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 June 30, 2004

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)


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 August 12, 2004:     17,532,692



<PAGE>




                        BAYNON INTERNATIONAL CORPORATION

Index                                                                 Page No.


Part I      Financial Information

                    Item 1 Financial Statements:

            Balance Sheets - June 30, 2004, and December 31, 2003         3

            Statements of Operations - For the Three and Six Months
            Ended June 30, 2004 and 2003                                  4

            Statements of Cash Flows - For the Six Months Ended
            June 30, 2004 and 2003                                        5

            Notes to Financial Statements                                 6

Item 2      Management's Discussion and Analysis or Plan of Operation     7

Item 3      Controls and Procedures                                       8

Part II     Other Information

Item 5      Other Information                                             8

Item 6      Exhibits and Reports on Form 8-K                              8





                                       2

<PAGE>


                        BAYNON INTERNATIONAL CORPORATION

                                 BALANCE SHEETS





<TABLE>
<CAPTION>
                                                                                         June 30,                December 31,
ASSETS                                                                                     2004                       2003
                                                                                        (Unaudited)                 (Audited)

Current Assets:
<S>                                                                                     <C>                      <C>
  Cash and cash equivalents                                                             $    22,596              $        44,517
                                                                                        ------------             ----------------
        Total Current Assets                                                                 22,596                       44,517
                                                                                        ------------             ----------------

Total Assets                                                                            $    22,596              $        44,517
                                                                                        ============             ================



LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Accounts payable and accrued
    expenses                                                                            $     5,595              $         7,105
                                                                                        ------------             ----------------
        Total Current Liabilities                                                             5,595                        7,105
                                                                                        ------------             ----------------

Total Liabilities                                                                             5,595                        7,105
                                                                                        ------------             ----------------

Stockholders' Equity:
  Common stock, $.001 par value, 50,000,000 shares authorized, 17,532,692 shares
    issued and outstanding at June 30, 2004 and
    December 31, 2003                                                                        17,533                       17,533
  Additional paid-in capital                                                                104,000                      104,000
  Retained earnings (deficit)                                                              (104,532)                     (84,121)
                                                                                        ------------             ----------------
        Total Stockholders' Equity                                                           17,001                       37,412
                                                                                        ------------             ----------------

Total Liabilities and Stockholders' Equity                                              $    22,596              $        44,517
                                                                                        ============             ================

____________________
</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                  For the Six Months Ended
                                                           June 30,                                   June 30,
                                                   2004                 2003                  2004                 2003

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

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

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

Other Costs:
  General and administrative expenses                  3,573                1,127                20,610                6,588
                                               --------------       --------------        --------------       --------------
        Total Other Costs                              3,573                1,127                20,610                6,588

Other Income and Expense:
  Interest income                                         80                  238                   199                  573
                                               --------------       --------------        --------------       --------------

Net Loss before Income Taxes                          (3,493)                (889)              (20,411)              (6,015)

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

Net Loss                                       $      (3,493)       $        (889)        $     (20,411)       $      (6,015)
                                               ==============       ==============        ==============       ==============


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

  Basic and diluted common shares
    outstanding                                   17,532,692           17,532,692            17,532,692           17,532,692
                                               ==============       ==============        ==============       ==============

____________________
</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 Six Months Ended
                                                                                                          June 30,
                                                                                               2004                     2003

Cash Flows from Operating Activities:
<S>                                                                                        <C>                      <C>
  Net loss                                                                                 $    (20,411)            $     (6,015)

  Adjustments to reconcile net loss to net cash used in operating activities:
      Decrease in accounts payable
        and accrued expenses                                                                     (1,510)                  (4,625)
                                                                                           -------------            -------------

          Net cash used in operating activities                                                 (21,921)                 (10,640)
                                                                                           -------------            -------------

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

Cash Flows from Financing Activities:                                                            -                        -
                                                                                           -------------            -------------

Net Decrease in Cash and Cash Equivalents                                                       (21,921)                 (10,640)

Cash and Cash Equivalents, beginning of period                                                   44,517                   59,400
                                                                                           -------------            -------------

Cash and Cash Equivalents, end of period                                                   $     22,596             $     48,760
                                                                                           =============            =============


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
                                  JUNE 30, 2004




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

The Company computes earnings or loss per share in accordance with Statement of
Financial Accounting Standards No. 128, "Earnings Per Share" (SFAS 128). 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.


2. INTERIM PRESENTATION

The December 31, 2003 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 June 30, 2004, its
results of operations for the three months and six months ended June 30, 2004
and 2003, and its cash flows for the six months ended June 30, 2004 and 2003.

The statements of operations for the three months and six months ended June 30,
2004 and 2003 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, 2003.


                                       6
<PAGE>


3. OTHER MATTER

On April 27, 2004 the Company filed with the Securities and Exchange Commission
("SEC") a Form S-2 registration statement to register for sale to the public
17,532,692 shares of common stock which comprises all of the issued and
outstanding stock of the Company. As of the date of filing of this quarterly
report on Form 10-QSB, this registration statement has not been declared
effective by the SEC.



                                       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 consolidated 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 June 30, 2004, the Company had a cash balance of $22,596 which represents
a $21,921 decrease from the $44,517 balance at December 31, 2003. This $21,921
decrease was the result of cash used in operations. The Company's working
capital position at June 30, 2004, was $17,001 as compared to its position at
December 31, 2003, of $37,412.

   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 June 30, 2004, compared to Three Months Ended June 30, 2003

Net income (loss)

         Net loss for the three months ended June 30, 2004, was $3,493 compared
with $889 for the comparable period in 2003. The increase in net loss of $2,604
for the three months ended June 30, 2004, compared to the same period in 2003
was primarily due to higher legal fees incurred in the three months ended June
30, 2004 in connection with meeting the Company's reporting obligations as a
public entity.

  Six Months Ended June 30, 2004, compared to Six Months Ended June 30, 2003

  Net income (loss)

         Net loss for the six months ended June 30, 2004 was $20,411 compared
with $6,015 for the comparable period in 2003. The increase in net loss of
$14,396 for the six months ended June 30, 2004 compared to same period in 2003

<PAGE>

was primarily due to legal fees incurred related to the preparation and filing
on April 27, 2004 of a registration statement on Form S-2 to register for sale
17,532,692 shares of common stock.


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.

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 5.  Other Information

         On April 27, 2004 the Company filed with the Securities and Exchange
Commission ("SEC') a registration statement on Form S-2 to register for resale
by certain of the Company's shareholders up to 17,532,692 shares of the
Company's common stock, which comprises all of the issued and outstanding stock
of the Company. The Company will not receive any proceeds of the sales of the
stock. As of the date of this report, the registration statement had not been
declared effective by the SEC.

Item 6.  Exhibits and Reports on Form 8-K

         (a)      Reports on Form 8-K - None

         (b)      Exhibits

        30.1     Certification of Pasquale Catizone
        30.2     Certification of Daniel Generelli
        32       Certification Under Section 906 of Sarbanes-Oxley Act of 2002

                                   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: August 18, 2004            By: /s/ Pasquale Catizone
                                     -------------------------------------------
                                     Pasquale Catizone, President and Chairman
                                     (on behalf of the registrant)



                                       9