UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): ~~May~~June 204, 2010, (~~May~~June 171, 2010)

iMEDIA INTERNATIONAL, INC.

(Exact name of Registrant as specified in charter)

Delaware	000-50159	56-2428786
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification Number)


Delaware (State or other jurisdiction of incorporation)		000-50159 (Commission File Number)		56-2428786 (IRS Employer Identification Number)

1721 2121st st Street Santa Monica, California 90404 (Address of principal executive offices) ~~Registrant’s telephone number, including area code: (310) 453-4499~~

Registrant’s telephone number, including area code: (310) 453-4499

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 (see General Instruction A.2 below).

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13(e)-4(c))

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13(e)-4(c))

TABLE OF CONTENTS

Item 1.01 Entry Into a Material Definitive Agreement Item 9.101 ~~Exhibit~~Financial Statements and Exhibits EX-9.1

This Current Report on Form 8-K and other reports filed by the Registrant from time to time with the Securities and Exchange Commission (collectively the “Filings”) contain forward looking statements and information that are based upon beliefs of, and information currently available to, the Registrant’s management, as well as estimates and assumptions made by the Registrant’s management. When used in the Filings the words “anticipate”, “believe”, “estimate”, “expect”, “future”, “intend”, “plan” or the negative of these terms and similar expressions as they relate to the Registrant or the Registrant’s management identify forward looking statements. Such statements reflect the current view of the Registrant with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to the Registrant’s industry, operations and results of operations and any businesses that may be acquired by the Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.

SECTION 1 — REGISTRANT’S BUSINESS AND OPERATIONS

Item 1.01 Entry Into a Material Definitive Agreement.

On January 29, 2010, iMedia International, Inc. (the “Registrant”) entered into an interim financing agreement for $150,000 with an existing investor, Sawtooth Properties LLLP, to allow for immediate working capital until a larger financing of $2,500,000 was completed with CH Trust. The actual funding date for this interim financing was 2/1/2010. As of ~~May~~June 171, 2010 iMedia International had not received funding from CH Trust to address it’s financial obligation to Sawtooth Properties LLLP. and therefore Registrant ~~and~~is ~~Sawtooth~~now ~~Properties~~in ~~LLLP~~default. ~~have~~CH Trust is now in default of their binding agreement with Registrant 84 days. Registrant has agreed, as of ~~May~~June 194, 2010, to ancarry the ~~extension~~debt obligation to ~~service~~Sawtooth ~~this~~Properties ~~financial~~LLLP ~~obligation~~with ~~and~~an agreed interest rate to allow for potential forthcoming investment from CH Trust to occur ~~by May 28,2010~~. ~~Sawtooth~~In ~~Properties~~the ~~LLLP~~event ~~will~~of ~~receive~~non-performance anof ~~additional~~CH ~~100~~Trust,~~000 warrants~~ atRegistrant awill ~~conversion~~be ~~price~~unable ~~set~~to byservice ~~the~~this ~~trading~~debt ~~price~~obligation ofand ~~iMedia~~maintain ~~International~~operations ~~stock~~due atto the ~~end~~ lack of ~~the trading~~operating ~~day on 5/20/10~~capital. ~~This~~Registrant ~~loan~~will ~~term~~therefore ~~agreement~~enter ~~extension~~into ~~will~~liquidation ~~end~~proceedings based on ~~6/1/2010 at~~ the lack ~~end~~ of ~~business~~ ~~day.~~operating Ifcapital ~~Registrant~~as issoon ~~not~~as inJune ~~receipt~~7th, of2010 ~~funding~~without ~~from~~the aforementioned financing completed. CH Trust byhas ~~the~~been ~~6/1/2010~~informed ~~date~~of ~~to maintain~~these ~~operations~~critical itdeadlines ~~will~~and ~~likely~~has ~~enter~~maintained ~~into~~ongoing communications ~~liquidation~~with ~~proceedings~~Registrant ~~based~~in onorder ~~a lack of operating capital~~ to ~~sustain~~complete the ~~company~~binding ~~past~~financing ~~June 15, 2010~~agreement.

SECTION 9 — FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No.		Document
Exhibit 9.1		Loan Terms Agreement (Amendment 34)

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 hereunto duly authorized.

iMEDIA INTERNATIONAL, INC.
By:	/s/ Henry Williamson	~~/s/ Henry Williamson~~
	Henry Williamson	~~Henry Williamson~~
		Chairman
	Chairman Chief Executive Officer Dated: June 4, 2010
		Chief Executive Officer
		Dated: May 20, 2010

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