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                        BAYNON INTERNATIONAL CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2007

                                   FORM 10-QSB

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

(Mark One)

[X]     QUARTERLY  REPORT  PURSUANT  TO SECTION  13 OR 15 (d) OF THE  SECURITIES
        EXCHANGE ACT OF 1934
        For the quarterly period ended March 31, 2007

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  000-26653

                        BAYNON INTERNATIONAL CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                      Nevada                            88-0285718
         -------------------------------           -------------------
         (State or other jurisdiction of            (I.R.S. Employer
          incorporation or organization)           Identification No.)

                 266 Cedar Street,
              Cedar Grove, New Jersey                      07009
     (Address of principal executive offices)            (Zip Code)

                                 (973) 239-2952
              (Registrant's telephone number, including area code)

                                 Not applicable
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

Check 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) has been subject to such filing requirements for the past
90 days.
Yes [X]  No [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Class   Common Stock, $0.001 par value   Outstanding at May 7, 2007:  19,032,692

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

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<PAGE>

                        BAYNON INTERNATIONAL CORPORATION

Index                                                                   Page No.
                                                                        --------

Part I    Financial Information

Item 1    Financial Statements:
          Balance Sheets - March 31, 2007 (Unaudited) and
          December 31, 2006 (audited)                                        3

          Unaudited Statements of Operations - For the Three Months
          Ended March 31, 2007                                               4

          Unaudited Statements of Cash Flows - For the Three Months
          Ended March 31, 2007                                               5

          Notes to Financial Statements                                      6

Item 2    Management's Discussion and Analysis or Plan of Operation          8

Item 3    Controls and Procedures                                            9

Part II   Other Information

Item 6    Exhibits                                                           9

                                        2
<PAGE>

                           BAYNON INTERNATIONAL CORP.

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                               MARCH 31,     DECEMBER 31,
                                                                 2007            2006
                                                             ------------    ------------
                                                              (UNAUDITED)      (AUDITED)
<S>                                                          <C>             <C>
                          ASSETS

Current Assets:
   Cash and cash equivalents                                 $      8,805    $     12,940
                                                             ------------    ------------
        Total Current Assets                                        8,805          12,940
                                                             ------------    ------------
Total Assets                                                 $      8,805    $     12,940
                                                             ============    ============
           LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current Liabilities:
   Accounts payable and accrued expenses                     $     21,167    $     14,745
   Convertible note payable, stockholder                           20,000          20,000
   Accrued interest, stockholder                                      358              62
                                                             ------------    ------------
        Total Current Liabilities                                  41,525          34,807
                                                             ------------    ------------
Total Liabilities                                                  41,525          34,807
                                                             ------------    ------------
Stockholders' Deficiency:
   Common stock, $.001 par value, 50,000,000 shares
    authorized, 19,032,692 shares issued and outstanding           19,033          19,033
   Additional paid-in capital                                     117,500         117,500
   Accumulated deficit                                           (169,253)       (158,400)
                                                             ------------    ------------
        Total Stockholders' Deficiency                            (32,720)        (21,867)
                                                             ------------    ------------
Total Liabilities and Stockholders' Deficiency               $      8,805    $     12,940
                                                             ============    ============
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                        3
<PAGE>

                           BAYNON INTERNATIONAL CORP.

                            STATEMENTS OF OPERATIONS

               FOR THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 2007            2006
                                                             ------------    ------------
<S>                                                          <C>             <C>
Revenues                                                     $          -    $          -

Cost of Revenues                                                        -               -
                                                             ------------    ------------
Gross Profit                                                            -               -
                                                             ------------    ------------
Other Costs:
   General and administrative expenses                             10,704           7,141
                                                             ------------    ------------
        Total Other Costs                                          10,704           7,141
                                                             ------------    ------------
Other Income (Expense):
   Interest income                                                    147             103
   Interest expense - stockholder                                    (296)              -
                                                             ------------    ------------
        Total Other Income (Expense)                                 (149)            103
                                                             ------------    ------------
Net Loss                                                     $    (10,853)   $     (7,038)
                                                             ============    ============
Earnings (loss) per share:
 Basic and diluted earnings (loss)
  per share                                                  $       0.00    $       0.00
                                                             ============    ============
 Basic and diluted weighted average
  common shares outstanding                                    19,032,692      19,032,692
                                                             ============    ============
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                        4
<PAGE>

                           BAYNON INTERNATIONAL CORP.

                            STATEMENTS OF CASH FLOWS

               FOR THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 2007            2006
                                                             ------------    ------------
<S>                                                          <C>             <C>
Cash Flows from Operating activities:
Net loss                                                     $    (10,853)   $     (7,038)
Adjustments to reconcile net loss to net cash used
 in operating activities:
  Increase in accounts payable and
   accrued expenses                                                 6,718           2,108
                                                             ------------    ------------
        Net cash used in operating activities                      (4,135)         (4,930)
                                                             ------------    ------------
Cash Flows from Investing Activities                                    -               -
                                                             ------------    ------------
Cash Flows from Financing Activities                                    -               -
                                                             ------------    ------------
Decrease in Cash and Cash Equivalents                              (4,135)         (4,930)

Cash and Cash Equivalents, beginning of period                     12,940          16,805
                                                             ------------    ------------
Cash and Cash Equivalents, end of period                     $      8,805    $     11,875
                                                             ============    ============
Supplemental Disclosures of Cash Flow Information:

  Cash paid during year for:
            Interest                                         $          -    $          -
                                                             ============    ============
            Income Taxes                                     $          -    $          -
                                                             ============    ============
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                        5
<PAGE>

                           BAYNON INTERNATIONAL CORP.

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2007

1. THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company

Baynon  International  Corporation  (formerly  known  as  Technology  Associates
Corporation  and  hereinafter  referred  to as  the  "Company"), was  originally
incorporated  on  February  29,  1968  under  the  laws of the  Commonwealth  of
Massachusetts  to engage in any lawful  corporate  undertaking.  On December 28,
1989,  the  Company  reincorporated  under the laws of the State of Nevada.  The
Company  was  formerly  engaged in the  technology  marketing  business  and its
securities traded on the National Association of Securities Dealers OTC Bulletin
Board.  The Company has not engaged in any business  operations for at least the
last five fiscal years and has no operations to date.

The Company will attempt to identify and  negotiate  with a business  target for
the merger of that entity with and into the  Company.  In certain  instances,  a
target  company  may  wish to  become a  subsidiary  of the  Company  or wish to
contribute  assets to the Company  rather than merge.  No assurance can be given
that the Company will be  successful  in  identifying  or  negotiating  with any
target company.  The Company  provides a means for a foreign or domestic private
company  to  become a  reporting  (public)  company  whose  securities  would be
qualified for trading in the United States secondary market.

Earning (Loss) Per Share

The Company computes  earnings or loss per share in accordance with Statement of
Financial  Accounting  Standards No. 128 (SFAS 128), "Earning Per Share".  Basic
earnings  per  share  is  computed  by  dividing  income   available  to  common
stockholders  by the  weighted  average  number  of common  shares  outstanding.
Diluted  earnings per share reflects the potential  dilution that could occur if
securities or other agreements to issue common stock were exercised or converted
into  common  stock.  Diluted  earnings  per share is  computed  based  upon the
weighted average number of common shares and dilutive common  equivalent  shares
outstanding,  which includes convertible debentures, stock options and warrants.
The following  securities  have been excluded from the calculation of net income
per share, as their effect would be anti-dilutive:

                                                          March 31,
                                                ----------------------------
                                                    2007            2006
                                                ------------    ------------
Convertible note payable and accrued
  interest - stockholder (weighted average)        2,013,660               -
                                                ============    ============

                                        6
<PAGE>

                           BAYNON INTERNATIONAL CORP.

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2007

2. INTERIM PRESENTATION

The  December 31, 2006  balance  sheet data was derived  from audited  financial
statements but does not include all disclosures  required by generally  accepted
accounting principles. In the opinion of management,  the accompanying unaudited
financial statements contain all normal and recurring  adjustments  necessary to
present  fairly the financial  position of the Company as of March 31, 2007, its
results of operations for the three months ended March 31, 2007 and 2006 and its
cash flows for the three months ended March 31, 2007 and 2006.

The  statements of operations for the three months ended March 31, 2007 and 2006
are not necessarily indicative of the results for the full year.

While the Company  believes that the disclosures  presented are adequate to make
the  information not misleading,  these financial  statements  should be read in
conjunction with the financial statements and accompanying notes included in the
Company's annual Report on Form 10-KSB for the year ended December 31, 2006.

3. GOING CONCERN

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going  concern.  The Company has incurred  continuing
operating  losses and has an accumulated  deficit of $169,253 at March 31, 2007.
The Company has no revenue generating  operations and has limited cash resources
available. Additionally, the Company has a working capital deficiency of $32,720
at March 31, 2007.

These  factors  raise  substantial  doubt  about the  ability of the  Company to
continue as a going concern. Management believes that it will be able to achieve
a  satisfactory  level of liquidiity to meet the Company's  obligations  through
December 31, 2007 by obtaining additional financing from key officers, directors
and certain investors.  However, there can be no assurance that the Company will
be able to  generate  sufficient  liquidity  to  maintain  its  operations.  The
financial  statements do not include any adjustments  that might result from the
outcome of these uncertainties.

4. CONVERTIBLE NOTE PAYABLE - STOCKHOLDER

On  December  13,  2006,  the  Company  issued an  unsecured  note  payable to a
stockholder  in exchange  for  $20,000 in cash,  in order for the Company to pay
current  invoices.  The note  bears  interest  at 6% per  annum and  matures  on
December  13,  2007.  The  stockholder  has the option to  convert  the note and
accrued  interest into the Company's  common stock at $.01 per share. The option
expires on December 13, 2007.

At March 31,  2007,  accrued  interest  on the note was $358.  Interest  expense
amounted to $296 for the three months ended March 31, 2007.

                                        7
<PAGE>

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

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

         The  following  "Management's  Discussion  and  Analysis  of  Financial
Condition and Results of Operations," as well as disclosures  included elsewhere
in this Form 10-QSB, are based upon our unaudited  financial  statements,  which
have been prepared in accordance with accounting  principles  generally accepted
in the United States. The preparation of these financial  statements requires us
to make  estimates  and  judgments  that affect the reported  amounts of assets,
liabilities,  revenues and expenses, and related disclosure of contingencies. On
an on-going basis,  we evaluate the estimates  used,  including those related to
impairments  of tangible and  intangible  assets,  income taxes,  accruals,  and
contingencies.   We  base  our  estimates  on  historical  experience,   current
conditions and on various other  assumptions  that are believed 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 as well as  identifying  and assessing our
accounting  treatment  with respect to  commitments  and  contingencies.  Actual
results  may  differ  from  these  estimates  under  different   assumptions  or
conditions.

LIQUIDITY AND CAPITAL RESOURCES

         At March 31,  2007,  the  Company  had a cash  balance of $8,805  which
represents a $4,135 decrease from the $12,940 balance at December 31, 2006. This
decrease was  primarily  the result of cash used in operating  activities  which
were  expenses  incurred  primarily  to enable the  Registrant  to  satisfy  the
requirements  of a reporting  company net of the proceeds from the issuance of a
note payable to a  stockholder  of the Company.  The Company's  working  capital
position at March 31, 2007 was a deficit of  ($32,720)  as compared to a deficit
of ($21,867) at December 31, 2006.

         The focus of the  Registrant's  efforts  is to  acquire  or  develop an
operating  business.  Despite  no active  operations  at this  time,  management
intends  to  continue  in  business  and  has  no  intention  to  liquidate  the
Registrant.   The  Registrant  has  considered  various  business   alternatives
including  the possible  acquisition  of an existing  business,  but to date has
found possible  opportunities  unsuitable or excessively  priced. The Registrant
does  not  contemplate  limiting  the  scope  of its  search  to any  particular
industry.  Management has considered the risk of possible  opportunities as well
as their  potential  rewards.  Management has invested time  evaluating  several
proposals  for  possible  acquisition  or  combination,  however,  none of these
opportunities were pursued.  The Registrant  presently owns no real property and
at this time has no intention of acquiring any such property.  The  Registrant's
sole expected expenses are comprised of professional fees primarily  incident to
its reporting requirements.

         The accompanying  financial statements have been prepared assuming that
the Company will continue as a going concern. The Company has incurred operating
losses in 2006 and 2005.  At March 31,  2007,  the  Company  had an  accumulated
deficit of $169,253. Net cash used in  operating  activities  was $4,135 for the
three months ended March 31, 2007.  At March 31, 2007,  the Company had cash and
cash equivalents of $8,805. The Company has no revenue generating operations and
has limited cash  resources  available.  Additionally  the Company has a working
capital deficiency of $32,720 at March 31, 2007. These factors raise substantial
doubt  about the ability of the  Company to  continue  as a going  concern.  Our
auditors have included a "going concern" qualification in their auditors' report
for the year ended December 31, 2006.  Management  believes that it will be able
to achieve a satisfactory  level of liquidity to meet the Company's  obligations
through December 31, 2007 by obtaining  additional  financing from key officers,
directors and certain  investors.  However,  there can be no assurance  that the
Company  will  be  able  to  generate  sufficient   liquidity  to  maintain  its
operations.  The financial  statements do not include any adjustments that might
result from the outcome of these uncertainties.

                                        8
<PAGE>

RESULTS OF OPERATIONS

Three Months Ended March 31, 2007 compared to March 31, 2006

         The  Registrant  incurred  a net loss of  $10,853  for the 2007  period
versus a net loss of $7,038  for the 2006  period.  General  and  administrative
expenses were $10,704 in the 2007 period  compared to $7,141 in the 2005 period,
a  decrease  of  $3,609.  General  and  administrative  expenses  were  incurred
primarily to enable the  Registrant to satisfy the  requirements  of a reporting
company. The expenses were lower in 2006 due to increased  accounting,  auditing
and legal  expenses.  Interest  income  increased  $44 to $147  primarily due to
higher cash balances.  Interest expense in 2007 of $296 represents interest on a
convertible note payable to a stockholder.

ITEM 3.  CONTROLS AND PROCEDURES

Evaluation of Disclosure  Controls and Procedures.  Our Chief Executive  Officer
and Chief Financial Officer have reviewed and evaluated the effectiveness of our
disclosure   controls  and   procedures   (as  defined  in  Exchange  Act  Rules
240.13a-14(c)  and  15d-14(c))  as of the  end of the  period  covered  by  this
quarterly report. Based on that evaluation, they have concluded that our current
disclosure  controls and  procedures  are  effective  in providing  the material
information  required to be disclosed in the reports we file or submit under the
Exchange Act.

         While  our  disclosure   controls  and  procedures  provide  reasonable
assurance that the appropriate  information will be available on a timely basis,
this  assurance is subject to  limitations  inherent in any control  system,  no
matter how well designed and administered.

Changes in  Internal  Controls.  There have been no  significant  changes in our
internal controls or in other factors that could  significantly  affect internal
controls subsequent to the date we carried out this evaluation.

PART II.         Other Information

Item 6.  Exhibits

         (a)     Exhibits

                 31.1     Certification of Pasquale Catizone
                 31.2     Certification of Daniel Generelli
                 32.1     Certification Under Section 906 of Sarbanes-Oxley
                          Act of 2002
                 32.2     Certification Under Section 906 of Sarbanes-Oxley
                          Act of 2002

                                        9
<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  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.

                                              BAYNON INTERNATIONAL CORPORATION
                                              Registrant


Date: May 7, 2007                             By:  /s/ PASQUALE CATIZONE
                                                   -----------------------------
                                                   Pasquale Catizone,
                                                   President and Chairman
                                                   (on behalf of the registrant)

                                       10