UNITED STATES

SECURITIES EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period for March 31, 2015

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the transition period from to

Commission File Number 000-54359

IN Media Corporation

(Exact name of Registrant as specified in its charter)


Nevada	20-8644177
(State of	(IRS Employer
Incorporation)	(ID Number)

5872 Owens Avenue, #200, Carlsbad, CA 92008

(Address of Principal Executive Offices)

Phone: (888-368-9696

(Issuer’s telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes X No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes No X

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	. (Do not check if 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 May 12, 2015, the registrant had 68,889,932 shares of common stock, $0.001 par value, issued and outstanding.

Transitional Small Business Disclosure Format

Yes No X

In Media Corporation

INDEX TO FORM 10-Q FILING

FOR THE THREE MONTHS ENDED MARCH 31, 2015 AND 2014


		Page
PART I - FINANCIAL INFORMATION		3

Item 1.	Interim Condensed Financial Statements (unaudited)	3
	Interim Balance Sheets	6
	Interim Statements of Operations	7
	Notes to the Interim Financial Statements	9
Item 2.	Management Discussion & Analysis of Financial Condition and Results of Operations	14
Item 3	Quantitative and Qualitative Disclosures About Market Risk	17
Item 4.	Controls and Procedures	17

PART II - OTHER INFORMATION		18

Item 1.	Legal Proceedings	18
Item 1A	Risk Factors	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	18
Item 4.	Mine Safety Disclosures	18
Item 5	Other information	18
Item 6.	Exhibits	18

CERTIFICATIONS


Exhibit 31 – Management certification
Exhibit 32 – Sarbanes-Oxley Act

PART 1

FINANCIAL INFORMATION

Item 1.

Financial Statements

The accompanying reviewed interim condensed financial statements have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the Company's annual report on Form 10-K for the year ended December 31, 2014. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that can be expected for the year ending December 31, 2015.

IN MEDIA CORPORATION


TABLE OF CONTENTS	PAGE#

Review Report	5

Financial Statements

Balance Sheet	6

Statement of Operations	7

Statement of Cash Flows	8

Notes to Financial Statements	9

GEORGE STEWART, CPA

316 17^TH AVENUE SOUTH

SEATTLE, WASHINGTON 98144

(206) 328-8554 FAX (206) 328-0383

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and

Stockholders of IN Media Corporation

I have reviewed the balance sheets of IN Media Corporation as of March 31, 2015, and the related statements of operations for the three months ended March 31, 2015 and 2014, and statements of cash flows for the three months ended March 31, 2015 and 2014. These financial statements are the responsibility of the company’s management.

I conducted my review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, I do not express such an opinion.

Based on my review, I am not aware of any material modifications that should be made to the accompanying interim financial statements for them to be in conformity with generally accepted accounting principles in the United States of America.

I have previously audited, in accordance with auditing standards of the Public Company Accounting Oversight Board (United States), the balance sheet of IN Media Corporation (A Development Stage Company) as of December 31, 2014, and the related statements of operations, retained earnings and cash flows for the year then ended (not presented herein); and in my report dated March 31, 2015, I expressed a going concern opinion on those financial statements. In my opinion, the information set forth in the accompanying balance sheet as of March 31, 2015, is fairly stated, in all material respects, in relation to the balance sheet from which it has been derived.

Seattle, Washington

May 12, 2015


In Media Corporation
Unaudited Balance Sheets
		March 31, 2015		December 31, 2014
		(Unaudited)		(Audited)
ASSETS

Current Assets
Movie distribution systems	$	100	$	100

Total Assets	$	100	$	100

LIABILITIES & STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Accounts payable	$	48,284	$	20,335

Total Current Liabilities		48,284		20,335

Stockholders' Equity
Common stock - 75,000,000 shares authorized at $0.001 par value;68,889,932 and 68,889,932 shares issued and outstanding at March 31, 2015, and December 31, 2014, respectively

		68,890		68,890
Additional paid-in capital		3,784,796		3,784,796
Accumulated deficit		(3,901,870)		(3,873,921)

Total Stockholders' Equity		(48,184)		(20,235)

TOTAL LIABILITIES AND
STOCKHOLDERS' DEFICIT	$	100	$	100

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


In Media Corporation
Condensed Statements of Operations
(Unaudited)

		Three months ended		Three months ended
		March 31, 2015		March 31, 2014


EXPENSES
General & administrative	$	27,949	$	54,387
Interest and debt interest expense		-		42,163

NET LOSS	$	27,949	$	96,550

Basic (loss) per share *	$	(0.00)	$	(0.00)
Weighted average number of basic common shares outstanding
Weighted average number of basic common shares outstanding		68,889,932		65,015,902

* The fully-diluted loss per share is not presented since the result would be anti-dilutive.

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


In Media Corporation
Statements of Cash Flows
(unaudited)

				Three months ended		Three months ended
				March 31, 2015		March 31, 2014


CASH FLOW FROM OPERATING ACTIVITIES
	Net loss		$	(27,949)	$	(96,550)
	Adjustments to reconcile net income to net cash used
		in operating activities
		Discount on convertible notes, net of amortization		-		26,785
		Extinguishment of derivative liability on convertible notes, net		-		10,293
		Accrual of note interest		-		3,585
		Note interest paid by common stock		-		1,500

	Increase (decrease) in operating liabilities
		Accounts payable		27,949		54,297

	Total cash provided by (used in) operating activities		$	-	$	(90)

CASH FLOW FROM INVESTING ACTIVITIES

	Total cash provided by (used in) investing activities		$	-	$	-

CASH FLOW FROM FINANCING ACTIVITIES
	Total cash provided by (used in) financing activities		$	-	$	-


Net increase (decrease) in cash				-		(90)

Cash at beginning of period				-		545

Cash at end of period			$	-	$	455

Supplemental Cash Flow Information:
Interest Paid				-		-
Taxes Paid			$	800	$	800

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

IN MEDIA CORPORATION

NOTES TO FINANCIAL STATEMENTS FOR THE THREE MONTHS

ENDED MARCH 31, 2014 AND 2013

(Unaudited)

ORGANIZATION

IN Media Corporation (the "Company") is a Nevada corporation incorporated on March 5, 2007 as Tres Estrellas Enterprises, Inc. (“Tres Estrellas”). Effective February 3, 2010, we changed our name to IN Media Corporation. On October 30, 2009 (the “Acquisition Date”), we executed an agreement between IN Media Corporation ("IN Media") and Tres Estrellas whereby IN Media shareholders acquired shares of the Company's common stock, and in return we received all the issued and outstanding stock of IN Media, and IN Media was merged into Tres Estrellas. Upon consummation of the merger, we adopted the business plan of IN Media. Accordingly, the consolidated statements of operations include the results of operations of IN Media from its inception on October 27, 2008 and the results of operations of Tres Estrellas from the Acquisition Date through December 31, 2014. Our fiscal year end is December 31.

GOING CONCERN AND LIQUIDITY CONSIDERATIONS

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As at March 31, 2015, the Company had accumulated a loss from operations of $3.9 million and has earned no revenues since inception, and our liabilities exceed our assets by over $48,000.

Historically we focused our efforts on developing business opportunities for IPTV in China and India although we were not succesful and did not actually fulfill any orders or ship any of our products as of March 31, 2015. Since October, 2014, our management has been analyzing the various alternatives available to our Company to ensure our survival and preserve our shareholder's investment in our common shares. This analysis has included sourcing additional forms of financing to continue our business as-is, or mergers and/or acquisitions. At this stage in our operations, we believe either course is acceptable, as our operations have not been profitable and our future prospects for our business are not good without further financing.

Since October 2014, we have focused our activities on potential acquisition opportunities with established business for the merger of a target business with our company. In certain instances, a target business may wish to become a subsidiary of our Company or may wish to contribute assets to our Company rather than merge. We anticipate that any new acquisition or business opportunities by our Company will require additional financing. There can be no assurance, however, that we will be able to acquire the financing necessary to enable us to pursue our plan of operation. If our Company requires additional financing and we are unable to acquire such funds, our business may fail.

In implementing a structure for a particular business acquisition or opportunity, we may become a party to a merger, consolidation, reorganization, joint venture, or licensing agreement with another corporation or entity. Upon the consummation of a transaction, it is likely that our present management will no longer be in control of our company and our existing business will close down. In addition, it is likely that our officers and directors will, as part of the terms of the acquisition transaction, resign and be replaced by one or more new officers and directors.

We anticipate that the selection of a business opportunity in which to participate will be complex and without certainty of success. Management believes that there are numerous firms in various industries seeking the perceived benefits of being a publicly registered corporation. Business opportunities may be available in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

We may seek a business opportunity with entities that have recently commenced operations, or entities who wish to utilize the public marketplace in order to raise additional capital in order to expand business development activities, to develop a new product or service, or for other corporate purposes. We may acquire assets and establish wholly-owned subsidiaries in various businesses or acquire existing businesses as subsidiaries.

At this stage, we can provide no assurance that we will be able to locate compatible business opportunities, what additional financing we will require to complete a combination or merger with another business opportunity or whether the opportunity's operations will be profitable. If we are unable to secure adequate capital to continue our business or alternatively, complete a merger or acquisition, our shareholders will lose some or all of their investment and our business will likely fail.

Other than as set out herein, we have not entered into any formal written agreements for a business combination or opportunity. If any such agreement is reached, we intend to disclose such an agreement by filing a current report on Form 8-K with the Securities and Exchange Commission.

Hip Appeal Inc

On October 28, 2014, the Company filed a Form 8-K announcing that it had signed a non-binding Letter of Intent with Hip Appeal Inc. (“Hip Appeal”), an apparel company that caters to the fashion conscience, active, on-the-go female. This Letter of Intent provides that the Company will issue forty million (40,000,000) shares of common stock to Mr. Howard Hayes in consideration for 100 percent of the outstanding shares of Hip Appeal. This transaction will not close until the Company and Hip Appeal reach a definitive agreement on the terms of the merger, which terms have not been reached as at March 31, 2015.

Hip Appeal, located in Carlsbad, California, creates and sells a practical, but modernly fashionable version of the “fanny pack” that is comfortable, stylish and yet not embarrassing to those who wear it for support, storage and security.

THERE CAN BE NO ASSURANCES THAT NEGOTIATIONS WITH ANY PROSPECTIVE BUSINESS, INCLUDING BUT NOT LIMITED TO THE ENTITIES DISCUSSED ABOVE, WILL RESULT IN A MERGER WITH OUR COMPANY OR THAT SUCH MERGER WILL RESULT IN PROFITABILITY.

These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The accounting and reporting policies of the Company conform to U.S. generally accepted accounting principles (US GAAP) applicable to development stage companies.

USE OF ESTIMATES

The preparation of financial statements in conformity with U.S. 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 amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company does not have any cash at March 31, 2015 and December 31, 2014.

FAIR VALUE OF FINANCIAL INSTRUMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS

The Company's financial instruments as defined by FASB ASC 825-10-50 include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at December 31, 2013. FASB ASC 820 defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:

Level 1.

Observable inputs such as quoted prices in active markets;

Level 2.

Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3.

Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.

The Company does not have any assets or liabilities measured at fair value on a recurring basis at March 31, 2015 and December 31, 2014.

INCOME TAXES

The Company accounts for income taxes under ASC 740 "Income Taxes" which codified SFAS 109, "Accounting for Income Taxes" and FIN 48 "Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109." Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

EARNINGS (LOSS) PER SHARE

FASB ASC 260, "Earnings Per Share" provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Reported basic and diluted loss per share was the same at the reporting dates, as the diluted loss would be anti-dilutive.

STOCK-BASED COMPENSATION

ASC 718 "Compensation - Stock Compensation" which codified SFAS No. 123 prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights, may be classified as either equity or liabilities. The Company should determine if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity. The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50 "Equity - Based Payments to Non-Employees" which codified SFAS 123 and the Emerging Issues Task Force consensus in Issue No. 96-18 ("EITF 96-18"), "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring or in Conjunction with Selling, Goods or Services". Measurement of share-based payment transactions with non-employees shall be based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction should be determined at the earlier of performance commitment date or performance completion date.

DERIVATIVE INSTRUMENTS

The Company recognizes the underlying value of embedded derivatives in accordance with ASC 815-15-25-1. The value of the option for noteholders to convert their notes into shares of common stock is calculated and credited as a derivative liability for the duration of the notes, while an offsetting amount is classified as a discount to the principal value of the notes. The value of the debt discount is amortized as interest expense on a straight line basis over the life of the notes. At September 30, 2014, the Company negotiated and paid off all outstanding convertible notes and wrote off all remaining balances of derivative liability and discount reserve at that date. The Company had no notes or derivative liabilities at March 31, 2015 and December 31, 2014.

REVENUE RECOGNITION

The Company’s policy recognizes revenue from the sale of products and services in accordance with Securities and Exchange Commission Staff Accounting Bulletin No. 104 ("SAB 104"), "Revenue Recognition in Financial Statements." Revenue will be recognized when all of the following criteria have been met: (i) Persuasive evidence for an agreement exists; (ii) Service has occurred; (iii) The fee is fixed or determinable; and (iv) Revenue is reasonably assured. The Company has had no revenue to date.

CAPITAL STOCK

AUTHORIZED STOCK

The Company has authorized 75,000,000 common shares with $0.001 par value. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholder of the corporation is sought.

On June 17, 2010 the Company filed an S-8 registration with the SEC reserving 2,500,000 common shares for issuance under the Company’s 2010 Stock Option Plan. During the period from registration to March 31, 2015, the Company issued a net 897,000 shares to consultants as payment for services provided, and 800,000 options to employees. On November 21, 2012 the Company filed a second S-8 registering an additional 2,500,000 common shares, and at March 31, 2015 has 3,303,000 registered shares available for future issuance.

SHARE ISSUANCES

Since inception (October 27, 2008) to March 31, 2015, the Company has issued the following shares:

(i)

A total of 5,500,000 common stock shares to an officer and director at $0.002 per share for a total of $11,000. The shares bear a restrictive transfer legend in accordance with Rule 144 under the Securities Act.

(ii)

A total of 6,000,000 common stock shares to 40 unaffiliated investors at $.004 per share for a total of $24,000 pursuant to an SB-2 Registration Statement.

(iii)

A total of 33,500,000 common stock shares to the shareholders of IN Media Corporation pursuant to the terms and conditions of a Merger Agreement.

This issuance of stock did not involve any public offering, general advertising or solicitation. At the time of the issuance, IN Media had fair access to and was in possession of all available material information about our Company. The shares bear a restrictive transfer legend in accordance with Rule 144 under the Securities Act.

In addition, the Company has issued common stock instead of cash to make purchases or settle liabilities as follows:


		Three months		Year
		ended		ended
SUMMARY ISSUANCE OF COMMON STOCK		March 31,		December 31,
# Shares		2015		2014
Payment of consultants		-		-
Purchase of assets		-		-
Conversion of notes		-		5,411, 502
Settlement of debt		-		-
Payment of note interest		-		184,954
Total		-		5,596,456

		Three months		Year
		ended		ended
		March 31,		December 31,
Value of Shares		2015		2014
Payment of consultants	$	-	$	-
Purchase of assets		-		-
Conversion of notes		-		78,625
Settlement of debt		-		-
Payment of note interest		-		2,600
Total	$	-	$	81,225

NOTES PAYABLE

From time to time, the Company has raised money by issuing convertible notes which may be repaid at maturity or converted. The notes were unsecured, with a term of up to one year, carrying interest at 8-10% per annum and, if not repaid at maturity, would be converted into shares of common stock at a price of 50% to 60.0% of the lowest closing prices over the twenty-five days preceding the conversion date

At September 30, 2014, the Company negotiated the release of liability on all remaining notes payable and wrote off the remaining balance of debt discount and derivative liability. At March 31, 2015 and December 31, 2014, the Company had no note balances outstanding.

INCOME TAXES

The Company has incurred operating losses of approximately $3.9 million since inception, which, if unutilized, will begin to expire in 2027. Future tax benefits, which may arise as a result of these losses, have not been recognized in these financial statements, and have been offset by a valuation allowance. Details of future income tax assets are as follows:


		March 31, 2015
Future income tax assets:
Net operating loss from October 27, 2008 (inception) to March 31, 2015	$	3,901,870
less timing differences
Consulting management fee and other non-cash accruals		3,350,491
Adjusted operating loss		551,379

Statutory tax rate (combined federal and state)		37.9%
Non-capital tax loss		209,061
Valuation allowance		(209,061)
	$	-

The potential future tax benefits of these losses have not been recognized in these financial statements due to uncertainty of their realization. When the future utilization of some portion of the carry forwards is determined not to be "more likely than not," a valuation allowance is provided to reduce the recorded tax benefits from such assets.

NEW ACCOUNTING PRONOUNCEMENTS

The Company does not expect any recent accounting pronouncements to have a material impact on its financial statements.

RELATED PARTY TRANSACTIONS

From time to time, Mr. Karnick, a former director and CEO of the Company, has advanced cash to pay off supplier balances on behalf of the Company and the balance was reported as a loan from a related party. At September 30, 2014, Numerity waived the entire balance then payable by In Media Corporation.

SUBSEQUENT EVENTS

On October 28, 2014, the Company filed a Form 8-K announcing that it had signed a non-binding Letter of Intent with Hip Appeal Inc., an apparel company that caters to the fashion conscience, active, on-the-go female. This Letter of Intent provides that the Company will issue forty million (40,000,000) shares of common stock to Mr. Howard Hayes for 100 percent of the outstanding shares of Hip Appeal. This transaction will not close until the Company and Hip Appeal reach a definitive agreement on the terms of the merger, which terms have not been reached as of March 31, 2015.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

CAUTIONARY STATEMENTS

Included in this Report are "forward-looking" statements, within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA") as well as historical information. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that the expectations reflected in these forward-looking statements will prove to be correct. Our actual results could differ materially from those anticipated in forward-looking statements as a result of certain factors, including matters described in the section titled "Risk Factors." Forward-looking statements include those that use forward-looking terminology, such as the words "anticipate," "believe," "estimate," "expect," "intend," "may," "project," "plan," "will," "shall," "should," and similar expressions, including when used in the negative. Although we believe that the expectations reflected in these forward-looking statements are reasonable and achievable, these statements involve risks and uncertainties and we cannot assure you that actual results will be consistent with these forward-looking statements. We claim the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.

Such risks include, among others, the following: our ability to continue financing our operations through debt or equity offerings; new product development and introduction; changes in business strategy or development plans; the ability to attract and retain qualified personnel; the ability to close a proposed merger agreement with a viable partner, and other factors referenced in this filing.

Consequently, all of the forward-looking statements made in this Form 10-Q are qualified by these cautionary statements and there can be no assurance that the actual results anticipated by management will be realized or, even if substantially realized, that they will have the expected consequences to or effects on our business operations. We undertake no obligation to update or revise these forward-looking statements, whether to reflect events or circumstances after the date initially filed or published, to reflect the occurrence of unanticipated events or except as required by the federal securities laws. All material risks are described in the risk section of this Form 10-Q and in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

In this Quarterly Report on Form 10-Q, “Company,” “our company,” “us,” and “our” refer to In Media Corporation, unless the context requires otherwise.

Background

Business

Hip Appeal Inc

On October 28, 2014, the Company filed a Form 8-K announcing that it had signed a non-binding Letter of Intent with Hip Appeal Inc., an apparel company that caters to the fashion conscience, active, on-the-go female. This Letter of Intent provides that the Company will issue forty million (40,000,000) shares of common stock to Mr. Howard Hayes in consideration for 100 percent of the outstanding shares of Hip Appeal. This transaction will not close until the Company and Hip Appeal reach a definitive agreement on the terms of the merger, which terms have not been reached as at March 31, 2015.

Hip Appeal Inc. located in Carlsbad, California, creates and sells a practical, but modernly fashionable, version of the fanny pack that is comfortable, stylish and yet not embarrassing to those who wear it for support, storage and security.

Products

The Company has abandonned its plans to develop and sell IP TV products as it was unsuccessful, and is now seeking an opportunity to merge with another business that has established products. In October 2014 it signed a letter of intent with Hip Appeal Inc. to merge their respective business interests, however a definitive agreement has not been reached and there is no assurance that this merger will be approved or executed.

Results of Operations

Through September 2014, we have been focused on developing and refining our IPTV product hardware and operating platform however we have not yet generated any revenues while we have incurred $3,901,870 in expenses through March 31, 2015. In October 2014, the Board suspended further activities in connection with the IPTV business and commenced a search for a business partner who could merge with the Company and contribute a new business plan. On October 28, 2014, the Company filed a Form 8-K announcing that it had signed a non-binding Letter of Intent with Hip Appeal Inc., an apparel company that caters to the fashion conscience, active, on-the-go female. This Letter of Intent provides that the Company will issue forty million (40,000,000) shares of common stock to Mr. Howard Hayes, our director and CEO, for 100 percent of the outstanding shares of Hip Appeal. This transaction will not close until the Company and Hip Appeal reach a definitive agreement on the terms of the merger, which terms have not been reached as at March 31, 2015.

Operations for the three months ended March 31, 2015

We incurred $27,949 and $54,387 in general administrative expenses for the three months ended March 31, 2015 and 2014, respectively. These costs consisted principally of consulting and professional fees associated with our financial reports and SEC filings. The decrease reflects negotiated changes in the way service providers bill us for services provided in 2015.

Interest and debt discount expense amounted to $0 and $42,163 for the three months ended March 31, 2015 and 2014, respectively. The decrease reflects the pay-off of all convertible debt outstanding prior to the quarter ended March 31, 2015.

The following table provides selected financial data about our Company as at March 31, 2015.


Balance Sheet Data:

Cash	$	0
Total assets	$	100
Total liabilities	$	48,284
Shareholders' (deficit)	$	(3,901,870)

Liquidity and Capital Resources

Our cash balance at both December 31, 2014 and March 31, 2015 was $0. There were no cash flow transactions in the three months ended March 31, 2015 while during the three months ended December 31, 2015, our cash balance decreased by $90. .

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Recent Accounting Pronouncements

There were various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries. The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

WHERE YOU CAN FIND MORE INFORMATION

You are advised to read this Form 10-Q in conjunction with other reports and documents that we file from time to time with the SEC. In particular, please read our Quarterly Reports on Form 10-Q, Annual Report on Form 10-K, as amended, and Current Reports on Form 8-K that we file from time to time. You may obtain copies of these reports directly from us or from the SEC at the SEC’s Public Reference Room at 100 F. Street, N.E. Washington, D.C. 20549, and you may obtain information about obtaining access to the Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains information for electronic filers at its website http://www.sec.gov.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We do not hold any derivative instruments and do not engage in any hedging activities.

ITEM 4. CONTROLS AND PROCEDURES

(a)

Evaluation of Disclosure Controls and Procedures

Disclosure Controls and Procedures

We maintain disclosure controls and procedures, which are designed to ensure that information required to be disclosed in the reports we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our CEO and Chief Accounting Officer, as appropriate, to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of our management, including our CEO and Principal Financial and Accounting Officer, an evaluation was performed on the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this quarterly report. Based on that evaluation, our management, including our CEO and Principal Financial and Accounting Officer, concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this report due to the Company’s limited resources and limited number of employees. To mitigate the current limited resources and limited employees, we rely heavily on direct management oversight of transactions, along with the use of legal and outsourced accounting professionals. As we grow, we expect to increase our number of employees, which, we believe, will enable us to implement adequate segregation of duties within the internal control framework.

(b)

Changes in Internal Control Over Financial Reporting

There was no change in the Company’s internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act, during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting except Mr Howard Hayes has taken over the responsibilities as Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer of the Company.

PART II – OTHER INFORMATION

Item 1.

Legal Proceedings.

None.

Item 1A. Risk Factors.

Not required under Regulation S-K for “smaller reporting companies.”

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

The Company did not issue any shares of common stock during the three months ended March 31, 2015.

Item 3. Defaults Upon Senior Securities.

There were no defaults upon senior securities during the period ended March 31, 2015.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information.

There is no information with respect to which information is not otherwise called for by this form.

Item 6. Exhibits.


Exhibit Number	Description
3.1**	Amended and Restated Articles of Incorporation
3.2**	Amended and Restated Bylaws
10.1**	Numerity licensing and maintenance agreement
10.2**	Numerity licensing and maintenance agreement 1^st amendment
10.3**	Numerity service agreement
10.4**	Numerity service agreement 1^st amendment
10.5**	Numerity service agreement 2^nd amendment
10.6**	IN TV independent sales representation agreement
10.7**	Numerity license to use office agreement
10.8**	Numerity revolving credit agreement
10.9**	Numerity video library license agreement
10.10	Numerity service agreement 3^nd amendment
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. 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. 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. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.1	Letter Agreement between Numerity Corporation and IN Media Corporation confirming rights for IN Media to use Numerity’s video library without charge
99.2	Letter Agreement between Numerity Corporation and IN Media Corporation confirming Numerity’s commitment, without charge, to extend credit for a period of one year and one day, subject to notice

* Incorporated by reference to Form 10-Q for June 30, 2011

** Incorporated by reference to Form 10K/A for December 31, 2010

SIGNATURES

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

IN Media Corporation (Registrant)

/s/ Howard Haye

Date: May 12, 2015

President, Chief Executive Officer, Chief Financial Officer

& Principal Accounting Officer and Director

IN Media Corp 10-Q