Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                        Date of Report: September 3, 2004

                               AZONIC CORPORATION
             (Exact name of registrant as specified in its charter)

Nevada                            000-28315                  84-1517404
------------------                ----------------           ------------------
(State or other                   (Commission                (IRS Employer
jurisdiction of                   File Number)               Identification No.)

7 Dey Street, Suite 900, New York, NY                        10007
-----------------------------------------------             ---------
(Address of principal executive offices)                    (Postal Code)

Registrant's telephone number, including area code:   (212) 962-4400

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions.

[_] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR240.14d-2(b))

[_] Soliciting material pursuant to Rule 14a-12 under Exchange Act
    (17 CFR240.14a-12)

[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR240.14d-2(b))

[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR240.13e-4(c))

Section 1 - Registrant's Business and Operations

Item 1.01 Entry into a Material Definitive Agreement

     The  Company  announces  that it has  entered  into a Contract  for Sale of
Assets  whereby it is  purchasing  certain  assets  consisting  of  Intellectual
Property,  Licenses for FCC, and  software,  tools and molds,  phone and battery
inventory,  and some orders from the Filippo Guani Revocable  Trust.  The assets
are for the manufacture, assembly, and sale of cell phones.

     The  Company  is  issuing   4,797,600   shares  of  its  common   stock  as
consideration,  and Seller shall have an earn out of up to $3 million based upon
future operating profit parameters.

     Certain  antidilution  protections  for 90 days have been  agreed,  and the
Seller has the right to designate one Board member.

     The Company  intends to explore getting into cell phone business with these

Item 1.02 Termination of a Material Definitive Agreement


Item 1.03 Bankruptcy or Receivership


Section 2 - Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets


Item 2.02 Results of Operations and Financial Condition


Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant


Item 2.04 Triggering Envents That Accelerate or Increase a Direct Financial
Obligation or an Obligation Under and Off-Balance Sheet Arrangement


Item 2.05 Costs Associated with Exit or Disposal Activities


Item 2.06 Material Impairments


Section 3 - Securities Trading Markets

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing


Item 3.02 Unregistered Sales of Equity Securities

    The Company has agreed to issue 4,797,600 shares of common stock to the
Filippo Guani Revocable Trust purusant to the Contract for Sale of Assets, as an
issuance exempt from registration pursuant to Section 4(6) of the Securities Act
of 1933.

Item 3.03 Material Modification to Rights of Security Holders


Section 4 - Matters Related to Accountants and Financial Statements

Item 4.01 Changes in Registrant's Certifying Accountant


Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related
Audit Report or Completed Interim Review


Section 5 - Corporate Governance and Mangement

Item 5.01 Changes in Control of Registrant

     Infinity Capital Group, Inc. has entered into an agreement for the purchase
of 4,800,000 (pre split) shares  (18,000,000  shares post split) of common stock
of Azonic Corp.  from L&M  Specialties,  Inc. The  agreement  provides for notes
requiring cash payments of $12,500 in each of the months of September,  October,
November,  and December 2004.  1,000,000  shares have been pledged as collateral
for the votes.  In addition,  500,000 shares have been deposited as a reserve to
preserve  L&M's  share  ownership  percentage  relative  to  Infinity  at  5% of
Infinity's holding after a merger transaction has been completed.  Under certain
circumstances  L&M may sell  50,000  shares  each 90 days if the Company has not
completed an  acquisition  in each such 90 day period.  After an  acquisition is
made, Infinity shall receive any balance of shares.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers


Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal


Item 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit


Item 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provi-
sion of the Code of Ethics.

Section 6 - [Reserved]

Section 7 - Reulation FD

Item 7.01 Regulation FD Disclosure


Section 8 - Other Events

Item 8.01 Other Events


Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

        Financials - None

        Exhibits - 10.1 Agreement the Filippo Guani Revocable Trust
                   99 Press Release


         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

Date: September 3, 2004          AZONIC CORPORATION

                                    By: /s/ Greg Laborde
                                         Greg Laborde, President