UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~September 3130, 2019

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

For the transition period from _________ to _________

Commission file number: 333-150952

China Media Inc.

(Exact name of registrant as specified in its charter)

Nevada		46-0521269
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Room 10128, No. 269-5-1 Taibai South Road,

Yanta District, Xi'an City, Shaan'xi Province, China

710068

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (86) 298765-1114

Check whether the issuer (1) 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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] 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
[X] Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

[ ] Yes [X] No

As of ~~May~~November 914, 2019, the registrant had 39,750,000 shares of common stock outstanding.

Table of Contents

PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

The unaudited interim consolidated financial statements of China Media Inc. (the “Company”, “China Media”, “we”, “our”, “us”) follow. All currency references in this report are to U.S. dollars unless otherwise noted.

CHINA MEDIA INC.

~~MARCH~~SEPTEMBER 3130, 2019

(UNAUDITED)

Financial Statement Index

Consolidated Balance Sheets as of ~~March~~September 3130, 2019 (Unaudited) and June 30, ~~2018~~2019 Consolidated Statements of Operations and Comprehensive Loss for the three ~~and nine~~ months ended ~~March~~September 3130, 2019 and 2018 (Unaudited) Consolidated Statements of Changes in Stockholders’ ~~Equity (~~Deficit) for the three ~~and nine~~ months ended ~~March~~September 3130, 2019 and 2018 (Unaudited) Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~March~~September 3130, 2019 and 2018 (Unaudited) Notes to the Consolidated Financial Statements (Unaudited)

CHINA MEDIA INC.

CONSOLIDATED BALANCE SHEETS

		MARCH 31, 2019		JUNE 30, 2018
			SEPTEMBER 30, 2019		JUNE 30, 2019
		(Unaudited)
Assets			(Unaudited)
Assets
	Current assets
Current assets
		Cash and cash equivalents	$ 1,938		$ 2,603
Cash and cash equivalents		$ 3,291		$ 7,179
		Other receivable, net of allowance of $113,668 and $118,145 at September 30, 2019 and June 30, 2019, respectively	3,636		3,780
Prepaid and other receivable, net of allowance of $120,864 and $122,544 at March 31, 2019 and June 30, 2018, respectively		3,867		3,920
	Total current assets		5,574		6,383
Total current assets		7,158		11,099
		Fixed assets, net	14,177		14,736
Fixed assets, net		15,075		15,285
		Operating lease right-of-use asset – related party	56,152		-
Film costs, net		-		755,395
	Total assets		$ 75,903		$ 21,119
Total assets
Liabilities and Stockholders' Deficit
		$ 22,233		$ 781,779
	Current liabilities
Liabilities and Stockholders' Deficit
		Accounts payable	$ 14,105		$ 8,924
Current liabilities
		Accrued liabilities and other payable	296,261		287,592
Accounts payable		$ 14,651		$ 9,145
		Accrued liabilities – related party	42,324		73,270
Accrued liabilities and other payable		363,685		312,851
		Operating lease liability, current – related party	49,214		-
~~Due to related party~~		~~680,749~~Due to related party	717,282	~~597,726~~	717,974
~~Total current liabilities~~	Total current liabilities	~~1,059,085~~	1,119,186	~~919,722~~	1,087,760
Total liabilities		1,059,085		919,722
	Operating lease liability, non-current – related party		39,802		-
Stockholders' deficit
	Total liabilities		1,158,988		1,087,760
Common stock, $0.00001 par value, 180,000,000 shares authorized; 39,750,000 shares issued and outstanding at March 31, 2019 and June 30, 2018		$ 398		$ 398
Stockholders' deficit
Additional paid-in capital		11,317,917		11,298,300
		Common stock, $0.00001 par value, 180,000,000 shares authorized; 39,750,000 shares issued and outstanding at September 30, 2019 and June 30, 2019, respectively	398		398
Accumulated other comprehensive income		606,927		619,693
		Additional paid-in capital	11,330,244		11,323,440
Accumulated deficit		(12,962,094)		(12,056,334)
		Accumulated other comprehensive income	671,844		630,561
Total stockholders' deficit		(1,036,852)		(137,943)
		Accumulated deficit	(13,085,571)		(13,021,040)
Total liabilities and stockholders' deficit		$ 22,233		$ 781,779
	Total stockholders' deficit		(1,083,085)		(1,066,641)
	Total liabilities and stockholders' deficit		$ 75,903		$ 21,119

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

CHINA MEDIA INC. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE ~~LOSS~~INCOME (Unaudited)

	FOR THE NINE MONTHS ENDED MARCH 31,				FOR THE THREE MONTHS ENDED MARCH 31,
		FOR THE THREE MONTHS ENDED SEPTEMBER 30,
	~~2019~~	2019	~~2018~~	2018		~~2019~~	~~2018~~
Selling, general and administrative	$ 153,152		$ 171,833			$ 33,688	$ 39,349
Selling, general and administrative expense		$ 57,683		$ 59,208
Depreciation and amortization expense	-		1,110			-	354
	Total operating expense	57,683		59,208
Impairment loss on film costs	732,944		-			3,943	-
Other expense
Total operating expenses	886,096		172,943			37,631	39,703
	Interest expense	6,848		6,848
Other expense
Net loss before income taxes		(64,531)		(66,056)
Interest expense	(19,664)		(18,152)			(6,132)	(7,038)
Income taxes		-		-
Net loss before income taxes	(905,760)		(191,095)			(43,763)	(46,741)
Net loss		$ (64,531)		$ (66,056)
Income taxes	-		-			-	-
Comprehensive loss
~~Net loss~~	$Net ~~(905,760)~~loss	(64,531)	~~$ (191,095)~~	(66,056)		~~$ (43,763)~~	~~$ (46,741)~~
Comprehensive loss
	Foreign currency translation adjustment	41,283		5,411
Net loss	(905,760)		(191,095)			(43,763)	(46,741)
Comprehensive loss		$ (23,248)		$ (60,645)
Foreign currency translation adjustment	(12,766)		57,534			(20,001)	26,182
Net loss per common share, basic and diluted		$ (0.00)		$ (0.00)
Comprehensive loss	$ (918,526)		$ (133,561)			$ (63,764)	$ (20,559)
Weighted average number of common shares outstanding- basic and diluted		39,750,000		39,750,000
Net loss per common share - basic and diluted	$ (0.02)		$ (0.00)			$ (0.00)	$ (0.00)
Weighted average number of common shares outstanding - basic and diluted	39,750,000		39,750,000			39,750,000	39,750,000

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

CHINA MEDIA INC. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 2019 (Unaudited)

	Common Stock		Additional Paid-in Capital	Accumulated Other Comprehensive Income
	Shares	Amount
Balance, July 1, 2018	39,750,000	$ 398	$ 11,298,300	$ 619,693
Foreign currency translation adjustment	-	-	-	5,411
Imputed interest on related party loan	-	-	6,801	-
Net loss	-	-	-	-
Balance, September 30, 2018	39,750,000	398	11,305,101	625,104
Foreign currency translation adjustment	-	-	-	1,824
Imputed interest on related party loan	-	-	6,683	-
Net loss	-	-	-	-
Balance, December 31, 2018	39,750,000	398	11,311,784	626,928
Foreign currency translation adjustment	-	-	-	(20,001)
Imputed interest on related party loan	-	-	6,133	-
Net loss	-	-	-	-
Balance, March 31, 2019	39,750,000	$ 398	$ 11,317,917	$ 606,927

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

CHINA MEDIA INC.

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 2018

(Unaudited)

	Common Stock		Additional Paid-in Capital	Accumulated Other Comprehensive Income
	Shares	Amount
Balance, July 1, 2017	39,750,000	$ 398	$ 11,272,079	$ 583,053
Foreign currency translation adjustment	-	-	-	14,953
Imputed interest on related party loan	-	-	5,078	-
Net loss	-	-	-	-
Balance, September 30, 2017	39,750,000	398	11,277,157	598,006
Foreign currency translation adjustment	-	-	-	16,399
Imputed interest on related party loan	-	-	5,983	-
Net loss	-	-	-	-
Balance, December 31, 2017	39,750,000	398	11,283,140	614,405
Foreign currency translation adjustment	-	-	-	26,182
Imputed interest on related party loan	-	-	7,036	-
Net loss	-	-	-	-
Balance, March 31, 2018	39,750,000	$ 398	$ 11,290,176	$ 640,587

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

CHINA MEDIA INC. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2019 (Unaudited)

	Common Stock		Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Total Stockholders’ Deficit
	Shares	Amount	Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Total Stockholders’ Deficit

Balance, July 1, 2019	39,750,000	$ 398	$ 11,323,440	$ 630,561	$ (13,021,040)	$ (1,066,641)
Foreign currency translation adjustment	-	-	-	41,283	-	41,283
Imputed interest on related party loan	-	-	6,804	-	-	6,804
Net loss	-	-	-	-	(64,531)	(64,531)

Balance, September 30, 2019	39,750,000	$ 398	$ 11,330,244	$ 671,844	$ (13,085,571)	$ (1,083,085)

CHINA MEDIA INC.
CHINA MEDIA INC. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2018 (Unaudited)
(Unaudited)
		Common Stock			Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Total Stockholders’ Deficit
				FOR THE NINE MONTHS ENDED MARCH 31,
		Shares		Amount
				2019	2018
Balance, July 1, 2018		39,750,000		$ 398	$ 11,298,300	$ 619,693	$ (12,056,334)	$ (137,943)
CASH FLOWS OPERATING ACTIVITIES
Foreign currency translation adjustment		-		-	-	5,411	-	5,411
	Net loss			$ (905,760)	$ (191,095)
Imputed interest on related party loan		-		-	6,801	-	-	6,801
	Adjustments to reconcile net loss to net cash used in
Net loss		-		-	-	-	(66,056)	(66,056)
	operating activities:
Balance, September 30, 2018		39,750,000		$ 398	$ 11,305,101	$ 625,104	$ (12,122,390)	$ (191,787)
		Imputed interest		19,617	18,097
The accompanying notes are an integral part of these unaudited consolidated financial statements.
		Depreciation expense		-	1,110
	Impairment loss on film costs			732,944	-
	Changes in operating assets and liabilities:
			Accounts payable	5,500	-
			Accrued liabilities and other payable	54,231	37,836
Net cash used in operating activities				(93,468)	(134,052)
CASH FLOW FINANCING ACTIVITIES
			Proceeds from related party	89,742	122,993
Net cash provided by financing activities				89,742	122,993
Effect of exchange rate changes on cash and cash equivalents				(162)	573
NET CHANGE IN CASH AND CASH EQUIVALENTS				(3,888)	(10,486)
CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD				7,179	13,199
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD				$ 3,291	$ 2,713
SUPPLEMENTAL INFORMATION:
	Interest paid			$ -	$ -
	Income taxes paid			$ -	$ -
The accompanying notes are an integral part of these unaudited consolidated financial statements.

CHINA MEDIA INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
				FOR THE THREE MONTHS ENDED SEPTEMBER 30,
				2019	2018
CASH FLOWS OPERATING ACTIVITIES
	Net loss			$ (64,531)	$ (66,056)
	Adjustments to reconcile net loss to net cash used in
	operating activities:
		Imputed interest		6,804	6,801
		Operating lease right-of-use asset – related party		4,034	-
	Changes in operating assets and liabilities:
			Accounts payable	5,500	5,500
			Accrued liabilities and other payable	19,904	21,095
			Operating lease liability – related party	742	-
Net cash used in operating activities				(27,547)	(32,660)

CASH FLOW FINANCING ACTIVITIES
			Proceeds from related party	26,971	27,487
Net cash provided by financing activities				26,971	27,487

Effect of exchange rate changes on cash and cash equivalents				(89)	(210)
NET CHANGE IN CASH AND CASH EQUIVALENTS				(665)	(5,383)
CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD				2,603	7,179
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD				$ 1,938	$ 1,796

SUPPLEMENTAL INFORMATION:

	Interest paid			$ -	$ -
	Income taxes paid			$ -	$ -



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

CHINA MEDIA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

~~March~~September 3130, 2019

NOTE 1. Description of Business

China Media Inc. (“we”, “our”, the “Company”, “China Media”), formerly Protecwerx Inc., was incorporated in the State of Nevada on October 16, 2007.

The Company does not conduct any substantive operations of its own; rather, it conducts its primary business operations through Vallant Pictures Entertainment Co., Ltd. ~~(“Vallant”)~~, its wholly owned subsidiary incorporated under the laws of the British Virgin Islands, which in turn, conducts its business through Xi’an TV Media Co. Ltd. (“Xi’An TV”). Effective control over Xi’An TV was transferred to the Company through the series of contractual arrangements without transferring legal ownership in Xi’An TV. As a result of these contractual arrangements, the Company maintained the ability to approve decisions made by Xi’An TV and was entitled to substantially all of the economic benefits of Xi’An TV.

Xi’An TV was incorporated in Xi’An, Shaan’xi Province, People’s Republic of China (“PRC”) and is in the business of investing, producing and developing film and television programming for the Chinese market.

NOTE 2. Summary of Significant Accounting Policies

Basis of Presentation and Consolidation

The accompanying unaudited interim consolidated financial statements of China Media Inc. have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s annual financial statements for the year ended June 30, ~~2018~~2019. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the year ended June 30, ~~2018~~2019 have been omitted.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes, including estimates of ultimate revenues and ultimate costs of film and television products, the amount of receivables that ultimately will be collected, the potential outcome of future tax consequences of events that have been recognized in the Company’s financial statements and loss contingencies. Actual results could differ from those estimates. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or results of operations will be affected. Estimates are made based on past experience and other assumptions that management believes are reasonable under the circumstances, and management evaluates these estimates on an ongoing basis.

~~Recent~~Recently Adopted Accounting ~~Pronouncements~~Pronouncement

InOn ~~March~~July ~~2018~~1, 2019, the ~~FASB~~Company ~~issued~~adopted ~~ASU~~Accounting ~~2018-05~~Standards ~~— Income~~Update ~~Taxes~~ (~~Topic 740~~ASU): ~~Amendments~~2016-02, toLeases ~~SEC~~(as ~~Paragraphs~~amended ~~Pursuant~~by toASU ~~SEC~~2018-01, ~~Staff~~2018-10, ~~Accounting~~2018-11, ~~Bulletin~~2018-20, ~~No.~~and ~~118~~2019-01, ~~(“ASU~~collectively ~~2018-05”~~ASC Topic 842), ~~which~~using ~~amends~~ the ~~FASB~~modified ~~Accounting~~retrospective ~~Standards~~method. ~~Codification~~The ~~and~~Company ~~XBRL~~elected ~~Taxonomy~~the ~~based~~transition onmethod ~~the~~which ~~Tax~~allows ~~Cuts~~entities ~~and~~to ~~Jobs~~initially ~~Act~~apply (the ~~“Act”)~~requirements ~~that~~by ~~was~~recognizing ~~signed~~a ~~into~~cumulative-effect ~~law~~adjustment onto ~~December~~the ~~22,~~opening ~~2017~~balance ~~and~~of ~~Staff~~retained ~~Accounting~~earnings ~~Bulletin~~in Nothe period of adoption. ~~118~~As ~~(“SAB~~a ~~118”)~~result ~~that~~of ~~was~~electing ~~released~~this bytransition ~~the~~method, ~~Securities~~previously ~~and~~reported ~~Exchange~~financial ~~Commission.~~information ~~The~~has ~~Act~~not ~~changes~~been ~~numerous~~restated ~~provisions~~to ~~that~~reflect ~~impact~~the ~~U.S.~~application ~~corporate~~of ~~tax~~the ~~rates,~~new ~~business-related~~standard ~~exclusions,~~to ~~and~~the ~~deductions~~comparative ~~and~~periods ~~credits~~presented. ~~and~~The ~~may~~Company ~~additionally~~elected ~~have~~the ~~international~~package ~~tax~~of ~~consequences~~practical ~~for~~expedients ~~many~~permitted ~~companies~~under ~~that~~the ~~operate~~transition ~~internationally.~~guidance ~~The~~within ~~amendments~~ASC ~~are~~842, ~~effective~~which ~~upon~~among ~~addition~~other tothings, allows the ~~FASB~~Company ~~Accounting~~to ~~Standards~~carry ~~Codification.~~forward ~~The~~certain ~~adoption~~historical ofconclusions ~~this~~reached ~~guidance~~under ~~did~~ASC ~~not~~Topic ~~have~~840 aregarding ~~material~~lease ~~impact~~identification, onclassification, and the ~~Company’s~~accounting ~~consolidated~~treatment ~~financial~~of ~~statements~~initial direct costs. The Company elected not to record assets and

910

Inliabilities ~~February~~on ~~2016,~~its ~~the~~consolidated ~~FASB~~balance ~~issued~~sheet ~~ASU~~for ~~2016-02,~~new ~~“Leases~~or ~~(Topic~~existing ~~842)”~~lease ~~and~~arrangements ~~issued~~with ~~subsequent~~terms ~~amendments~~of to12 ~~the~~months ~~initial guidance~~ or ~~implementation guidance including ASU 2017-13, 2018-01, 2018-10, 2018-11, 2018-20 and 2019-01 (collectively, including ASU 2016-02, “ASC 842”)~~less. ~~Under~~The ~~ASC~~Company ~~842,~~recognizes ~~lessees will be required to recognize all leases at the commencement date including a~~ lease ~~liability,~~expenses ~~which~~for issuch ~~a lessee’s obligation to make~~ lease ~~payments arising from a lease, measured~~ on a ~~discounted~~straight-line basis; ~~and~~over ~~a right-of-use (ROU) asset, which is an asset that represents~~ the ~~lessee’s right to use, or control the use of, a specified asset for the~~ lease term. The standard is effective for public entities with fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. Prior to ASU 2018-11, a modified retrospective transition was required for financing or operating leases existing at or entered into after the beginning of the earliest comparative period presented in the financial statements. ASU 2018-11 allows entities an additional transition method to the existing requirements whereby an entity could adopt ASU 2016-02 by recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption without adjustment to the financial statements for periods prior to adoption. The Company is currently evaluating the impact of the adoption of ASC 842 on its consolidated financial statements.

The primary impact of applying ASC Topic 842 is the initial recognition of $92,000 of lease liability and $62,000 of right-of-use asset on the Company’s consolidated balance sheet as of July 1, 2019, for lease classified as operating leases under ASC Topic 840, as well as enhanced disclosure of the Company’s leasing arrangement. There is no cumulative effect to retained earnings or other components of equity recognized as of July 1, 2019 and the adoption of this standard did not impact the consolidated statement of operations and comprehensive loss or consolidated statement of cash flows of the Company. The Company does not have finance lease arrangements as of September 30, 2019. See Note 4 for further discussion.

Going Concern

The accompanying consolidated financial statements have been prepared assuming 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. The Company has suffered recurring losses from operations and has a working capital deficit as of ~~March~~September 3130, 2019. The Company also generated negative operating cash flows and incurred net loss for the ~~nine~~three months ended ~~March~~September 3130, 2019.

These matters, among others, raise substantial doubt about our ability to continue as a going concern. While the Company's cash position may not be significant enough to support the Company's daily operations, management intends to raise additional funds by way of cooperation with other film and television producers, obtaining loans from shareholders and borrowing from Dean Li, the President and Chief Executive Officer of the Company, to fund operations. The consolidated financial statements do not include any adjustments that may result should the Company be unable to continue as a going concern.

NOTE 3. Related Party Transactions

From time to time, the Company borrowed loans from Dean, Li, the President and Chief Executive Officer of the Company. As of ~~March~~September 3130, 2019 and June 30, ~~2018~~2019, the Company owed Dean Li $~~680~~717,~~749~~282 and $~~597~~717,~~726~~974, respectively. The loans borrowed from Mr. Dean Li are non-secured, free of interest with no specified maturity date. The imputed interests are assessed as an expense to the business operation and an addition to the paid-in-capital and calculated based on annual interest rate in the range of 3.6775%-54.3412% with reference to one-year loan.

InThe ~~July 2015, the~~ Company ~~entered~~has ~~into~~a anfive-year lease agreement towith ~~invest~~Shaanxi ~~RMB~~Gede 5Trading ~~million~~Co., Ltd. (~~approximately~~“Gede”) ~~$752,627~~to atlease ~~the~~its ~~time~~main ofoffice ~~investment)~~for in a ~~film~~monthly ~~that~~rent isof ~~produced~~RMB11,167 by(approximately ~~Beijing~~$1,637) ~~Huaxia~~with ~~Star~~a ~~Media~~term ~~Co.,~~of ~~Ltd.~~five years and ~~the~~expiration ~~payment~~date ~~was~~on ~~made~~December in31, ~~August 2015~~2022. ~~Dean~~Gede’s ~~Li,~~Legal ~~the~~Representative ~~President~~ and Chief Executive Officer is a major shareholder of the Company. As of September 30, ~~holds~~2019, ~~13%~~the ~~equity~~Company ~~interest~~had inright-of-use ~~Beijing~~asset ~~Huaxia~~of ~~Star~~$56,152 ~~Media~~and ~~Co.~~lease liability of $89,016 ~~Ltd~~of this lease. AsThe ofCompany ~~March~~also ~~31,~~owed ~~2019,~~Gede ~~the~~rent ~~production~~payable of ~~the~~$42,324 ~~film~~for ~~has~~another ~~not~~lease ~~started;~~that ~~the~~ended ~~Company~~on ~~reserved~~December ~~full~~31, ~~allowance~~2017. As of ~~RMB~~June 530, ~~million~~2019, ~~(approximately~~total rent payable owed to Gede was $~~732~~73,~~944)~~270. ~~against~~See ~~the~~Note ~~film~~4 ~~costs.~~for more details.

On December 11, 2018, the Company provided a guarantee for Shaanxi Hengtai Mingji Trading Co., Ltd.’s (“Hengtai”) two-year loan borrowed from Chang’An Bank in the amount of RMB 210,532,513 (approximately $30,616,700 when borrowed). The loan was pledged by Hengtai’s receivable from Shaanxi Senzhiyuan Industrial Co., Ltd. (“Senzhiyuan”), a related party of the Company. See Note 45 for more details.

NOTE 4. ~~Commitments~~Operating ~~and~~Lease ~~Contingencies~~

On January 1, 2018, the Company entered into a lease agreement with Shaanxi Gede Trading Co., Ltd. (“Gede”), a related party, to lease its main office for a monthly rent of RMB11,167 (approximately $1,637) with a term of five years.

Balance sheet information related to the operating lease is as follows:

	September 30, 2019

Operating lease right-of-use asset – related party	$	56,152

Operating lease liability, current – related party	$	49,214
Operating lease liability, non-current – related party		39,802
Total operating lease liability	$	89,016

For the three months ended September 30, 2019, the Company had operating lease cost of $4,776 and the reduction in operating lease right-of-use asset – related party was $4,034. No cash was paid for amount included in the measurement of operating lease liability – related party during the three months ended September 30, 2019.

The weighted-average remaining lease term and the weighted-average discount rate of our lease are as follows:

					September 30, 2019
Weighted-average remaining lease term					3.25 years

Weighted-average discount rate					4.85%

The following table summarizes the maturity of our operating lease liability – related party as of September 30, 2019:

For The Years Ended June 30,
2020 (remaining)	$	46,948
2021		18,779
2022		18,779
2023 and thereafter		9,390
Total lease payment		93,896
Less imputed interest		(4,880)
Total lease liability – related party	$	89,016

NOTE 5. Commitments and Contingencies

On December 11, 2018, the Company entered into a guarantee agreement to provide guarantee for Shaanxi Hengtai Mingji Trading Co., Ltd.’s (“Hengtai”) two-year loan borrowed from Chang’An Bank in the amount of RMB 210,532,513 (approximately $30,616,700 when borrowed). The guarantee period is two years starting from the date the payment is due. The loan is pledged by Hengtai’s receivable from Shaanxi Senzhiyuan Industrial Co., Ltd. (“Senzhiyuan”) in the amount of RMB 226,000,000 and 50 million equity interest in Hengtai owned by Hengtai’s two shareholders. The controlling shareholder of Senzhiyuan is also a principal shareholder of the Company.

10The information of lease commitment is provided in Note 4.

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

Forward Looking Statements

This quarterly report on Form 10-Q contains forward-looking statements that involve risks and uncertainties. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology including "could", "may", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential" and the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially.

While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested in this report.

Results of Operations

Comparison of the ~~nine~~three months ended ~~March~~September 3130, 2019 and 2018:

	For Nine Months Ended March 31,
	For Three Months Ended September 30,
	2019		2018
Operating expenses
Operating expense
Selling, general and administrative	$	153,152	$	171,833
Selling, general and administrative expense	$	57,683	$	59,208
Depreciation and amortization expenses		-		1,110
Total operating expense		57,683		59,208
Impairment loss on film costs		732,944		-
Total operating expenses		886,096		172,943
Other expense:
Interest expense		~~(19~~6,~~664)~~848		~~(18~~6,~~152)~~848
Total other expense		~~(19~~6,~~664)~~848		~~(18~~6,~~152)~~848
Net loss before income taxes		(~~905~~64,~~760~~531)		(~~191~~66,~~095~~056)
Income taxes		-		-
Net loss	$	(~~905~~64,~~760~~531)	$	(~~191~~66,~~095~~056)

Revenue and Cost

We had no sales and cost for the ~~nine~~three months ended ~~March~~September 3130, 2019 and 2018.

Operating expenses

During the ~~nine~~three months ended ~~March~~September 3130, 2019, our total operating ~~expenses~~expense ~~were~~was $~~886~~57,~~096~~683, ana ~~increase~~decrease of $~~713~~1,~~153~~525 or ~~412~~2.6% as compared to $~~172~~59,~~943~~208 for the ~~nine~~three months ended ~~March~~September 3130, 2018. The main ~~increase~~decrease was due to ~~increase in impairment loss on film costs, which was offset by the~~ decrease in payroll, ~~transportation and hospitality expenses~~expense.

Net loss

For the ~~nine~~three months ended ~~March~~September 3130, 2019, we incurred a net loss of $~~905~~64,~~760~~531, as compared to a net loss of $~~191~~66,~~095~~056 for the ~~nine~~three months ended ~~March~~September 3130, 2018, ana ~~increase~~slight decrease of $~~714~~1,~~665~~525 or ~~374~~2.3%. This ~~increase~~decrease was primarily due to the ~~increase~~decrease in operating ~~expenses~~expense.

Comparison of the three months ended March 31, 2019 and 2018:

	For Three Months Ended March 31,
	2019		2018
Operating expenses
Selling, general and administrative	$	33,688	$	39,349
Depreciation and amortization expenses		-		354
Impairment loss on film costs		3,943		-
Total operating expenses		37,631		39,703
Other expense:
Interest expense		(6,132)		(7,038)
Total other expense		(6,132)		(7,038)
Net loss before income taxes		(43,763)		(46,741)
Income taxes		-		-
Net loss	$	(43,763)	$	(46,741)

Revenue and Cost

We had no sales and cost for the three months ended March 31, 2019 and 2018.

Operating expenses

During the three months ended March 31, 2019, our total operating expenses were $37,631, a slight decrease of $2,072 or 5.2% as compared to $39,703 for the three months ended March 31, 2018. The main decrease was due to decrease in payroll expenses which was offset by the increase in impairment loss on film costs.

Net loss

For the three months ended March 31, 2019, we incurred a net loss of $43,763, as compared to a net loss of $46,741 for the three months ended March 31, 2018, a decrease net loss of $2,978 or 6.4%. This decrease was primarily due to the decrease in operating expenses.

Liquidity and Capital Resources

The following table sets forth a summary of our cash flows for the periods indicated:

	For the Nine Months Ended
	March 31,
	2019		2018
Net cash used in operating activities	$	(93,468)	$	(134,052)
Net cash provided by financing activities		89,742		122,993
Effect of exchange rate changes on cash and cash equivalents		(162)		573
NET CHANGE IN CASH AND CASH EQUIVALENTS		(3,888)		(10,486)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		7,179		13,199
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	3,291	$	2,713

As of March 31, 2019, we had cash of $3,291 in our bank accounts and a working capital deficit of $1,051,927.

	For the Three Months Ended
	September 30,
	2019		2018

Net cash used in operating activities	$	(27,547)	$	(32,660)
Net cash provided by financing activities		26,971		27,487
Effect of exchange rate changes on cash and cash equivalents		(89)		(210)
NET CHANGE IN CASH AND CASH EQUIVALENTS		(665)		(5,383)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		2,603		7,179
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	1,938	$	1,796

~~For~~As ~~the~~of ~~nine~~September ~~months ended March 31~~30, 2019, we ~~used~~had ~~net~~ cash of $931,~~468~~938 in ~~operating~~our ~~activities,~~bank ~~compared~~accounts toand ~~net~~a ~~cash~~working ~~used~~capital ofdeficit ~~$134,052 in operating activities during the same period~~ of ~~2018. The decrease of~~ $401,~~584 for net cash used in operating activities was mainly due to increase in the changes in accounts payable~~113, ~~accrued liabilities and other payable~~612.

12During the three months ended September 30, 2019, we used net cash of $27,547 in operating activities, compared to net cash used of 32,660 in operating activities during the same period of 2018. The decrease of $5,113 for net cash used in operating activities was mainly due to the amortization of operating lease right-of-use asset – related party in this period.

During the ~~nine~~three months ended ~~March~~September 3130, 2019, we received net cash of $8926,~~742~~971 from financing activities, compared to net cash received of $~~122~~27,~~993~~487 in financing ~~activities~~activity during the same period inof ~~fiscal year~~ 2018. The decrease of $~~33,251~~516 in net cash provided by financing ~~activities~~activity was mainly due to the decrease in ~~proceeds~~loan ~~received~~ from a related party.

Our cash level decreased by $~~3,888~~665 during the ~~nine~~three months ended ~~March~~September 3130, 2019, compared to a decrease of $105,~~486~~383 in the same period of 2018. The changes in cash were a result of the factors described above.

We anticipate that we will meet our ongoing cash requirements through equity or debt financing. We plan to cooperate with various individuals and institutions to acquire the financing required to produce and distribute our products and anticipate this will continue until we accrue sufficient capital reserves to finance all of our productions independently.

We intend to meet our cash requirements for the next 12 months through a combination of debt financing and equity financing and partnerships with finance groups on television and movie projects.

Critical Accounting Policies and Estimates

Please refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our ~~2018 10~~201910-K for disclosures regarding our critical accounting policies and estimates. The interim financial statements follow the same accounting policies and methods of computations as those for the year ended June 30, ~~2018~~2019.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Inflation

The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.

Audit Committee

The functions of the audit committee are currently carried out by our Board of Directors, who has determined that we do not have an audit committee financial expert on our Board of Directors to carry out the duties of the audit committee. The Board of Directors has determined that the cost of hiring a financial expert to act as a director and to be a member of the audit committee or otherwise perform audit committee functions outweighs the benefits of having a financial expert on the audit committee.

The Board of Directors has determined that the cost of hiring a financial expert to act as a director and to be a member of the audit committee or otherwise perform audit committee functions outweighs the benefits of having a financial expert on the audit committee.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act 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 Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of ~~March~~September 3130, 2019. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective.

Changes in Internal Control

Except as discussed above, there were no significant changes in our internal control over financial reporting (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act) that occurred during the quarterly period that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are not aware of any legal proceedings to which we are a party or of which our property is the subject. None of our directors, officers, affiliates, any owner of record or beneficially of more than 5% of our voting securities, or any associate of any such director, officer, affiliate or security holder are (i) a party adverse to us in any legal proceedings, or (ii) have a material interest adverse to us in any legal proceedings. We are not aware of any other legal proceedings that have been threatened against us.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

~~None.~~15

14None.

Item 6. Exhibits

Exhibit Number	Exhibit Description
31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, 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

SIGNATURES

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

	China Media Inc.
	(Registrant)
	/s/ Dean Li
Date: May 9, 2019	Dean Li
Date: November 14, 2019	Dean Li
	President, Chief Executive Officer
	(Principal Executive Officer)

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