FORM 10-QSB

                       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, 2002

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 Identification No.)
incorporation or organization)

         266 Cedar Street,                                    07009
         Cedar Grove, New Jersey
(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)


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) 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 March 31, 2002: 17,532,692



                                                         1

<PAGE>

                        BAYNON INTERNATIONAL CORPORATION

Index                                                                 Page No.


Part I    Financial Information

Item 1    Financial Statements:

          Balance Sheets - March 31, 2002, and December 31, 2001              3

          Statements of Operations - For the Three Months
          Ended March 31, 2002 and 2001                                       4

          Statements of Cash Flows - For the Three Months Ended
          March 31, 2002 and 2001                                             5

          Notes to Financial Statements                                       6

Item 2    Management's Discussion and Analysis of  Financial Condition
          and Results of Operations                                           8

Part II   Other Information

Item 1    Legal Proceedings                                                   9

Item 2    Changes in Securities and Use of Proceeds                           9

Item 3    Defaults Upon Senior Securities                                     9

Item 4    Submission of Matters to a Vote of Security Holders                 9

Item 5    Other Information                                                   9

Item 6    Exhibits and Reports on Form 8-K                                    9






                                        2

<PAGE>

                        BAYNON INTERNATIONAL CORPORATION

                                 BALANCE SHEETS





<TABLE>
<CAPTION>
                                                                                        March 31,                December 31,
ASSETS                                                                                     2002                       2001
                                                                                       (Unaudited)                 (Audited)

Current Assets:
<S>                                                                                     <C>                     <C>
  Cash and cash equivalents                                                             $    74,330             $         16,945
                                                                                        ------------            -----------------
        Total Current Assets                                                                 74,330                       16,945
                                                                                        ------------            -----------------

Total Assets                                                                            $    74,330             $         16,945
                                                                                        ============            =================



LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Accounts payable and accrued
    expenses                                                                            $    12,885             $          7,828
                                                                                        ------------            -----------------
        Total Current Liabilities                                                            12,885                        7,828
                                                                                        ------------            -----------------

Total Liabilities                                                                            12,885                        7,828
                                                                                        ------------            -----------------

Stockholders' Equity:
  Common stock, $.001 par value, 50,000,000 shares
    authorized, 17,532,692 and 10,532,652 shares
    issued and outstanding at March 31, 2002 and
    December 31, 2001, respectively                                                          17,533                       10,533
  Additional paid-in capital                                                                104,000                       53,000
  Retained earnings (deficit)                                                               (60,088)                     (54,416)
                                                                                        ------------            -----------------
        Total Stockholders' Equity                                                           61,445                        9,117
                                                                                        ------------            -----------------

Total Liabilities and Stockholders' Equity                                              $    74,330             $         16,945
                                                                                        ============            =================
</TABLE>






____________________

The accompanying notes are an integral part of these financial statements.

                                        3

<PAGE>

                        BAYNON INTERNATIONAL CORPORATION

                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)




<TABLE>
<CAPTION>
                                                                                             For the Three Months Ended
                                                                                                      March 31,
                                                                                          2002                        2001

<S>                                                                                  <C>                         <C>
Revenues                                                                             $            -              $           -

Cost of Revenues                                                                                  -                          -
                                                                                     ----------------            ---------------

Gross Profit                                                                                      -                          -
                                                                                     ----------------            ---------------

Other Costs:
  General and administrative expenses                                                          6,073                      3,641
                                                                                     ----------------            ---------------
        Total Other Costs                                                                      6,073                      3,641

Other Income and Expense:
  Interest income                                                                                401                        476
                                                                                     ----------------            ---------------

Net Loss before Income Taxes                                                                  (5,672)                    (3,165)

Income Taxes                                                                                      -                          -
                                                                                     ----------------            ---------------

Net Loss                                                                             $        (5,672)            $       (3,165)
                                                                                     ================            ===============


Earnings (Loss) Per Share:
  Basic and diluted earnings (loss) per
    common share                                                                     $            -              $           -
                                                                                     ================            ===============

  Basic and diluted common shares
    outstanding                                                                           14,810,469                 10,532,692
                                                                                     ================            ===============
</TABLE>




____________________

The accompanying notes are an integral part of these financial statements.

                                       4

<PAGE>

                        BAYNON INTERNATIONAL CORPORATION

                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)




<TABLE>
<CAPTION>
                                                                                                For the Three Months Ended
                                                                                            March 31,
                                                                                              2002                     2001
                                                                                           ------------             ------------
Cash Flows from Operating Activities:
<S>                                                                                        <C>                      <C>
  Net loss                                                                                 $    (5,672)             $    (3,165)

  Adjustments to reconcile net loss to net
    cash used in operating activities:
      Increase (decreae) in accounts payable
        and accrued expenses                                                                     5,057                   (9,316)
                                                                                           ------------             ------------

          Net cash used in operating activities                                                   (615)                 (12,481)
                                                                                           ------------             ------------

Cash Flows from Investing Activities                                                            -                        -
                                                                                           ------------             ------------

Cash Flows from Financing Activities:
  Issuance of common stock                                                                      58,000                   -
                                                                                           ------------             ------------
          Net cash provided by financing
            activities                                                                          58,000                   -
                                                                                           ------------             ------------

Net Increase (Decrease) in Cash and Cash Equivalents                                            57,385                  (12,481)

Cash and Cash Equivalents, beginning of period                                                  16,945                   42,208
                                                                                           ------------             ------------

Cash and Cash Equivalents, end of period                                                   $    74,330              $    29,727
                                                                                           ============             ============


Supplemental Disclosures of Cash Flow Information:
  Cash paid during the period for:
    Interest                                                                               $       -                $       -
                                                                                           ============             ============
    Income taxes                                                                           $       -                $       -
                                                                                           ============             ============
</TABLE>



____________________

The accompanying notes are an integral part of these financial statements.

                                       5

<PAGE>

                        BAYNON INTERNATIONAL CORPORATION

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2002




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 two 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 may wish to
contribute  assets to the Company rather than merge.  No assurances 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.

Earnings (Loss) Per Share

As of December 31, 1997, the FASB issued Statement No. 128, "Earnings Per Share"
(SFAS 128) replacing the  calculation of primary and fully diluted  earnings per
share with Basic and Diluted  earnings  per share.  Unlike  primary  earning per
share,  basic  earnings  per share  excludes  the  dilutive  effects of options,
warrants  and  convertible  securities  and thus is computed by dividing  income
available to common stockholders by the weighted average number of common shares
outstanding.  Diluted  earnings  per share is  similar to the  previously  fully
diluted  earnings per share.  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

Impairment of Long-Lived Assets

The Company adopted  Statement of Financial  Accounting  Standards No. 144 (SFAS
144), "Accounting for the Impairment or Disposal of Long-Lived Assets," which is
effective  for  fiscal  years  beginning  after  December  15,  2001.  SFAS  144
supersedes SFAS 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed of". The primary  objectives of SFAS 144 are to
develop one accounting model based on the framework  established in SFAS 121 for
long-lived  assets  to be  disposed  of by  sale,  and  to  address  significant
implementation  issues.  The adoption of SFAS 144 had no impact on the Company's
financial condition or results of operations.



                                        6
<PAGE>



                        BAYNON INTERNATIONAL CORPORATION

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2002
                                   (Continued)


2.  INTERIM PRESENTATION

The  December 31, 2001  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, 2002 and
its results of  operations  and cash flows for the three  months ended March 31,
2002 and 2001.

The  statements of operations for the three months ended March 31, 2002 and 2001
are not necessarily indicative of 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, 2001.


3.  STOCKHOLDERS' EQUITY

On January 8, 2002 the Company issued  4,000,000  shares of common stock,  $.001
par value and  received  net  proceeds of $28,000.  These  shares were sold in a
private  placement  without  registration  under  Rule 506 of  Regulation  D and
pursuant to exemptions contained in the Securities Act of 1933

On March 12, 2002 the Company issued 3,000,000 shares of common stock, $.001 par
value and  received  proceeds  of $30,000.  These  shares were sold in a private
placement  without  registration  under Rule 506 of Regulation D and pursuant to
exemptions  contained in the  Securities  Act. In connection  with this sale the
Company agreed to the following:  (a) the Company would not issue any additional
common  stock,  preferred  stock  or any  warrants,  rights  or  any  securities
convertible  into  common  stock  without  the  prior  written  consent  of this
investor;  (b) the  Company  would  reimburse  this  investor  up to $1,000  for
expenses incurred while conducting its due diligence investigation prior to this
purchase;  (c) this investor will be entitled to name an individual to the Board
of  Directors,  as long as it owns at least eight percent (8%) of the issued and
outstanding  common  stock of the  Company,  and (d) the  Company  will retain a
securities counsel as specified by the investor. Pursuant to this agreement, the
President of this investor was appointed a director of the Company.



                                        7

<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations

Liquidity and Capital Resources

         Liquidity and Capital Resources

At March 31, 2002, the Company had a cash balance of $74,330, which represents a
$57,385  increase  from the $16,945  balance at December 31, 2001.  This $57,385
increase arises from from cash provided by financing  activities of $58,000, net
of cash used in operations of $615. The Company's  working  capital  position at
March 31, 2002, was $61,445 as compared to its position at December 31, 2001, of
$9,117.

The focus of the  Company'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 Company.  The Company
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 Company 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 Company presently owns no real property and at this time has no intention of
acquiring any such property.

Results of Operations

Three Months Ended March 31, 2002, compared to Three Months Ended March 31, 2001

Net income (loss)

The Company  incurred a loss of $5,672 in the current  quarterly  period,  which
represents  a $2,507  increase in Net Loss  compared  to the prior year  period.
Interest  income  decreased by $75 to $401 primarily due to lower interest rates
during the current period.  General and  administrative  expenses of $6,073 were
incurred in the current  quarterly  period  compared to $3,641 in the prior year
period.  The increase of $2,432 was due primarily to a increase in fees incurred
in the current quarterly period to meet public filing requirements.



                                        8
<PAGE>




PART II.          Other Information


Item 1.           Legal Proceedings

                  Not Applicable.

Item 2.  Change in Securities and Use of Proceeds

                  Not Applicable.

Item 3.  Defaults Upon Senior Securities

                  Not Applicable.

Item 4.  Submission of Matters to a Vote of Security Holders

                  Not Applicable.

Item 5.  Other Information

                  Not Applicable.

Item 6.  Exhibits and Reports on Form 8-K

                  Reports on Form 8-K - None

                                                    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 15, 2002                    By: /s/ Pasquale Catizone
                                         ---------------------------------------
                                         Pasquale Catizone, Chairman
                                         (on behalf of the registrant)



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