 for the comparable period ending December 31, 2004. The
increase is the result of the current period being the Company's
first quarter of full operation of its business.

(c)  	Depreciation and Amortization.

	Depreciation and amortization for the three months ended
December 31, 2005, was $68,181 compared to $ 27,441 in the three
months ended December 31, 2004.  Depreciation is attributable to the
capital equipment and software acquired for the Company to support
its operations.  The increase is the result of additional equipment
and other assets subject to depreciation and amortization being

<PAGE>

acquired by the Company during its first quarter of full business
operations.

(d)  	Interest Expense.

	The Company incurred interest charges (net of interest income)
of $30,924 in the three months period ended December 31, 2005,
compared with $ 416 for the comparable period ending December 31,
2004. The interest expense in the quarter is the result of borrowings
for the Company's funding of its operation.  The increase is the
result of borrowings and other interest-bearing indebtedness incurred
by the Company during its first quarter of full business operations.


(e)  	Income Tax Benefit.

	At December 31, 2005, the Company had available net operating
loss carryforwards of approximately $1.9 million that may provide
future tax benefits expiring beginning in September 2020.

(f)  	Net Loss.

	The Company reported a net loss of $581,019 for the three months
ended December 31, 2005, as compared to a net loss of $38,925 for the
three months ended December 31, 2004.  The increase is due primarily
to the increased costs of the Company's operations to support the
sales levels reached for the current quarter, combined with the lag
associated with the  revenues represented by such sales.


Capital Expenditures.

	The Company incurred capital expenditures of $ 104,100 during
the three months ended December 31, 2005, as compared to $  0 for the
three months ended December 31, 2004.  The increase is the result of
new equipment and other assets being acquired by the Company during
its first quarter of full business operations.


<PAGE>


Operating Activities.

	The net cash provided by operating activities for the three
months ended December 31, 2005, was $480,964, as compared to the net
cash used of $ 9,963 in the three months ended December 31, 2004. A
$1,071,531 increase in accounts payable during the current period is
the primary reason for the substantial increase.

Liquidity and Capital Resources.

	At December 31, 2005, the Company had total current assets of $
711,881 (compared to total current assets at December 31, 2004, of
$522,009) and total current liabilities of $2,084,606 (compared to
total current liabilities at December 31, 2004 of $2,944), resulting
in a current net working capital deficit of $1,372,725, as compared
to a net working capital deficit at December 31, 2004, of $519,065.
The increase from the year earlier period is primarily attributable
to increased levels of both earning assets and the associated
liabilities incurred by the Company to generate sales.  As a result
of such continuing net working capital deficits, the Company will
require additional working capital to continue as a going concern.


Risk Factors Connected with Plan of Operation.

(a)	Limited Prior Operations, History of Operating Losses, and
Accumulated Deficit May Affect Ability of Company to Survive.

	The Company has performed minimal service operations to date.
Since the Company's principal service activities to date have been
primarily organizational activities, it has experienced little record
of revenue-producing operations.  Consequently, there is only a short
operating history upon which to base an assumption that the Company
will be able to achieve its business plans with the assets it
currently has employed.  As a result, there can be no assurance that
the Company will generate significant revenues in the future; and
there can be no assurance that the Company will operate at a
profitable level.  Accordingly, the Company's future prospects must
be considered in light of the risks, expenses and difficulties
frequently encountered in connection with the establishment of a new
business.

	The Company has incurred a net loss of $ 581,019 for the three
months ended December 31, 2005.  At December 31, 2005, the Company
had an accumulated deficit of $1,957,688. This raises substantial
doubt about the Company's ability to continue as a going concern.


(b)	Need for Additional Financing May Affect Operations and Plan of
Business.

	The working capital requirements of the Company may be
significant.  The Company anticipates, based on currently proposed
assumptions relating to its operations (including with respect to
costs and expenditures and projected cash flow from operations), that
it must seek financing to continue its operations.  Such financing,
when needed, may not be available, or may not be available on terms
acceptable to management.  In the event that the Company's plans
change or its assumptions change (due to unanticipated expenses,
technical difficulties, or otherwise), the Company would be required
to seek additional financing

	If funding is insufficient at any time in the future, the
Company may not be able to take advantage of business opportunities
or respond to competitive pressures, or may be required to reduce the
scope of its planned product development and marketing efforts, any
of which could have a negative impact on its business and operating
results.  In addition, insufficient funding may have a material
adverse effect on the Company's financial condition, which could
require the Company to:

<PAGE>

*       curtail operations significantly;

*      sell significant assets;

*       seek arrangements with strategic partners or other parties that
may require the Company to relinquish significant rights to
products, technologies or markets; or

*       explore other strategic alternatives including a merger or sale
of the Company.

	To the extent that the Company raises additional capital through
the sale of equity or convertible debt securities, the issuance of
such securities may result in dilution of existing stockholders.  If
additional funds are raised through the issuance of debt securities,
these securities may have rights, preferences and privileges senior
to holders of common stock and the terms of such debt could impose
restrictions on the Company's operations.  Regardless of whether the
Company's access to financing proves to be inadequate to meet its
operational needs, the Company may seek to compensate providers of
services by issuance of stock in lieu of cash, which may also result
in dilution of existing stockholders.


(c)	Independent Auditors Have Expressed Substantial Doubt Concerning
the Company's Ability to Continue as a Going Concern.

        In his report dated January 13, 2006, the Company's independent
auditor stated that its financial statements for the year ended
September 30, 2005, were prepared assuming that the Company would
continue as a going concern, but that the Company's ability to
continue as a going concern is an issue raised as a result of cash
flow constraint, an accumulated deficit, and recurring losses from
operations.  The Company continues to experience net losses.  The
Company's ability to continue as a going concern is subject to the
ability to generate a profit and/or obtain necessary funding from
outside sources, including obtaining additional funding from the sale
of the Company's securities, increasing sales, and/or obtaining loans
from various financial institutions where possible.  The continuing
net losses and stockholders' deficits increase the difficulty in
meeting such goals and there can be no assurances that such methods
will prove successful.


(d)	Competition May Affect Operation of Company.

        The market in the VoIP industry is intensely competitive
and the Company expects competition to continue to increase.  In
addition, some competitors in the Company's market have longer
operating histories, significantly greater financial, technical,
marketing and other resources, and greater brand recognition than the
Company does.  The Company also expects to face additional
competition as other established and emerging companies enter the
VoIP market.  To be competitive, the Company believes that it must,
among other things, invest significant resources in developing new


<PAGE>

products, improve its current products and maintain customer
satisfaction.  Such investment will increase the Company's expenses
and affect its profitability. In addition, if it fails to make this
investment, the Company may not be able to compete successfully with
its competitors, which could have a material adverse effect on its
revenue and future profitability


(e)	Technological and Market Changes May Affect Operation of
Company.

        The markets in which the Company competes are characterized by
rapid technological change, frequent new product introductions,
evolving industry standards and changing customer needs.  There can
be no assurance that the Company's existing products will continue to
be properly positioned in the market or that the Company will be able
to introduce new or enhanced products into the market on a timely
basis, or at all.  Currently, the Company is focusing on upgrading
and introducing new products.  There can be no assurance that the
Company's enhancements to existing products or introduction of new
products will receive customer acceptance.

        Risks associated with the development and introduction of new
products include delays in research and development and changes in
VoIP technology and operating system technologies that could require
the Company to modify its existing products.  Further risks inherent
in new product introductions include the uncertainty of price-
performance relative to products of competitors, competitors'
responses to the Company's new product introductions, and the desire
of the Company's potential new customers to evaluate new products for
longer periods of time.


(f)	New Versions of Company's Products May Contain Errors or
Defects.

        The Company's VoIP technology is complex and, accordingly, may
contain undetected errors or failures when first introduced or as new
versions are released.  This may result in the loss of, or delay in,
market acceptance of the Company's service products.  The Company may
in the future discover errors in new services after their
commencement or be required to compensate customers for such
limitations or errors, as a result of which the Company's business,
cash flow, financial condition and results of operations could be
materially adversely affected and the Company may be required to
restate its results of operations for prior periods.


(g)	No Assurance of Successful and Timely Product Development.

	The Company's services and proposed enhancements are at various
stages of development and additional development and testing will be
required in order to determine the technical feasibility and
commercial viability of the products.

	There can be no assurance that all of the Company's development
efforts will be successfully completed.  The Company's proposed


<PAGE>

development schedule may be affected by a variety of factors, many of
which will not be within the control of the Company, including
technological difficulties, access to proprietary technology of
others, delays in regulatory approvals, international operating
licenses, and the availability of necessary funding.  In light of the
foregoing factors, there can be no assurance that the Company will be
able to complete or successfully commercialize its services.  The
inability of the Company to successfully complete the development of
new services, or to do so in a timely manner, could force the Company
to scale back operations, or cease operations entirely.


(h)	Market Acceptance May Affect Plan of Business.

	The Company's success is dependent on market acceptance of its
services.  Despite the increasing demand for VoIP technology, the
VoIP industry is relatively nascent and market acceptance of the
Company's services will be dependent, among other things, upon its
quality, ease of use, speed, reliability, and cost effectiveness.
Even if the advantages of the Company's services are established, the
Company is unable to predict how quickly, if at all, the services
will be accepted by the marketplace.


(i)	Ability to Compete Dependent on Protection of Proprietary Rights.

        The Company's ability to compete will be dependent in part on
the protection of its potential patents, trademarks, trade names,
service marks and other proprietary rights.  The Company intends to
rely on trade secret and copyright laws to protect the intellectual
property that it has developed and will continue to develop, but
there can be no assurance that such laws will provide sufficient
protection to the Company, that others will not develop services that
are similar or superior to the Company's, or that third parties will
not copy or otherwise obtain and use the Company's proprietary
information without authorization and compensation to the Company.
In addition, certain of the Company's know-how and proprietary
technology may not be patentable.

        The Company may rely on certain intellectual property licensed
from third parties, and may be required to license additional
products or services in the future for use in the general operations
of its business plan.  There can be no assurance that these third
party licenses will be available or will continue to be available to
the Company on acceptable terms or at all.  The inability to enter
into and maintain any of these licenses could have a material adverse
effect on the Company's business, financial condition and/or
operating results.

	There is a risk that some of the Company's products may infringe
or be perceived by others to infringe the proprietary rights of third
parties.  In addition, whether or not the Company's products infringe
on proprietary rights of third parties, infringement or invalidity
claims may be asserted or prosecuted against it and it could incur
significant expense in defending them.  If any claims or actions are
asserted against the Company, it may be required to modify its
products or seek licenses for these intellectual property rights.
The Company may not be able to modify its products or obtain licenses


<PAGE>

on commercially reasonable terms in a timely manner or at all.  The
Company's failure to do so could have a negative affect on its
business and revenues.


(j)  	Dependence on Suppliers May Affect Operation of Company.

        The Company depends upon broadband Internet connections for
moving its customers'  traffic and achieving revenues.  There are
numerous suppliers of broadband Internet connections which the
Company can use to acquire the resources for meeting the needs of its
customers.  The Company does not foresee any shortage of reliable
broadband capacity in the near future but should such a change occur,
it could dramatically impact the Company's business.  The Company
only has limited control over any supplier as to quality controls and
various other factors.


(k)	Control by Officers and Directors Over Affairs of the Company
May Override Wishes of Other Stockholders.

	The Company's officers and directors currently own approximately
67.5% of the outstanding shares of the Company's common stock.  As a
result, such persons, acting together, have the ability to exercise
significant influence over all matters requiring stockholder
approval.  In addition, all decisions with respect to the management
of the Company will be made exclusively by the officers and directors
of the Company.  Investors will only have rights associated with
stockholders to make decisions that affect the Company.  Accordingly,
it could be difficult for stockholders other than the Companys
officers and directors to exercise control over or otherwise
influence the affairs of the Company.  Accordingly, the success of
the Company, to a large extent, will depend on the business
experience and skills of its directors and officers, and no person
should invest in the common shares of the Company unless they are
willing to entrust all aspects of the management of the Company to
its officers and directors.


(l)	Loss of Any of Current Management Could Have Adverse Impact on
Business and Prospects for Company.

        The Company's success is dependent upon the hiring and
maintenance of key administrative personnel.  Only three of the
Company's officers, directors and key employees have an employment
agreement with the Company (being the Chief Executive Officer, David
F. Levy, the Chief Operating Officer, James B. Smith, and the Chief
Financial Officer, Richard Dea); therefore, there can be no assurance
that other key personnel will remain employed by the Company after
the termination of such agreements.  Should any of these named
individuals (or any other key employees loyal to such named
individuals) cease to be affiliated with the Company for any reason
before qualified replacements could be found, material adverse
effects on the Company's business and prospects could result.


<PAGE>


(m)	Limitations on Liability and Indemnification, of Directors and
Officers May Result in Expenditures by Company.

        Under the Company's Articles of Incorporation, as amended and
restated, and its Bylaws, as restated, the Company is permitted to
indemnify directors, officers, employees and agents of the Company.
In addition, the Nevada Revised Statutes provide for permissive
indemnification of officers and directors.  Any indemnification of
directors, officers, employees, or agents could result in substantial
expenditures being made by the Company in covering any liability of
such persons or in indemnifying them, which could significantly
reduce the funds available for the Company to carry out its plan of
operations.


(n)	Potential Conflicts of Interest May Affect Ability of Officers
and Directors to Make Decisions in the Best Interests of Company.

        The officers and directors of the Company have other interests
to which they devote time, either individually or through
partnerships and corporations in which they have an interest, hold an
office, or serve on boards of directors, and each will continue to do
so notwithstanding the fact that their management time may need to be
devoted to the business of the Company. As a result, certain
conflicts of interest may exist between the Company and its officers
and/or directors that may not be susceptible to resolution.  All of
the potential conflicts of interest will be resolved only through
exercise by the directors of such judgment as is consistent with
their fiduciary duties to the Company.  In order to minimize the
impact on the Company of such potential conflicts of interest, the
Company has adopted and continues to enforce a formal Ethics Policy.

 (o)	Non-Cumulative Voting May Affect Ability of Shareholders to
Influence Company Decisions.

        Holders of the Company's common shares are not entitled to
accumulate their votes for the election of directors or otherwise.
Accordingly, the holders of a majority of the shares present at a
meeting of shareholders will be able to elect all of the directors of
the Company, and the minority shareholders will not be able to elect
a representative to the Company's board of directors.

(p)	Absence of Cash Dividends May Affect Investment Value of
Company's Stock.

        The board of directors does not anticipate paying cash dividends
on the Company's outstanding shares for the foreseeable future and
intends to retain any future earnings to finance the growth of the
Company's business. Payment of dividends, if any, will depend on,
among other factors, earnings, capital requirements, and the general
operating and financial condition of the Company, and will be subject
to legal limitations on the payment of dividends out of paid-in
capital.



<PAGE>


(q)	No Assurance of Public Trading Market and Risk of Low Priced
Securities May Affect Market Value of Company's Stock.

	The Securities and Exchange Commission ("SEC") has adopted a
number of rules to regulate "penny stocks" (defined as any equity
security that has a market price of less than $5.00 per share or with
an exercise price of less than $5.00 per share, largely traded in the
Over the Counter Bulletin Board or the Pink Sheets).  Such rules
include Rule 3a51-1 and Rules 15g-1 through 15g-9 under the
Securities Exchange Act of 1934, as amended.  Because the securities
of the Company may constitute "penny stocks" within the meaning of
the rules, such rules would apply to the Company and to its
securities.

       The SEC has adopted Rule 15g-9 which established sales
practice requirements for certain low price securities.  Unless the
transaction is exempt, it shall be unlawful for a broker or dealer to
sell a penny stock to, or to effect the purchase of a penny stock by,
any person unless prior to the transaction: (i) the broker or dealer
has approved the person's account for transactions in penny stock
pursuant to this rule and (ii) the broker or dealer has received from
the person a written agreement to the transaction setting forth the
identity and quantity of the penny stock to be purchased.  In order
to approve a person's account for transactions in penny stock, the
broker or dealer must: (a) obtain from the person information
concerning the person's financial situation, investment experience,
and investment objectives; (b) reasonably determine that transactions
in penny stock are suitable for that person, and that the person has
sufficient knowledge and experience in financial matters that the
person reasonably may be expected to be capable of evaluating the
risks of transactions in penny stock; (c) deliver to the person a
written statement setting forth the basis on which the broker or
dealer made the determination (i) stating in a highlighted format
that it is unlawful for the broker or dealer to affect a transaction
in penny stock unless the broker or dealer has received, prior to the
transaction, a written agreement to the transaction from the person;
and (ii) stating in a highlighted format immediately preceding the
customer signature line that (iii) the broker or dealer is required
to provide the person with the written statement; and (iv) the person
should not sign and return the written statement to the broker or
dealer if it does not accurately reflect the person's financial
situation, investment experience, and investment objectives; and (d)
receive from the person a manually signed and dated copy of the
written statement.  It is also required that disclosure be made as to
the risks of investing in penny stock and the commissions payable to
the broker-dealer, as well as current price quotations and the
remedies and rights available in cases of fraud in penny stock
transactions.  Statements, on a monthly basis, must be sent to the
investor listing recent prices for the Penny Stock and information on
the limited market.

	The public market for the common stock of the Company has only a
limited history as a listed security on the Over the Counter Bulletin
Board.  An investor may find it difficult to dispose of, or to obtain
accurate quotations as to the market value of the Company's
securities.  The regulations governing penny stocks, as set forth
above, sometimes limit the ability of broker-dealers to sell the
Company's common stock and thus, ultimately, the ability of the
investors to sell their securities in the secondary market.

	Potential shareholders of the Company should also be aware that,
according to SEC Release No. 34-29093, the market for penny stocks
has suffered in recent years from patterns of fraud and abuse.  Such
patterns include (i) control of the market for the security by one or
a few broker-dealers that are often related to the promoter or
issuer; (ii) manipulation of prices through prearranged matching of


<PAGE>


purchases and sales and false and misleading press releases; (iii)
"boiler room" practices involving high-pressure sales tactics and
unrealistic price projections by inexperienced sales persons; (iv)
excessive and undisclosed bid-ask differential and markups by selling
broker-dealers; and (v) the wholesale dumping of the same securities
by promoters and broker dealers after prices have been manipulated to
a desired level, along with the resulting inevitable collapse of
those prices and with consequent investor losses.  The Company's
management is aware of the abuses that have occurred historically in
the penny stock market. Although the Company does not expect to be in
a position to dictate the behavior of the market or of broker dealers
who participate in the market, management will strive within the
confines of practical limitations to prevent the described patterns
from being established with respect to the Company's securities.

(r)	Shares Eligible For Future Sale May Affect Price of Common
Stock.

        All of the shares of common stock that are currently held,
directly or indirectly, by management have been issued in reliance on
the private placement exemption under the Securities Act of 1933.
Such shares will not be available for sale in the open market without
separate registration except in reliance upon Rule 144 under the
Securities Act of 1933.  In general, under Rule 144 a person (or
persons whose shares are aggregated) who has beneficially owned
shares acquired in a non-public transaction for at least one year,
including persons who may be deemed affiliates of the Company (as
that term is defined under that rule) would be entitled to sell
within any three-month period a number of shares that does not exceed
the greater of 1% of the then outstanding shares of common stock, or
the average weekly reported trading volume during the four calendar
weeks preceding such sale, provided that certain current public
information is then available.  If a substantial number of the shares
owned by these shareholders were sold pursuant to Rule 144 or a
registered offering, the market price of the common stock could be
adversely affected.

Critical Accounting Policies.

	The SEC has issued Financial Reporting release No. 60,
"Cautionary Advice Regarding Disclosure About Critical Accounting
Policies" ("FRR 60"); suggesting companies provide additional
disclosure and commentary on their most critical accounting policies.
In FRR 60, the SEC defined the most critical accounting policies as
the ones that are most important to the portrayal of a company's
financial condition and operating results, and require management to
make its most difficult and subjective judgments, often as a result
of the need to make estimates of matters that are inherently
uncertain.  Based on this definition, the Company's most critical
accounting policies include the use of estimates in the preparation
of financial statements.  The methods, estimates and judgments the
Company uses in applying these most critical accounting policies have
a significant impact on the results the Company reports in its
financial statements.

	The preparation of the financial statements contained in this
report requires the Company to make estimates and judgments that
affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosure of contingent assets and
liabilities.  On an ongoing basis, the Company evaluates these


<PAGE>


estimates, including those related to revenue recognition and
concentration of credit risk.  The Company bases its estimates on
historical experience and on various other assumptions that is
believes to be reasonable under the circumstances, the results of
which form the basis for making judgments about the carrying values
of assets and liabilities that are not readily apparent from other
sources.  Actual results may differ from these estimates under
different assumptions or conditions.

Forward Looking Statements.

	The foregoing discussion and analysis of the Company's plan of
operations contains "forward looking statements" within the meaning
of Rule 175 of the Securities Act of 1933, as amended, and Rule 3b-6
of the Securities Act of 1934, as amended.  The words "believe,"
"expect," "anticipate," "intends," "forecast," "project," and similar
expressions identify forward-looking statements.  These are
statements that relate to future periods and include, but are not
limited to, statements as to the Company's estimates as to the
adequacy of its capital resources, its need and ability to obtain
additional financing, the features and benefits of its products, its
operating losses and negative cash flow, and its critical accounting
policies.  Forward-looking statements are subject to certain risks
and uncertainties that could cause actual results to differ
materially from those projected. These risks and uncertainties
include, but are not limited to, those discussed above, as well as
risks related to the Company's ability to develop new technology and
introduce new products and its ability to protect its intellectual
property.  These forward-looking statements speak only as of the date
hereof.  The Company expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change in
its expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based.



<PAGE>


ITEM 3.  CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures.

        As of the end of the period covered by this report, the Company
carried out an evaluation of the effectiveness of the design and
operation of its disclosure controls and procedures pursuant to Rule
13a-15 under the Securities Exchange Act of 1934, as amended
("Exchange Act"). This evaluation was done under the supervision and
with the participation of the Company's chief executive officer and
its chief financial officer. Based upon that evaluation, they
concluded that the Company's disclosure controls and procedures are
effective in gathering, analyzing and disclosing information needed
to satisfy the Company's disclosure obligations under the Exchange
Act.


Changes in Disclosure Controls and Procedures.

        There were no significant changes in the Company's disclosure
controls and procedures, or in factors that could significantly
affect those controls and procedures, since their most recent
evaluation.

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

         None.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
 	    PROCEEDS.

	The Company made the following sales of unregistered
(restricted) securities during the quarter ended on December 31,
2005:

1.	On December 30, 2005, the Company issued 1,750,000 of
shares of common stock to one entity for the conversion of
convertible debt of $ 500,000, with a total value of
$500,000 ($0.2857 per share).

2.	On December 30, 2005 the Company issued 350,000 shares of
common stock to the same entity as 1 above for the
forgiveness of accrued interest and registration rights to
1,000,000 shares for a total value of $ 262,500 ($0.75 per
share)

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

         Not Applicable.


<PAGE>


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         None

ITEM 5.  OTHER INFORMATION.

         None.

ITEM 6.  EXHIBITS

         Exhibits included or incorporated by reference herein are set
forth in the attached Exhibit Index.


<PAGE>

                                  SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                     InZon Corporation


Dated:  February 9, 2005             By: /s/  David F. Levy
                                         -------------------
                                     David F. Levy, Chief Executive Officer


Dated: February 9, 2005              By: /s/ Richard Dea
                                         ---------------
                                     Richard Dea, Chief Financial Officer



<PAGE>


EXHIBIT INDEX

Number		   		       Description

2.1	Agreement and Plan of Merger between the Company and W-J
        International, a Delaware corporation, dated December 1,
        2001 (incorporated by reference to Exhibit 2 of the Form
        10-KSB/A filed on April 28, 2003).

2.2	Agreement and Plan of Merger between the Company, on the
        one hand, and InZon Corporation and all of its holders of
        common stock, on the other hand, dated September 24, 2004
        (including Exhibit A: Identification of InZon Corporation
        Shareholders; Exhibit B: Amended and Restated Articles of
        Incorporation; Exhibit B-1: Restated Bylaws; Exhibit C: W-
        J International, Ltd. Financial Statements; Exhibit D:
        Exceptions - W-J International, Ltd. Representations and
        Warranties; Exhibit E: InZon Corporation Unaudited Balance
        Sheet and Income Statement; Exhibit F: Exceptions - InZon
        Corporation Representations and Warranties; Exhibit G:
        Shareholder Letter; Exhibit H: Permitted InZon Corporation
        Transactions; Exhibit I: Certificate of Officer Pursuant
        to Agreement and Plan of Merger; and Exhibit J:
        Certificate of Officer Pursuant to Agreement and Plan of
        Merger) (incorporated by reference to Exhibit 2 of the
        Form 8-K filed on October 1, 2004).

3.1     Articles of Incorporation of the Company, dated December
        20, 2001 (incorporated by reference to Exhibit 3.1 of the
        Form 10-KSB/A filed on April 28, 2003).

3.2	Amended and Restated Articles of Incorporation of the
        Company, dated October 1, 2004 (incorporated by reference
        to Exhibit 3.1 of the Form 8-K/A filed on January 18, 2005).

3.3	Bylaws of the Company, dated January 15, 2003
        (incorporated by reference to Exhibit 3.2 of the Form 10-
        KSB/A filed on April 28, 2003).

3.4	Restated Bylaws of the Company, dated October 1, 2004
        (incorporated by reference to Exhibit 3.2 of the Form 8-
        K/A filed on January 18, 2005).

10.1	Consulting Agreement between the Company and Stout
        Advisors & Liquidators, Inc., dated February 23, 2004
        (incorporated by reference to Exhibit 10.1 of the Form 10-
        KSB filed on January 21, 2005)

10.2	Employment Agreement between InZon Corporation (the
        Delaware corporation) and David F. Levy, dated June 1,
        2004 (incorporated by reference to Exhibit 10.1 of the
        Form 8-K/A filed on January 18, 2005).


<PAGE>


10.3	Employment Agreement between InZon Corporation (the
        Delaware corporation) and James B. Smith, dated June 1,
        2004 (incorporated by reference to Exhibit 10.2 of the
        Form 8-K/A filed on January 18, 2005).

23	Consent of George Brenner, CPA (incorporated by reference
        to Exhibit 23 of the Form 10-KSB filed on January 21,
        2005).

31.1	Rule 13a-14(a)/15d-14(a) Certification of David F. Levy
        (filed herewith).

31.2	Rule 13a-14(a)/15d-14(a) Certification of Richard Dea
        (filed herewith).

32      Section 1350 Certification of David F. Levy and Richard
        Dea (filed herewith).

<PAGE>