U.S.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10Q/A
[X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended
June 30, 2011
OR
[
] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from _________ to __________
Commission
File No.
0-27633
INTERNET
INFINITY, INC.
(Exact
name of registrant as specified in its charter)
State
of Incorporation:
Nevada
IRS
Employer I.D. Number: 95-4679342
413
Avenue G, # 1
Redondo
Beach, California 90277
Telephone
310-493-2244
(Address
and telephone number of registrant’s principal
executive
offices and principal place of business)
Check
whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the 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 [ ]
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company.
Large
accelerated filer [ ] Accelerated filer [ ]
Non-accelerated
filer [ ] Smaller reporting company [X]
As of
August 14, 2011, there were 28,718,780 shares of the Registrant’s Common Stock, par value $0.001 per share, outstanding.
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
Transitional
Small Business Disclosure Format (check one): Yes [ ] No [X]
INTERNET INFINITY, INC.
Explanatory
Note
The
purpose of the Amendment No. 1 on Form 10–Q/A to Registrants’s quarterly report
on Form 10–Q for the quarter ended June 30, 2011, filed with the Securities and
Exchange Commission on August 17, 2011 (the “Form 10–Q”), is solely to furnish
Exhibit 101 to the Form 10–Q in accordance with Rule 405 of Regulation S–T.
No
other changes have been made to the Form 10–Q. This Amendment No. 1
speaks as of the original filing date of the Form 10–Q, does not reflect events
that may have occurred subsequent to the original filing date and does not
modify or update in any way disclosures made in the original Form 10–Q.
Pursuant
to rule 406T of Regulation S–T, the interactive data files on Exhibit 101 hereto
are deemed not filed or part of a registration statement or prospectus for
purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are
deemed not filed for purposes of Section 18 of the Securities Act of 1934, as
amended, and otherwise are not subject to liability under those sections.
Item 6.
Exhibits
The following exhibits are
filed, by incorporation by reference, as part of this Form 10-Q:
|
2
|
Certificate of Ownership
and Merger of Morris & Associates, Inc., a California corporation,
into Internet Infinity, Inc., a Delaware
corporation*
|
|
2.1
|
Plan of Merger (Internet
Infinity - Delaware into Internet Infinity -
Nevada)***
|
|
2.2
|
State of Delaware
Certificate of Merger of Domestic Corporation into Foreign Corporation
which merges Internet Infinity, Inc., a Delaware corporation, with and
into Internet Infinity, Inc., a Nevada
corporation***
|
|
2.3
|
Articles of Merger
(Pursuant to NRS 92A.200) which merges Internet Infinity, Inc., a Delaware
corporation, with Internet Infinity, Inc., a Nevada corporation, with the
Nevada corporation being the surviving
entity***
|
|
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.*
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|
|
|
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3.3
|
Corporate Charter and
Articles of Incorporation of Internet Infinity, Inc., a Nevada
corporation***
|
|
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+
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|
|
|
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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‡
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|
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101.SCH
|
XBRL Taxonomy Extension Schema‡
|
|
|
|
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101.CAL
|
XBRL Taxonomy Extension Calculation
Linkbase‡
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|
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition
Linkbase‡
|
|
|
|
|
101.LAB
|
XBRL Taxonomy Extension Label
Linkbase‡
|
|
|
|
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101.PRE
|
XBRL Taxonomy Presentation
Linkbase‡
|
*Previously filed with Form
10-SB 10-13-99; Commission File No. 0-27633incorporated herein.
**Previously filed with
Amendment No. 2 to Form 10-SB 02-08-00; Commission FileNo. 0-27633 incorporated
herein.
***Previously filed with Form
8-K Current Report March 14, 2005, 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 Current Report February 17, 2006; Commission File No. 0-27633 incorporated
herein.
† Previously filed with Form
10-Q Quarterly Report August 17, 2011; Commission File No. 0-27633 incorporated
herein.
‡ Filed herewith.
SIGNATURES
Pursuant to the requirements of
the Exchange Act of 1934, the Registrant has caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
|
INTERNET INFINITY,
INC.
|
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Dated: September 1,
2011
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By:
|
/s/
George
Morris
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George Morris, Chief
Executive Officer
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Exhibit Index
The following exhibits are
filed, by incorporation by reference, as part of this Form 10-Q:
|
2
|
Certificate of Ownership
and Merger of Morris & Associates, Inc., a California corporation,
into Internet Infinity, Inc., a Delaware
corporation*
|
|
2.1
|
Plan of Merger (Internet
Infinity - Delaware into Internet Infinity -
Nevada)***
|
|
2.2
|
State of Delaware
Certificate of Merger of Domestic Corporation into Foreign Corporation
which merges Internet Infinity, Inc., a Delaware corporation, with and
into Internet Infinity, Inc., a Nevada
corporation***
|
|
2.3
|
Articles of Merger
(Pursuant to NRS 92A.200) which merges Internet Infinity, Inc., a Delaware
corporation, with Internet Infinity, Inc., a Nevada corporation, with the
Nevada corporation being the surviving
entity***
|
|
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.*
|
|
|
|
|
3.3
|
Corporate Charter and
Articles of Incorporation of Internet Infinity, Inc., a Nevada
corporation***
|
|
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. 0-27633incorporated herein.
**Previously filed with
Amendment No. 2 to Form 10-SB 02-08-00; Commission FileNo. 0-27633 incorporated
herein.
***Previously filed with Form
8-K Current Report March 14, 2005, 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 Current Report February 17, 2006; Commission File No. 0-27633 incorporated
herein.
† Previously filed with Form
10-Q Quarterly Report August 17, 2011; Commission File No. 0-27633 incorporated
herein.
‡ Filed herewith.
Internet Infinity (PK) (USOTC:ITNF)
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