U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED MARCH 31, ~~2012~~ 2013

[ ] TRANSITION UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

INTERNET INFINITY, INC.

(Exact name of registrant as specified in its charter)

Nevada	0-27633	95-4679342
(state of	(Commission ~~File Number)~~	(IRS Employer
incorporation)	File Number)	I.D. Number)

220 Nice Lane #108

Newport Beach, CA 92663

(310) 493-2244

(Address and telephone number of registrant’s principal executive and principal mail address)

executive offices and principal place of business)

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $0.001 par value

Check whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes [ ] No [X]

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past twelve months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K is not contained in this form, and no disclosure will be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

State issuer’s revenues for its most recent fiscal year: $313,~~000~~250

State the aggregate market value of the 43,~~221~~498,~~084~~594 voting and non-voting common equity held by non-affiliates computed by reference to the $0.~~010~~030 average bid and asked price of such common equity, as of June 3026, ~~2012~~2013: $42104,~~210~~958.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Smaller reporting company [X]

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 June 2926, ~~2012~~2013, there were 2833,718,780 shares of the Registrant’s Common Stock, par value $0.001 per share, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly describe them and identify the part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) any annual report to security holders; (2) any proxy or information statement; and (3) any prospectus filed pursuant to Rule 424(b) or (c) of the Securities Act of 1933 (“Securities Act”). The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1990). None

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

TABLE OF CONTENTS

PART I		3
ITEM 1	Description of Business	4	4
ITEM 2	Properties	5	5
ITEM 3	Legal Proceedings	5	5
ITEM 4	Submission of Matters to a Vote of Security Holders	5	5
PART II		5
ITEM 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	5	5
ITEM 6	Sales of Unregistered Securities	6	6
ITEM 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	6	6
ITEM 8	Financial Statements	6	8
ITEM 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	9	9
ITEM 9A(T)	Controls and Procedures	9	9
ITEM 9B	Other Information	10	10
PART III		10
ITEM 10	Directors, Executive Officers and Corporate Governance	10	10
ITEM 11	Executive Compensation	12	13
ITEM 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	13	15
ITEM 13	Certain Relationships and Related Transactions, and Director Independence	14	15
ITEM 14	Principal Accounting Fees and Services	15	16
PART IV		16
ITEM 15	Exhibits	16	17

PART I

Forward Looking Statements

Forward-looking statements are not guarantees of future performance. They involve risks, uncertainties and assumptions. The Company’s future results and shareholder values may differ materially from those expressed in these forward-looking statements. Readers are cautioned not to put undue reliance on any forward-looking statements.

The matters discussed in this section and in certain other sections of this Form 10-K contain forward-looking statements within the meaning of Section 21D of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and Section 27A of the Securities Act of 1933, as amended (“Securities Act”), that involve risks and uncertainties. All statements other than statements of historical information provided herein may be deemed to be forward-looking statements. Without limiting the foregoing, the words “may”, “will”, “could”, “should”, “intends”, “thinks”, “believes”, “anticipates”, “estimates”, “plans”, “expects”, or the negative of such terms and similar expressions are intended to identify assumptions and uncertainties which could cause actual results to differ materially from those expressed in them. Any forward-looking statements are qualified in their entirety by reference to the factors discussed throughout this Report.

The following cautionary statements identify important factors that could cause Internet Infinity, Inc. (“The Company,” “we” or “Company’s”) actual results to different materially from those projected in the forward-looking statements made in this Report. Among the key factors that have a direct bearing on The Company’s results of operations include:

▪● General economic and business conditions; the existence or absence of adverse publicity; changes in, or failure to comply with, government regulations; changes in marketing and technology; changes in political, social and economic conditions;

▪● Success of operating initiatives; changes in business strategy or development plans; management of growth; The Company

▪● Availability, terms and deployment of capital;

▪● Legal, administrative and accounting expenses;

▪● Dependence on senior management; business abilities and judgment of personnel; availability of qualified personnel; labor and employee benefit costs;

▪● Development risks; risks relating to the availability of financing, and

▪● Other factors, including risk factors, referenced in this Report.

Because the risk factors referred to above could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by the Company, you should not place undue reliance on any such forward-looking statements. Other factors may be described from time to time in Company’s other filings with the Securities and Exchange Commission (“SEC”), news releases and other communications. Further, any forward-looking statement speaks only as of the date on which it is made and the Company undertakes no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for The Company to predict which will arise. In addition, The Company cannot assess the impact of each factor on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

ITEM 1.

DESCRIPTION OF BUSINESS.

Business Development.

Our mission is to help our clients develop and grow their Internet business operation through our human, capital and technical resources. Our plan is to operate as a ~~registered~~business ~~Business~~development ~~Development~~operation ~~Company (“BDC”)~~to deliver our services. But there is no guarantee that we can ~~register~~deliver any orof ~~stay~~the ~~registered~~services asin aour ~~BDC~~plan.

Internet Infinity, Inc. (the “Company”) or (“ITNF”) was incorporated on October 27, 1995 in the State of Delaware. We will conduct our business from our mobil sales headquarters office in Las Vegas Nevada. We first had revenues from operations in 1996.

Our initial focus was on selling Internet software. By early 1997 and beyond, our software sales were slipping toward zero and Internet Infinity had to find an alternative revenue opportunity to survive.

Later, we turned our attention and efforts to selling electronic media duplication and packaging services offered by an unaffiliated company, Video Magnetics, LLC. We did this through our wholly-owned subsidiary, Electronic Media Central Corporation. However, as the result of distributing all the shares of Electronic Media Central Corporation on September 25, 2001 to the shareholders of record on September 18, 2002, Internet Infinity ceased being in the media duplication business, but remained in the production of duplication masters and packaging design and printing.

Today, Internet Infinity is seeking profitable, “positive cash flow” business affiliations and/or company acquisition targets ~~that~~ that plan to expand inusing the “Internet” business. We only had $513,~~000~~250 revenue in FY ~~2012~~2013, and no$5,000 ~~revenue~~ in FY ~~2011~~2012 due to to a ~~near~~Company ~~fatal~~“re-start” ~~auto~~with ~~accident~~the ~~that~~return ~~took~~of our chairman and president, George Morris, ~~out~~to ofgood health for everyday management. However, even though Dr. Morris has returned in good health, there is no assurance that any acquisition or project or a merger can or will be successful at any time. However, we remain optimistic with our business development model and ~~seek~~we ahave ~~new~~added new board of directors, and seek new management and advisors to grow the ~~company~~Company.

Our plan is to reach out to the management of companies ~~with~~that could have high potential Internet operations to help them grow further and/or plan a profitable exit with experienced replacement management. Further, we believe that transparency in financial reporting to the SEC by our clients, can help our clients move forward to get the capital and managerial assistance then need to succeed. Our Company believes that we ~~can~~may also succeed synergistically with the partnering of other private or public Internet companies. The public stock company management experience of our Board of Directors and personal contacts in the investment banking community along with a background in merger and acquisition could allow for a profitable business combination with ITNF and its clients.

Patents, Trademarks and Licenses

We have no proprietary patents, trademarks or licenses.

Government Approval and Regulations

We need no governmental approval for the design and marketing of our services. We are not aware of any proposed governmental regulations that would affect our operations.

Research and Development

We have no budget for research and development.

Cost of Compliance with Environmental Laws

There are no environmental laws that impact any of our operations of marketing and distributing our Internet business services.

Employees

We employ no persons full or part time and plan to have only limited part-time independent contractors for the near future. Our model is to develop independent virtual management and consulting teams for the performance of business projects.

New Products & Services

New products or services are planned as opportunities arise and ~~can~~may be funded for development.

ITEM 2.

PROPERTIES.

Our offices require less than 100 square feet of mobile office space provided by our Chairman George Morris with utilities for the virtual operation. We may also pursue revenue opportunities at professional field trade shows. Storage of our records and accounting documents are provided by George Morris and public storage.

ITEM 3.

LEGAL PROCEEDINGS.

We are not, and none of our property is, a party to any pending legal proceedings, and no such proceedings are known to be contemplated.

ITEM 4.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There ~~were~~was nothe ~~matters~~election of new Board of Director members submitted to a vote of the stockholders of our company during FY ~~2012~~2013 through the solicitation of proxies or otherwise.

PART II

ITEM 5.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information. Internet Infinity’s common stock is quoted on the ~~Electronic~~ OTC ~~Bulletin Board~~. Its symbol is “ITNF.”

~~During~~On ~~the~~March ~~last~~31, ~~two~~2013 ~~fiscal~~there ~~years,~~were ~~the range~~33,718,780 shares of ~~high and low trading information for our~~ common stock isoutstanding. ~~set~~No ~~forth~~shares ~~below.~~are ~~The~~subject ~~source~~to ofsecurities ~~this~~convertible ~~information~~into issuch ~~the~~shares ~~OTC Bulletin~~of ~~Board~~stock.

~~The~~Holders. ~~quotations~~On ~~reflect~~March ~~the~~31, ~~inter-dealer~~2013 ~~prices~~there were ~~without~~approximately ~~markup~~130 holders of record of our common stock. Some 2, ~~markdown~~309,984 orshares ~~commissions~~of ~~and~~common ~~may~~stock ~~not~~are ~~represent~~held ~~actual~~in ~~transactions~~brokerage accounts under the record name of “Cede & Co.”

		High		Low
FY 2010	1st Qtr.		0.01		0.00
	2nd Qtr.		0.02		0.00
	3rd Qtr.		0.01		0.00
	4th Qtr.		0.01		0.00
FY 2011	1st Qtr.		0.01		0.00
	2nd Qtr.		0.02		0.00
	3rd Qtr.		0.01		0.00
	4th Qtr.		0.01		0.00
FY 2012	1st Qtr.		0.06		0.15
	2nd Qtr.		0.04		0.04
	3rd Qtr.		0.03		0.21
	4th Qtr.		0.147		0.00

On March 31, 2012 there were 28,718,780 shares of common stock outstanding. No shares are subject to securities convertible into such shares of stock.

Holders. On March 31, 20122012 there were approximately 230 holders of record of our common stock. Some 2,309,984 shares of common stock are held in brokerage accounts under the record name of “Cede & Co.”

Dividends. No cash dividends have been declared on the common stock. There are no restrictions that limit the ability of the company to pay dividends on the common stock or that are likely to do so in the future.

ITEM 6.

SALES OF UNREGISTERED SECURITIES.

During the past three fiscal years, there was one unregistered sale of our common stock by the ~~company~~Company. On ~~December~~April 2930, ~~2006~~2013, we issued/sold 105 million shares of our common stock correcting the prior issue of March 31, 2012 in exchange for a $28250,000 ~~cash~~ ~~and the~~ extinguishment of ~~$222,000~~ debt ~~owed~~and tocontribution ~~the purchaser~~ of liability ~~the~~assumed ~~shares~~by –officer ~~L&M Media, Inc. which is under the control of~~ George Morris, chairman of the board of directors, chief financial officer, and controlling shareholder of the company.

Reports to Security Holders.

We file reports with the Securities and Exchange Commission. These reports are annual 10-K, quarterly 10-Q and periodic 8-K reports. We will furnish stockholders by request on the internet with annual reports containing financial statements audited by independent certified public accountants and such other periodic reports as we may deem appropriate or as required by law. The public may read and copy any materials we file with the SEC at the Public Reference Room of the SEC at 100 F Street, NE, Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Internet Infinity is an electronic filer, and the SEC maintains an Internet Web site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC. The address of such site is http://www.sec.gov.

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS.

The following discussion and analysis should be read in conjunction with the financial statements and the accompanying notes thereto and is qualified in its entirety by the foregoing and by more detailed financial information appearing elsewhere. See “Financial Statements.”

Results of Operations

The following table presents, as a percentage of sales, certain selected financial data for the two fiscal years ended March 31, ~~2011~~2012 and March 31, ~~2012~~2013.

	Years Ended 3-31
	Years Ended March 31
	2011			2012
	2012						2013
Sales	$	~~100.0~~5,000	%		100.0	%	$	13,250		100.0	%
Cost of sales	$	~~00.~~0			~~00.~~0	%	$	0		00.0	%
Gross margin	$	~~00..0~~5,000			100.0	%	$	13,250		100.0	%
Selling, general and
General and Administrative Expenses	$	7,448			149.0	%	$	8,587		64.8	%
Administrative
Interest income (expense)	$	(42,299	)		(846.0	)%	$	(25,901	)	(195.5	)%
Expenses		(100.0	)		(149.0	)
Net income (loss) before Income taxes	$	(44,747	)		(894.9	)%	$	(21,238	)	(160.3	)%
Interest income (expense)		(00.0	)		(846.0	)
Net income (loss) before Income taxes		(100.0	)		(895.0	)

Sales

Sales increased from $~~0.00~~5,000 in the fiscal year ended March 31, ~~2011~~2012 to $513,~~000~~250 in the fiscal year ended March 31, ~~2012~~2013. The increase in sales ~~was~~ attributable primarily to our initial efforts in internet business development services for clients..

Gross ~~Peofit~~Profit

Gross profit increased from $0 5,000 in fiscal year ended March 31, ~~2011~~2012 to $513,~~000~~250 in fiscal year ~~2012~~2013. The increase in gross margin was attributable to initial consulting fees.

Selling, General and Administrative Expense

Selling, general and administrative expenses ~~decreased~~increased by $91,~~216~~139 from $167,~~664~~448 , in fiscal year ~~2011~~2012, to $78,~~448~~587 in fiscal year ~~2012~~2013. A breakdown of the changes is:

● Consulting fees to related party decreased to $~~675~~0 in fiscal year ~~2012~~2013 from $~~1,100~~675 in ~~2011~~2012

● Professional fees ~~decreased~~increased to $56,~~847~~288 in fiscal year ~~2012~~2013 from $145,~~249~~847 in ~~2011~~2012

● Other expenses ~~decreased~~increased to $~~925~~2,299 in fiscal year ~~2012~~2013 from $~~1,315~~926 in ~~2011~~2012.

● Salaries and related expense remained at $0 for 2012 and $0 in 2011.

Net Profit (Loss)

We had a net loss from operations, with no provision for income taxes ~~in Nevada~~, in the fiscal year ended March 31, ~~2012~~2013 of $221,~~448~~238, or $0.00 a share of our common stock. In the fiscal year ended March 31, ~~2011~~2012 we had a net loss, after a provision for income taxes, of $1644,~~664~~747, or $0.00 aper share of common stock. The ~~small~~ loss decreased was primarily due to a“slow” ~~low~~starting ~~income~~sales ~~and low operating expenses~~results..

Balance Sheet Items

The net loss of $4421,~~7475~~238 for the fiscal year ended March 31, ~~2012~~2013 increased the retained earnings deficit from $2,~~173~~217,~~077~~824 on March 31, ~~2011~~2012 to $2,~~217~~239,~~824~~062 on March 31, ~~2012~~2013. Our cash position increased to $4,~~288~~731 ~~for~~as ~~the~~of ~~fiscal year~~ ended March 31, ~~2012~~2013 from $~~432~~4,188 ~~for~~as ~~the~~of ~~fiscal year ended~~ March 31, ~~2011~~2012. Accounts receivable ~~net~~decreased ~~of allowance for doubtful accounts from non-affiliates increased~~ to $52,~~000~~500 at ~~the~~ ~~end~~March of31, ~~fiscal~~2013 ~~year 2012~~ from ~~zero for 2011~~$5,000 ~~while inventory remained unchanged~~ at ~~zero for the fiscal year ended~~ March 31, ~~2011 and~~ 2012.

Outlook

The statements made in this Outlook are based on current plans and expectations. These statements are forward-looking, and actual results may vary considerably from those that are planned.

We have been able to stay in operation only (1) from the initial cash flow from the sale of consulting services, and (2) because George Morris, our President personally advanced funds to our Company when needed.

Internet Infinity, Inc. management believes that it will not generate sufficient cash flow to support operations during the twelve months ended March 31, ~~2013~~2014. Although sales could decrease and expenses could increase and even if our ~~company~~Company can generate a net profit and ~~positive~~ positive cash flow from operations, additional funds will be necessary for continued operation of the ~~company~~Company.

Our auditors have issued a going concern statement in Note 32 of the attached financial statements.

In addition to cash provided from operations, loans from George Morris, our President may provide additional cash to Internet Infinity.

The payment record of our existing customers is no longer relevant.

Off-Balance Sheet Arrangements

Our company has not entered into any transaction, agreement or other contractual arrangement with an entity unconsolidated with us under which we have

	●	an obligation under a guarantee contract,
	●	a retained or contingent interest in assets transferred to the unconsolidated entity or similar arrangement that serves as credit, liquidity or market risk support to such entity for such assets,
	●	an obligation, including a contingent obligation, under a contract that would be accounted for as a derivative instrument, or
	●	an obligation, including a contingent obligation, arising out of a variable interest in an unconsolidated entity that is held by, and material to, us where such entity provides financing, liquidity, market risk or credit risk support to, or engages in leasing, hedging, or research and development services with, us.

ITEM 8.

FINANCIAL STATEMENTS.

	Page
Report of Independent Registered Public Accounting Firm dated July 11, 2012 and 2011		F-1
Report of Independent Registered Public Accounting Firms	F-1
Balance Sheet at March 31, 2012 and 2011		F-2
Balance Sheets at March 31, 2013 and 2012	F-2
Statement of Operations for the Years Ended March 31, 2012 and 2011		F-3
Statements of Operations for the Years Ended March 31, 2013 and 2012	F-3
Statement of Stockholders’ Deficit for the Years Ended March 31, 2012 and 2011		F-4
Statement of Stockholders’ Deficit for the Years Ended March 31, 2013 and 2012	F-4
Statement of Cash Flows for the Years Ended March 31, 2012 and 2011		F-5
Statements of Cash Flows for the Years Ended March 31, 2013 and 2012	F-5
Notes to Financial Statements	F-6	~~F-6~~

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To: the ~~The~~ Board of Directors ~~and Stockholders~~

Internet Infinity, Inc. (A Development Stage Company):

~~Irvine~~We have audited the accompanying balance sheet of Internet Infinity, ~~California~~Inc. (the “Company”) as of March 31, 2013, and the related statement of operations, changes in stockholders’ deficit and cash flows for the year ended March 31, 2013. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Company as of March 31, 2012, were audited by other auditors, whose report, dated July 2, 2012, expressed an unqualified opinion on those financial statements and also included an explanatory paragraph that raise substantial doubt about the Company’s ability to continue as a going concern.

IWe conducted ~~have~~our ~~audited~~audit ~~the~~in ~~accompanying~~accordance ~~balance~~with ~~sheet~~standards of ~~Internet~~the ~~Infinity Inc~~Public Company Accounting Oversight Board (United States). asThose ofstandards require ~~March~~that ~~31,~~we ~~2012~~plan and ~~2011~~perform ~~and~~the audit to obtain reasonable assurance about whether the ~~related~~financial statements are free of ~~operations~~material misstatement. The Company was not required to have, ~~shareholders’~~nor ~~deficit~~were ~~and~~we ~~cash~~engaged ~~flows~~to ~~for~~perform, ~~the years~~an ~~then~~audit ~~ended~~of its internal control over financial reporting. ~~These~~Our audit included consideration of internal control over financial ~~statements~~reporting as a basis for designing audit procedures that are appropriate in the ~~responsibility~~circumstances, but not for the purpose of expressing an opinion on the effectiveness of Company’s internal ~~management.~~control Myover ~~responsibility~~financial isreporting. to Accordingly, we express anno such opinion. An audit includes examining, on ~~these~~a test basis, evidence supporting the amounts and disclosures in the financial statements. ~~based~~An onaudit myalso includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

IIn our ~~conducted~~opinion, ~~my audits in accordance with~~ the ~~standards~~financial ofstatements ~~the~~referred ~~Public Company~~to ~~Accounting~~above ~~Oversight~~present ~~Board~~fairly, ~~(United~~in ~~States).~~all ~~Those~~material ~~standards~~respects, ~~require that I plan and perform~~ the ~~audit~~financial toposition ~~obtain~~of ~~reasonable~~the ~~assurance~~Company ~~about~~as ~~whether the financial statements are free~~ of ~~material~~March ~~misstatement. An audit includes examining~~31, ~~on a test basis~~2013, ~~evidence~~ ~~supporting~~and the ~~amounts~~results ~~and~~of ~~disclosures~~its inoperations ~~the~~and ~~financial~~its ~~statements.~~cash Anflows ~~audit~~for ~~also includes assessing~~ the ~~accounting~~year ~~principles used~~ended ~~and~~March ~~significant~~31, ~~estimates~~2013, ~~made~~in byconformity with ~~management,~~accounting asprinciples ~~well~~generally asaccepted ~~evaluating~~in the ~~overall~~United ~~financial~~States ~~statement~~of ~~presentation~~America. ~~I believe that my audit provides a reasonable basis for my opinion.~~

InThe accompanying myfinancial ~~opinion~~statements have been prepared assuming that the ~~financial~~Company ~~statements~~will ~~referred~~continue toas ~~above~~a ~~present fairly,~~going inconcern. ~~all~~As ~~material~~discussed in ~~respects~~Note 2, the ~~financial~~Company ~~position~~has ofhad ~~Internet~~minimal ~~Infinity~~revenues ~~Inc.~~and a stockholders’ deficit of $742,324 as of March 31, ~~2012~~2013. ~~and~~These ~~2011~~conditions, among ~~and~~others, raise substantial doubt about the ~~results~~Company’s ability to continue as a going concern. Management’s plans ofconcerning ~~its~~these ~~operations~~matters ~~and~~are ~~its~~also ~~cash~~described ~~flows~~in ~~for~~the financial statements, which includes the ~~years~~raising ~~then~~of ~~ended~~additional inequity ~~conformity~~financing. The ~~with~~financial ~~United~~statements ~~States~~do ~~generally~~not ~~accepted~~include ~~accounting~~any ~~principles~~adjustments that might result from the outcome of this uncertainty.

~~The~~/s/ ~~accompanying~~Anton ~~financial~~& ~~statements~~Chia, ~~have~~LLP ~~been~~Newport ~~prepared assuming that the Company will continue as a going concern~~Beach, ~~which~~California ~~contemplates~~June ~~the realization of assets and liquidation of liabilities in the normal course of business. As discussed in Note 3 to the financial statements~~28, the Company has incurred significant losses and has limited revenue. This raises substantive doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.2013

The Company has determined that it is not required to have, nor was I engaged to perform, an audit of the effectiveness of its documented internal controls over financial reporting.

/s/ John Kinross-Kennedy John Kinross-Kennedy Certified Public Accountant Irvine, California

July 2, 2012

F-1

INTERNET INFINITY, INC. ~~Balance~~A ~~Sheet~~Development asStage atCompany ~~March~~Balance ~~31,~~Sheets

	2012			2011
	March 31, 2013			March 31, 2012
ASSETS
Current Assets
Cash and Cash Equivalents	$	4,188		$	432
Cash	$	4,731		$	4,188
Account Receivable		5,000			-
Accounts Receivable		2,500			5,000
Total Assets	$	9,188		$	432
TOTAL ASSETS	$	7,231		$	9,188
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Liabilities
Current Liabilities
Accounts Payable and Accrued Expenses	$	~~233~~3,~~211~~139		$	~~226~~7,~~402~~851
Notes Payable - Related Parties		~~429~~60,~~466~~017			~~404~~662,~~333~~035
Due to Officer		~~367~~686,~~267~~399			~~345~~367,~~706~~267
Due to related party		7,209			7,209
Total Current Liabilities		749,555			1,037,153
Total Liabilities		1,037,153			983,650
Stockholders’ Deficit
Stockholders' Equity (Deficit)
Preferred Stock, $0.001 par value, 20,000,000 shares authorized, none issued and outstanding at March 31, 2013 and March 31, 2012 Common Stock, $0.001 par value, 100,000,000 shares authorized, 33,718,780 shares issued and outstanding as at March 31, 2013 28,718,780 shares issued and outstanding as at March 31, 2012		33,719			28,719
Preferred Stock, $0.001 par value, 30,000,000 shares authorized, none issued and outstanding at March 31, 2012 and 2011
Additional Paid-in Capital		1,463,019			1,161,140
Common Stock, $0.001 par value, 100,000,000 shares authorized, 28,718,780 shares issued and outstanding as at March 31, 2012 and 2011		28,719			28,719
Deficit accumulated during the development stage company		(2,239,062	)		(2,217,824	)
Additional Paid-in Capital		1,161,140			1,161,140
Total Stockholders’ Deficit		(742,324	)		(1,027,965	)
Accumulated Deficit		(2,217,824	)		(2,173,077	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	7,231		$	9,188
Total Stockholders' Equity (Deficit)		(1,027,965	)		(983,218	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	9,188		$	432

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

F-2

INTERNET INFINITY, INC. ~~Statement~~A ofDevelopment ~~Operations~~Stage ~~for~~Company ~~the~~Statements ~~year~~of ~~ended March 31, 2012 and 2011~~Operations

	2012			2011
							For the period
Revenue	$	5,000		$	-
							from Inception,
Cost of Revenue		-			-
							April 1, 2012
Gross Profit		5,000			-
	For the year ended						through
Operating Expenses:
	March 31,						March 31,
Professional Fees		5,847			14,249
	2013			2012			2013
Consulting		675			1,100
Sales	$	13,250		$	5,000		$	13,250
Other		926			1,315
General and Administrative Expenses
Total Operating Expenses		7,448			16,664
Professional Fees		6,288			5,847			6,288
Loss from operations		(2,448	)		(16,664	)
Consulting		-			675			-
Non-operating income (expense)
Other		2,299			926			2,299
Interest expense	$	(42,299	)	$	(44,911	)
Total General and Administrative Expenses		8,587			7,448			8,587
Total other expense		(42,299	)		(44,911	)
Income (Loss) from Operations		4,663			(2,448	)		4,663
Loss before income taxes		(44,747	)		(61,575	)
Interest expense		(25,901	)		(42,299	)		(25,901	)
Provision for income taxes	$	-		$	-
Loss before income tax provision		(21,238	)		(44,747	)		(21,238	)
Net Loss	$	(44,747	)	$	(61,575	)
Provision for income taxes		-			-			-
Basic and diluted net loss per common share	$	(0.00	)	$	(0.00	)
Net Loss		(21,238	)		(44,747	)		(21,238	)
Basic and diluted weighted average number of common shares outstanding		28,718,780			28,718,780
Basic and diluted net loss per common share	$	(0.00	)	$	(0.00	)
Basic and diluted weighted average number of common shares outstanding		32,472,205			28,718,780

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

F-3

INTERNET INFINITY, INC. A Development Stage Company Statement of Stockholders'’ Equity (Deficit) For the years ended March 31, ~~2007~~2013 toand ~~March 31,~~ 2012

	Common Stock				Additional					Total
	Number of				Paid-In		Accumulated			Stockholders'’
	Shares		Amount		Capital		Deficit			Deficit
Balances as of April 1, 2006		18,718,780	$	18,719	$	825,877	$	(1,677,595	)	$	(832,999	)
Shares issued part for debt settlement, part for cash		10,000,000		10,000		240,000					250,000
Net loss for the year								(130,344	)		(130,344	)
Balances, March 31, 2007		28,718,780	$	28,719	$	1,065,877	$	(1,807,939	)	$	(713,343	)
Capital contribution						3,667					3,667
Net loss for the year								(119,527	)		(119,527	)
Balances, March 31, 2008		28,718,780	$	28,719	$	1,069,544	$	(1,927,466	)	$	(829,203	)
Capital contribution						5,499					5,499
Net loss for the year								(107,528	)		(107,528	)
Balances, March 31, 2009		28,718,780	$	28,719	$	1,075,043	$	(2,034,994	)	$	(931,232	)
Net loss for the year								(76,508	)		(76,508	)
Balances, March 31, 2010		28,718,780	$	28,719	$	1,075,043	$	(2,111,502	)	$	(1,007,740	)
Officer contributed assumption of payables						35,537					35,537
Officer contributed assumption of investor notes and interest						50,560					50,560
Net loss for the year								(61,575	)		(61,575	)
Balance, March 31, 2011		28,718,780		28,719		1,161,140		(2,173,077	)	$	(983,218	)
Net loss for the year								(44,747	)		(44,747	)
Balances, March 31, 2012		28,718,780	$	28,719	$	1,161,140	$	(2,217,824	)	$	(1,027,965	)
Stock issuance in cancellation of debt		5,000,000		5,000		245,000					250,000
Contribution of investor notes						35,532					35,532
Contribution of investor notes						17,847					17,847
Contribution of liabilities assumed by officer						3,500					3,500
Net loss for the year								(21,238	)		(21,238	)
Balances, March 31, 2013		33,718,780		33,719		1,463,019		(2,239,062	)		(742,324	)

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

F-4

INTERNET INFINITY, INC. ~~Statement~~A ofDevelopment ~~Cash~~Stage ~~Flows~~Company ~~for~~Statement ~~the~~of ~~years~~Cash ~~ended March 31, 2012 and 2011~~Flows

	2012			2011
							For the period
Cash flows from operating activities:
							from Inception,
Net loss	$	(44,747	)	$	(61,575	)
							April 1, 2012
Adjustments to reconcile net loss to net cash used by operating activities:		-			-
	For the year ended						through
Change in operating assets and liabilities:
	March 31,						March 31,
Accounts receivable		(5,000	)
	2013			2012			2013
Accounts payable		6,809			(30,490	)
Cash flows from operating activities:
Net cash (used by) operating activities		(42,938	)		(92,065	)
Net loss	$	(21,238	)	$	(44,747	)	$	(21,238	)
Cash flows from investing activities
Adjustments to reconcile net loss to net cash provided by/ (used in) operating activities:
Net cash (used by) investing activities	$	-		$	-
Change in operating assets and liabilities:
Cash flows from financing activities:
Accrued interest payable		25,993			-			25,993
Increase (decrease) in investors' notes					(27,000	)
Accounts receivable		2,500			(5,000	)		2,500
Increase (decrease) in note payable- related party		25,233			(7,067	)
Accounts payable		(4,712	)		6,809			(4,712	)
Increase (decrease) in due to officer		21,561			40,467
Net cash provided by / (used in) operating activities		2,543			(42,938	)		2,543
Increase (decrease) in due to related party
Cash flows from financing activities:
Officer contributed assumption of payables					35,537
Repayment of related party note		(9,000	)		25,133			(9,000	)
Officer contributed assumption of investors' notes and accrued interest					50,560
Proceeds of officer loan		7,000			21,561			7,000
Net cash provided by financing activities		46,794			92,497
Net cash provided by / (used in) financing activities		(2,000	)		46,694			(2,000	)
Net increase (decrease) in cash		3,856			432
Net increase in cash		543			3,756			543
Cash, beginning of the period		~~432~~4,188			-432			4,188
Cash, end of the period	$	4,~~188~~731		$	~~432~~4,188		$	4,731
Supplemental cash flow disclosure:
Supplemental Cash Flow Disclosure:
Interest paid during the year	$	-		$	-
Taxes paid during the year	$	-		$	-
Non Cash Financing Activities:
Debt contributed, cancelled		56,879			-
Stock issued in cancellation of debt		250,000			-
		306,879			-

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

F-5

INTERNET INFINITY, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2012

NOTE 1

ORGANIZATION

Internet Infinity, Inc. (III or “the Company”) was incorporated in the State of Delaware on October 27, 1995. III was in the business of distribution of electronic media duplication services and electronic blank media. The Company was re-incorporated in Nevada on December 17, 2004. The Company is currently ~~seeking~~in ~~an acquisition or merger to redirect~~ the ~~structure~~development ~~and management to new profitable activities~~stage.

NOTE 2 BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Reclassification

The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”)

The financial statements presented include all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the period presented in accordance with the accounting principles generally accepted in the United States of America. All adjustments are of a normal recurring nature.

Certain comparative amounts on the balance sheet have been reclassified to conform to the current year’s presentation.

Summary of Significant Accounting Policies

Development Stage Activities

The Company complies with Financial Accounting Standards Codification (“ASC’) 915 and Securities and Exchange Commission Act Guide 7 for its characterization of the company as development stage enterprise.

Cash and cash equivalents

The Company considers all liquid investments with aan original maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. The Company does not have cash equivalents as of March 31, 2013 and 2012.

Property & Equipment

Capital assets are stated at cost. Equipment consisting of computers is carried at cost. Depreciation of equipment is provided using the straight-line method over the estimated useful lives of the assets. Expenditures for maintenance and repairs are charged to expense as incurred. The Company did not have any property & equipment at March 31, 2012.

Impairment of Long-lived assets

The Company periodically analyzes long-lived assets for potential impairment, assessing the appropriateness of lives and recoverability of unamortized balances through measurement of undiscounted operation cash flows in accordance with Financial Accounting Standards Board ASC (Accounting Standards Codification) No. 144, Property, Plant and Equipment. If impairment is deemed to exist, it will be written down to its fair value. Fair Value is generally determined using a discounted cash flow analysis. As at March 31, 2012, the Company does not believe any adjustment for impairment is required.

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

F-6

Accounts Receivable

Accounts receivable are presented at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as needed. The Company maintains allowances for doubtful accounts for estimated losses. The Company reviews the accounts receivable on a periodic basis and uses the allowance method to account for uncollectible accounts receivable balances. Under the allowance method, if needed, an estimate of uncollectible customer balances is made based upon specific account balances that are considered uncollectible. Factors used to establish an allowance include the age of the balance, credit quality, payment history, current credit-worthiness of the customer and current economic trends. There is no allowance for doubtful accounts recorded as of March 31, 2013 and 2012 as the balance of the Company’s receivables was considered collectible based on analysis of individual accounts.

Recognition of revenue

The Company’s revenue recognition policies are in compliance with ASC 605-13 (Staff Accounting Bulletin 104). Sales revenue is recognized at the date of completion of services to customers when a formal arrangement exists, the price is fixed or determinable, the delivery of services is completed, no other significant obligations of the Company exist and collectability is reasonably assured.

Fair value of financial instruments

The Financial Accounting Standards Board issued ASC (Accounting Standards Codification) 820-10 (SFAS No. 157), “Fair Value Measurements and Disclosures” for financial assets and liabilities. ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required by the standard that the Company uses to measure fair value:

Level 1: Quoted prices in active markets for identical assets or liabilities.

Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities.

Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company had no assets or liabilities to be recorded at fair value on a recurring basis at March 31, 2013 and 2012.

Income taxes

The Company ~~records~~utilizes ~~deferred taxes in accordance with Financial Accounting Standards Board (~~FASB) ~~ASC~~ACS ~~(Accounting Standards Codification) No.~~ 740, “Income Taxes.,” ~~Deferred~~which requires the recognition of deferred tax assets and liabilities ~~are recognized~~ for the expected future tax consequences ~~attributable~~of events tothat ~~temporary~~have ~~differences between~~been included in the financial statements ~~carrying~~or ~~amounts~~tax ofreturns. ~~existing~~Under ~~assets~~this ~~and~~method, ~~liabilities~~deferred ~~and loss carry-forwards and their respective~~ tax ~~bases. Deferred tax~~ assets and liabilities are ~~measured~~determined ~~using~~based ~~enacted~~on ~~tax~~the ~~rates~~difference ~~expected~~between ~~to apply to taxable income in~~ the ~~years~~ intax ~~which~~basis ~~those~~of ~~temporary~~assets ~~differences~~and ~~are~~liabilities ~~expected~~and totheir befinancial ~~recovered~~reporting oramounts ~~settled.~~based on ~~The~~enacted ~~effect~~tax oflaws aand ~~change~~statutory in tax ~~rules~~rates onapplicable ~~deferred tax~~to ~~assets~~the ~~and~~periods ~~liabilities~~in iswhich ~~recognized~~the indifferences ~~operations~~are inexpected ~~the~~to ~~year~~affect ~~of change~~taxable income. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized.

Fair Value of Financial Instruments

The FASB ASC 820-10, “Fair Value Measurements and Disclosures" for financial assets and liabilities. FASB ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available.

Basic and Diluted Earnings Per Share

Earnings per share is calculated in accordance with FASB ASC Topic 260, “Earnings per share”. Net loss per share for all periods presented has been restated to reflect the adoption of SFAS No. 128. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

Revenue Recognition

The Company's revenue recognition policies are in compliance with Staff accounting bulletin (SAB) 104. Sales revenue is recognized at the date of shipment to customers when a formal arrangement exists, the price is fixed or determinable, the delivery is completed, no other significant obligations of the Company exist and collectability is reasonably assured.

Recent Accounting Pronouncements

In December 2011, the FASB issued ASU No. 2011-11, "Disclosures about Offsetting Assets and Liabilities." The amendments in this update require enhanced disclosures around financial instruments and derivative instruments that are either (1) offset in accordance with either ASC 210-20-45 or ASC 815-10-45 or (2) subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in accordance with either ASC 210-20-45 or ASC 815-10-45. An entity should provide the disclosures required by those amendments retrospectively for all comparative periods presented. The amendments are effective during interim and annual periods beginning on or after January 1, 2013. The Company does not expect this guidance to have any impact on its consolidated financial position, results of operations or cash flows.

F-7

~~ASU~~Basic ~~2011-08, Intangibles – Goodwill~~ and ~~Other~~Diluted ~~(Topic~~Loss ~~350):~~Per Testing Goodwill for Impairment is applicable to fiscal years beginning after December 15, 2011. Early application is permitted. The Company does not expect this ASU has a material impact on its financial position or carrying value of its intangible assets at this time.Share

~~The~~Net ~~Company~~loss ~~has~~per ~~reviewed~~share is calculated in accordance ~~issued~~with ~~accounting~~FASB ~~pronouncements~~ASC ~~and~~260, ~~plans~~“Earnings toPer ~~adopt~~Share”, ~~those~~for the period presented. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that ~~are~~all ~~applicable~~dilutive toconvertible shares itand stock options were converted or exercised. ~~The~~Dilution ~~Company~~is ~~does~~computed ~~not~~by ~~expect~~applying the ~~adoption~~treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds ~~any~~obtained ~~other~~thereby ~~pronouncements~~were used to ~~have~~purchase ancommon ~~impact~~stock onat ~~its~~the ~~results~~average ofmarket ~~operations~~price orduring ~~financial~~the ~~position~~period.

~~NOTE~~The 3Company ~~UNCERTAINTY~~has OFno ~~ABILITY~~potentially TOdilutive ~~CONTINUE~~securities ASoutstanding as Aof ~~GOING~~March ~~CONCERN~~31, 2013 and 2012.

~~The~~Recent ~~Company's~~Accounting financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has incurred significant losses and has an accumulated deficit of ($2,218,565) and ($2,173,077) at March 31, 2012 and 2011 respectively. The Company incurred net losses of ($45,488) and ($61,575) for the years ended March 31, 2012 and 2011, respectively.Pronouncements

In view of the matters described above, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn is dependent upon the Company’s ability to raise additional capital, obtain financing and to succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.Adopted

~~Management~~Effective ~~has~~January ~~taken~~2012, the ~~following~~Company ~~steps~~adopted ASU No. 2011-04, “Amendments to ~~revise~~Achieve ~~its~~Common ~~operating~~ Fair Value Measurement and ~~financial~~Disclosure ~~requirements,~~Requirements ~~which~~in itU.S. ~~believes~~GAAP ~~are~~and ~~sufficient~~IFRSs” (“ASU to2011-04”). ~~provide~~ASU 2011-04 represents the ~~Company~~converged ~~with~~guidance of the ~~ability~~Financial toAccounting ~~continue~~Standards asBoard a(FASB) and ~~going~~the ~~concern~~International Accounting Standards Board (IASB) on fair value measurement. A variety of measures are included in the update ~~The~~intended ~~Company~~to iseither ~~actively~~clarify ~~pursuing~~existing ~~additional~~fair ~~funding~~value ~~and~~measurement ~~potential~~requirements, ~~merger~~change particular principles requirements for measuring fair value or ~~acquisition~~for ~~candidates~~disclosing toinformation ~~redirect~~about fair value measurements. For many of the ~~structure~~requirements, ~~and management~~the FASB does not intend to ~~new~~change ~~profitable~~the ~~activities.~~application ~~The~~of ~~Company~~existing isrequirements ~~also~~under ~~seeking~~Accounting ~~strategic~~Standards ~~partners,~~Codification ~~which~~(ASC) ~~would~~Topic ~~enhance~~820, ~~stockholders’~~“Fair Value ~~investment~~Measurements”. ~~Management~~ASU ~~believes~~2011-04 ~~that~~was ~~the~~effective ~~above~~for ~~actions~~interim ~~will~~and ~~allow~~annual ~~the~~periods ~~Company~~beginning toafter ~~continue~~December ~~operations~~15, ~~through~~2011. ~~the~~The ~~next~~adoption of ~~fiscal~~this ~~year~~Update did not have a material impact on the financial statements.

~~NOTE~~Not ~~4 RELATED ENTITIES TRANSACTIONS~~Adopted

~~George~~In ~~Morris~~April is2013, ~~chief~~the ~~financial~~FASB ~~officer,~~issued ~~vice~~ASU ~~president~~No. 2013-07, “Presentation ~~the~~of ~~chairman~~Financial Statements” (Topic 205): Liquidation Basis of Accounting. The objective of ASU No. 2013-07 is to clarify when an entity should apply the ~~Board~~liquidation basis of ~~directors~~accounting ofand to provide principles for the ~~Company~~measurement of assets and liabilities under the ~~controlling~~liquidation ~~shareholder~~basis of ~~the~~accounting, ~~Company~~as ~~and~~well ~~its~~as ~~related~~any ~~parties~~required ~~through~~disclosures. The ~~his~~amendments ~~beneficial~~in this standard are effective prospectively for entities that determine liquidation is imminent during annual ~~ownership~~reporting ofperiods ~~the~~beginning ~~following~~after ~~percentages~~December of15, 2013, and interim reporting periods therein. We are evaluating the ~~outstanding~~effect, ~~voting~~if ~~shares~~any, adoption of ~~the~~ASU ~~related~~No. ~~parties:~~2013-07 will have on our financial statements.

Internet Infinity, Inc. (The Company)	90.59	%
Morris & Associates, Inc.	71.30	%
Electronic Media Central, Corp.	82.87	%
Apple Realty, Inc.	100.00	%
L&M Media, Inc.	100.00	%

Uncertainty of Ability to Continue as a Going Concern

The Company’s financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has not generated a sustainable source of income to meet its obligations and has a stockholders’ deficit of $742,324 at March 31, 2013.

F-8

~~The~~In view of the matters described above, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheets is dependent upon continued operations of the Company, ~~has~~which ~~notes~~in ~~payable~~turn tois ~~related~~dependent ~~parties~~upon asthe atCompany’s ~~March~~ability 31to raise additional capital, obtain financing and ~~2012~~to succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and ~~2011~~classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as ~~follows:~~a going concern.

	2012		2011
Anna Moras (mother of George Morris), with interest at 6% per annum, unsecured and due upon 90 days written notice. Interest expense for the years ended March 31, 2012 and 2011 on this note was $24,000 and $2,172 respectively.	$	400,000	$	14,652
Apple Realty, Inc. (related through the common controlling shareholder), secured by assets of the Company, past due and payable upon demand. Interest accrues at 6% per annum. This note is in connection with consulting fees and office expenses owed. The note was transferred in 2011 to Anna Moras. Interest expense on this note for the years ended March 31, 2012 and 2011 was $0 and $21,612, respectively.	$	0	$	360,215
L&M Media, Inc. (related through the common controlling shareholder) – Accounts payable for purchases, converted into a note during the three month period ended September 30, 2004. The note is due on demand, unsecured and interest accrues at 6% per annum. Interest expense on this note for the years ended March 31, 2012 and 2011 was $1,768 and $1,768, respectively.		29,466		29,466
Total notes payable – related parties	$	429,466	$	404,333

Management has taken the following steps to revise its operating and financial requirements, which it believes are sufficient to provide the Company with the ability to continue as a going concern. There is however, no assurance however, that the steps taken by management will meet all our needs or that we will continue as a going concern. The Company is actively pursuing the new business development company activities and additional funding from strategic partners, which would enhance stockholders’ investment. Management believes that the above actions will allow the Company to continue operations through the next fiscal year.

	2012		2011
Payable to Officer
The Company has a payable to officer as follows: Unsecured miscellaneous payable upon demand to George Morris, with interest at 6% per annum, with monthly installments of $3,000 beginning June 30, 2000 and paid as available. George Morris is the chairman of the Company. The Company has not made any principal payments to George Morris and is in default of this note.	$	276,686	$	196,286
Note payable – Officer and; Note Payable – G. Morris Unsecured notes payable upon demand to George Morris, with interest at 6% per annum. The Company credited the Note Payable with the amount of other notes payable to investors that were assumed by G. Morris during the year. The notes were incorporated into the primary note in the year. Note payable – Officer		1,535		62,063
Note Payable – G. Morris		0		14,821
Interest payable – Officer		89,340		72,536
Payable to Officer	$	367,561	$	345,706

Development Stage Company

~~Payable~~The Company re-entered the development stage at the beginning of the fiscal year as a result of planning new operations and not yet developing significant revenue. Operating results and cash flows reported in the accompanying financial statements from April 1, 2012 (inception) through April 30, 2013 are considered to ~~Related~~be ~~Companies~~those related to development stage activities. They represent the ‘cumulative from inception’ amounts from development stage activities required to be reported pursuant to Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 915, Development Stage Entities.

~~The~~NOTE ~~Company~~3 ~~has~~TRANSACTIONS aWITH ~~payable~~RELATED to Morris Business Development Company and Morris & Associates, Inc., two parties related through a common controlling shareholder, amounting to $7,209 as of March 31, 2012 and March 31, 2011, respectively. The amount is interest free, unsecured and due on demand.PARTIES

~~F-9~~Company President

~~NOTE~~George 5Morris ~~OCCUPANCY~~is ~~COSTS~~President, Chief Financial Officer, Vice President, the Chairman of the Board of directors of the Company and the controlling shareholder of the Company and its related parties through his beneficial ownership of the following percentages of the outstanding voting shares of the related parties:

Internet Infinity Inc.	92.17	%

Morris Business Development Company.	99.28	%

Morris & Associates, Inc.	100.00	%

L&M Media	100.00	%

Apple Realty, Inc.	100.00	%

Apple Realty, Inc.

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

	Monthly		Annually
Rent	$	100	$	1,200
Telephone		100		1,200
Utilities		100		1,200
Office Expense		100		1,200
	$	400	$	4,800

The Company has a month-to-month ~~agreements~~agreement with Apple Realty, Inc. for a total monthly fee of $400 for the above expenses. The president of Apple Realty, Inc. waived these charges in 2013 and 2012.

~~NOTE 6 INCOME TAXES~~F-9

NoStock ~~provision~~Issued ~~was made for federal income tax for the year ended March 31, 2011 and 2010, since the Company had significant net operating loss. The net operating loss carryforwards may be used~~ to ~~reduce~~Related taxable income through the year 2028. The availability of the Company’s net operating loss carryforwards are subject to limitation if there is a 50% or more positive change in the ownership of the Company’s stock. The provision for income taxes consists of the state minimum tax imposed on corporations.Party

~~The~~On ~~net~~June ~~operating~~30, ~~loss~~2012, ~~carryforward~~5,000,000 shares of common stock were issued to the President, George Morris, at $0.05 per share, in payment for ~~federal~~a ~~and~~reduction ~~state~~in ~~income tax~~officer ~~purposes~~loan of ~~approximately~~$250,000.

$Notes ~~2,218,000~~Payable ~~and $2,173,000 as of March 31, 2012 and 2011 respectively. The net operating losses will begin~~ to ~~expire~~Related ~~in 2015, unless utilized beforehand.~~Parties

The Company has ~~recorded~~notes apayable ~~100%~~to ~~valuation~~related ~~allowance for the deferred~~parties ~~tax~~on ~~asset~~March ~~since~~31, it2013 isas ~~“more-likely- than-not” that the deferred tax assets will not be realized.~~follows:

The components of the net deferred tax asset are summarized below. The valuation allowance increased by $18,000 in 2012 as a result of the increase in net operating loss.

	2013		2012
Morris & Associates, Inc.
The amounts are interest free, unsecured and due on demand	$	7,209	$	7,209

L&M Media, Inc.
Accounts payable for purchases, converted into a note. The note is due on demand, unsecured and interest accrues at 6% per annum		29,466		29,466

Accrued Interest Payable		23,342		21,573

Ana Moras Note Payable (See “Due to Officers” below)		0		400,000

Accrued Interest Payable		0		203,787

Total Notes Payable – Related Parties	$	60,017	$	662,035

	03/31/2012			03/31/2011
Deferred tax asset – net operating loss	$	887,000		$	869,000
Less valuation allowance		(887,000	)		(869,200	)
Net deferred tax asset	$	0		$	0

Due to Officer

~~NOTE~~The 7Company ~~STOCK~~has ~~OPTIONS~~notes payable to the President of the Company on March 31, 2013 and 2012 as follows:

The Company’s 1996 stock option plan provides that incentive stock options and nonqualified stock options to purchase common stock may be granted to directors, officers, key employees, consultants, and subsidiaries with an exercise price of up to 110% of market price at the date of grant. Generally, options are exercisable one or two years from the date of grant and expire three to ten years from the date of grant.

	2013		2012
Note payable to Anna Moras (mother of George Morris) of $400,000 was transferred to the President, George Morris, on June 30, 2012. The interest rate was reduced from 6% to 0% and $150,000 of accrued interest payable was transferred to George Morris.	$	400,000	$	0

Note payable due on demand with interest at 6% per year		176,686		276,686

Accrued Interest Payable		101,178		89,046

Note payable, interest free, unsecured and due on demand		8,535		1,535

Total Notes Payable Due to Officer	$	686,399	$	367,267

F-10

~~For~~NOTE ~~the~~4 ~~years~~INCOME ~~ended March 31, 2012, and 2011, the Company granted no options. As at March 31, 2012 there are no options outstanding.~~TAXES

~~NOTE~~The 8Company ~~CAPITAL~~generated a deferred tax asset through net operating loss carry-forwards. However, a valuation allowance of 100% has been established. Net operating loss carry-forwards of approximately $2,239,000 is available through the year 2032, unless first utilized.

~~During~~Interest ~~the~~and ~~years~~penalties ~~ended~~on ~~March~~tax ~~31,~~deficiencies recognized ~~2012~~in ~~and~~accordance ~~2011,~~with ~~the~~ASC ~~company~~accounting ~~did not~~standards ~~issue~~are ~~any~~classified ~~shares~~as income taxes in accordance with ASC Topic 740.

AsThe ofcomponents ~~March 31, 2012 and 2011 the Company had authorized 30,000,000 preferred shares~~ of ~~par value $0.001, of which none were issued and outstanding. As of March 31, 2011 and 2010~~ the ~~Company~~net ~~had authorized~~deferred ~~100,000,000~~tax ~~shares~~asset ofare ~~common~~summarized ~~stock of par value $0.001, of which 28,718,780 shares were issued and outstanding.~~below:

NOTE 9 SUBSEQUENT EVENTS

	2013			2012
Deferred tax asset – from net operating loss carryforwards	$	370,308		$	363,087
Less valuation allowance		(370,308	)		(363,087	)

Net deferred tax asset	$	-		$	-

~~Events~~The ~~subsequent~~Company tohas ~~March~~recorded ~~31,~~a ~~2012~~100% ~~have been evaluated~~valuation ~~through~~allowance ~~June~~for ~~25, 2012,~~ the ~~date~~deferred ~~these~~tax ~~statements~~asset ~~were~~since ~~available~~it tois bemore ~~issued,~~likely tothan ~~determine~~not ~~whether~~that ~~they~~some ~~should~~or beall ~~disclosed~~of ~~to keep~~ the ~~financial~~deferred ~~statements~~tax ~~from~~asset ~~being~~will ~~misleading~~not be realized. The ~~Management~~allowance ~~found~~increased noby ~~subsequent~~$ ~~events~~7,221 tofrom be2012 ~~disclosed~~to 2013.

The following is a reconciliation of the provision for income taxes at the U.S. federal income tax rate to the income taxes reflected in the Statement of Operations:

	2013			2012
Tax expense (credit) at statutory rate-federal		(34	)%		(34	)%
State tax expense net of federal tax		(6	)%		(6	)%
Valuation allowance		40	%		40	%
Tax expense at effective tax rate		-	%		-	%

NOTE 5

STOCKHOLDERS’ DEFICIT

During the year ended March 31, 2012, the Company did not issue any shares.

During the year ended March 31, 2013, the Company executed the following equity transactions:

On June 30, 2012, a stockholder contributed 35,532 of her investment note to the Company.

On June 30, 2012 a stockholder contributed 17,847 of her investment note to the Company.

On March 31, 2013 the President of the Company contributed $3,500 in assuming a Company liability.

On June 30, 2012, 5,000,000 restricted common shares were issued to an officer at $0.05 per share in return for a $250,000 reduction of a loan.

F-11

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

On ~~June~~April 2816, ~~2011~~2013,~~the~~ The Company~~”), through~~ ~~and~~engaged/retained ~~with~~after the ~~recommendation~~approval ~~of its Audit Committee~~ and ~~approval~~recommendation of ~~its~~the Board of Directors Audit Committee, ~~engaged~~the ~~John~~accounting ~~Kinross-Kennedy,~~firm ~~CPA~~ of ~~Irvine,~~Anton ~~California~~and ~~(“Kennedy”)~~Chia, asCPA ~~its~~from ~~independent~~Newport ~~registered~~Beach, ~~public~~California ~~accounting~~to ~~firm~~conduct asthe ~~reported~~annual in10K ~~Form~~audit ~~8-K June~~for ~~28,~~our ~~2011 filed on July 6, 2011~~Company.

Concurrent with the engagement of ~~John Kinross-Kennedy~~Anton and Chia, ~~the~~The Company dismissed the engagement of ~~Kabani~~John ~~& Company~~Kinross-Kennedy, ~~Inc.~~ (“~~Kabani~~Kinross”) from its position as the Company’s independent registered public accounting firm. ~~Kabani~~with ~~served~~engagement asof ~~the~~Anton ~~Company’s independent registered public account firm since March 31, 2000. No report on the Company’s financial statements prepared by Kabani during the fiscal years ended March 31, 2011~~ and ~~March~~Chia ~~31, 2010 and the subsequent interim period through December 31, 2010 contained an adverse opinion or a disclaimer of opinion, or was qualified or modified~~ as toreported ~~uncertainty, audit scope or accounting principles. Further,~~in ~~during~~From ~~the~~8-K ~~fiscal~~Filed ~~years ended March 31, 2008 and March 31, 2009 and the subsequent interim period through March 31, 2011, there were no disagreements between the Company and Kabani~~ on ~~any~~April ~~matter of accounting principles or practices~~24, financial statement disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of Kabani, would have caused it to make reference to the subject matter of the disagreement in connection with a report2013. ~~The Company’s Audit Committee recommended the dismissal of Kabani, and such recommendation was adopted by the Company’s Board of Directors.~~

InOn ~~accordance~~June ~~with Item 304(a)(3) of Regulation S-K~~28, 2011,the Company”), ~~provided~~through ~~Kabani~~and awith ~~copy of~~ the ~~disclosures~~recommendation itof ~~made~~its inAudit ~~the~~Committee ~~Current~~and ~~Report~~approval onof ~~Form~~its ~~8-K~~Board ~~prior~~of toDirectors, ~~filing~~engaged John ~~with~~Kinross-Kennedy, ~~the~~CPA ~~SEC~~of ~~and~~Irvine, ~~requested~~California ~~that~~(“Kennedy”) ~~Kabani~~as ~~furnish~~its ~~the~~independent ~~Company~~registered ~~with~~public aaccounting ~~letter~~firm ~~addressed~~as ~~to the SEC stating whether or not Kabani agreed~~reported ~~with~~in ~~the~~Form ~~above statements~~8-K.

~~During~~No report on the Company’s financial statements prepared by Kinross during the fiscal years ended March 31, ~~2008~~ 2012 and March 31, ~~2010~~2011 and the subsequent interim period through ~~December~~April 3116, ~~2011,~~2013 ~~neither~~contained ~~the~~an ~~Company~~adverse ~~nor~~opinion ~~anyone~~or ona ~~its~~disclaimer ~~behalf has consulted with Kabani regarding (i) the application~~ of ~~accounting principles to a specific transaction~~opinion, ~~either~~or ~~completed~~was qualified or ~~proposed,~~modified ~~(ii)~~as ~~the~~to ~~type~~uncertainty, of audit ~~opinion~~scope ~~that~~or ~~might~~accounting beprinciples ~~rendered~~with on the ~~Company’s~~exception ~~financial statements, (iii) any matter that was the subject~~ of ~~a disagreement within~~ the ~~meaning~~Kinross ofstatement ~~Item~~that ~~304(a)(1)(iv)~~there ofis ~~Regulation S-K and the related instructions to Item~~substantial ~~304~~doubt ofthat ~~Regulation S-K or (iv) any reportable event within~~ the ~~meaning~~Company ofcan ~~Item~~continue ~~304(~~as a~~)(1)(v)~~ ofgoing ~~Regulation S-K~~concern.

Concurrent with the engagement of John Kinross-Kennedy, the Company dismissed the engagement of Kabani & Company, Inc. (“Kabani”) from its position as the Company’s independent registered public accounting firm. Kabani served as the Company’s independent registered public account firm since March 31, 2000.

There were no disagreements between the Company and Kabani on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of Kabani, would have caused it to make reference to the subject matter of the disagreement in connection with a report. The Company’s Audit Committee recommended the dismissal of Kabani and such recommendation was adopted by the Company’s Board of Directors.

During the fiscal years ended March 31, 2011 and March 31, 2012 and the subsequent interim period through April 16, 2013, neither the Company nor anyone on its behalf has consulted with Kinross regarding (i) the application of accounting principles to a specific transaction, either completed or proposed, (ii) the type of audit opinion that might be rendered on the Company’s financial statements, (iii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K or (iv) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.

In accordance with Item 304(a)(3) of Regulation S-K, the Company provided Kinross a copy of the disclosures it made in the Current Report on Form 8-K prior to filing with the SEC and requested that Kinross furnish the Company with a letter addressed to the SEC stating whether or not Kinross agreed with the above statements.

ITEM 9A(T) .

CONTROLS AND PROCEDURES.

Evaluation of disclosure controls and procedures. The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective and are designed to provide reasonable assurances that the information the Company is required to disclose in the reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time period required by the Commission’s rules and forms. Further, the Company’s officers concluded that its disclosure controls and procedures are also effective to ensure that information required to be disclosed in the reports that it files or submits under the Exchange Act is accumulated and communicated to its management, including its chief executive officer and chief financial officer, to allow timely decisions regarding required disclosure. There were no significant changes in the Company’s internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect our internal controls over financial reporting.

Internal control over financial reporting.

Management’s annual report on internal control over financial reporting. The registrant’s management recognizes its responsibility for establishing and maintaining adequate internal control over financial reporting for the registrant. Currently, the registrant is operating as a caretaker entity, keeping the corporation alive and in good standing with the Commission. All debit and credit transactions with the company’s bank accounts are reviewed by the officers as well as all communications with the company’s creditors. The directors meet frequently – as often as weekly – to discuss and review the financial status of the company and all developments regarding its search for a reverse merger partner. All filings of reports with the Commission are reviewed before filing by all directors.

Management assesses the company’s control over financial reporting at the end of its most recent fiscal year to be effective. It detects no material weaknesses in the company’s internal control over financial reporting.

This annual report does not include an attestation report of the company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the company to provide only management’s report in this annual report.

There has been no change in our internal control over financial reporting identified in connection with the evaluation required by Commission rules that occurred during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B.

OTHER INFORMATION.

There is no information that was required to be disclosed on Form 8-K during the fourth quarter of FY ~~2012~~2013 that was not reported.

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Internet Infinity’s directors, officers and significant employees occupying executive officer positions, their ages as of March 31, ~~2012~~2013, the directors’ terms of office and the period each director has served are set forth in the following table:

Person	Positions and Officers	Since	Expires	~~Expires~~
George Morris, 73	Chairman of the Board of Directors – President, Chief Executive Officer and Chief Financial Officer	1996		2013
George Morris, 74	Chairman of the Board of Directors – President, Chief Executive Officer and Chief Financial Officer	1996	2014
Charles Yesson, 74	Director	2012		2013
Charles Yesson, 75	Director	2013	2014
Paul Rademaker, 67	Director	2013	2014
George Roth, 70	Director	2013	2014

GEORGE MORRIS, Ph.D. Dr. Morris has been the Chairman of the Board of Directors, principal shareholder, and Secretary of Internet Infinity since Internet Infinity went public in 1996. George Morris has also been the owner of Morris Business Development Company, a 1940s Securities Act BDC, Apple Realty, Inc., a Merger and Acquisition Specialty Firm since 1974 and the owner of L&M Media, Inc. since 1990. Dr. Morris iswas also the ~~the~~ President, and ~~principal~~now owner of Morris Financial, Inc., a NASD member broker-dealer firm, since its inception in 1987. Morris has produced over 20 computer training programs in video and CD-ROM versions. Dr. Morris earned a Bachelor of Business Administration and Masters of Business Administration from the University of Toledo, and a Ph.D. (Doctorate) in Marketing and Finance and Educational Psychology from the University of Texas. Prior to founding Internet Infinity and its Affiliates, Dr. Morris had 20 years of academic experience as a professor of Management, Marketing, Finance and Real Estate at the University of Southern California (1969- 1971) and the California State University (1971- 1999). Morris has since retired from full time teaching at the University. Dr. Morris was the West Coast Regional Director of the American Society for Training and Development, a Director of the South Bay Business Roundtable and a speaker on a number of topics relating to business, training and education. Morris has created or been directly involved in the design, writing and development of numerous Internet web sites for Internet Infinity, blank video, Greg Norman, Northwestern University, etc. He most recently taught University courses about Internet Marketing for domestic and foreign markets and Sales Force Management.

~~CHARLES~~GEORGE ~~YESSON~~ROTH, M.S., MrB.S., ~~Yesson~~of Las Vegas, aNevada ~~resident~~primary area of ~~Newport Beach,~~business ~~California~~consulting ~~has~~practice for over 3540 years ofhas ~~experience~~been instructuring ~~the~~small ~~Financial~~business ~~Services~~enterprises to ~~Industry.~~access ~~His~~growth ~~experience~~capital ~~includes~~while 25remaining ~~years~~compliant ofwith ~~managing~~regulators and securities laws. Mr. Roth after earning an undergraduate ~~public~~degree ~~corporations~~in ~~and~~electromechanical 10engineering, ~~years~~graduated asfrom athe ~~consultant~~Carnegie toMellon ~~emerging~~University ~~companies.~~with Hegraduate ~~has~~degrees ~~worked~~in ~~extensively~~Management and Science in 1959. He entered the ~~areas~~southern California Aerospace industry employed as Senior Program Manager for Division Vice Presidents of ~~reorganization~~Ford Motor Company, ~~growth~~ ~~development~~Northrop Space Labs, and ~~capitalization.~~McDonnell ~~His~~Douglas ~~experience~~Special ~~includes~~Programs ~~serving~~where ashe ~~CEO~~held high level security clearances and accomplished the recovery of ~~several~~$61 ~~Life~~million ~~Insurance~~in ~~Companies~~project costs from the Air Force. HeMr. ~~also~~Roth ~~held~~founded Securities Compliance Control ~~positions~~LLC as(SCC) ain ~~Senior~~1999 ~~Business~~in ~~Consultant~~response ofto the ~~Principal~~imposition ~~Life~~of ~~Insurance~~tougher ~~Company~~regulations ~~and~~adopted ~~for~~by ~~GEICO~~the inNASD ~~Washington,~~aimed ~~DC.~~at Hesmall ~~has~~businesses. ~~served~~Pursuing ashis ~~CEO~~continuing career of ~~U.S.~~providing ~~Life~~solutions ~~Savings~~to ~~Loan~~regulatory ~~Association~~requirements for microcaps, George Roth draws on his extensive experience and VPinternational contacts in business development for hundreds of ~~Midwestern~~clients ~~Financial/First~~in ~~S&L~~both ~~Shares,~~private and Srpublic sectors. VPHe ofhas ~~First~~worked ~~Western~~with ~~Financial~~leading ~~Corp~~securities ~~(NYSE)~~counsel and CPA’s. After leaving aerospace in 1969, Mr. ~~Yesson~~Roth isadvised ~~currently~~such ~~licensed~~Los asAngeles alaw ~~FINRA~~firms ~~Series~~as 7Ball, Hart, 24Hunt and 66Brown, and ~~held~~O’Melveny ~~positions~~& Meyers as ~~Managing~~to ~~Director of~~corporate ~~Antaeus~~structuring ~~Capital~~strategies, aforming ~~Principal~~several ofpublicly Jtraded corporations. ~~Alexander~~He ~~Securities~~was ~~and~~sponsored ~~Marketing~~by ~~Director~~these firms to attend and ~~Securities~~receive ~~Analyst~~credit offor ~~Hayden.Stone,Inc.~~the ~~He holds~~California aBar ~~Masters~~associations ~~Degree~~CEB ~~from~~courses ~~New~~in Securities ~~York~~Law ~~University,~~and ~~New~~Taxation. ~~York~~Relocating ~~where~~to Las Vegas in 1970, he ~~has~~continued ~~done~~his ~~PhD-level~~work ~~study,~~with ~~attended~~local ~~George~~CPA’s ~~Washington~~and ~~Law~~law ~~School~~firms such as Jones Bilbray Bonner and ~~holds~~Brown, ~~certificates~~as inwell ~~Bank~~as ~~Marketing~~expanding his business offices from ~~Northwestern~~time ~~University.~~to ~~Mr.~~time ~~Yesson~~into isNew ~~licensed~~York, inFlorida, ~~Insurance~~Texas, Utah, Denver, and ~~Real~~Los ~~Estate~~Angeles. inOver the ~~State~~ ofyears, ~~California~~Mr. ~~and~~Roth ishas ~~certified~~established as a ~~Property~~large ~~Damage~~number ~~Mediator~~of ~~for~~publicly ~~the~~traded ~~California~~entities ~~Insurance~~that ~~Department.~~have Insince been ~~addition,~~acquired ~~Mr.~~or ~~Yesson’s experience~~transformed asinto acompanies ~~public~~that ~~stock~~continue ~~company~~to ~~board~~trade ~~member~~today. ~~should~~Additionally, ~~help~~his ~~guide~~past ~~the~~contacts ~~development~~with funding sources produced results for a number of ~~our~~mortgage ~~Company.~~companies

PAUL RADEMAKER. Mr. Paul Rademaker from Laguna Hills of Rademaker Consulting brings us 30-years of business management experience including positions of chief operations officer, chief financial officer and president in an array of companies. He spent 15 years specialized in turning around financially troubled companies as well as a consultant to start-up, small and medium size companies in the areas of process flow, administration, and business planning and budget controls. He holds a BS in Chemistry and an MBA in Finance from California State University. He is also an Adjunct Professor at Pepperdine University managing the entrepreneurial program for the MBA program.

CHARLES YESSON. Mr. Yesson has over 35 years of experience in the Financial Services Industry. His experience includes 25 years of managing public corporations and 10 years as a consultant to emerging companies. He has worked extensively in the areas of reorganization, growth development and capitalization. His experience includes serving as CEO of several Life Insurance Companies. He also held positions as a Senior Business Consultant of the Principal Life Insurance Company and for GEICO in Washington, DC. He has served as CEO of U.S. Life Savings Loan Association, and VP of Midwestern Financial/First S&L Shares, and Sr. VP of First Western Financial Corp (NYSE) and a Marketing Director and Securities Analyst of Hayden. Stone, Inc. He holds a Master’s Degree from New York University, New York where he has done PhD-level study, attended George Washington Law School and holds certificates in Bank Marketing from Northwestern University. Mr. Yesson is Real Estate licensee in California.

Conflicts of Interest

The officers and directors of the company will not devote more than a portion of their time to the affairs of the company. There will be occasions when the time requirements of the company’s business conflict with the demands of their other business and investment activities. Such conflicts may require that the company attempt to employ additional personnel. There is no assurance that the services of such persons will be available or that they can be obtained upon terms favorable to the company.

The officers and directors of the company may be directors or principal shareholders of other companies and, therefore, could face conflicts of interest with respect to potential acquisitions. In addition, officers and directors of the company may in the future participate in business ventures, which could be deemed to compete directly with the company. Additional conflicts of interest and non-arms -length transactions may also arise in the future in the event the company’s officers or directors are involved in the management of any firm with which the company transacts business. The company’s board of directors has adopted a policy that the Company will not seek a merger with, or acquisition of, any entity in which management serve as officers or directors, or in which they or their family members own or hold a controlling ownership interest. Although the board of directors could elect to change this policy, the board of directors has no present intention to do so. In addition, if the company and other companies with which the company’s officers and directors are affiliated both desire to take advantage of a potential business opportunity, then the board of directors has agreed that said opportunity should be available to each such company in the order in which such companies registered or became current in the filing of annual reports under the ’34 Act.

The company’s officers and directors may actively negotiate or otherwise consent to the purchase of a portion of their common stock as a condition to, or in connection with, a proposed merger or acquisition transaction. It is anticipated that a substantial premium over the initial cost of such shares may be paid by the purchaser in conjunction with any sale of shares by the company’s officers and directors which is made as a condition to, or in connection with, a proposed merger or acquisition transaction. The fact that a substantial premium may be paid to the company’s officers and directors to acquire their shares creates a potential conflict of interest for them in satisfying their fiduciary duties to the company and its other shareholders. Even though such a sale could result in a substantial profit to them, they would be legally required to make the decision based upon the best interests of the company and the company’s other shareholders, rather than their own personal pecuniary benefit.

1112

Code of Ethics. We have adopted a Code of Ethics that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of the Code of Ethics is filed as an exhibit to Form 10-KSB Annual Report for the year ended March 31, 2004 (Exhibit 14 incorporated herein by reference). We undertake to provide to any person without charge, upon request, a copy of such code of ethics. Such a request may be made by writing to the company at its address at 413 Avenue G, #1, Redondo Beach, CA 90277.

Corporate Governance.

Security holder recommendations of candidates for the board of directors. Any shareholder may recommend candidates for the board of directors by writing to the president of our company the name or names of candidates, their home and business addresses and telephone numbers, their ages, and their business experience during at least the last five years. The recommendation must be received by the company by March 9 of any year or, alternatively, at least 60 days before any announced shareholder annual meeting.

Audit committee. We have no standing audit committee. ~~Our~~ However, our directors perform the functions of an audit committee. Our limited operations make unnecessary a standing audit committee, particularly in view of the fact that we have only three directors at present. None of our directors is an audit committee financial expert, but the directors have access to consultants that can provide such expertise when such is needed.

Compliance with Section 16(a) of the Securities Exchange Act.

Based solely upon a review of Forms 3 and 4 furnished to the company under Rule 16a-3(e) of the Securities Exchange Act during its most recent fiscal year and Forms 5 furnished to the company with respect to its most recent fiscal year and any written representations received by the company from persons required to file such forms, the following persons – either officers, directors or beneficial owners of more than ten percent of any class of equity of the company registered pursuant to Section 12 of the Securities Exchange Act – failed to file on a timely basis reports required by Section 16(a) of the Securities Exchange Act during the most recent fiscal year or prior fiscal years:

Name

No. of Late Reports

No. of Transactions
Not Timely Reported

No. of Failures
to File a
Required Report

None

ITEM 11.

EXECUTIVE COMPENSATION.

The following information concerns the compensation of the named executive officers for each of the last two completed fiscal years:

SUMMARY COMPENSATION TABLE

Name and Principal Position	Year		Salary		Bonus		Common Stock Awards		Total
George Morris, Chairman, CEO and CFO		FY 2012	$	0	$	0		0	$	0
		FY 2011	$	0	$	0		0	$	0
Charles Yesson, Director		FY 2012	$	0	$	0		0	$	0
		FY 2011	$	0	$	0		0	$	0

Name and Principal Position

Year

Salary

Bonus

Common
Stock
Awards

Total

1213

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

The following information concerns unexercised stock options, stock that has not vested, and equity incentive plan awards for each named officer outstanding at the end of the last fiscal year:

Name	Number of Securities Underlying Unexercised Options (#) Exercisable

Morris		0	0	0	0	0	0	0	0	0

Compensation of Directors

The directors of Internet Infinity have not received ~~the~~any ~~following~~ compensation in FY 2012 or FY 2013 for their services as directors.

~~DIRECTOR~~Directors ~~COMPENSATION~~of the company have not received compensation for their services though March 31, 2013.

Name	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Option Awards ($)	Non- Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
George Morris	0	0	0	0	0	0	0
Charles Yesson	0	0	0	0	0	0	0

Directors of the company receive no compensation for their services as directors. However, Charles Yesson shall receive $250 per month commencing in June 2011 and ending January 31, 2012.

Stock Options.

During the last two fiscal years, the officers and directors of Internet Infinity have received no Stock Options and no stock options are outstanding.

Equity Compensation Plans.

We have no equity compensation ~~plans~~plan at this time.

STOCK OPTIONS

The Company’s ~~1996~~anticipated 2013 stock option plan provides that incentive stock options and nonqualified stock options to purchase common stock may be granted to directors, officers, key employees, consultants, and subsidiaries with an exercise price of up to 110% of market price at the date of grant. Generally, options are exercisable one or two years from the date of grant and expire three to ten years from the date of grant.

For the years ended March 31, ~~2012~~2013, and ~~2011~~2012, the Company granted no options. As at March 31, ~~2012~~2013 there are no options outstanding.

CAPITAL

During the years ended March 31, ~~2012~~ 2013 and ~~2011~~2012, the company did not issue any shares except as stated in Item 6. above: Item 6. “During the past three fiscal years, there was one unregistered sale of our common stock by the Company. On April 30, 2013, we issued/sold 5 million shares of our common stock correcting the prior issue of March 31, 2012 in exchange for a $250,000 extinguishment of debt and contribution of liability assumed by officer George Morris, chairman of the board of directors, chief financial officer, and controlling shareholder of the company.

~~As of March 31, 2012 and 2011 the Company had authorized 30,000,000 preferred shares of par value $0~~.001, of which none were issued and outstanding. As of March 13, 2012 and 2011 the Company had authorized 100,000,000 shares of common stock of par value $0.001, of which 28,718,780 shares were issued and outstanding.

As of March 31, 2013 and 2012 the Company had authorized 30,000,000 preferred shares of par value $0.001, of which none were issued and outstanding. As of March 13, 2013 and 2012 the Company had authorized 100,000,000 shares of common stock of par value $0.001, of which 28,718,780 shares were issued and outstanding.

SUBSEQUENT EVENTS

Events subsequent to March 31, ~~2012~~ 2013 have been evaluated through July 11, ~~2012~~2013, the date these statements were available to be issued, to determine whether they should be disclosed to keep the financial statements from being misleading. Management found no subsequent events to be disclosed.

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The table below sets forth, as of July 12, ~~2012~~2013 the number of shares of common stock of Internet Infinity beneficially owned by each officer and director of Internet Infinity individually and as a group, and by each owner of more than five percent of the common stock.

Name and Address	Number of Shares		Percent of Outstanding %

Apple Realty, Inc. and	3,034,482		9.0		%
Hollywood Riviera Studios (1)
Box 1009
Newport Beach, CA 92659

George Morris, Chairman/CFO (2)		13,509,000		40.1	%
Box 1009
Newport Beach, CA 92659

L&M Media, Inc. (1)		14,535,714		43.1	%
Box 1009
Newport Beach, CA 92659

Officers and Directors		31,079,196		92.2	%
as a group (1 person)

Name and Address	Number of Shares			Percent of Outstanding Shares
Apple Realty, Inc. and		3,034,482			10.6
Hollywood Riviera Studios (1)
Box 1009
Newport Beach, CA 92659
George Morris, Chairman/CFO		24,429,196	(2)		85.1
Box 1009
Newport Beach, CA 92659
L&M Media, Inc. (1)		14,535,714			50.6
Box 1009
Newport Beach, CA 92659
Officers and Directors		24,429,196			85.1
as a group (1 person)

(1)

The shares owned of record by Apple Realty, Inc., Hollywood Riviera Studios and L&M Media, Inc. are under the control of George Morris and are attributed to him.

(2) Mr. Morris personally owns 611,859,000 shares of record and is attributed the shares owned by Apple Realty, Inc., Hollywood Riviera Studios and L&M Media, Inc., which companies are under Mr. Morris’ control.

(3)

Less than 1 percent.

Changes in Control

There are no arrangements which may result in a change in control of the company.

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Our company is under the control of George Morris, who controls and is thereby the beneficial owner of 8592.12 percent in total of all outstanding stock of Internet Infinity, Inc. He has an economic interest in 8592.12 percent of all outstanding stock of Internet Infinity, Inc. The basis of his control and of his economic interest are set forth in the following table:

George Morris

a.	He owns 100 percent of Apple Realty, Inc., Hollywood Riviera Studios and L&M Media, Inc. that collectively own 61.21% of Internet Infinity, Inc.
b.	He owns 2330.91 percent of Internet Infinity, Inc.

1415

Summary of George Morris’ Interest
Economic Interest		~~Beneficial Interest~~		Beneficial Interest
1.00 x .612	= .612		.612
1.00 x .621		=.621			.621
1.00 x .239	= .239		.239
1.00 x .301		=301			.301
	.851		.851
		.922			.922

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees. Our principal independent accountant billed us, for each of the last two fiscal years, the following aggregate fees for its professional services rendered for the audit of our annual financial statements and review of financial statements included in our Form 10-Q reports or other services normally provided in connection with statutory and regulatory filings or engagements for those two fiscal years:

Fiscal Year ended March 31, 2011 $ 4,500

Fiscal Year ended March 31, 2012

4,500

Fiscal Year ended March 31, 2013

5,000

Audit-Related Fees. Our principal independent accountant billed us, for each of the last two fiscal years, the following aggregate fees for assurance and related services reasonably related to the performance of the audit or review of our financial statements and not reported above under “Audit Fees”:

Fiscal Year ended March 31, 2011 $ -0-

Fiscal Year ended March 31, 2012

-0-

Fiscal Year ended March 31, 2013

-0-

Tax Fees. Our principal independent accountant billed us, for each of the last two fiscal years, the following aggregate fees for professional services rendered for tax compliance, tax advice and tax planning:

Fiscal Year ended March 31, 2011 $ -0-

Fiscal Year ended March 31, 2012

-0-

Fiscal Year ended March 31, 2013

-0-

All Other Fees. Our principal independent accountant billed us, for each of the last two fiscal years, the following aggregate fees for products and services provided by it, other than the services reported in the above three categories:

Fiscal Year ended March 31, ~~2011~~2012 $ -

Fiscal Year ended March 31, ~~2012~~2013 $

Pre-Approval of Audit and Non-Audit Services. The Audit Committee charter requires that the committee or the directors if there be no committee, pre-approve all audit, review and attest services and non-audit services before such services are engaged.

1516

PART IV

ITEM 15.

EXHIBITS.

The following exhibits are filed, by incorporation by reference, as part of this Form 10-K:

Exhibit Number		Description of Exhibit
2		Certificate of Ownership and Merger of Morris & Associates, Inc., a California corporation, into Internet Infinity, Inc., a Delaware corporation*
3		Articles of Incorporation of Internet Infinity, Inc.*
3.1		Amended Certificate of Incorporation of Internet Infinity, Inc.*
3.2		Bylaws of Internet Infinity, Inc.*
3.4		Certificate of Amendment to Articles of Incorporation of Internet Infinity, Inc., a Nevada corporation++
10.1		Master License and non-exclusive Distribution Agreement between Internet Infinity, Inc. and Lord & Morris Productions, Inc.*
10.2		Master License and Exclusive Distribution Agreement between L&M Media, Inc. and Internet Infinity, Inc.*
10.3		Master License and Exclusive Distribution Agreement between Hollywood Riviera Studios and Internet Infinity, Inc.*
10.4		Fulfillment Supply Agreement between Internet Infinity, Inc. and Ingram Book Company**
14		Code of Ethics for CEO and Senior Financial Officers+
31.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document***
101.SCH		XBRL Taxonomy Extension Schema***
101.CAL		XBRL Taxonomy Extension Calculation Linkbase***
101.DEF		XBRL Taxonomy Extension Definition Linkbase***
101.LAB		XBRL Taxonomy Extension Label Linkbase***
101.PRE		XBRL Taxonomy Presentation Linkbase***

3* ~~Articles~~Previously offiled ~~Incorporation~~with ofForm ~~Internet~~10-SB ~~Infinity,~~10-13-99; ~~Inc~~Commission File No.* 0-27633 incorporated herein.

3.1		Amended Certificate of Incorporation of Internet Infinity, Inc.*
**		Previously filed with Amendment No. 2 to Form 10-SB 02-08-00; Commission File No. 0-27633 incorporated herein.
3.2		Bylaws of Internet Infinity, Inc.*
***		In accordance with Regulation S-T, the XBRL related information on Exhibit No. 101 to this Annual Report on Form 10-K shall be deemed “furnished” herewith.
3.4		Certificate of Amendment to Articles of Incorporation of Internet Infinity, Inc., a Nevada corporation++

~~10.1~~+ ~~Master~~Previously ~~License~~filed ~~and~~with ~~non~~Form 10-~~exclusive~~KSB; ~~Distribution~~Commission ~~Agreement~~File ~~between Internet Infinity, Inc~~No. ~~and~~0-27633 ~~Lord~~incorporated ~~& Morris Productions, Inc~~herein.*

~~10.2~~++ ~~Master~~Previously ~~License~~filed ~~and~~with ~~Exclusive~~Form ~~Distribution~~8-K; ~~Agreement~~Commission ~~between~~File ~~L&M Media, Inc~~No. ~~and~~0-27633 ~~Internet~~incorporated ~~Infinity, Inc~~herein.*

10.3 Master License and Exclusive Distribution Agreement between Hollywood Riviera Studios and Internet Infinity, Inc.*17

10.4		Fulfillment Supply Agreement between Internet Infinity, Inc. and Ingram Book Company**
14		Code of Ethics for CEO and Senior Financial Officers+
31.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation Linkbase
101.DEF		XBRL Taxonomy Extension Definition Linkbase
101.LAB		XBRL Taxonomy Extension Label Linkbase
101.PRE		XBRL Taxonomy Presentation Linkbase
	*Previously filed with Form 10-SB 10-13-99; Commission File No. 0-27633 incorporated herein.
	**Previously filed with Amendment No. 2 to Form 10-SB 02-08-00; Commission File No. 0-27633 incorporated herein.
	+Previously filed with Form 10-KSB; Commission File No. 0-27633 incorporated herein.

++Previously filed with Form 8-K; Commission File No. 0-27633 incorporated herein.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	INTERNET INFINITY, INC.
July 6, 2012	By:	/s/ George Morris
July 12, 2013	By:	/s/ George Morris
		George Morris
		Chief Executive Officer

In accordance with the Exchange Act, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

July 6, 2012	By:	/s/ George Morris
July 12, 2013	By:	/s/ George Morris
		George Morris
		Chief Executive Officer
July 6, 2012	By:	/s/ George Morris
July 12, 2013	By:	/s/ George Morris
		George Morris
		Chief Financial Officer, President and Director

July 6, 2012	By:	/s/ Charles Yesson
		Charles Yesson
		Director

INTERNET INFINITY, INC.

COMMISSION FILE NO. 0-27633

INDEX TO EXHIBITS

FORM 10-K

FOR THE YEAR ENDED MARCH 31, 2012

The following exhibits are filed, by incorporation by reference, as part of this Form 10-K:

Exhibit Number		Description of Exhibit
2		Certificate of Ownership and Merger of Morris & Associates, Inc., a California corporation, into Internet Infinity, Inc., a Delaware corporation*

3 Articles of Incorporation of Internet Infinity, Inc.*

3.1		Amended Certificate of Incorporation of Internet Infinity, Inc.*
3.2		Bylaws of Internet Infinity, Inc.*

3.4		Certificate of Amendment to Articles of Incorporation of Internet Infinity, Inc., a Nevada corporation++
10.1		Master License and non-exclusive Distribution Agreement between Internet Infinity, Inc. and Lord & Morris Productions, Inc.*
10.2		Master License and Exclusive Distribution Agreement between L&M Media, Inc. and Internet Infinity, Inc.*

10.3 Master License and Exclusive Distribution Agreement between Hollywood Riviera Studios and Internet Infinity, Inc.*

10.4 Fulfillment Supply Agreement between Internet Infinity, Inc. and Ingram Book Company**

14		Code of Ethics for CEO and Senior Financial Officers+
31.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Presentation Linkbase

*Previously filed with Form 10-SB 10-13-99; Commission File No. 0-27633 incorporated herein.

**Previously filed with Amendment No. 2 to Form 10-SB 02-08-00; Commission File No. 0-27633 incorporated herein.

+Previously filed with Form 10-KSB; Commission File No. 0-27633 incorporated herein.

++Previously filed with Form 8-K; Commission File No. 0-27633 incorporated herein.

Filing Compare · INTERNET INFINITY, INC.