UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


(Mark One)

|X|   QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                  For the quarterly period ended March 31, 2006

|_|   TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT

              For the transition period from________ to ___________

                         Commission File No. 333-105840


                         MEDICAL MEDIA TELEVISION, INC.
        (Exact Name of Small Business Issuer as Specified in Its Charter)


                  FLORIDA                                59-3645932
                  -------                                ----------
     (State or Other Jurisdiction                     (I.R.S. Employer
     of Incorporation or Organization)               Identification No.)


                           8406 BENJAMIN ROAD, SUITE C
                              TAMPA, FLORIDA 33634
                              --------------------
                    (Address of Principal Executive Offices)


                                 (813) 888-7330
                                 --------------
                           (Issuer's Telephone Number)


             ------------------------------------------------------
              (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 required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

                                  Yes |X| No |_|

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

                                  Yes |_| No |X|

The number of shares outstanding of the Registrant's common stock as of May 15,
2006 was 21,117,136.


Transitional Small Business Disclosure Format:

                                  Yes |_| No |X|


<PAGE>


PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

In the opinion of management,  the accompanying unaudited consolidated financial
statements included in this Form 10-QSB reflect all adjustments (consisting only
of normal recurring  accruals)  necessary for a fair presentation of the results
of  operations  for the periods  presented.  The results of  operations  for the
periods  presented are not necessarily  indicative of the results to be expected
for the full year.

<TABLE>

<S>                                                                                                       <C>
Accountants' Review Report                                                                                3


Consolidated Balance Sheets as of March 31, 2006 and December 31, 2005                                    4


Consolidated Statements of Operations for the three months ended March 31, 2006
and 2005, and from inception (October 2, 1989) through March 31, 2006                                     5


Consolidated Statements of Changes in Stockholders' Equity from inception (October 2, 1989)
through March 31, 2006                                                                                    6


Consolidated Statements of Cash Flows for the three months ended March 31, 2006
and 2005, and from inception (October 2, 1989) through March 31, 2006                                     7


Notes to the Consolidated Financial
Statements                                                                                             8-18

</TABLE>


                                       2
<PAGE>


                         BAUMANN, RAYMONDO & COMPANY PA
                         405 North Reo Street, Suite 200
                              Tampa, Florida 33609
                                 (813) 288-8826


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
             -------------------------------------------------------




Board of Directors
Medical Media Television, Inc.
Tampa, Florida

We have reviewed the accompanying consolidated balance sheet of Medical Media
Television, Inc. as of March 31, 2006, and the related consolidated statements
of operations, stockholders' equity and cash flows for the three month periods
then ended. These consolidated financial statements are the responsibility of
the Company's management.

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

Based on our reviews, we are not aware of any material modifications that should
be made to such consolidated financial statements for them to be in conformity
with U.S. generally accepted accounting principles.

As discussed in Note A, the Company has been in the development stage since its
inception on October 2, 1989. Realization of a major portion of its assets is
dependent on the Company's ability to meet its future financing requirements,
and the success of its future operations. These factors raise substantial doubt
about the Company's ability to continue as a going concern. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.




/s/ Baumann, Raymondo & Company PA
----------------------------------
BAUMANN, RAYMONDO & COMPANY PA
May 5, 2006



<PAGE>


                 MEDICAL MEDIA TELEVISION, INC.
                  (A DEVELOPMENT STAGE COMPANY)
                   CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>

                                                                                       March 31,        December 31,
                                                                                         2006              2005
                                       ASSETS                                          Unaudited          Audited
                                                                                      -----------       -----------
<S>                                                                                   <C>               <C>
Current assets:
    Cash                                                                              $    19,553       $    75,248
    Accounts receivable                                                                    46,541                --
    Prepaid expenses and other current assets                                             114,237            36,010
                                                                                      -----------       -----------
         Total current assets                                                             180,331           111,258
                                                                                      -----------       -----------

Fixed assets:
    Computer equipment                                                                     20,728            19,585
    Leasehold imporvements                                                                  6,196             6,196
                                                                                      -----------       -----------
                                                                                           26,924            25,781
    Less accumulated depreciation                                                         (13,043)          (11,180)
                                                                                      -----------       -----------
                                                                                           13,881            14,601
                                                                                      -----------       -----------

Other assets:
    Goodwill                                                                            1,271,037         1,271,037
    Intangible assets                                                                     280,208           300,000
    Security deposits                                                                       7,596             7,596
                                                                                      -----------       -----------
         Total other assets                                                             1,558,841         1,578,633
                                                                                      -----------       -----------

         Total assets                                                                 $ 1,753,053       $ 1,704,492
                                                                                      ===========       ===========

                                  LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
    Accounts payable                                                                  $   590,816       $   530,175
    Accrued expenses and other current liabilities                                        622,470           512,899
    Deferred revenue                                                                       32,879            22,485
    Notes payable to stockholders                                                       2,119,355         1,496,437
                                                                                      -----------       -----------
         Total current liabilities                                                      3,365,520         2,561,996
                                                                                      -----------       -----------

Long-term liabilities
    Note payable to stockholder                                                           250,000           250,000
    Deferred revenue                                                                       13,611            17,985
                                                                                      -----------       -----------
         Total long-term liabilities                                                      263,611           267,985
                                                                                      -----------       -----------

         Total liabilities                                                              3,629,131         2,829,981
                                                                                      -----------       -----------

    Stockholders' deficit:
       Preferred stock - no par value; 25,000,000 shares authorized; 1,682,044
         Series A Zero Coupon, shares issued and outstanding, 2,612,329 Series B
         Zero Coupon, shares issued and outstanding,
         and 8,627 Series C Zero Coupon, shares issued and outstanding                  4,303,000         4,303,000
       Common stock - par value $.0005; 100,000,000 shares authorized;
         21,117,136 and 20,725,104 shares issued and outstanding at
         March 31, 2006 and December 31, 2005 respectively                                 10,558            10,363
       Additional paid-in capital                                                       1,220,830         1,098,438
       Accumulated deficit during development stage                                    (7,410,466)       (6,537,290)
                                                                                      -----------       -----------
          Total stockholders' deficit                                                  (1,876,078)       (1,125,489)
                                                                                      -----------       -----------

          Total liabilities and stockholders' deficit                                 $ 1,753,053       $ 1,704,492
                                                                                      ===========       ===========

</TABLE>

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

                                       4
<PAGE>


                         MEDICAL MEDIA TELEVISION, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2006 AND 2005
               FROM INCEPTION (OCTOBER 2, 1989) to MARCH 31, 2006

<TABLE>
<CAPTION>

                                                                                          From
                                                           March 31,                  Inception to
                                                -------------------------------         March 31,
                                                   2006               2005                2006
                                                ------------       ------------       ------------

<S>                                             <C>                <C>                <C>
Revenues, net                                   $     55,120       $     19,249       $    255,652

Cost of revenues                                      15,924              9,328             59,655
                                                ------------       ------------       ------------

Gross profit                                          39,196              9,921            195,997
                                                ------------       ------------       ------------

Operating expenses:
     DVD production costs                             62,030             36,519            586,096
     General and administration                      380,375            172,570          3,649,035
     Sales and marketing                             362,569            120,410          2,194,255
     Depreciation and amortization                    21,654              1,227            177,392
                                                ------------       ------------       ------------
          Total operating expense                    826,628            330,726          6,606,778
                                                ------------       ------------       ------------

Operating loss                                      (787,432)          (320,805)        (6,410,781)
                                                ------------       ------------       ------------

Other income and (expense)
     Interest expense                                (86,337)          (147,136)        (1,008,407)
     Interest income                                     104                 74              1,969
     Other income                                        489                951              2,928
     Gain on sale of subsidiary                           --                 --              2,421
                                                ------------       ------------       ------------
          Total other income (expense)               (85,744)          (146,111)        (1,001,089)
                                                ------------       ------------       ------------

Loss before extraordinary items                     (873,176)          (466,916)        (7,411,870)

     Gain on extinguishment of debt                       --                 --              1,404
                                                ------------       ------------       ------------

Loss before taxes                                   (873,176)          (466,916)        (7,410,466)

     Provision for income taxes                           --                 --                 --
                                                ------------       ------------       ------------

Net loss                                        $   (873,176)      $   (466,916)      $ (7,410,466)
                                                ============       ============       ============

Net loss per share, basic and diluted           $      (0.04)      $      (0.36)      $      (7.34)
                                                ============       ============       ============

Weighted average shares, basic and diluted        20,974,107          1,309,169          1,009,744
                                                ============       ============       ============
</TABLE>

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

                                        5
<PAGE>


                         MEDICAL MEDIA TELEVISION, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
       FOR PERIOD FROM INCEPTION (OCTOBER 2, 1989) THROUGH MARCH 31, 2006


<TABLE>
<CAPTION>


                                               Preferred Stock                     Common Stock                 Additional
                                            --------------------------    ---------------------------------      Paid-in
                                              Shares         Amount         Shares                Amount         Capital
                                            -----------    -----------    -----------           -----------    -----------
<S>                                              <C>       <C>                  <C>             <C>            <C>
Issuance of $0.01 par value common
  shares to an individual for a note                 --    $        --          1,000           $       100    $     1,900
Payment of subscription receivable                   --             --             --                    --             --
Stock split 2,000:1 and change par                   --             --             --                    --             --
 value from $0.01 to $0.0005                         --             --      1,999,000                   900           (900)
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1996                           --             --      2,000,000                 1,000          1,000

Repurchase of shares                                 --             --             --                    --             --
Issuance of common stock                             --             --      2,476,000                 1,238          3,762
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1997                           --             --      4,476,000                 2,238          4,762

Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1998                           --             --      4,476,000                 2,238          4,762
                                                     --             --             --                   --              --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1999                           --             --      4,476,000                 2,238          4,762

Shares issued in connection
 with merger with Y2K Recording, Inc.                --             --      1,025,000                   513             --
Net income                                           --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2000                           --             --      5,501,000                 2,751          4,762

Shares issued in connection
 with merger with Savage Mojo, Inc.                  --             --      8,000,000                 4,000             --
Shares issued for services                           --             --         10,000                     5            995
Contributed capital                                  --             --             --                    --          5,672
Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2001                           --             --     13,511,000                 6,756         11,429

Series A shares sold in private placement        47,750         95,500             --                    --             --
Retire treasury stock                                --             --     (1,725,000)                 (863)        (4,137)
Shares issued as premium for notes                   --             --      2,939,553                 1,470             --
Shares issued for Cohen employment
 agreement                                           --             --        748,447                   374         74,471
Cancellation of outstanding stock
 returned by M. Klimes                               --             --     (4,000,000)               (2,000)            --
Shares issued for services                           --             --        312,000                   156         31,044
Payment of subscription receivable                   --             --             --                    --             --
Write off of subscription receivable
Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2002                       47,750         95,500     11,786,000                 5,893        112,807

Shares issued for services                           --             --         50,000                    25          4,975
Series A shares sold in private placement        53,500        107,000             --                    --             --
Series B shares sold in private placement         1,000          2,000             --                    --             --
Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2003                      102,250        204,500     11,836,000                 5,918        117,782

Conversion of Series A to common               (101,250)      (202,500)       525,959                   263        202,237
Cancellation and refund of Series B              (1,000)        (2,000)
Shares issued for services                           --             --        372,583                   186        101,828
Shares issued for debt                               --             --        357,143                   179        249,821
Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2004                           --             --     13,091,685                 6,546        671,668

Effects of 30: 1 reverse stock split                 --             --    (12,654,986)                6,327             --
Issuance of dividend shares                          --             --        872,779                   436           (436)
Conversion of debt to preferred               4,303,000      4,303,000
Acquisition of African American
  Medical Network, Inc.                                                    19,415,626                 9,708        420,879
Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------
BALANCE, DECEMBER 31, 2005                    4,303,000      4,303,000     20,725,104                10,363      1,098,438

Shares issued for services                                                    246,195                   122         98,355
Warrants exercised                                                            145,837                    73         24,037
Net loss                                             --             --             --                    --             --
                                            -----------    -----------    -----------           -----------    -----------

BALANCE, MARCH 31, 2006                       4,303,000      4,303,000     21,117,136           $    10,558    $ 1,220,830
                                            ===========    ===========    ===========           ===========    ===========
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                                                                   Accumulated
                                                                  Deficit during           Treasury Stock
                                             Subscription           Development    --------------------------------
                                              Receivable               Stage         Shares                 Amount         Total
                                              -----------           -----------    -----------           -----------    -----------
<S>                                           <C>                   <C>            <C>                   <C>            <C>
Issuance of $0.01 par value common
  shares to an individual for a note          $    (2,000)          $        --    $        --           $        --    $        --
Payment of subscription receivable                  1,885                    --             --                    --          1,885
Stock split 2,000:1 and change par                     --                    --             --                    --             --
 value from $0.01 to $0.0005                           --                    --             --                    --             --
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1996                           (115)                   --             --                    --          1,885

Repurchase of shares                                   --                    --     (1,725,000)               (5,000)        (5,000)
Issuance of common stock                           (5,000)                   --             --                    --             --
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1997                         (5,115)                   --     (1,725,000)               (5,000)        (3,115)

Net loss                                               --                (2,867)            --                    --         (2,867)
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1998                         (5,115)               (2,867)    (1,725,000)               (5,000)        (5,982)
                                                       --                    --             --                    --             --
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 1999                         (5,115)               (2,867)    (1,725,000)               (5,000)        (5,982)

Shares issued in connection
 with merger with Y2K Recording, Inc.                  --                    --             --                    --            513
Net income                                             --                   434             --                    --            434
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2000                         (5,115)               (2,433)    (1,725,000)               (5,000)        (5,035)

Shares issued in connection
 with merger with Savage Mojo, Inc.                    --                    --             --                    --          4,000
Shares issued for services                             --                    --             --                    --          1,000
Contributed capital                                    --                    --             --                    --          5,672
Net loss                                               --               (57,151)            --                    --        (57,151)
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2001                         (5,115)              (59,584)    (1,725,000)               (5,000)       (51,514)

Series A shares sold in private placement              --                    --             --                    --         95,500
Retire treasury stock                                  --                    --      1,725,000                 5,000             --
Shares issued as premium for notes                     --                    --             --                    --          1,470
Shares issued for Cohen employment
 agreement                                             --                    --             --                    --         74,845
Cancellation of outstanding stock
 returned by M. Klimes                                 --                    --             --                    --         (2,000)
Shares issued for services                             --                    --             --                    --         31,200
Payment of subscription receivable                  5,000                    --             --                    --          5,000
Write off of subscription receivable                  115                                                                       115
Net loss                                               --              (498,888)            --                    --       (498,888)
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2002                             --              (558,472)            --                    --       (344,272)

Shares issued for services                             --                    --             --                    --          5,000
Series A shares sold in private placement              --                    --             --                    --        107,000
Series B shares sold in private placement              --                    --             --                    --          2,000
Net loss                                               --            (1,825,313)            --                    --     (1,825,313)
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2003                             --            (2,383,785)            --                    --     (2,055,585)

Conversion of Series A to common                       --                    --             --                    --             --
Cancellation and refund of Series B                                                                                          (2,000)
Shares issued for services                             --                    --             --                    --        102,014
Shares issued for debt                                 --                    --             --                    --        250,000
Net loss                                               --            (2,188,203)            --                    --     (2,188,203)
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, DECEMBER 31, 2004                             --            (4,571,988)            --                    --     (3,893,774)

Effects of 30: 1 reverse stock split                   --                    --             --                    --             --
Issuance of dividend shares                            --                    --             --                    --             --
Conversion of debt to preferred                                                                                           4,303,000
Acquisition of African American
  Medical Network, Inc.                                                                                                     430,587
Net loss                                               --            (1,965,302)            --                    --     (1,965,302)
                                              -----------           -----------    -----------           -----------    -----------
BALANCE, DECEMBER 31, 2005                             --            (6,537,290)            --                    --     (1,125,489)

Shares issued for services                                                                                                   98,477
Warrants exercised                                                                                                           24,110
Net loss                                               --              (873,176)            --                    --       (873,176)
                                              -----------           -----------    -----------           -----------    -----------

BALANCE, MARCH 31, 2006                       $        --           $(7,410,466)   $        --           $        --    $(1,876,078)
                                              ===========           ===========    ===========           ===========    ===========
</TABLE>

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

                                        6
<PAGE>


                         MEDICAL MEDIA TELEVISION, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED MARCH 31, 2006 AND 2005
               FROM INCEPTION (OCTOBER 2, 1989) TO MARCH 31, 2006

<TABLE>
<CAPTION>

                                                                                                            From
                                                                              March 31,                 Inception to
                                                                     -----------------------------        March 31,
                                                                        2006               2005             2006
                                                                     -----------       -----------       -----------
<S>                                                                  <C>               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITES
  Net loss                                                           $  (873,176)      $  (466,916)      $(7,410,466)
     Adjustments to reconcile net loss to net cash flows from
        operating activities:
          Depreciation and amortization expense                           21,655             1,227            40,467
          Cash from acquisition of African American Medical
             Network, Inc.                                                    --                --             2,104
          Gain on sale of subsidiary                                          --                --            (2,421)
          Gain on extinguishment of debt                                      --                --            (1,404)
          Common stock issued for services                                98,478                --           306,537
          Changes in assets and liabilities:
             Accounts receivable                                         (46,541)            9,170           (46,541)
             Prepaid expenses                                            (78,276)           28,026          (114,272)
             Other receivables                                                50           (19,630)           65,571
             Security deposits                                                --                --            (7,596)
             Accounts payable                                             60,641            39,875           182,191
             Accrued expenses and other current liabilities              115,589           196,956         1,215,668
                                                                     -----------       -----------       -----------

Net cash flows (used) in operating activities                           (701,580)         (211,292)       (5,770,162)
                                                                     -----------       -----------       -----------

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of equipment                                                   (1,143)               --           (25,170)
                                                                     -----------       -----------       -----------

Net cash flows (used) in investing activities                             (1,143)               --           (25,170)
                                                                     -----------       -----------       -----------

CASH FLOWS FROM FINANCING ACTIVITIES
  Common stock issued for cash                                                --                --            14,185
  Common stock issued for exercise of warrants                            24,110                --            24,110
  Preferred stock issued for cash                                             --                --           202,500
  Proceeds from notes payable-net                                        622,918           250,000         5,574,090
                                                                     -----------       -----------       -----------

Net cash flows provided by financing activities                          647,028           250,000         5,814,885
                                                                     -----------       -----------       -----------

Increase (decrease) in cash                                              (55,695)           38,708            19,553
Cash, beginning of period                                                 75,248            18,793                --
                                                                     -----------       -----------       -----------
Cash, end of period                                                  $    19,553       $    57,501       $    19,553
                                                                     ===========       ===========       ===========

             SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Cash paid for interest                                               $    52,524       $       253       $    61,803
                                                                     ===========       ===========       ===========

Acquisition of African American Medical Network, Inc.                $        --       $        --       $ 1,571,037
                                                                     ===========       ===========       ===========

Common Stock issued for debt                                         $        --       $        --       $   250,000
                                                                     ===========       ===========       ===========

Preferred Stock issued for debt                                      $        --       $        --       $ 4,303,000
                                                                     ===========       ===========       ===========
</TABLE>

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

                                       7
<PAGE>

                         MEDICAL MEDIA TELEVISION, INC.
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2006


NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Medical Media Television, Inc. ("Medical Media" or the "Company";  references to
"we,"  "our"  or  "us"  also  mean  the  Company)  was  organized  as a  Florida
corporation on October 2, 1989.

Medical  Media is a  development  stage  company,  and as such has  devoted  its
efforts since inception to developing and  implementing its business plan, which
includes  but  is  not  limited  to   establishing   a  subscriber   network  of
approximately 3,000 veterinary clinics and hospitals,  writing and producing its
monthly DVD magazines,  making  contacts with potential  advertisers,  obtaining
debt and equity financing,  establishing its accounting systems,  and performing
other  administrative  functions.  Medical Media's goal is to be recognized as a
leading provider of advertiser-supported patient/parent/client medical education
programming  within the  place-based  media  environment  of  medical  specialty
offices nationwide.

Medical  Media  provides   advertiser-supported   patient/parent/client  medical
education  programming  within  the  place-based  media  environment  of medical
specialty  offices  nationwide.   Medical  Media  currently  has  two  operating
networks,  PetCARE Television Network,  Inc. ("PetCARE TV") and African American
Medical Network,  Inc. ("African American Medical Network"),  and one network in
development, KidCARE Medical Television Network, Inc. ("KidCARE TV").

PetCARE TV's goal is to provide  animal health and welfare  education to a large
number of  consumers of pet  products  and  services  while  serving as a unique
advertising  medium for  companies  that market  those goods and  services.  Our
educational  programming is currently aired in veterinary  practices  across the
U.S.,  Canada,  Puerto Rico, and Australia  where it is viewed by an estimated 4
million  pet owners each  month.  Each month  PetCARE TV provides an updated DVD
magazine focused on optimal  healthcare for animal  companions.  PetCARE TV also
sells an instructional  DVD to  veterinarians  for them to give to their clients
called Welcome Home Your New Friend.

African American Medical Network's goal is to provide educational programming to
doctor's offices nationwide serving African American patients, and to provide an
advertising medium for commercial advertisers to target their goods and services
to these consumer  patients.  Our educational  programming is currently aired in
physician  offices across the U.S. and will ultimately be viewed by the patients
of the more than 15,000  doctors who serve the  majority of the 35 million  U.S.
African Americans.

KidCARE TV plans to target parent consumers through pediatric offices nationwide
with educational  programming  developed to create awareness about  preventative
health measures to educate parents on specific  childhood diseases and problems,
and to ultimately  help build  healthier  children.  Statistics  provided by the
American  Academy of  Pediatrics,  whose  membership  has  approximately  60,000
members in the U.S., Canada, and Latin America, indicates that there is only one
pediatrician  for every 2,040  children in the United  States.  The  universe of
pediatric waiting rooms in the U.S. is 30,000. KidCARE TV's three year objective
is to have its programming  viewed in 10,000 of those waiting rooms,  increasing
to 15,000 subscribers in its fifth year.

Basis of Accounting

Medical Media  maintains its financial  records and financial  statements on the
accrual basis of  accounting.  The accrual  basis of  accounting  provides for a
better matching of revenues and expenses.


                                       8
<PAGE>



NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Interim Information

The accompanying  unaudited  consolidated  financial statements of Medical Media
have been prepared in accordance with accounting  principles  generally accepted
in the United States of America for interim  financial  information and with the
instructions to Form 10-QSB and Rule 10-01 of Regulation  S-X. All  adjustments,
which,  in the opinion of management,  are necessary for a fair  presentation of
the financial condition and results of operations, have been included. Operating
results for the three  month  period  ended  March 31, 2006 are not  necessarily
indicative of the results that may be expected for the year ending  December 31,
2006.

Cash and Cash Equivalents

For  purposes  of the  Consolidated  Statements  of Cash  Flows,  Medical  Media
considers amounts held by financial institutions and short-term investments with
an original maturity of 90 days or less to be cash and cash equivalents.

Fiscal Year

Medical Media elected December 31 as its fiscal year.

Revenue Recognition

The Company generates revenue from three primary sources,  namely advertisers on
its  DVD  magazines  (the  "Advertisers"),   subscribers  to  its  network  (the
"Subscribers"),  and the sale of our  instructional  DVD,  Welcome Home Your New
Friend.  With regard to  Advertisers,  the Company  recognizes  revenue over the
periods in which the advertisers'  commercials appear on its DVD magazine.  With
regard to Subscribers,  revenue is recognized proportionately over the length of
the  subscription  agreement  entered  into by the  Subscribers.  With regard to
Welcome Home Your New Friend,  revenue is  recognized in the period the DVDs are
shipped.

Income Taxes

Medical Media  records its federal and state tax  liability in  accordance  with
Financial  Accounting  Standards  Board Statement No. 109 "Accounting for Income
Taxes".  The  deferred  taxes  payable are recorded  for  temporary  differences
between the  recognition of income and expenses for tax and financial  reporting
purposes, using current tax rates. Deferred assets and liabilities represent the
future tax  consequences of those  differences,  which will either be taxable or
deductible when the assets and liabilities are recovered or settled.

Since its  inception,  Medical Media has an  accumulated  loss of $7,410,466 for
income tax purposes,  which can be used to offset future  taxable income through
2023. The potential tax benefit of this loss is as follows:

           Future tax benefit                             $ 2,223,140
           Valuation allowance                             (2,223,140)
                                                        ---------------

           Future tax benefit                             $         -
                                                        ===============


                                       9
<PAGE>


NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes (Continued)

As of March 31, 2006, no deferred taxes were recorded in the accompanying
financial statements.

Advertising Costs

Medical Media  expenses the production  costs of advertising  the first time the
advertising takes place.

Fixed Assets

Medical  Media's fixed assets consist of computer  equipment  being  depreciated
over 3 years and leasehold  improvements  being  depreciated  over the remaining
life of the current lease.

April 2005 Reverse Split and Other Actions

On April 6, 2005,  the Company  took actions to (i) change its name from PetCARE
Television  Network,  Inc. to Medical Media  Television,  Inc.; (ii) combine the
Company's  issued and  outstanding  Common Stock on a 1:30 basis effective as of
May 4, 2005;  and (iii)  declare  and issue a dividend  of two (2) shares of the
Company's  restricted  common  stock  for each  share of  common  stock  held by
shareholders of record as of May 10, 2005.

Going Concern

Medical Media was organized as a Florida corporation on October 2, 1989 and is a
development stage company,  and as such, has devoted its efforts since inception
to developing and implementing its business plan. Realization of a major portion
of the  assets  is  dependent  upon the  Company's  ability  to meet its  future
financing requirements and the success of future operations.

Use of Estimates

The preparation of financial  statements in conformity  with 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.

NOTE B - COMMON AND PREFERRED STOCK

Start of trading on the OTC Bulletin Board

On  February  2,  2004,  Medical  Media's  Common  Stock  began  trading  on the
OTC-Bulletin  Board under the symbol PTNW.  In April 2005 our symbol was changed
to "MMTV".  There is a limited  public trading market for our Common Stock and a
regular, more active trading market may not develop, or if developed, may not be
sustained.


                                       10
<PAGE>


NOTE B - COMMON AND PREFERRED STOCK (CONTINUED)

Common Stock

On April 5, 2005,  the Company  combined  its issued and  outstanding  shares of
Common Stock on a 1:30 basis effective as of May 4, 2005.

On January 10, 2006, the Company  issued 10,000 shares of its restricted  Common
Stock to each  member  of the  PetCARE  TV  Veterinary  Advisory  Board in their
advisory capacities, for an aggregate of 130,000 shares.

On January 10, 2006, the Company  issued 10,000 shares of its restricted  Common
Stock to each member of the African  American  Medical Network Medical  Advisory
Board in their advisory capacities, for an aggregate of 60,000 shares.

On January 18, 2006, the Company  issued 56,195 shares of its restricted  Common
Stock to  Jeffery  Werber,  DVM,  a  director  and  Chairman  of the  PetCARE TV
Veterinary Advisory Board, in satisfaction of invoices totaling $22,478.

On March 6, 2006,  the Company  issued  41,670 shares of its  restricted  Common
Stock to Vicis  Capital  Master  Fund upon the  exercise  of its Series C Common
Stock Purchase  Warrants through the payment of $6,917.22 to the Company.  These
shares were previously  registered pursuant to a registration  statement on Form
SB-2 which was declared  effective by the  Securities & Exchange  Commission  on
March 1, 2006.

On March 6, 2006, the Company  issued  104,167  shares of its restricted  Common
Stock to Vicis  Capital  Master  Fund upon the  exercise  of its Series F Common
Stock Purchase Warrants through the payment of $17,192.71 to the Company.  These
shares were previously  registered pursuant to a registration  statement on Form
SB-2 which was declared  effective by the  Securities & Exchange  Commission  on
March 1, 2006.

Preferred stock

Series A Zero Coupon Preferred Stock

The Company's Series A Zero Coupon  Preferred Stock is non-voting  capital stock
and has a stated value of $1.00 per share and is convertible  into the Company's
Common  Stock at the option of the holder any time after the date of issuance at
the  initial  rate  of  $2.40  per  share.  In the  event  of any  voluntary  or
involuntary liquidation,  dissolution, or winding up of the Company, the holders
of shares of Series A Zero Coupon Preferred Stock are entitled to be paid out of
the assets  available  for  distribution  an amount  equal to One Million  Three
Hundred  Seventy  Five  Thousand  and  No/100  Dollars  ($1,375,000).  There are
currently  1,682,044  shares of Series A Zero Coupon  Preferred Stock issued and
outstanding.  The common shares  underlying  the Series A Zero Coupon  Preferred
Stock were included in a registration  statement on Form SB-2 filed with the SEC
which was declared effective on March 1, 2006.

Series B Zero Coupon Preferred Stock

The Company's Series B Zero Coupon  Preferred Stock is non-voting  capital stock
and has a stated value of $1.00 per share and is convertible  into the Company's
Common  Stock at the option of the holder any time after the date of issuance at
the initial rate of $3.00 per share.  Of the  2,612,329  shares of Series B Zero
Coupon  Preferred  Stock issued and  outstanding,  Vicis Capital owns  2,551,918
shares at an adjusted


                                       11
<PAGE>

NOTE B - COMMON AND PREFERRED STOCK (CONTINUED)

Series B Zero Coupon Preferred Stock (Continued)

conversion  price of $0.166 per share and Mark Maltzer  owns 60,411  shares at a
conversion rate of $2.40 per share. In the event of any voluntary or involuntary
liquidation, dissolution, or winding up of the Company, the holders of shares of
Series B Zero Coupon  Preferred  Stock are entitled to be paid out of the assets
available  for  distribution  after taking into account the Series A Zero Coupon
Preferred Stock liquidation preference,  but before any payment shall be made to
the  holders of Common  Stock or any other  class or series of stock  ranking on
liquidation  junior to the Series B Zero Coupon Preferred Stock, an amount equal
to Two Million  Three  Hundred  Thousand and No/100  Dollars  ($2,300,000).  The
common shares  underlying the Series B Zero Coupon Preferred Stock were included
in a  registration  statement on Form SB-2 filed with the SEC which was declared
effective on March 1, 2006.

Series C Zero Coupon Preferred Stock

The Company's Series C Zero Coupon  Preferred Stock is non-voting  capital stock
and has a stated value of $1.00 per share and is convertible  into the Company's
Common  Stock at the option of the  holder  any time after the date of  issuance
into that number of shares of our Common Stock determined by dividing the number
of shares of Preferred Stock by the conversion  price  (initially equal to a ten
percent  (10%)  discount to the  then-current  market price based on the average
closing price for the twenty (20) days immediately preceding the conversion.  In
the event of any voluntary or involuntary liquidation,  dissolution,  or winding
up of the Company, the holders of shares of Series C Zero Coupon Preferred Stock
are  entitled  to be paid out of the assets  available  for  distribution  after
taking  into  account  the  liquidation  preference  of the Series A Zero Coupon
Preferred Stock and Series B Zero Coupon Preferred Stock, but before any payment
shall be made to the  holders  of Common  Stock or any other  class or series of
stock  ranking  on  liquidation  junior to the  Series C Zero  Coupon  Preferred
Stock.,  an amount equal to Four Hundred  Thousand  and  No/Dollars  ($400,000).
There are currently 8,627 shares of Series C Zero Coupon  Preferred Stock issued
and outstanding.  The pool of common shares  underlying the Series C Zero Coupon
Preferred  Stock were  included in a  registration  statement on Form SB-2 filed
with the SEC which was declared on effective on March 1, 2006.

Treasury stock

Treasury stock is shown at cost.

Stock Options

We have an equity  incentive plan available to key employees and  consultants of
the Company.  Under the plan,  we may grant  options for up to 66,667  shares of
Common  Stock.  In October  2003,  the Company  granted 5,303 options under this
equity  incentive  plan.  On March 23, 2006,  the  Company's  Board of Directors
approved the granting of the remaining  options  available  under the plan. With
the issuance of these options in April 2006, the 2002 Equity  Incentive Plan was
closed.


                                       12
<PAGE>


NOTE C - RELATED PARTY TRANSACTIONS

On May 16,  2002,  we issued a  non-interest  bearing  promissory  note to James
Calaway,  a former director,  in the original  principal amount of $100,000 (the
"Calaway  Note").  At March 31, 2006,  the principal  balance due on the Calaway
Note was $60,999.

In June 2002, we issued the following non-interest bearing promissory notes (the
"Hugo/Turner Notes"), all of which remained outstanding at March 31, 2006:

      o     Daniel V. Hugo, a former officer and director, in the amount of
            $25,000;
      o     Robert and Janna Hugo, in the amount of $6,000; and
      o     Robert and Jamie Turner, in the amount of $5,000.

At March 31, 2006,  the  principal  balances due on the  Hugo/Turner  Notes were
$16,668, $4,000, and $3,332 respectively.

NOTE D - CONVERTIBLE PROMISSORY NOTES

On November 16, 2005, the Company issued a Promissory  Note to Laurence  Wallace
(the "Wallace  Promissory  Note")  pursuant to the exemption  from  registration
found in Section 4(2) of the Securities Act of 1933. The Wallace Promissory Note
was issued in exchange for the cancellation of a similar promissory note held by
Wallace in AFMN,  Inc.  under which  Wallace  loaned AFMN,  Inc. an aggregate of
$100,000 at an annual  interest rate of eight percent (8%). On the maturity date
of the Wallace  Promissory Note, Wallace has the option to convert the principal
amount of the Note into 100,000 units of Medical Media's securities  pursuant to
the terms of a Debt  Conversion  Agreement.  Each unit consists of two shares of
Medical  Media's  common  stock (for an  aggregate  of 200,000  shares)  and one
warrant to purchase an additional  share of Medical Media's common stock (for an
aggregate of 100,000  warrants) with an exercise  price of $1.00 per share.  The
Wallace  Promissory Note is due on April 17, 2006. The common shares  underlying
the Wallace  Promissory Note and common stock purchase warrants were included in
the registration  statement on Form SB-2 which was declared effective by the SEC
on March 1, 2006.


On November 16, 2005, the Company issued a Promissory  Note to Carmen  Bernstein
(the "Bernstein  Promissory  Note") pursuant to the exemption from  registration
found in Section 4(2) of the Securities  Act of 1933.  The Bernstein  Promissory
Note was issued in exchange for a similar  promissory  note held by Bernstein in
AFMN, Inc. under which  Bernstein  loaned AFMN, Inc. an aggregate of $200,000 at
an annual  interest  rate of ten  percent  (10%).  On the  maturity  date of the
Bernstein  Promissory  Note,  Bernstein  has the option to convert the principal
amount of the Note into 200,000 units of Medical Media's securities  pursuant to
the terms of a Debt Conversion Agreement. Each unit consists of one share of the
Medical  Media's  common  stock (for an  aggregate  of 200,000  shares)  and one
warrant to purchase an additional  share of Medical Media's common stock (for an
aggregate of 200,000  warrants) with an exercise  price of $2.00 per share.  The
Bernstein  Promissory  Note was due on December 14, 2005, and, as of the date of
this filing,  has not been repaid but has been extended  indefinitely  by mutual
verbal agreement. The common shares underlying the Bernstein Promissory Note and
common stock purchase  warrants were included in the  registration  statement on
Form SB-2 which was declared effective by the SEC on March 1, 2006.


                                       13
<PAGE>

NOTE D - CONVERTIBLE PROMISSORY NOTES (CONTINUED)

On November 16, 2005,  the Company  issued Series AA  Convertible  Debenture for
$412,000,  Series AA Common Stock Purchase Warrants,  and Series BB Common Stock
Purchase   Warrants  to  Vicis  Capital  pursuant  to  the  exemption  from  the
registration found in Section 4(2) of the Act of 1933. The Series AA Convertible
Debenture  was issued in exchange for a similar  convertible  debenture  held by
Vicis  Capital  in AFMN,  Inc.  Under  the terms of the  Series AA Common  Stock
Purchase  Warrants,  Vicis  Capital may purchase up to  1,030,000  shares of the
Company's  Common  Stock at an exercise  price of $2.40 per share for a five (5)
year period.  Pursuant to the extension of the Series AA Convertible  Debenture,
the exercise price on the Series AA Common Stock Purchase  Warrants was reset to
$0.166  per  share.  Under the terms of the  Series  BB  Common  Stock  Purchase
Warrants,  Vicis  Capital may purchase up to 2,060,000  shares of the  Company's
Common Stock at an exercise price of $2.40 per share for a five (5) year period.
Pursuant to the extension of the Series AA Convertible  Debenture,  the exercise
price on the Series BB Common  Stock  Purchase  Warrants was reset to $0.166 per
share.  The Series AA  Convertible  Debenture  and Series AA and BB Common Stock
Purchase  Warrants may not be converted  and  exercised to the extent that Vicis
Capital's overall ownership of the Company's Common Stock, giving effect to that
conversion  and together with the right to receive any Common Stock within sixty
days of the  conversion  date,  will exceed 4.99% of the  Company's  outstanding
stock at that time. As a result of fees  incurred in connection  with the Series
AA  Debentures  mentioned  above,  the  Company  issued  Series BB Common  Stock
Purchase  Warrants to MidTown  Partners & Co., LLC to purchase  20,000 shares of
the Company's Common Stock at an exercise price of $0.30 per share for a term of
five years. Pursuant to the Merger Agreement between the Company and AFMN, Inc.,
the Company issued Series BB Common Stock Purchase  Warrants to MidTown Partners
& Co, LLC in exchange for the  cancellation  of the AFMN,  Inc. Series BB Common
Stock  Purchase  Warrants.  The issuance of the Series BB Common Stock  Purchase
Warrants was exempt from the registration  requirements of the Securities Act of
1933,  as amended,  pursuant  to Section  4(2) of the Act for  transactions  not
involving  a public  offering  and based on the fact  that the  Series BB Common
Stock Purchase Warrant was issued to institutional or accredited investors only.
The common shares underlying the Series AA Convertible  Debenture and the Series
AA, BB, and CC Common Stock Purchase  Warrants were included in the registration
statement on Form SB-2 which was declared effective by the SEC on March 1, 2006.

On November 30, 2005, the Company issued to an individual  investor its 12 month
Convertible  Promissory Note ("12 Month Note").  Pursuant to the terms of the 12
Month Note, the investor  loaned the Company  $1,000,000  under a loan schedule.
The 12  Month  Note  bears  interest  at a rate  of 20%  per  annum,  compounded
semi-annually.  Interest  shall be paid at the end of each  calendar  quarter in
either shares of Series C Zero Coupon  Preferred  Stock of the Company valued at
$1.00 per share,  or cash, at the  investor's  option.  The Series C Zero Coupon
Preferred Stock shall be convertible  into shares of the Company's  Common Stock
on the maturity date of the 12 Month Note at a 10% discount to the  then-current
market  price  based on the  average  closing  price  for the  twenty  (20) days
immediately  preceding the conversion.  The Series C Zero Coupon Preferred Stock
is subordinate to the Company's  Series A Zero Coupon Preferred Stock and Series
B Zero Coupon Preferred Stock. At maturity, the 12 Month Note may, at the option
of the  investor,  be  converted  into  Common  Stock of the  Company at a fixed
conversion  price of $.40 per share.  With the  consent of the  Company  and the
investor,  the 12 Month Note may be extended for an  additional  twelve  months,
with the terms of the interest payments remaining the same. The 12 Month Note is
not convertible such that the investor's overall Common Stock ownership position
in the Company exceeds 4.99%;  provided,  however,  that upon investor providing
the Company with sixty-one (61) days notice (the "Waiver  Notice") that investor
would like to waive this  restriction with regard to any or all shares of Common
Stock  issuable  upon exercise of the  conversion  feature of the 12 Month Note,
this  restriction  will be of no force or effect with regard to all or a portion
of the 12 Month Note referenced in the Waiver Notice,  and provided further that
this provision  shall be of no further force or effect during the sixty-one (61)
days immediately  preceding the expiration of the term of the 12 Month Note. The
Company  also issued the investor  2,500,000  five-year  Common  Stock  Purchase
Warrants  with an  exercise  price of $0.75  per  share.  The  warrants  are not
exercisable such that the investor's  overall Common Stock ownership position in
the Company  exceeds 4.99%. On December 31, 2005 the Company issued 8,627 shares
of its  Series C Zero  Coupon  Preferred  Stock as payment  for $8,627  interest
accrued through  December 31, 2005. The 8,627 shares are convertible  into 9,586
shares of the Company's Common Stock. As fees incurred in connection with the 12
Month  Convertible  Promissory  Note,  the Company  issued Common Stock Purchase
Warrants to purchase 300,000 shares of the Company's Common Stock at an exercise
price of $0.75 per share for a term of five years to Allderdice  Media, Inc. The
issuance of the 12 Month Note and Common Stock Purchase  Warrant was exempt from
the  registration  requirements  of the  Securities  Act of  1933,  as  amended,
pursuant  to Section  4(2) of the Act for  transactions  not  involving a public
offering and based on the fact that the 12 Month Note and Common Stock  Purchase
Warrant was issued to  institutional  or accredited  investors  only. The common
shares  underlying  the  12-Month  Note and the common stock  purchase  warrants
described above were included in the  registration  statement on Form SB-2 which
was declared effective by the SEC on March 1, 2006.

On January 27, 2006,  the Company and  CapitalSmart,  LLC, a California  limited
liability  corporation,  (the "Investor") entered into a Note Purchase Agreement
pursuant to which the Investor  agreed to loan the Company  $250,000 on February
15, 2006 and $750,000 on March 31, 2006. As of March 31, 2006,  the Investor has
loaned the Company $347,356 and by verbal agreement will loan the balance of the
$1,000,000 on or before May 31, 2006. As of the date of this filing, $156,438 of
the  remaining  balance due has been loaned to the  Company.  The Note  Purchase
Agreement  provides that the Company issue a convertible  promissory note in the
original  aggregate  face amount of  $1,000,000  (the  "CapitalSmart  Note") and
warrants  to  purchase  2,500,000  shares of the  Company's  common  stock  (the
"Warrants")  to the investor.  As of March 31, 2006 and to date, the Company has
issued 625,000 Warrants.  The issuance of the CapitalSmart Note and Common Stock
Purchase Warrant was exempt from the registration requirements


                                       14
<PAGE>

NOTE D - CONVERTIBLE PROMISSORY NOTES (CONTINUED)

of the Securities  Act of 1933, as amended,  pursuant to Section 4(2) of the Act
for  transactions not involving a public offering and based on the fact that the
CapitalSmart  Note and Common Stock Purchase Warrant was issued to institutional
or accredited investors only. The Warrants have a term of five (5) years with an
exercise price of $0.75 per share (the "Exercise  Price").  The Investor  cannot
exercise the Warrants if such exercise causes the Investor's  overall  ownership
of the Company's common stock to exceed 4.99% of the then issued and outstanding
shares  of  common  stock  of the  Company.  Pursuant  to the  terms of the Note
Purchase  Agreement,  the Company  issued the Note on  February  15,  2006.  The
CapitalSmart Note matures twelve months from the date of issuance (the "Maturity
Date")  and  accrues  interest  at a  rate  of 20%  (compounded  semi-annually).
Interest  is  payable  at the end of each  quarter  in either  (i) shares of the
Company's Series C Zero Coupon Preferred Stock valued a $1.00 per share, or (ii)
cash, at the option of the Investor. The first interest payment due on March 31,
2006 of $6,438 was paid to the Investor on April 1, 2006. On the Maturity  Date,
the Investor will have the option to convert the  CapitalSmart  Note into shares
of the Company's  common stock at a fixed  conversion  price of $0.40 per share.
However, the CapitalSmart Note shall not be convertible if such conversion would
cause the Investor's  ownership of the Company's common stock to exceed 4.99% of
the then issued and outstanding shares of common stock of the Company; provided,
however,  the Investor may provide the Company with  sixty-one  (61) days notice
(the "Waiver  Notice")  that the Investor  would like to waive this  restriction
with regard to any or all of the shares of common stock  issuable  upon exercise
of this conversion  feature of the CapitalSmart  Note. If the Investor  provides
such notice,  this  restriction will be of no force or effect with regard to all
or a portion of the Note  referenced in the Waiver  Notice.  This provision also
shall  be of  no  further  force  or  effect  during  the  sixty-one  (61)  days
immediately  preceding the Maturity  Date.  With the consent of both the Company
and the  Investor,  the  CapitalSmart  Note may be extended for an additional 12
months,  with the terms of the interest payments  remaining the same. The common
shares  underlying the CapitalSmart  Note and the common stock purchase warrants
to be issued  pursuant  to the Note  Purchase  Agreement  were  included  in the
registration  statement on Form SB-2 which was declared  effective by the SEC on
March 1, 2006.

On March 31, 2006, the Company issued a Convertible Promissory Note to Elaine G.
Edinburg for $10,000 and  five-year  warrants to purchase  25,000  shares of the
Company's  common stock at $0.75 per share (the "Edinburg  Note").  The Edinburg
Note will mature twelve months from the date of issuance (the  "Maturity  Date")
and will accrue interest at a rate of 20% (compounded  semi-annually).  Interest
will be paid at the end of each  quarter in either  (i) shares of the  Company's
Series C Zero Coupon  Preferred Stock valued a $1.00 per share, or (ii) cash, at
the option of the Investor.  The first interest payment is due June 30, 2006. On
the Maturity  Date,  the  Investor  will have the option to convert the Edinburg
Note into shares of the Company's  common stock at a fixed  conversion  price of
$0.40 per share.  With the  consent of both the Company  and the  Investor,  the
Edinburg Note may be extended for an additional 12 months, with the terms of the
interest payments remaining the same.



                                       15
<PAGE>


NOTE E - COMMITMENTS AND CONTINGENCIES


On June 5, 2002,  the Company  entered into an Employment  Agreement  ("Original
Agreement")  with Philip Cohen.  On March 23, 2006,  the Original  Agreement was
replaced in its entirety with an Amended Employment Agreement ("Agreement") with
respect  to the  provision  of  services  as our  Chief  Executive  Officer  and
President. The essential terms of the Agreement are as follows:

      o     Mr.  Cohen is employed  for the period  commencing  on March 1, 2006
            until   terminated  by  the  occurrence  of  one  of  the  described
            terminating events.
      o     Mr. Cohen is entitled to a base salary of $150,000 per year, payable
            in  monthly   installments   of  $12,500,   which   salary  will  be
            renegotiated at the end of each fiscal year, however the base salary
            shall not be reduced without the written consent of Mr. Cohen, which
            consent can be withheld in his sole and absolute discretion.
      o     Mr.  Cohen is entitled to a number of  employee  benefits  under the
            agreement, including the provision of an automobile and the right to
            participate  in company  benefit  plans,  including  any bonus plans
            established for management, and vacation.

The  agreement  requires  that Mr. Cohen  devote such time and  attention to our
business  and  affairs  as is  reasonably  necessary  to carry  out his  duties;
provided,  however, that he must devote no less than forty hours per week to his
duties for us. The agreement also contains specific termination clauses.

In August 2003, the Company  entered into a sixty-two (62) month lease agreement
commencing  on October 1, 2003 with Liberty  Property  Limited  Partnership  for
approximately  3,800  square  feet of  office/warehouse  space  located  at 8406
Benjamin Road,  Suite C, Tampa,  Florida 33634.  Under this  agreement,  minimum
lease expense for the 12 months ended  December 31, 2006 and 2007 and the eleven
months  ended  November  30, 2008 will be  approximately,  $40,300,  $41,100 and
$38,500 respectively.

At December 31, 2005,  the Company had a consulting  agreement in place with Mr.
James Calaway, a member of its Board of Directors. The agreement states that Mr.
Calaway provide financial consulting services,  at the direction of the Board of
Directors, for the amount of $667 per month.

On June 1, 2005, PetCARE TV entered into an employment agreement with Bernard J.
Kouma with respect to the provision of services as its President.  The essential
terms of the employment agreement are as follows:

      o     Mr.  Kouma is entitled to a base salary of $72,000 per year.  Salary
            increases are at the discretion of the board of directors.
      o     The agreement terminates on May 31, 2010.
      o     Mr.  Kouma is entitled to a number of  employee  benefits  under the
            agreement,  including the right to  participate  in company  benefit
            plans, including any bonus plans established for management.
      o     There is a two-year non-compete clause.
      o     The agreement also contains specific termination clauses.


                                       16
<PAGE>

On  November  16,  2005,  African  American  Medical  Network  entered  into  an
employment  agreement  with Robert  Cambridge  with respect to the  provision of
services as its President.  The essential terms of the employment  agreement are
as follows:

      o     Mr.  Cambridge  is  entitled  to a base  salary of $72,000 per year.
            Salary increases are at the discretion of the board of directors.
      o     The agreement terminates on November 15, 2010.
      o     Mr. Cambridge is entitled to a number of employee benefits under the
            agreement,  including the right to  participate  in company  benefit
            plans, including any bonus plans established for management.
      o     There is a two-year non-compete clause.
      o     The agreement also contains specific termination clauses.

On November 16, 2005,  the Company  entered into an  employment  agreement  with
Donald R. Mastropietro with respect to the provision of services as our Sr. Vice
President Finance, Chief Financial Officer,  Treasurer, and Assistant Secretary.
The essential terms of the employment agreement are as follows:

      o     Mr.  Mastropietro is entitled to a base salary of $128,400 per year.
            Salary increases are at the discretion of the board of directors.
      o     The agreement terminates on November 15, 2010.
      o     Mr.  Mastropietro is entitled to a number of employee benefits under
            the agreement, including the right to participate in company benefit
            plans, including any bonus plans established for management.
      o     There is a two-year non-compete clause.
      o     The agreement also contains specific termination clauses.

On November 16, 2005,  the Company  entered into an  employment  agreement  with
Charles V.  Richardson with respect to the provision of services as our Sr. Vice
President  Marketing and Chief  Marketing  Officer.  The essential  terms of the
employment agreement are as follows:

      o     Mr.  Richardson  is entitled to a base salary of $150,000  per year.
            Salary increases are at the discretion of the board of directors.
      o     The agreement terminates on March 31, 2009.
      o     Mr.  Richardson is entitled to a number of employee  benefits  under
            the agreement, including the right to participate in company benefit
            plans, including any bonus plans established for management.
      o     There is a two-year non-compete clause.
      o     The agreement also contains specific termination clauses.

On November 16, 2005,  the Company  entered into an  employment  agreement  with
Teresa J. Bray with respect to the  provision of services as our Vice  President
Administration/Compliance  and Secretary.  The essential terms of the employment
agreement are as follows:

      o     Ms. Bray is entitled to a base salary of $118,400  per year.  Salary
            increases are at the discretion of the board of directors.
      o     The agreement terminates on November 15, 2010.
      o     Ms.  Bray is entitled  to a number of  employee  benefits  under the
            agreement, including the right to


                                       17
<PAGE>

NOTE E - COMMITMENTS AND CONTINGENCIES (CONTINUED)

      o     participate  in company  benefit  plans,  including  any bonus plans
            established for management.
      o     There is a two-year non-compete clause.
      o     The agreement also contains specific termination clauses.

On March 1, 2006, KidCARE TV entered into an employment agreement with Elaine K.
Mann with respect to the provision of services as its President. The essential
terms of the employment agreement are as follows:

      o     Ms. Mann is  entitled  to a base salary of $72,000 per year.  Salary
            increases are at the discretion of the board of directors.
      o     The agreement terminates on February 28, 2009.
      o     Ms.  Mann is entitled  to a number of  employee  benefits  under the
            agreement,  including the right to  participate  in company  benefit
            plans, including any bonus plans established for management.
      o     There is a two-year non-compete clause.
      o     The agreement also contains specific termination clauses.

NOTE F - CONTRACTS

On January 1, 2006,  the Company  entered into a one-year  Consulting  Agreement
with Saddle Ranch  Productions,  Inc. ("Saddle Ranch"),  a Florida  corporation,
wherein Saddle Ranch will provide consulting services; specifically relating to:
(i) all areas of video  production,  editing,  and mastering;  (ii) all areas of
marketing,  specifically  related to  geographic  expansion  of the networks and
subscriber  base;  and (iii) all areas of advertising  sales,  including but not
limited to the employment of regional sales directors for the express purpose of
soliciting and obtaining  advertising  contracts and/or insertion orders for the
Company's  networks with  concentration on providing product  adjacencies and/or
exclusivity for  multi-network  purchases.  The Company will pay Saddle Ranch an
aggregate of $19,000 per month for the consulting services.

On January 3, 2006, PetCARE TV entered into a three-year  Distribution Agreement
with  Butler  Animal  Health  Supply  ("Butler  AHS")  granting  Butler  AHS the
exclusive  distribution  rights to sell PetCARE TV's veterinary client education
products (including annual subscriptions to the monthly DVD magazine and Welcome
Home Your New Friend DVDs) to veterinarian  hospitals  within the U.S. Butler is
the  nation's  largest  distributor  of  companion  animal  health  supplies  to
veterinarians.  Headquartered in Dublin,  Ohio,  Butler operates across the U.S.
with 15  distribution  centers  and 8  tele-centers.  Butler  serves over 29,000
veterinary  clinics in all 50 states and  distributes  over 15,000  products for
more than 300 vendors.

On March 13, 2006, PetCARE TV entered into a two-year Affinity Program Agreement
with American Animal Hospital  Association  ("AAHA") granting AAHA the exclusive
distribution  rights to sell PetCARE TV's veterinary  client education  products
(including  annual  subscriptions  to the monthly DVD  magazine and Welcome Home
Your New Friend  DVDs) to all AAHA member  hospitals  within the U.S.  There are
approximately 3,000 AAHA-accredited hospitals and AAHA will be promoting PetCARE
TV's client education programming as a value-added benefit to its membership.



                                       18
<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Overview

Medical Media was organized as a Florida corporation on October 2, 1989. Medical
Media is a development stage company,  and as such has devoted its efforts since
inception to developing and  implementing  its business plan, which includes but
is not limited to  establishing  a  subscriber  network of  approximately  3,000
veterinary  clinics  and  hospitals,  writing  and  producing  its  monthly  DVD
magazines, making contacts with potential advertisers, obtaining debt and equity
financing,   establishing   its  accounting   systems,   and  performing   other
administrative functions.  Medical Media's goal is to be recognized as a leading
provider  of   advertiser-supported   patient/parent/client   medical  education
programming  within the  place-based  media  environment  of  medical  specialty
offices nationwide.

Medical  Media  provides   advertiser-supported   patient/parent/client  medical
education  programming  within  the  place-based  media  environment  of medical
specialty  offices  nationwide.   Medical  Media  currently  has  two  operating
networks,  PetCARE Television Network,  Inc. ("PetCARE TV") and African American
Medical Network,  Inc. ("African American Medical Network"),  and one network in
development, KidCARE Medical Television Network, Inc. ("KidCARE TV").

PetCARE TV's goal is to provide  animal health and welfare  education to a large
number of  consumers of pet  products  and  services  while  serving as a unique
advertising  medium for  companies  that market  those goods and  services.  Our
educational  programming is currently aired in veterinary  practices  across the
U.S.,  Canada,  Puerto Rico, and Australia  where it is viewed by an estimated 4
million  pet owners each  month.  Each month  PetCARE TV provides an updated DVD
magazine focused on optimal  healthcare for animal  companions.  PetCARE TV also
sells an instructional  DVD to  veterinarians  for them to give to their clients
called Welcome Home Your New Friend.

African American Medical Network's goal is to provide educational programming to
doctor's offices nationwide serving African American patients, and to provide an
advertising medium for commercial advertisers to target their goods and services
to these consumer  patients.  Our educational  programming is currently aired in
physician  offices across the U.S. and will ultimately be viewed by the patients
of the more than 15,000  doctors who serve the  majority of the 35 million  U.S.
African Americans.

KidCARE TV plans to target parent consumers through pediatric offices nationwide
with educational  programming  developed to create awareness about  preventative
health measures to educate parents on specific  childhood diseases and problems,
and to ultimately  help build  healthier  children.  Statistics  provided by the
American  Academy of  Pediatrics,  whose  membership  has  approximately  60,000
members in the U.S., Canada, and Latin America, indicates that there is only one
pediatrician  for every 2,040  children in the United  States.  The  universe of
pediatric waiting rooms in the U.S. is 30,000. KidCARE TV's three year objective
is to have its programming  viewed in 10,000 of those waiting rooms,  increasing
to 15,000 subscribers in its fifth year.

On May 4, 2005, the Company combined its issued and outstanding  Common Stock on
a 1:30 basis.  On May 10, 2005,  the Company issued a dividend of two (2) shares
of the Company's  restricted Common Stock for each share of Common Stock held by
shareholders of record as of May 10, 2005 with a payment date of May 17, 2005.

We have expended  approximately  $5,770,000 through March 31, 2006 in developing
our  business  plan.  For the  period  from the  implementation  of our  current
business plan (June 2002) through March 31, 2006, we have  generated  revenue of
$174,574 from advertising and $35,749 from sales of Welcome Home Your New Friend
(instructional  DVDs  for  new pet  owners  sold to  veterinarians  for  further
distribution to their clients).  Also during that period,  we generated  revenue
from subscription  sales to veterinarian  offices of $86,070 of which $46,490 is
recorded as deferred revenue.

                                       19
<PAGE>

Our websites were developed in cooperation with third party consultants.  We are
in the process of updating  these  websites which will be maintained by us going
forward. We use our websites (www.medicalmediatelevision.com, www.petcaretv.com,
www.africanamericanmedicalnetwork.com,  and  www.kidcaretv.com)  primarily as an
information  tool for prospective  subscribers and advertisers who can log on to
find out about our businesses.  Prospective  subscribers are allowed to view our
current programming,  review frequently asked questions, review our subscription
process, and print out a subscription agreement.

Critical Accounting Policies and Estimates

Our  financial  statements  have been  prepared in  accordance  with  accounting
principles  generally  accepted in the United States.  The  preparation of these
financial  statements  requires us to make  significant  estimates and judgments
that affect the reported amounts of assets, liabilities,  revenues, expenses and
related  disclosure  of  contingent  assets and  liabilities.  We  evaluate  our
estimates,  including  those related to  contingencies,  on an ongoing basis. We
base our estimates on  historical  experience  and on various other  assumptions
that are believed to be reasonable under the circumstances, the results of which
form the basis for  making  judgments  about the  carrying  values of assets and
liabilities that are not readily apparent from other sources. Actual results may
differ from these estimates under different assumptions or conditions.

Revenue Recognition

The Company generates revenue from three primary sources,  namely advertisers on
its  DVD  magazines  (the  "Advertisers"),   subscribers  to  its  network  (the
"Subscribers"),  and the sale of our  instructional  DVD,  Welcome Home Your New
Friend.  With regard to  Advertisers,  the Company  recognizes  revenue over the
periods in which the advertisers'  commercials appear on its DVD magazine.  With
regard to Subscribers,  revenue is recognized proportionately over the length of
the  subscription  agreement  entered  into by the  Subscribers.  With regard to
Welcome Home Your New Friend,  revenue is  recognized in the period the DVDs are
shipped.

PLAN OF OPERATIONS

Results of Operations - Inception (October 2, 1989) to March 31, 2006

From inception to March 31, 2006, we had losses totaling $7,410,466. For this
period, our general and administrative costs totaled $3,649,035 or 55% of total
operating expenses. DVD production costs totaled $586,096 or 9% of total
operating expenses, and sales and marketing costs totaled $2,194,255 or 33% of
total operating expenses. The remainder of operating expense is represented by
depreciation and amortization that totaled $177,392 or 3% of total operating
expenses.

Results of  Operations  - Comparison  of Three Months  Ending March 31, 2006 and
2005

For the  three-month  period  ending  March 31,  2006,  we had  losses  totaling
$873,176, compared to losses of $466,916 for the same period in 2005. This is an
increase of $406,260.  During the three-month  period ending March 31, 2006, our
general and  administration  costs totaled $380,375 compared to $172,570 for the
same period in 2005,  which is  primarily a result of: (i) costs  related to our
recently filed registration  statement on Form SB-2, (ii) placement fees related
to the 12-Month  Note and the  CapitalSmart  funding,  and (iii)  administrative
expenses  related to the  operation of our newly  acquired  subsidiary,  African
American  Medical  Network.  Our DVD  production  costs totaled  $62,030 for the
period  ending March 31, 2006,  compared to $36,519 for the same period in 2005.
This increase is a result of additional  production  efforts  related to African
American Medical Network. Our sales and marketing costs totaled $362,569 for the
three months ending March 31, 2006,  compared to $120,410 for the same period in
2005.  This  increase  is a result of  stepped  up sales and  marketing  efforts
related to PetCARE TV and the  addition  of African  American  Medical  Network.
Depreciation and  amortization  costs totaled $21,654 for the three months ended
March 31,  2006,  which  includes  amortization  of  certain  intangible  assets
acquired in the acquisition of African American Medical Network.

                                       20
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

We had approximately  $87,000 of cash on hand as of May 3, 2006. We believe that
our cash on hand,  pending  funding,  and  anticipated  revenues  will  fund our
operations  going  forward  and will be  sufficient  to  satisfy  our  operating
requirements through December, 2006.

On May 16,  2002,  we issued a  non-interest  bearing  promissory  note to James
Calaway, a shareholder and former director,  in the original principal amount of
$100,000 (the "Calaway Note").  At March 31, 2006, the principal  balance due on
the Calaway Note was $61,000.

In  June  2002,  we  issued  the  following  shareholders  non-interest  bearing
promissory  notes  (the  "Hugo/Turner  Notes"),  all of which  remained  due and
payable at March 30, 2006:

      o     Daniel V. Hugo, a former officer/director, in the amount of $16,668;

      o     Robert and Janna Hugo, in the amount of $4,000; and

      o     Robert and Jamie Turner, in the amount of $3,332.

On May 6, 2005,  the Company  issued to Vicis  Capital its Series B  Convertible
Debenture  ("Series B Convertible  Debenture"),  Series D Common Stock  Purchase
Warrants,  Series E Common Stock  Purchase  Warrants,  and Series F Common Stock
Purchase Warrants  pursuant to the exemption from registration  found in Section
4(2) of Regulation D under the Securities Act of 1933.  Pursuant to the terms of
the  Series B  Convertible  Debenture,  Vicis  Capital  loaned  the  Company  an
aggregate  of $250,000 at an annual rate of interest of fifteen  percent  (15%).
The Series B  Convertible  Debenture has a term of 24 months and the Company has
the  option  to pay the  interest  semi-annually  in cash  or in  shares  of its
registered  Common  Stock at a ten percent  (10%)  discount to the market  price
based on the average five (5) days Volume Weighted  Average Closing Price of the
Company's  Common Stock for the five (5) trading  days prior to payment.  On the
date of maturity of the Series B  Convertible  Debenture,  Vicis Capital has the
option to convert the Series B Convertible  Debenture into post-split  shares of
the Company's Common Stock at a price of $2.40 per share. Under the terms of the
Series D Common  Stock  Purchase  Warrants,  Vicis  Capital  may  purchase up to
104,167  post-split shares of the Company's Common Stock at an exercise price of
$2.40  per share for a ten (10)  year  period.  Under the terms of the  Series E
Common  Stock  Purchase  Warrants,  Vicis  Capital  may  purchase  up to 104,167
post-split  shares of the Company's  Common Stock at an exercise  price of $2.40
per share  for a five (5) year  period.  Under the terms of the  Series F Common
Stock  Purchase  Warrants,  Vicis Capital may purchase up to 104,167  post-split
shares of the Company's Common Stock at an exercise price of $2.40 per share for
a one-year  period.  The Series B  Convertible  Debenture and Series D, E, and F
Common Stock Purchase  Warrants may not be converted and exercised to the extent
that Vicis Capital's  overall  ownership of the Company's  Common Stock,  giving
effect to that  conversion  and  together  with the right to receive  any Common
Stock  within  sixty  days of the  conversion  date,  will  exceed  4.99% of the
Company's outstanding stock at that time.

As a  result  of fees  incurred  in  connection  with the  Series  B  Debentures
mentioned above,  the Company issued Series D Common Stock Purchase  Warrants to
MidTown  Partners  & Co.,  LLC  to  purchase  20,000  post-split  shares  of the
Company's  Common  Stock at an  exercise  price of $2.40 per share for a term of
five years.

                                       21
<PAGE>

On November 16, 2005, the Company issued a Promissory  Note to Laurence  Wallace
(the "Wallace  Promissory  Note")  pursuant to the exemption  from  registration
found in Section 4(2) of the Securities Act of 1933. The Wallace Promissory Note
was issued in exchange for the cancellation of a similar promissory note held by
Wallace in AFMN,  Inc.  under which  Wallace  loaned AFMN,  Inc. an aggregate of
$100,000 at an annual  interest rate of eight percent (8%). On the maturity date
of the Wallace  Promissory Note, Wallace has the option to convert the principal
amount of the Note into 100,000 units of Medical Media's securities  pursuant to
the terms of a Debt  Conversion  Agreement.  Each unit consists of two shares of
Medical  Media's  common  stock (for an  aggregate  of 200,000  shares)  and one
warrant to purchase an additional  share of Medical Media's common stock (for an
aggregate of 100,000  warrants) with an exercise  price of $1.00 per share.  The
Wallace  Promissory Note is due on April 17, 2006. The common shares  underlying
the Wallace  Promissory Note and common stock purchase warrants were included in
the registration  statement on Form SB-2 which was declared effective by the SEC
on March 1, 2006.

On November 16, 2005, the Company issued a Promissory  Note to Carmen  Bernstein
(the "Bernstein  Promissory  Note") pursuant to the exemption from  registration
found in Section 4(2) of the Securities  Act of 1933.  The Bernstein  Promissory
Note was issued in exchange for a similar  promissory  note held by Bernstein in
AFMN, Inc. under which  Bernstein  loaned AFMN, Inc. an aggregate of $200,000 at
an annual  interest  rate of ten  percent  (10%).  On the  maturity  date of the
Bernstein  Promissory  Note,  Bernstein  has the option to convert the principal
amount of the Note into 200,000 units of Medical Media's securities  pursuant to
the terms of a Debt Conversion Agreement. Each unit consists of one share of the
Medical  Media's  common  stock (for an  aggregate  of 200,000  shares)  and one
warrant to purchase an additional  share of Medical Media's common stock (for an
aggregate of 200,000  warrants) with an exercise  price of $2.00 per share.  The
Bernstein  Promissory  Note was due on December 14, 2005, and, as of the date of
this filing,  has not been repaid but has been extended  indefinitely  by mutual
verbal agreement. The common shares underlying the Bernstein Promissory Note and
common stock purchase  warrants were included in the  registration  statement on
Form SB-2 which was declared effective by the SEC on March 1, 2006.

On November 16, 2005,  the Company  issued Series AA  Convertible  Debenture for
$412,000,  Series AA Common Stock Purchase Warrants,  and Series BB Common Stock
Purchase   Warrants  to  Vicis  Capital  pursuant  to  the  exemption  from  the
registration found in Section 4(2) of the Act of 1933. The Series AA Convertible
Debenture  was issued in exchange for a similar  convertible  debenture  held by
Vicis  Capital  in AFMN,  Inc.  Under  the terms of the  Series AA Common  Stock
Purchase  Warrants,  Vicis  Capital may purchase up to  1,030,000  shares of the
Company's  Common  Stock at an exercise  price of $2.40 per share for a five (5)
year period.  Pursuant to the extension of the Series AA Convertible  Debenture,
the exercise price on the Series AA Common Stock Purchase  Warrants was reset to
$0.166  per  share.  Under the terms of the  Series  BB  Common  Stock  Purchase
Warrants,  Vicis  Capital may purchase up to 2,060,000  shares of the  Company's
Common Stock at an exercise price of $2.40 per share for a five (5) year period.
Pursuant to the extension of the Series AA Convertible  Debenture,  the exercise
price on the Series BB Common  Stock  Purchase  Warrants was reset to $0.166 per
share.  The Series AA  Convertible  Debenture  and Series AA and BB Common Stock
Purchase  Warrants may not be converted  and  exercised to the extent that Vicis
Capital's overall ownership of the Company's Common Stock, giving effect to that
conversion  and together with the right to receive any Common Stock within sixty
days of the  conversion  date,  will exceed 4.99% of the  Company's  outstanding
stock at that time. As a result of fees  incurred in connection  with the Series
AA  Debentures  mentioned  above,  the  Company  issued  Series BB Common  Stock
Purchase  Warrants to MidTown  Partners & Co., LLC to purchase  20,000 shares of
the Company's Common Stock at an exercise price of $0.30 per share for a term of
five years. Pursuant to the Merger Agreement between the Company and AFMN, Inc.,
the Company issued Series BB Common Stock Purchase  Warrants to MidTown Partners
& Co, LLC in exchange for the  cancellation  of the AFMN,  Inc. Series BB Common
Stock  Purchase  Warrants.  The issuance of the Series BB Common Stock  Purchase
Warrants was exempt from the registration  requirements of the Securities Act of
1933,  as amended,  pursuant  to Section  4(2) of the Act for  transactions  not
involving  a public  offering  and based on the fact  that the  Series BB Common
Stock Purchase Warrant was issued to institutional or accredited investors only.
The common shares underlying the Series AA Convertible  Debenture and the Series
AA, BB, and CC Common Stock Purchase  Warrants were included in the registration
statement on Form SB-2 which was declared effective by the SEC on March 1, 2006.

On November 30, 2005, the Company issued to an individual  investor its 12 month
Convertible  Promissory Note ("12 Month Note").  Pursuant to the terms of the 12
Month Note, an investor loaned the Company $1,000,000 under a loan schedule. The
12  Month  Note  bears  interest  at  a  rate  of  20%  per  annum,   compounded
semi-annually.  Interest  shall be paid at the end of each  calendar  quarter in
either shares of Series C Zero Coupon  Preferred  Stock of the Company valued at
$1.00 per share,  or cash, at the  investor's  option.  The Series C Zero Coupon
Preferred Stock shall be convertible  into shares of the Company's  Common Stock
on the maturity date of the 12 Month Note at a 10% discount to the  then-current
market  price  based on the  average  closing  price  for the  twenty  (20) days
immediately  preceding the conversion.  The Series C Zero Coupon Preferred Stock
is subordinate to the Company's  Series A Zero Coupon Preferred Stock and Series
B Zero Coupon Preferred Stock. At maturity, the 12 Month Note may, at the option
of the  investor,  be  converted  into  Common  Stock of the  Company at a fixed
conversion  price of $.40 per share.  With the  consent of the  Company  and the
investor,  the 12 Month Note may be extended for an  additional  twelve  months,
with the terms of the interest payments remaining the same. The 12 Month Note is
not convertible such that the investor's overall Common Stock ownership position
in the Company exceeds 4.99%;  provided,  however,  that upon investor providing
the Company with sixty-one (61) days notice (the "Waiver  Notice") that investor
would like to waive this  restriction with regard to any or all shares of Common
Stock  issuable  upon exercise of the  conversion  feature of the 12 Month Note,
this  restriction  will be of no force or effect with regard to all or a portion
of the 12 Month Note referenced in the Waiver Notice,  and provided further that
this provision  shall be of no further force or effect during the sixty-one (61)
days immediately  preceding the expiration of the term of the 12 Month Note. The
Company  also issued the investor  2,500,000  five-year  Common  Stock  Purchase
Warrants  with an  exercise  price of $0.75  per  share.  The  warrants  are not
exercisable such that the investor's  overall Common Stock ownership position in
the Company  exceeds 4.99%. On December 31, 2005 the Company issued 8,627 shares
of its  Series C Zero  Coupon  Preferred  Stock as payment  for $8,627  interest
accrued through  December 31, 2005. The 8,627 shares are convertible  into 9,586
shares of the Company's Common Stock. As fees incurred in connection with the 12
Month  Convertible  Promissory  Note,  the Company  issued Common Stock Purchase
Warrants to purchase 300,000 shares of the Company's Common Stock at an exercise
price of $0.75 per share for a term of five years to Allderdice  Media, Inc. The
issuance of the 12 Month Note and Common Stock Purchase  Warrant was exempt from
the  registration  requirements  of the  Securities  Act of  1933,  as  amended,
pursuant  to Section  4(2) of the Act for  transactions  not  involving a public
offering and based on the fact that the 12 Month Note and Common Stock  Purchase
Warrant was issued to  institutional  or accredited  investors  only. The common
shares  underlying  the  12-Month  Note and the common stock  purchase  warrants
described above were included in the  registration  statement on Form SB-2 which
was declared effective by the SEC on March 1, 2006.

                                       22
<PAGE>

On January 27, 2006,  the Company and  CapitalSmart,  LLC, a California  limited
liability  corporation,  (the "Investor") entered into a Note Purchase Agreement
pursuant to which the Investor  agreed to loan the Company  $250,000 on February
15, 2006 and $750,000 on March 31, 2006. As of March 31, 2006,  the Investor has
loaned the Company $347,356 and by verbal agreement will loan the balance of the
$1,000,000 on or before May 31, 2006. As of the date of this filing, $156,438 of
the balance  due has been loaned to the  Company.  The Note  Purchase  Agreement
provides that the Company issues a convertible  promissory  note in the original
aggregate face amount of $1,000,000  (the  "CapitalSmart  Note") and warrants to
purchase  2,500,000 shares of the Company's common stock (the "Warrants") to the
investor.  As of March 31,  2006 and to date,  the  Company  has issued  625,000
Warrants.  The  issuance  of the  CapitalSmart  Note and Common  Stock  Purchase
Warrant was exempt from the  registration  requirements of the Securities Act of
1933,  as amended,  pursuant  to Section  4(2) of the Act for  transactions  not
involving a public offering and based on the fact that the CapitalSmart Note and
Common  Stock  Purchase  Warrant  was  issued  to  institutional  or  accredited
investors  only.  The  Warrants  have a term of five (5) years with an  exercise
price of $0.75 per share (the "Exercise  Price").  The Investor  cannot exercise
the Warrants if such exercise  causes the  Investor's  overall  ownership of the
Company's common stock to exceed 4.99% of the then issued and outstanding shares
of common  stock of the  Company.  Pursuant  to the  terms of the Note  Purchase
Agreement,  the Company issued the Note on February 15, 2006.  The  CapitalSmart
Note matures twelve months from the date of issuance (the  "Maturity  Date") and
accrues  interest  at a rate  of 20%  (compounded  semi-annually).  Interest  is
payable at the end of each quarter in either (i) shares of the Company's  Series
C Zero Coupon  Preferred  Stock valued a $1.00 per share,  or (ii) cash,  at the
option of the  Investor.  The first  interest  payment  due on March 31, 2006 of
$6,438 was paid to the  Investor on April 1, 2006.  On the  Maturity  Date,  the
Investor  will have the option to convert the  CapitalSmart  Note into shares of
the  Company's  common  stock at a fixed  conversion  price of $0.40 per  share.
However, the CapitalSmart Note shall not be convertible if such conversion would
cause the Investor's  ownership of the Company's common stock to exceed 4.99% of
the then issued and outstanding shares of common stock of the Company; provided,
however,  the Investor may provide the Company with  sixty-one  (61) days notice
(the "Waiver  Notice")  that the Investor  would like to waive this  restriction
with regard to any or all of the shares of common stock  issuable  upon exercise
of this conversion  feature of the CapitalSmart  Note. If the Investor  provides
such notice,  this  restriction will be of no force or effect with regard to all
or a portion of the Note  referenced in the Waiver  Notice.  This provision also
shall  be of  no  further  force  or  effect  during  the  sixty-one  (61)  days
immediately  preceding the Maturity  Date.  With the consent of both the Company
and the  Investor,  the  CapitalSmart  Note may be extended for an additional 12
months,  with the terms of the interest payments  remaining the same. The common
shares  underlying the CapitalSmart  Note and the common stock purchase warrants
to be issued  pursuant  to the Note  Purchase  Agreement  were  included  in the
registration  statement on Form SB-2 which was declared  effective by the SEC on
March 1, 2006.

                                       23
<PAGE>

On March 31, 2006, the Company issued a Convertible Promissory Note to Elaine G.
Edinburg for $10,000 and  five-year  warrants to purchase  25,000  shares of the
Company's  common stock at $0.75 per share (the  Edinburg  Note").  The Edinburg
Note will mature twelve months from the date of issuance (the  "Maturity  Date")
and will accrue interest at a rate of 20% (compounded  semi-annually).  Interest
will be paid at the end of each  quarter in either  (i) shares of the  Company's
Series C Zero Coupon  Preferred Stock valued a $1.00 per share, or (ii) cash, at
the option of the Investor.  The first interest payment is due June 30, 2006. On
the Maturity  Date,  the  Investor  will have the option to convert the Edinburg
Note into shares of the Company's  common stock at a fixed  conversion  price of
$0.40 per share.  With the  consent of both the Company  and the  Investor,  the
Edinburg Note may be extended for an additional 12 months, with the terms of the
interest payments remaining the same.

PREFERRED STOCK

Series A Zero Coupon Preferred Stock

The Company's Series A Zero Coupon  Preferred Stock is non-voting  capital stock
and has a stated value of $1.00 per share and is convertible  into the Company's
Common  Stock at the option of the holder any time after the date of issuance at
the  initial  rate  of  $2.40  per  share.  In the  event  of any  voluntary  or
involuntary liquidation,  dissolution, or winding up of the Company, the holders
of shares of Series A Zero Coupon Preferred Stock are entitled to be paid out of
the assets  available  for  distribution  an amount  equal to One Million  Three
Hundred  Seventy  Five  Thousand  and  No/100  Dollars  ($1,375,000).  There are
currently  1,682,044  shares of Series A Zero Coupon  Preferred Stock issued and
outstanding.  The common shares  underlying  the Series A Zero Coupon  Preferred
Stock were included in a registration  statement on Form SB-2 filed with the SEC
which was declared effective on March 1, 2006.

Series B Zero Coupon Preferred Stock

The Company's Series B Zero Coupon  Preferred Stock is non-voting  capital stock
and has a stated value of $1.00 per share and is convertible  into the Company's
Common  Stock at the option of the holder any time after the date of issuance at
the initial rate of $3.00 per share.  Of the  2,612,329  shares of Series B Zero
Coupon  Preferred  Stock issued and  outstanding,  Vicis Capital owns  2,551,918
shares at an adjusted conversion price of $0.166 per share and Mark Maltzer owns
60,411  shares  at a  conversion  rate of $2.40 per  share.  In the event of any
voluntary or involuntary liquidation, dissolution, or winding up of the Company,
the holders of shares of Series B Zero Coupon Preferred Stock are entitled to be
paid out of the assets available for distribution  after taking into account the
Series A Zero Coupon  Preferred  Stock  liquidation  preference,  but before any
payment  shall be made to the  holders  of Common  Stock or any  other  class or
series  of stock  ranking  on  liquidation  junior to the  Series B Zero  Coupon
Preferred  Stock,  an amount  equal to Two Million  Three  Hundred  Thousand and
No/100  Dollars  ($2,300,000).  The common shares  underlying  the Series B Zero
Coupon  Preferred  Stock were included in a registration  statement on Form SB-2
filed with the SEC which was declared effective on March 1, 2006.

                                       24
<PAGE>

Series C Zero Coupon Preferred Stock

The Company's Series C Zero Coupon  Preferred Stock is non-voting  capital stock
and has a stated value of $1.00 per share and is convertible  into the Company's
Common  Stock at the option of the  holder  any time after the date of  issuance
into that number of shares of our Common Stock determined by dividing the number
of shares of Preferred Stock by the conversion  price  (initially equal to a ten
percent  (10%)  discount to the  then-current  market price based on the average
closing price for the twenty (20) days immediately preceding the conversion.  In
the event of any voluntary or involuntary liquidation,  dissolution,  or winding
up of the Company, the holders of shares of Series C Zero Coupon Preferred Stock
are  entitled  to be paid out of the assets  available  for  distribution  after
taking  into  account  the  liquidation  preference  of the Series A Zero Coupon
Preferred Stock and Series B Zero Coupon Preferred Stock, but before any payment
shall be made to the  holders  of Common  Stock or any other  class or series of
stock  ranking  on  liquidation  junior to the  Series C Zero  Coupon  Preferred
Stock.,  an amount equal to Four Hundred  Thousand  and  No/Dollars  ($400,000).
There are currently 8,627 shares of Series C Zero Coupon  Preferred Stock issued
and outstanding.  The pool of common shares  underlying the Series C Zero Coupon
Preferred  Stock were  included in a  registration  statement on Form SB-2 filed
with the SEC which was declared on effective on March 1, 2006.

From  inception  through  March  31,  2006,  we  incurred  interest  expense  of
$1,008,407. This amount includes accrued interest totaling approximately $68,516
related to the Capital Smart Note, the Series B Convertible Debenture, the Vicis
$412,000 Note, and the Bernstein and Wallace  Promissory Notes. It also includes
a $250,000  non-cash payment of interest related to the Victus February Note (in
May 2004,  we issued  11,905  shares of our Common Stock at $21.00 per share and
23,810 Common Stock  Purchase  Warrants in lieu of $250,000 in interest  due), a
$307,044  payment of interest  related to the Edge Notes (which was paid through
the  issuance of 307,044  shares of Series A Zero  Coupon  Preferred  Stock),  a
$312,329  payment of interest  related to the Vicis  Debentures and Maltzer Note
(which was paid through the  issuance of 312,239  shares of Series B Zero Coupon
Preferred Stock),  and a $8,627 payment of interest related to the 12-Month Note
(which was paid  through the  issuance  of 8,627  shares of Series C Zero Coupon
Preferred Stock), and $61,891in interest paid.

If we do not generate  revenues or secure debt or equity  financing,  we will be
unable to pay one or more of the obligations referenced above.

FORWARD-LOOKING STATEMENTS. Information included or incorporated by reference in
this Form 10-QSB may contain  forward-looking  statements,  which we believe are
within the meaning of the  Securities  Exchange  Act of 1934,  as amended.  This
information may involve known and unknown risks, uncertainties and other factors
which may cause our actual results, performance or achievements to be materially
different  from the future  results,  performance or  achievements  expressed or
implied by any forward-looking  statements.  Forward-looking  statements,  which
involve assumptions and describe our future plans,  strategies and expectations,
are  generally  identifiable  by use  of  the  words  "may,"  "will,"  "should,"
"expect,"  "anticipate,"  "estimate,"  "believe,"  "intend" or "project," or the
negative  of these  words  or other  variations  on  these  words or  comparable
terminology.

ITEM 3. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report,  the Company  carried out an
evaluation,  under the supervision and with the  participation  of the Company's
Principal Executive Officer and Principal Financial Officer of the effectiveness
of the design and operation of the Company's disclosure controls and procedures.
The Company's  disclosure  controls and  procedures  are designed to ensure that
information  required  to be  disclosed  by us in the  reports 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. The Company's Principal Executive Officer and Principal Financial Officer
have concluded  that the Company's  disclosure  controls and procedures  are, in
fact, effective at this reasonable assurance level as of the period covered.

                                       25
<PAGE>

Changes in Internal Controls Over Financial Reporting

In connection with the evaluation of the Company's  internal controls during the
Company's  quarter  ended March 31,  2006,  the  Company's  Principal  Executive
Officer  and  Principal  Financial  Officer  have  determined  that there are no
changes to the Company's  internal  controls over financial  reporting that have
materially  affected,  or  are  reasonably  likely  to  materially  effect,  the
Company's internal controls over financial reporting.

PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS.

None.

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.









               (REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK.)


                                       26
<PAGE>



ITEM 6. EXHIBITS.

<TABLE>
<CAPTION>

---------- ---------------------- --------------------------------------------------------------------------------------------
EXH. NO.     DATE OF DOCUMENT                                       DESCRIPTION OF DOCUMENT
---------- ---------------------- --------------------------------------------------------------------------------------------

---------- ---------------------- --------------------------------------------------------------------------------------------
<C>            <C>                 <C>
2.1        May 11, 2005           Merger Agreement by and among African American Medical Network, Inc., AFMN, Inc., AAMN
                                  Acquisition Sub. Inc. and the Company. (5)
---------- ---------------------- --------------------------------------------------------------------------------------------
2.2        November 16, 2005      First Amendment to the Merger Agreement by and among African American Medical Network,
                                  Inc., AFMN, Inc., Medical Media Television, Inc. and AAMN Acquisition Sub, Inc. (7)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.0        January 2, 1997        Amended and Restated Articles of Incorporation of Transition Lifestyle Consultants, Inc.
                                  (1)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.1        June 12, 2002          Articles of Amendment to the Articles of Incorporation (name change to PetCARE Television
                                  Network, Inc.) (1)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.2        August 2, 2002         Articles of Amendment to the Articles of Incorporation (Series A Convertible Preferred
                                  Stock). (1)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.3        November 12, 2003      Articles of Amendment to the Articles of Incorporation (Series B Convertible Preferred
                                  Stock). (2)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.4        March 30, 2004         Articles of Amendment to the Articles of Incorporation (amend Series A Convertible
                                  Preferred Stock). (2)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.5        June 10, 2004          Articles of Amendment to the Articles of Incorporation (amend Series B Convertible
                                  Preferred Stock). (3)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.6        March 25, 2005         Articles of Amendment to the Articles of Incorporation (increase in authorized stock). (4)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.7        April 21, 2005         Articles of Amendment to the Articles of Incorporation (name change to Medical Media
                                  Television, Inc.). (5)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.8        July 14, 2005          Articles of Amendment to the Articles of Incorporation (Series A Zero Coupon Preferred;
                                  Series B Zero Coupon Preferred). (6)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.9        November 16, 2005      Articles of Merger. (7)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.10       December 22, 2005      Articles of Amendment to the Articles of Incorporation (Series C Zero Coupon Preferred
                                  Stock). (8)
---------- ---------------------- --------------------------------------------------------------------------------------------
3.13       N/A                    Bylaws of PetCARE Television Network, Inc. (1)
---------- ---------------------- --------------------------------------------------------------------------------------------
10.1       March 31, 2006         Note Purchase Agreement between the Company and Elaine G. Edinburg (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
10.2       March 31, 2006         Convertible Promissory Note from the Company to Elaine G. Edinburg for $10,000 (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
10.3       March 31, 2006         Common Stock Purchase Warrant from the Company to Elaine G. Edinburg (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
21.1       May 15, 2006           List of Subsidiaries (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
31.1       May 15, 2006           Certification of Chief Executive Officer of Periodic Report pursuant to Rule 13a-14a and
                                  Rule 14d-14(a). (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
31.2       May 15, 2006           Certification of Principal Financial Officer of Periodic Report pursuant to Rule 13a-14a
                                  and Rule 15d-14(a). (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
32.1       May 15, 2006           Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350. (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
32.2       May 15, 2006           Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350. (*)
---------- ---------------------- --------------------------------------------------------------------------------------------
</TABLE>

-------------------
(1)   Previously filed with Registration Statement on Form SB-2 filed on
      November 5, 2003.
(2)   Previously filed with Form 10-KSB for year ended December 31, 2003 filed
      on March 26, 2004.
(3)   Previously filed with Form 10-QSB for period ended June 30, 2004 filed on
      August 18, 2004.
(4)   Previously filed with Form 10-KSB for year ended December 31, 2004 filed
      on March 31, 2005.
(5)   Previously filed with Form 10-QSB for period ended March 31, 2005 filed on
      May 16, 2005.
(6)   Previously filed with Form 10-QSB for period ended June 30, 2005 filed on
      September 9, 2005.
(7)   Previously filed with Form 10-QSB for period ended September 30, 2005
      filed on November 21, 2005.
(8)   Previously filed with Form SB-2 filed on February 10, 2006.

*     Filed herewith.

                                       27
<PAGE>


                                   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.



Dated:   May 15, 2006                 MEDICAL MEDIA TELEVISION, INC.



                                      By:      /s/ Philip M. Cohen
                                         ---------------------------------------
                                           Philip M. Cohen, President and Chief
                                           Executive Officer


                                      By:      /s/ Donald R. Mastropietro
                                         ---------------------------------------
                                           Donald R. Mastropietro,
                                           Vice President Finance and
                                           Chief Financial Officer


                                       28