Asia Interactive Media 10-Q 2010 Q2 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 June 30, 2010

o 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 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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data required to be submitted and posted pursuant to Rule 405 of Regulation S-5 (§ 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 o  No þ

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 Act  Yes  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 August 16, 2010, 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 1A. Risk Factors	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	8

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 U.S. 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)

(Expressed in U.S. Dollars)

June 30, 2010

	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

(Expressed in U.S. Dollars)

	June 30, 2010 $			December 31, 2009 $
Assets
Current Assets
Cash		126,330			195,296
Total Current Assets		126,330			195,296
Loan Receivable (Note 3)		203,790			192,931
Total Assets		330,120			388,227
Liabilities and Stockholders’ Equity (Deficit)
Current Liabilities
Accounts payable and accrued liabilities		44,807			44,057
Due to related party (Note 5)		17,312			17,312
Total Current Liabilities		62,119			61,369
Loan Payable (Note 4)		–			–
Total Liabilities		62,119			61,369
Contingency (Note 1)
Stockholders’ Equity
Common Stock: Authorized: 100,000,000 shares, $0.00001 par value; 6,634,492 shares issued and outstanding		67			67
Additional Paid-in Capital		648,733			648,733
Stock Subscriptions (Note 6)		–			–
Donated Capital		37,628			37,628
Deficit Accumulated during the Development Stage		(418,427	)		(359,570	)
Total Stockholders’ Equity		268,001			326,858
Total Liabilities and Stockholders’ Equity		330,120			388,227

(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

(Expressed in U.S. Dollars)

	Accumulated from
	February 9, 2000			For the three			For the three			For the six			For the six
	(Date of Inception)			months ended			months ended			months ended			months ended
	to June 30,			June 30,			June 30,			June 30,			June 30,
	2010 $			2010 $			2009 $			2010 $			2009 $
Revenue		–			–			–			–			–
Operating Expenses
General and administrative		473,225			38,603			37,328			69,716			89,260
Total Operating Expenses		473,225			38,603			37,328			69,716			89,260
Other Income		54,798			5,494			4,826			10,859			9,320
Net Income (Loss)		(418,427	)		(33,109	)		(32,502	)		(58,857	)		(79,940	)
Net Loss Per Share - Basic and Diluted					–			–			(0.01	)		(0.01	)
Weighted Average Shares Outstanding					6,634,492			6,634,492			6,634,492			6,634,492

(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

(Expressed in U.S. Dollars)

	Accumulated from
	February 9, 2000			For the six			For the six
	(Date of Inception)			months ended			months ended
	to June 30,			June 30,			June 30,
	2010 $			2010 $			2009 $
Operating Activities
Net loss		(418,427	)		(58,587	)		(79,940	)
Adjustment to reconcile net loss to net cash
used in operating activities
Donated expenses		23,000			–			–
Change in operating assets and liabilities
Loan receivable		(203,790	)		(10,859	)		(9,320	)
Accounts payable and accrued liabilities		44,807			750			(4,986	)
Due to related party		17,312			–			–
Advances from Officers		14,628			–			–
Net Cash Used in Operating Activities		(522,470	)		(68,966	)		(94,246	)
Financing Activities
Loan payable		–			–			–
Common stock		67			–			–
Additional paid-in capital		648,733			–			–
Stock subscriptions		–			–			–
Net Cash Provided by Financing Activities		648,800			–			–
Net Increase (Decrease) in Cash		126,330			(68,966	)		(94,246	)
Cash – Beginning of Period		–			195,296			308,283
Cash – End of Period		126,330			126,330			214,037
Supplemental Disclosures:
Interest paid		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 June 30, 2010

(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		1,634,492		17		648,283		–			648,300
Net loss		–		–		–		(122,879	)		(122,879	)
Balance – December 31, 2008		6,634,492		67		648,733		(273,813	)		374,987
Net loss		–		–		–		(85,757	)		(85,757	)
Balance – December 31, 2009		6,634,492		67		648,733		(359,570	)		289,230
Net loss		–		–		–		(58,857	)		(58,857	)
Balance – June 30, 2010		6,634,492		67		648,733		(418,427	)		230,373

(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

(Expressed in U.S. Dollars)

June 30, 2010

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 Accounting Standards Codification 915.10.05 “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 June 30, 2010, the Company had a working capital surplus of $64,211 and has accumulated losses of $418,427 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 Accounting Standards Codification 260.10.05 which 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.

F-5

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

(A Development Stage Company)

Notes to the Financial Statements

(Expressed in U.S. Dollars)

June 30, 2010

2.    Summary of Significant Accounting Policies (continued)

d)   Comprehensive Loss

Accounting Standards Codification 220.10.05, “Reporting Comprehensive Income,” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at June 30, 2010 and 2009, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

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 Accounting Standards Codification 360.10.05, “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 Accounting Standards Codification 740.10.05“Accounting for Income Taxes” as of its inception. Pursuant to Accounting Standards Codification 740.10.05the 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.

F-6

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

(A Development Stage Company)

Notes to the Financial Statements

(Expressed in U.S. Dollars)

June 30, 2010

2.    Summary of Significant Accounting Policies (continued)

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 Accounting Standards Codification 830.10.05 “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 December 2007, the FASB issued Accounting Standards Codification 805.10.05 “Business Combinations”. Accounting Standards Codification 805.10.05 (Revised) establishes principles and requirements for how the acquirer of a business recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree.  The statement also provides guidance for recognizing and measuring the goodwill acquired in the business combination and determines what information to disclose to enable users of the financial statements to evaluate the nature and financial effects of the business combination.  The guidance will become effective for the fiscal year beginning after December 15, 2008.  The adoption of this standard during the period had no impact on the Company’s financial position, results of operations or cash flows.

In January 2010, the Financial Accounting Standards Board (FASB) issued FASB Accounting Standards Update (ASU) No. 2010-06, Fair Value Measurements and Disclosures (Topic 820 - Improving Disclosures about Fair Value Measurements.  The ASU requires new disclosures about significant transfers in and out of Levels 1 and 2 fair value measurements and separate disclosures about purchases, sales, issuances and settlements relating to Level 3 fair value measurements.  The ASU also clarifies existing disclosure requirements regarding inputs and valuation techniques, as well as the level of disaggregation for each class of assets and liabilities for which separate fair value measurements should be disclosed.  The Company adopted ASU 2010-06 at the beginning of fiscal 2010, except for the separate disclosures about purchases, sales, issuances and settlements relating to Level 3 measurements, which is effective for the Company at the beginning of fiscal 2011.  The adoption of this ASU did not have a material impact, and the deferred provisions of this ASU are not expected to have a material impact, on the Company’s financial statements.

F-7

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

(A Development Stage Company)

Notes to the Financial Statements

(Expressed in U.S. Dollars)

June 30, 2010

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 June 30, 2010, a total of $203,790, 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 June 30, 2010, the Company is indebted to Tokay Sequoia Management Company Ltd., whose sole officer and director 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 1,634,492 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 entitled the warrant holder to purchase one common share of the Company at $1.00 per share.  The share purchase warrants expired 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.

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 ended June 30, 2010, compared to the same period in 2009

Revenue and Other Income

From February 9, 2000 (date of inception) to June 30, 2010 we have not generated any revenues. We had total assets of $330,120, total liabilities of $62,119 and an accumulated deficit of $418,427 as of June 30, 2010.

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 any business we may acquire.

We generated interest income of $5,494 for the three months ended June 30, 2010, an increase of $668 from $4,826 for the comparable period in 2009. From our inception on February 9, 2000 to June 30, 2010 we have generated total interest income of $54,798.

4

Net Loss

From February 9, 2000 (date of inception) to June 30, 2010 we incurred a net loss of $418,427. For the three months ended June 30, 2010 we generated a net loss of $33,109 compared to a net loss of $32,502, for the three months ended June 30, 2009. The increase in net loss of $607 was due to an increase in general and administrative expenses, including increased consulting and management fees and increased foreign exchange losses for the three months ended June 30, 2010.

Expenses

From February 9, 2000 (date of inception) to June 30, 2010, our total expenses were $473,225 and consisted entirely of general and administrative expenses. Our total expenses increased by $1,275 to $38,603 for the three months ended June 30, 2010 from $37,328 for the same period in 2009. General and administrative expenses for the three month ended June 30, 2010 consisted of $7,482 in professional fees, $26,565 in consulting and management fees, a foreign exchange loss of $3,778 and office expenses and bank charges of $778.

For the three months ended June 30, 2009, our general and administrative expenses included $46,793 in professional fees, $3,000 in consulting and management fees, a foreign exchange gain of $13,509 and $1,044 in office expenses and bank charges.

Our office expenses include communication expenses (cellular, internet, fax, and telephone), office supplies, courier fees and postage costs. Our professional fees consist of accounting, legal and audit fees.

Liquidity and Capital Resources

As of June 30, 2010 we had a working capital surplus of $64,211 and cash of $126,330 in our bank accounts. Our total assets were $330,120 or $0.05 per share as of June 30, 2010. Our net loss of $418,427 from February 9, 2000 (date of inception) to June 30, 2010 was funded by equity financing. From February 9, 2000 (date of inception) to June 30, 2010 we raised gross proceeds of $648,800 in cash from the sale of our securities.

During the three months ended June 30, 2010 we used net cash of $68,966 for operating activities, compared to net cash used for the three months ended June 30, 2009 of $94,246. There were no financing activities conducted during the three months ended June 30, 2010. Our cash decreased by $68,966 during the three months ended June 30, 2010.

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 operating expenses over the 12 months following the end of our last quarter (beginning September 2010) will be approximately $100,000 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.

Description	Target completion date or period	Estimated expenses  ($)
General and Administrative Expenses	12 months	38,000
Professional Fees	12 months	50,000
Rent	12 months	12,000
Total		100,000

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 acquire an operating business, develop a business plan and generate a profit. There is no assurance we will achieve profitable operations after completion of a business combination.

As of June 30, 2010, we had $126,330 in cash. Should we need additional capital to fund the acquisition of an operating business, we will proceed by way of private placements, loans or possibly a direct offering. However, there is no assurance that we will be able to raise enough capital to meet our future cash requirements.

We are reviewing other businesses for potential combinations on an ongoing basis. We anticipate that our business will incur significant losses in the next two years. We believe that our success depends on the completion of a potential business combination and our ability to develop any business we may acquire

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 that our future operations will be significant and profitable after completion of any 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. Our financial statements do not include any adjustments resulting from the uncertainty about our ability to continue our business. If we are unable to obtain additional financing from outside sources and eventually begin generating operating revenues, we may be forced to sell our assets or curtail or cease our operations. The risk that we may be unable to continue as a going concern will only be eliminated when our 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 the 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.

6

Off-Balance Sheet Arrangements

As of June 30, 2010 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 June 30, 2010. 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, 2009, 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, 2009. 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 June 30, 2010, 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 June 30, 2010.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. (Removed and Reserved)

Item 5. Other Information.

None.

Item 6. Exhibits.

The list of exhibits to this Form 10-Q follows.

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

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SIGNATURES

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

Date: August 16, 2010	Asia Interactive Media Inc.
	(Registrant)
	/s/ Ken Ng
	President, Chief Executive Officer, Chief
	Financial Officer
	(Authorized Officer and Principal Financial Officer)