Asia Interactive Media 10-Q 2008 Q3 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 September 30, 2008

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

For the transition period from ______________________ To ______________________

Commission file number 000-49768

Asia Interactive Media Inc.

(Exact name of registrant as specified in its charter)

Nevada	43-195-4778
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
Level 30, Bank of China Tower,
1 Garden Road, Central Hong Kong	011-852-9836-2643
(Address of principal executive offices) (Zip Code)	(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  þ   No o

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 o      Accelerated filer o     Non-accelerated filer o    Smaller reporting company þ

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange ActYes  þ   No o

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes o No o

As of November 11, 2008, the registrant’s outstanding common stock consisted of 6,634,492 shares.

Table of Contents

PART I – FINANCIAL INFORMATION	3
Item 1. Financial Statements	3
Item 2. Management Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3. Quantitative and Qualitative Disclosures about Market Risk	7
Item 4. Controls and Procedures	7
PART II – OTHER INFORMATION	8
Item 1. Legal Proceedings	8
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	8
Item 3. Defaults Upon Senior Securities	8
Item 4. Submission of Matters to a Vote of Security Holders	8
Item 5. Other Information	8
Item 6. Exhibits	9

2

PART I – FINANCIAL INFORMATION

Safe Harbor Statement

This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements. The following discusses our financial condition and results of operations based upon our consolidated financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

All currency references in this report are in US dollars unless otherwise noted.

Item 1. Financial Statements.

The unaudited financial statements of Asia Interactive Media Inc. (“Asia Interactive”, “we”, “our”, “us”) follow.

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

UNAUDITED

(Expressed in U.S. Dollars)

September 30, 2008

	Index
Balance Sheet	F-1
Statements of Operations	F-2
Statements of Cash Flows	F-3
Statement of Stockholders’ Equity	F-4
Notes to the Financial Statements	F-5

3

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Balance Sheet

UNAUDITED

(Expressed in U.S. Dollars)

	September 30, 2008 $			December 31, 2007 $
Assets
Current Assets
Cash		375,499			583,512
Total Current Assets		375,499			583,512
Loan receivable (Note 3)		168,892			152,966
Total Assets		544,391			736,478
Liabilities and Stockholders’ Equity (Deficit)
Current Liabilities
Accounts payable and accrued liabilities		53,591			23,414
Due to related party (Note 5)		17,312			17,312
Total Current Liabilities		70,903			40,726
Loan Payable (Note 4)		–			160,258
Total Liabilities		70,903			200,984
Contingency (Notes 1)
Stockholders’ Equity (Deficit)
Common Stock: Authorized: 100,000,000 shares, $0.00001 par value; 6,634,491 shares Issued and outstanding		67			50
Additional Paid-in Capital		648,733			450
Stock Subscriptions (Note 6)		–			648,300
Donated Capital		37,628			37,628
Deficit Accumulated During the Development Stage		(212,940	)		(150,934	)
Total Stockholders’ Equity (Deficit)		473,488			535,494
Total Liabilities and Stockholders’ Equity (Deficit)		544,391			736,478

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-1

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Statements of Operations

UNAUDITED

(Expressed in U.S. Dollars)

	Accumulated from
	February 9, 2000			For the three			For the three			For the nine			For the nine
	(Date of Inception)			months ended			Months ended			months ended			Months ended
	to September 30,			September 30,			September 30,			September 30,			September 30,
	2008			2008			2007			2008			2007
	$			$			$			$			$
Revenue		–			–			–			–			–
Operating Expenses
General and administrative		232,840			20,987			66,218			77,932			93,290
Total Operating Expenses		232,840			20,987			66,218			77,932			93,290
Other Income		19,900			5,494			1,246			15,926			1,832
Net Income (Loss)		(212,940	)		(15,493	)		(64,972	)		(62,006	)		(91,458	)
Net Loss Per Share - Basic and Diluted					–			–			–			–
Weighted Average Shares Outstanding					6,634,491			5,000,000			6,634,491			5,000,000

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-2

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Statements of Cash Flows

UNAUDITED

(Expressed in U.S. Dollars)

	Accumulated from February 9, 2000 (Date of Inception) to			For the nine months ended			For the nine months ended
	September 30,			September 30,			September 30,
	2008			2008			2007
	$			$			$
Operating Activities
Net loss		(212,940	)		(62,006	)		(91,458	)
Adjustment to reconcile net loss to net cash used in operating activities
Donated expenses		23,000			–			–
Change in operating assets and liabilities
Loan receivable		(168,892	)		(15,926	)		(89,757	)
Accounts payable and accrued liabilities		53,591			30,177			3,796
Due to related party		17,312			–			3,845
Advances from Officers		14,628			–			–
Net Cash Used in Operating Activities		(273,301	)		(47,755	)		(173,574	)
Financing Activities
Loan payable		–			(160,258	)		157,233
Common stock		67			17			–
Additional paid-in capital		648,733			648,283			–
Stock subscriptions		–			(648,300	)		583,472
Net Cash Provided by Financing Activities		648,800			(160,258	)		740,705
Net Increase in Cash		375,499			(208,013	)		567,131
Cash – Beginning of Period		–			583,512			–
Cash – End of Period		375,499			375,499			567,131
Supplemental Disclosures:
Interest paid		19,233			19,233			–
Income tax paid		–			–			–

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-3

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Statement of Stockholders’ Deficit

For the Period from February 9, 2000 (Date of Inception) to September 30, 2008

UNAUDITED

(Expressed in U.S. Dollars)

							Deficit
					Additional		Accumulated
					Paid-in		During the
					Capital		Exploration
	Shares		Amount		(Discount)		Stage			Total
	#		$		$		$			$
Balance – February 9, 2000 (Date of Inception)		–		–		–		–			–
March 2, 2000 – Issuance of stock for cash		5,000,000		50		450		–			500
Net loss		–		–		–		(580	)		(580	)
Balance – December 31, 2000 and 2001		5,000,000		50		450		(580	)		(80	)
Net loss		–		–		–		(2,812	)		(2,812	)
Balance – December 31, 2002		5,000,000		50		450		(3,392	)		(2,892	)
Net loss		–		–		–		(1,858	)		(1,858	)
Balance – December 31, 2003		5,000,000		50		450		(5,250	)		(4,750	)
Net loss		–		–		–		(4,778	)		(4,778	)
Balance – December 31, 2004		5,000,000		50		450		(10,028	)		(9,528	)
Net loss		–		–		–		(5,100	)		(5,100	)
Balance – December 31, 2005		5,000,000		50		450		(15,128	)		(14,628	)
Net loss		–		–		–		(39,217	)		(39,217	)
Balance – December 31, 2006		5,000,000		50		450		(54,345	)		(53,845	)
Net loss		–		–		–		(96,589	)		(96,589	)
Balance – December 31, 2007		5,000,000		50		450		(150,934	)		(150,434	)
January 8, 2008 – Issuance of stock for cash		1,634,491		17		648,283		–			648,300
Net loss		–		–		–		(62,006	)		(62,006	)
Balance – September 30, 2008		6,634,491		67		648,733		(212,940	)		435,860

(The Accompanying Notes are an Integral Part of the Financial Statements)

F-4

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Notes to the Financial Statements

For the Period from February 9, 2000 (Date of Inception) to September 30, 2008

UNAUDITED

(Expressed in U.S. Dollars)

1.      Nature of Business and Continuance of Operations

Black Gardenia Corp, herein “the Company”, was incorporated on February 9, 2000 pursuant to the Laws of the State of Nevada, USA. The Company has no business operations and is considered a development stage company, as defined by Statement of Financial Accounting Standard (“SFAS”) No. 7 “Accounting and Reporting by Development Stage Enterprises”. On March 22, 2007 the Company changed its name to “Asia Interactive Media Inc.”

The financial statements have been prepared using generally accepted accounting principles in the United States of America applicable for a going concern which assumes that the Company will realize its assets and discharge its liabilities in the ordinary course of business. The Company has never generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. At September 30, 2008, the Company had a working capital surplus of $304,596 and has accumulated losses of $212,940 since its inception. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. It is management’s plan to seek additional capital through equity and/or debt financings. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.

2.      Summary of Significant Accounting Policies

a)   Basis of Presentation

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company’s fiscal year-end is December 31.

b)   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 amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

c)   Basic and Diluted Net Income (Loss) Per Share

The Company computes net income (loss) per share in accordance with SFAS No. 128, "Earnings per Share". SFAS No. 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.

d)   Comprehensive Loss

SFAS No. 130, “Reporting Comprehensive Income,” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at December 31, 2007 and 2006, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

F-5

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Notes to the Financial Statements

For the Period from February 9, 2000 (Date of Inception) to September 30, 2008

UNAUDITED

(Expressed in U.S. Dollars)

2.      Summary of Significant Accounting Policies (continued)

e)   Cash and Cash Equivalents

The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents.

f)   Long-Lived Assets

In accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”, the carrying value of long-lived assets is reviewed on a regular basis for the existence of facts or circumstances that may suggest impairment. The Company recognizes impairment when the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value.

g)   Financial Instruments

The fair value of financial instruments, which include cash, accounts payable, accrued liabilities and due to related party, were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. Foreign currency transactions are primarily undertaken in Canadian dollars. The financial risk is the risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk.

h)   Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted SFAS No. 109 “Accounting for Income Taxes” as of its inception. Pursuant to SFAS No. 109 the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

i)   Foreign Currency Translation

The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated in accordance with SFAS No. 52 “Foreign Currency Translation”, using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. The Company has not, to the date of these financials statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

j)   Recent Accounting Pronouncements

In September 2006, the FASB issued SFAS No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans – an amendment of FASB Statements No. 87, 88, 106, and 132(R)”. This statement requires employers to recognize the overfunded or underfunded status of a defined benefit postretirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income of a business entity or changes in unrestricted net assets of a not-for-profit organization. This statement also requires an employer to measure the funded status of a plan as of the date of its year-end statement of financial position, with limited exceptions. The provisions of SFAS No. 158 are effective for employers with publicly traded equity securities as of the end of the fiscal year ending after December 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

F-6

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Notes to the Financial Statements

For the Period from February 9, 2000 (Date of Inception) to September 30, 2008

UNAUDITED

(Expressed in U.S. Dollars)

2.   Summary of Significant Accounting Policies (continued)

j)      Recent Accounting Pronouncements (continued)

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”. The objective of SFAS No. 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statements No. 109”. FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing a two-step method of first evaluating whether a tax position has met a more likely than not recognition threshold and second, measuring that tax position to determine the amount of benefit to be recognized in the financial statements. FIN 48 provides guidance on the presentation of such positions within a classified statement of financial position as well as on derecognition, interest and penalties, accounting in interim periods, disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

In March 2006, the FASB issued SFAS No. 156, "Accounting for Servicing of Financial Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities". This statement requires all separately recognized servicing assets and servicing liabilities be initially measured at fair value, if practicable, and permits for subsequent measurement using either fair value measurement with changes in fair value reflected in earnings or the amortization and impairment requirements of Statement No. 140. The subsequent measurement of separately recognized servicing assets and servicing liabilities at fair value eliminates the necessity for entities that manage the risks inherent in servicing assets and servicing liabilities with derivatives to qualify for hedge accounting treatment and eliminates the characterization of declines in fair value as impairments or direct write-downs. SFAS No. 156 is effective for an entity's first fiscal year beginning after September 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid Financial Instruments-an amendment of FASB Statements No. 133 and 140", to simplify and make more consistent the accounting for certain financial instruments. SFAS No. 155 amends SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", to permit fair value re-measurement for any hybrid financial instrument with an embedded derivative that otherwise would require bifurcation, provided that the whole instrument is accounted for on a fair value basis. SFAS No. 155 amends SFAS No. 140, "Accounting for the Impairment or Disposal of Long-Lived Assets", to allow a qualifying special-purpose entity to hold a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. SFAS No. 155 applies to all financial instruments acquired or issued after the beginning of an entity's first fiscal year that begins after September 15, 2006, with earlier application allowed. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

F-7

Asia Interactive Media Inc. (previously Black Gardenia Corp.)

(A Development Stage Company)

Notes to the Financial Statements

For the Period from February 9, 2000 (Date of Inception) to September 30, 2008

UNAUDITED

(Expressed in U.S. Dollars)

3.      Loan Receivable

On February 16, 2007, the Company entered into a Bridge Loan Agreement (subsequently amended on November 16, 2007) with Live-Interactive Technology Ltd. (“Live-Interactive”), a company based in China, whereby the Company agreed to loan funds, to a maximum of $195,000 (RMB1,500,000), to Live-Interactive on an interest-free basis for three months from the date of the loan advance.  Interest at 15% per annum is charged on all outstanding amounts after the three month interest-free period.  As at September 30, 2008, a total of $168,892, including accrued interest, was owing from Live-Interactive.

4.      Loan Payable

On February 9, 2007, the Company entered into a Convertible Promissory Note Agreement with CIBT Education Group Inc. (“CEG”) (previously named Capital Alliance Group Inc.), a company based in Canada, whereby CEG agreed to lend $150,000 to the Company at an interest rate of 8% per annum.  The amount is due on February 9, 2009, and at any time before February 9, 2009 CEG has the right to convert all or a portion of the $150,000 into common stock of the Company at a conversion price of $0.01 per share.  Upon conversion of the full loan amount CEG would have direct beneficial control of 75% of the Company. On September 29, 2008 the full amount of the loan ($150,000) plus accrued interest ($19,233) was paid to CEG.

5.      Related Party Transactions

At September 30, 2008, the Company is indebted to Tokay Sequoia Management Company Ltd., whose sole officer and director and is Amy Ng, a majority shareholder of the Company and the sister of the Company’s sole officer and director, in the amount of $17,312, representing expenses paid on behalf of the Company.  This amount is non-interest bearing, unsecured and has no specific terms of repayment.

6.      Stock Subscriptions

On January 8, 2008 a total of 1,634,491 common shares were issued pursuant to three separate private placements of the Company’s common stock.  A total of 980,433 share purchase warrants were issued in connection with one of the private placements.  Each share purchase warrant entitles the warrant holder to purchase one common share of the Company at $1.00 per share.  The share purchase warrants expire on January 8, 2009.

F-8

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

Overview

We were incorporated as a Nevada company on February 9, 2000 to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. We currently maintain a mailing address at Level 30, Bank of China Tower, 1 Garden Road, Central, Hong Kong, and our telephone number is 011-852-9836-2643. We do not have any subsidiaries.

We are a “shell company” as defined in Rule 405 under the Securities Act of 1933 and Rule 12b-2 under the Securities Exchange Act of 1934, since we have only conducted nominal operations and have nominal assets.

Until recently, we were negotiating to enter into a joint venture agreement with Live Interactive Technology Limited, a Chinese company, to co-develop and co-market an employment search website, www.fiva.cn. We are no longer pursuing any negotiations with Live Interactive, and no agreement has been reached. To date, we have loaned funds to Live Interactive and provided them with business development consulting services at no cost. We are reviewing other businesses for potential acquisitions or strategic alliances.

On September 29, 2008, we reduced the number of our directors from four (4) to one (1) after three (3) of our directors, Toby Chu, Tim Leong and Allen Chu, resigned. Mr. Ken Ng is now our sole director, as well as our sole officer. We also accepted the resignation of Mr. Wayne Lio as Chief Operating Officer effective August 31, 2008. These resignations were not the result of any disagreements with us or any of our operations, policies or practices.

The following discussion should be read in conjunction with our consolidated financial statements, including the notes thereto, appearing elsewhere in this Prospectus. The discussions of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

Results of Operations for the three months and nine months ended September 30, 2008, compared to the same period in 2007

Revenue and Other Income

From February 9, 2000 (date of inception) to September 30, 2008 we have not generated any revenues. We had total assets of $544,391, total liabilities of $70,903 and an accumulated deficit of $212,940 as of September 30, 2008.

We anticipate that we will not earn any revenues during the current fiscal year or in the foreseeable future, as we do not have any operations and are presently engaged in seeking acquisitions, mergers, joint ventures or other strategic transactions. We anticipate that our business will incur significant losses in the next two years. We believe that our success depends on the completion of our potential acquisitions, joint ventures or other strategic transactions, and our ability to develop our acquired businesses.

We generated interest income of $5,494 for the three months ended September 30, 2008, an increase of $4,248 from $1,246 for the comparable period in 2007. For the nine months ended September 30, 2008, we generated interest income of $15,926, an increase of $14,094 from interest income of $1,832 for the same period in 2007. From our inception to September 30, 2008 we have generated total interest income of $19,900.

4

Net Loss

From February 9, 2000 (date of inception) to September 30, 2008 we incurred a net loss of $212,940. Our net loss decreased by $49,479 from $64,972 during the three months ended September 30, 2007 to $15,493 for the same period in 2008. Our net loss decreased by $29,452 to $62,006 for the nine months ended September 30, 2008 from $91,458 for the same period in 2007. The decrease in net loss was due to reduced general and administrative activities due to fewer business activities while we seek out a business combination.

Expenses

From February 9, 2000 (date of inception) to September 30, 2008, we accumulated total expenses of $232,840. Our expenses consist entirely of general and administrative expenses, which include professional fees, management fees and other general and administrative fees such as cost of travel, meals and entertainment, office maintenance, communication expenses (cellular, internet, fax, and telephone), office supplies, courier and postage costs.

Our total expenses decreased by $45,231 to $20,987 for the three months ended September 30, 2008 from $66,218 for the same period in 2007. Our total expenses decreased by $15,358 to $77,932 for the nine months ended September 30, 2008 from $93,290 for the same period in 2007.

The decrease in our total expenses was mainly due to reduced general administrative expenses, including reduced professional fees, due to fewer operations.   Our professional fees included accounting, audit and legal fees.

Liquidity and Capital Resources

As of September 30, 2008 we had a working capital surplus of $304,596 and cash of $375,499 in our bank accounts. Our book tangible assets were $375,499 or $0.06 per share as of September 30, 2008. Our net loss of $212,940 from February 9, 2000 (date of inception) to September 30, 2008 was funded by our equity financing.

Since February 9, 2000 (date of inception) to September 30, 2008 we raised gross proceeds of $648,800 in cash from the sale of our securities.

During the nine months ended September 30, 2008 we used net cash of $160,258 in our financing activities in order to repay a loan, compared to net cash received from financing activities of $740,705 for the same period in 2007. During the nine months ended September 30, 2008 we used net cash of $47,755 in our operating activities, compared to net cash of $173,574 for the same period in 2007. Our cash increased by $375,499 during the nine months ended September 30, 2008.

5

We are reviewing other businesses for potential acquisitions or strategic alliances. If we are successful in acquiring or entering into a joint venture or other strategic partnership, we will incur additional costs for personnel and business expansion. In order for us to attract and retain quality personnel, our management anticipates it will need to offer competitive salaries, issue common stock to consultants and employees, and grant stock options to future employees. We estimate that our expenses over the next 12 months (beginning November 2008) will be approximately $675,000 as listed in the table below. These estimates may change significantly depending on the nature of our future business activities and whether we continue our operations.

We expect to require approximately $420,000 in financing to acquire a potential business and fund its operations over the next 12 months (beginning November 2008), as follows:

Description	Target completion date or period	Estimated expenses  ($)
Due diligence of the potential target business	12 months	20,000
Legal and accounting fees related to acquisition of the potential target business	12 months	50,000
Acquisition costs of the potential business	12 months	270,000
Development of the potential business	12 months	80,000
Total		420,000

Our other planned operational expenses for the next twelve months (beginning November 2008) are summarized as follows:

Description	Target completion date or period	Estimated expenses  ($)
Launch and development of our website	March 2009	10,000
Investor relations costs	12 months	30,000
Raise additional private or public equity (legal, accounting and marketing fees)	July 2009	100,000
Legal and professional fees	12 months	50,000
Travel and promotional expenses	12 months	25,000
Rent	12 months	35,000
Other general and administrative expenses	12 months	5,000
Total		255,000

While we are currently in good short-term financial standing, we anticipate that we will not generate any revenues in the near future and we do not anticipate enough positive internal operating cash flow until we can complete a business combination and thus generate substantial revenues. It may take several years for us to fully realize. There is no assurance we will achieve profitable operations after completion of a business combination.

As of September 30, 2008 we had cash of $375,499 on hand. The balance of our cash requirements for the next 12 months (beginning November 2008) is approximately $300,000. We intend to meet the balance of our cash requirements for the next 12 months through a combination of debt financing and equity financing by way of private placements. We currently do not have any arrangements in place for the completion of any further private placement financings and there is no assurance that we will be successful in completing any further private placement financings. There is no assurance that any financing will be available or if available, on terms that will be acceptable to us. We may not raise sufficient fund to fully carry out any business plan. If our business plan fails, you may lose your entire investment.

Known Material Trends and Uncertainties

Our continuation as a going concern is dependent upon our ability to generate sufficient cash flow from outside sources to sustain operations and meet our obligations on a timely basis and ultimately to attain profitability. We have limited capital with which to pursue our business plan. There can be no assurance that we will have sufficient resources to complete any business combination or our future operations will be significant and profitable after completion of the business combination.

These factors raise substantial doubt about our ability to continue as a going concern. Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months. The financial statements do not include any adjustments that might result from the uncertainty about our ability to continue our business. If we are unable to obtain additional financing from outside sources and eventually produce enough revenues, we may be forced to sell our assets, curtail or cease our operations. The threat that we will be unable to continue as a going concern will be removed only when revenues have reached a level that sustains our business operations.

We plan to review and identify potential businesses for acquisitions or other business combination transactions. Our management is unable to predict whether or when any business combination will occur or the likelihood of any particular transaction being completed on favorable terms and conditions. We may be unable to obtain the necessary financing to complete any future transactions and could financially overextend ourselves. Joint ventures or acquisitions may present financial, managerial and operational challenges, including diversion of management attention from existing business and difficulties in integrating operations and personnel. Any failure to integrate new businesses or manage any new joint ventures or assets successfully could adversely affect our business and future financial performance.

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Off-Balance Sheet Arrangements

As of September 30, 2008 we had no off balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

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 Ken Ng, 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 sole officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2008. Based on the evaluation of these disclosure controls and procedures, and the material weaknesses in our internal control over financial reporting identified in our Annual Report on Form 10-K for the period ended December 31, 2007, our sole officer concluded that our disclosure controls and procedures were not effective.

Management’s Report on Internal Control over Financial Reporting

We have not been able to implement any of the recommended changes to control over financial reporting disclosed in our Annual Report on Form 10-K for the year ended December 31, 2007.  As such, there were no changes in our internal control over financial reporting, as defined in Rule 13a-15(f) promulgated under the Exchange Act, during the quarter ended September 30, 2008, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

Management is not aware of any legal proceedings contemplated by any governmental authority or any other party against us. None of our directors, officers or affiliates are (i) a party adverse to us in any legal proceedings, or (ii) have an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings that have been threatened against us.

Item 1A. Risk Factors.

Not applicable.

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

There were no unregistered sales of equity securities during the three months ended September 30, 2008.

Item 3. Defaults Upon Senior Securities.

None.

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

None.

Item 5. Other Information.

None.

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Item 6. Exhibits.

Exhibit	Exhibit
Number	Description
31.1	Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002

SIGNATURES

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

	Asia Interactive Media Inc.
	(Registrant)
	/s/ Ken Ng
Date: November 12, 2008	Ken Ng
	President, Chief Executive Officer, Chief Financial Officer (Authorized Officer and Principal Financial Officer)