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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-QSB

(Mark One)

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

For the quarterly period ended October 31,
2006

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

For the transition period from _______________to
_______________

Commission file number 000-51755

FITMEDIA INC.(Exact name
of small business issuer as specified in its charter)

|Delaware                                         | N/A                                 
|------------------------------------------------ | ------------------------------------
|(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.)
|organization)                                    |                                     

304B - 338 WEST 8TH AVENUEVancouver, British
Columbia V5Y 3X2(Address of principal executive offices)

604.723.0954(Issuer's telephone number)

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

Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes [X] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No

State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:

23,826,264 common shares, par value $0.0001 as at December
7, 2006

Transitional Small Business Disclosure Format (Check one): Yes [ ]
No [X]

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Part I - FINANCIAL INFORMATION

|Item 1. | Financial Statements.
|------- | ---------------------

Our financial statements are stated in United States Dollars
(US$) and are prepared in accordance with United States Generally Accepted
Accounting Principles.

FitMedia Inc.(A Development Stage Company)

October 31, 2006

Index

|Consolidated Balance Sheets                    | F-1
|---------------------------------------------- | ---
|Consolidated Statements of Operations          | F-2
|Consolidated Statements of
      Cash Flows    | F-3
|Notes to the Consolidated Financial Statements | F-4

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|FitMedia Inc.                
|-----------------------------
|(A Development Stage Company)
|Consolidated Balance Sheets  
|(Expressed in US dollars)    
|(Unaudited)                  

|                                                                            |  | October 31, |   |  | January 31, |  
|--------------------------------------------------------------------------- |  | ----------- | - |  | ----------- | -
|                                                                            |  | 2006        |   |  | 2006        |  
|                                                                            |  | $           |   |  | $           |  
|                                                                            |  |             |   |  |             |  
|ASSETS                                                                      |  |             |   |  |             |  
|Current Assets                                                              |  |             |   |  |             |  
|Cash                                                                        |  | 3,506       |   |  | 14,640      |  
|Prepaid expenses                                                            |  | 485         |   |  | 185         |  
|Total Current Assets                                                        |  | 3,991       |   |  | 14,825      |  
|Investment in DVD Recordings (Note 4)                                       |  | 5,231       |   |  | 3,632       |  
|Property and equipment (Note 5)                                             |  | 1,875       |   |  |            |  
|Total Assets                                                                |  | 11,097      |   |  | 18,457      |  
|                                                                            |  |             |   |  |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                              |  |             |   |  |             |  
|Current Liabilities                                                         |  |             |   |  |             |  
|Accounts payable and accrued liabilities (Note
      3 (b))                 |  | 7,182       |   |  | 4,089       |  
|Due to a related party (Note 3 (a))                                         |  | 15,056      |   |  | 9,000       |  
|Total Liabilities                                                           |  | 22,238      |   |  | 13,089      |  
|Contingencies and Commitments (Notes 1 and
      7)                         |  |             |   |  |             |  
|Stockholders Equity (Deficit)                                              |  |             |   |  |             |  
|Preferred Stock: 20,000,000 shares
      authorized, $0.0001 par value      |  |             |   |  |             |  
|Nil shares issued and outstanding                                           |  |            |   |  |            |  
|Common Stock: 80,000,000 shares authorized,
      $0.0001 par value         |  |             |   |  |             |  
|23,826,264 and 23,681,186 shares issued and outstanding,
      respectively |  | 2,383       |   |  | 2,368       |  
|Additional Paid-in Capital                                                  |  | 54,623      |   |  | 32,876      |  
|Deficit
      Accumulated During the Development Stage                      |  | (68,147     | ) |  | (29,876     | )
|Total Stockholders Equity (Deficit)                                        |  | (11,141     | ) |  | 5,368       |  
|Total Liabilities
      and Stockholders Equity (Deficit)                  |  | 11,097      |   |  | 18,457      |  

(The accompanying notes are an integral part of these
consolidated financial statements)

F-1

---

|FitMedia Inc.                        
|-------------------------------------
|(A Development Stage Company)        
|Consolidated Statements of Operations
|(Expressed in US dollars)            
|(Unaudited)                          

|                                             |  | Accumulated for     |   |  |              |   |  |              |   |  |             |   |  |             |  
|-------------------------------------------- |  | ------------------- | - |  | ------------ | - |  | ------------ | - |  | ----------- | - |  | ----------- | -
|                                             |  | the period from     |   |  | For the      |   |  | For the      |   |  | For the     |   |  | For the     |  
|                                             |  | August 30, 2004     |   |  | Three Months |   |  | Three Months |   |  | Nine Months |   |  | Nine Months |  
|                                             |  | (Date of Inception) |   |  | Ended        |   |  | Ended        |   |  | Ended       |   |  | Ended       |  
|                                             |  | to October 31,      |   |  | October 31,  |   |  | October 31,  |   |  | October 31, |   |  | October 31, |  
|                                             |  | 2006                |   |  | 2006         |   |  | 2005         |   |  | 2006        |   |  | 2005        |  
|                                             |  | $                   |   |  | $            |   |  | $            |   |  | $           |   |  | $           |  
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Revenue                                      |  |                    |   |  |             |   |  |             |   |  |            |   |  |            |  
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Expenses                                     |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Director fees                                |  | 5,741               |   |  |             |   |  |             |   |  | 1,375       |   |  |            |  
|Office and miscellaneous                     |  | 25,713              |   |  | 2,089        |   |  | 3,326        |   |  | 18,070      |   |  | 7,136       |  
|Professional
      fees                      |  | 32,685              |   |  | 3,161        |   |  | 6,347        |   |  | 17,490      |   |  | 11,641      |  
|Rent                                         |  | 4,008               |   |  | 334          |   |  | 501          |   |  | 1,336       |   |  | 1,670       |  
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Total Expenses                               |  | 68,147              |   |  | 5,584        |   |  | 10,174       |   |  | 38,271      |   |  | 20,447      |  
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Net Loss For the
      Period                |  | (68,147             | ) |  | (5,584       | ) |  | (10,174      | ) |  | (38,271     | ) |  | (20,447     | )
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Net Loss Per Share
       Basic and Diluted |  |                     |   |  |             |   |  |             |   |  |            |   |  |            |  
|                                             |  |                     |   |  |              |   |  |              |   |  |             |   |  |             |  
|Weighted Average
      Shares Outstanding    |  |                     |   |  | 23,797,000   |   |  | 23,603,520   |   |  | 23,762,000  |   |  | 23,603,520  |  

(The accompanying notes are an integral part of these
consolidated financial statements)

F-2

---

|FitMedia Inc.                        
|-------------------------------------
|(A Development Stage Company)        
|Consolidated Statements of Cash Flows
|(Expressed in US dollars)            
|(Unaudited)                          

|                                                            |  | For the     |   |  | For the     |  
|----------------------------------------------------------- |  | ----------- | - |  | ----------- | -
|                                                            |  | Nine Months |   |  | Nine Months |  
|                                                            |  | Ended       |   |  | Ended       |  
|                                                            |  | October 31, |   |  | October 31, |  
|                                                            |  | 2006        |   |  | 2005        |  
|                                                            |  | $           |   |  | $           |  
|                                                            |  |             |   |  |             |  
|                                                            |  |             |   |  |             |  
|Operating Activities                                        |  |             |   |  |             |  
|Net loss for the period                                     |  | (38,271     | ) |  | (20,447     | )
|Adjustments to reconcile net
      loss to net cash used in |  |             |   |  |             |  
|operating activities:                                       |  |             |   |  |             |  
|Amortization                                                |  | 625         |   |  |            |  
|Stocked-based compensation                                  |  | 1,377       |   |  |            |  
|Change in operating assets and
      liabilities:           |  |             |   |  |             |  
|Accounts payable and accrued
      liabilities              |  | 3,761       |   |  | 6,675       |  
|Prepaid expenses                                            |  | 34          |   |  | 1,318       |  
|Due to related party                                        |  | 400         |   |  |            |  
|Net Cash Used In Operating Activities                       |  | (32,074     | ) |  | (12,454     | )
|Investing Activities                                        |  |             |   |  |             |  
|Investment in
      DVD recordings                          |  | (1,599      | ) |  |            |  
|Purchase of property and equipment                          |  | (2,500      | ) |  |            |  
|Net Cash Used In Investing Activities                       |  | (4,099      | ) |  |            |  
|Financing Activities                                        |  |             |   |  |             |  
|Advances from
      (repayments to) a related party         |  | 5,656       |   |  | (280        | )
|Proceeds from issuance of common stock                      |  | 19,383      |   |  |            |  
|Net Cash Provided By (Used in) Financing Activities         |  | 25,039      |   |  | (280        | )
|Decrease in Cash                                            |  | (11,134     | ) |  | (12,734     | )
|Cash - Beginning of Period                                  |  | 14,640      |   |  | 14,945      |  
|Cash  End of
      Period                                  |  | 3,506       |   |  | 2,211       |  
|                                                            |  |             |   |  |             |  
|Supplemental Disclosures                                    |  |             |   |  |             |  
|Interest paid                                               |  |            |   |  |            |  
|Income taxes paid                                           |  |            |   |  |            |  

(The accompanying notes are an integral part of these
consolidated financial statements)

F-3

---

|FitMedia Inc.                
|-----------------------------
|(A Development Stage Company)
|Consolidated Balance Sheets  
|(Expressed in US dollars)    
|(Unaudited)                  

|1. | Development Stage Company
|-- | -------------------------

FitMedia Inc. (the Company) was
incorporated on August 30, 2004 under the laws of the State of Delaware. The
Company is a Development Stage Company, as defined by Statement of Financial
Accounting Standard (SFAS) No. 7 Accounting and Reporting by Development
Stage Enterprises. The Companys principal business is the production,
distribution and sale of DVDs related to exercise, healthy lifestyles, and
physical and mental fitness.

These interim financial statements have
been prepared on a going concern basis, which implies the Company will continue
to realize its assets and discharge its liabilities in the normal course of
business. The Company has generated insignificant revenues since inception and
has never paid any dividends and is unlikely to pay dividends or generate
earnings in the immediate or foreseeable future. The continuation of the Company
as a going concern is dependent upon the continued financial support from its
shareholders, the ability of the Company to obtain necessary equity financing to
continue operations, and the attainment of profitable operations. As at October
31, 2006, the Company has accumulated losses of $68,147 since inception. These
factors raise substantial doubt regarding the Companys ability to continue as a
going concern. These financial statements do not include any adjustments to the
recoverability and classification of recorded asset amounts and classification
of liabilities that might be necessary should the Company be unable to continue
as a going concern.

The Company filed an SB-2 Registration
Statement with the United States Securities and Exchange Commission that was
declared effective November 3, 2005, to register 670,000 shares of common stock
for sale at a price of $0.15 per share to raise gross proceeds of $100,500. The
Company also registered 203,520 shares of common stock for resale by existing
shareholders of the Company. The Company did not receive any proceeds from the
resale of shares of common stock by the selling stockholders.

|2. | Summary of Significant Accounting Policies
|-- | ------------------------------------------

| | a) | Basis of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | These financial statements and related notes are
      presented in accordance with accounting principles generally accepted in
      the United States, and are expressed in US dollars. The Companys fiscal
      year-end is January 31.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | b) | Interim Financial Statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | These interim unaudited financial statements for the
      period ended October 31, 2006 have been prepared on the same basis as the
      annual financial statements and in the opinion of management, reflect all
      adjustments, which include only normal recurring adjustments, necessary to
      present fairly the Companys financial position, results of operations and
      cash flows for the periods shown. The results of operations for such
      periods are not necessarily indicative of the results expected for a full
      year or for any future period.                                                                                                                                                                                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | c) | Use of Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The preparation of financial statements in conformity
      with U.S. generally accepted accounting principles requires management to
      make estimates and assumptions that affect the reported amounts of assets
      and liabilities and disclosure of contingent assets and liabilities at the
      date of the financial statements and the reported amounts of revenues and
      expenses during the reporting period. Actual results could differ from
      those estimates.                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | d) | Basic and Diluted Net Income (Loss) Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The Company computes net income (loss) per share in
      accordance with SFAS No. 128, "Earnings per Share". SFAS No. 128
      requires presentation of both basic and diluted earnings per share (EPS)
      on the face of the income statement. Basic EPS is computed by dividing net
      income (loss) available to common shareholders (numerator) by the weighted
      average number of shares outstanding (denominator) during the period.
      Diluted EPS gives effect to all dilutive potential common shares
      outstanding during the period using the treasury stock method and
      convertible preferred stock using the if-converted method. In computing
      Diluted EPS, the average stock price for the period is used in determining
      the number of shares assumed to be purchased from the exercise of stock
      options or warrants. Diluted EPS excludes all dilutive potential shares if
      their effect is anti dilutive.

F-4

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|FitMedia Inc.                
|-----------------------------
|(A Development Stage Company)
|Consolidated Balance Sheets  
|(Expressed in US dollars)    
|(Unaudited)                  

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------

| | e) | Comprehensive Loss                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | SFAS No. 130, Reporting Comprehensive Income,
      establishes standards for the reporting and display of comprehensive loss
      and its components in the financial statements. As at October 31, 2006 and
      2005, the Company has no items that represent a comprehensive loss and,
      therefore, has not included a schedule of comprehensive loss in the
      financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | f) | Cash and Cash Equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Company considers all highly liquid instruments with
      maturity of three months or less at the time of issuance to be cash
      equivalents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | g) | Property and Equipment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Property and equipment consists of computer equipment
      recorded at cost and amortized on a straight-line basis over a three-year
      period.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | h) | Investment in DVD Recordings                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Investment in DVD recordings represent projects in
      progress and the unamortized costs of programs and recordings which have
      been produced by the Company or for which the Company has acquired a
      copyright interest or the rights to future revenue. Such costs include
      development and production expenditures, capitalized overhead and
      financing costs and other costs, which are expected to benefit future
      periods. Under AICPA Statement of Position (SOP) No. 00-2 Accounting
      by Producers or Distributors of Filmsexploitation costs, including
      advertising and marketing costs are expensed as incurred.                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Projects in progress include the costs of developing DVD
      recordings. Such costs are capitalized and, upon completion of production,
      are added to investment in DVD recordings. Advances or contributions
      received from third parties to assist in development are deducted from
      these costs. Projects in progress are written off at the earlier of the
      date determined not to be recoverable or when projects in progress are
      abandoned.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Amortization is determined based on the ratio that
      current gross revenues bear to management's estimate of total remaining
      ultimate gross DVD revenue as of the beginning of the current fiscal year
      on a program by program basis (the "individual DVD forecast
      method"). Revenue and DVD costs are continually reviewed by management
      and revised when warranted by changing conditions. When estimates of total
      revenues and costs indicate that a DVD program will result in an ultimate
      loss, a reduction in the carrying value of the investment is recognized to
      the extent that capitalized DVD costs exceed estimated fair value. Such
      adjustments could have a material effect on the results of operations in
      future periods. Production financing provided by third parties that
      acquire substantive equity participation is recorded as a reduction of
      costs of the production.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Capitalized DVD costs are stated at the lower of
      unamortized cost or estimated fair value on an individual DVD basis. Fair
      market value is based on the discounted projected net cash flows. The
      determination of the projected net cash flows and discount rates are
      subjective in nature and involve uncertainties and matters of significant
      judgement by management.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | i) | Advertising                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Company expenses advertising costs as incurred. There
      have been no advertising expenses incurred by the Company since
      inception.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | j) | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The fair value of financial instruments, which include
      cash, prepaid expenses, accounts payable and amounts due to a related
      party were estimated to approximate their carrying values due to the
      immediate or short-term maturity of these financial instruments.
      Management is of the opinion that the Company is not exposed to
      significant interest, currency or credit risks arising from financial
      instruments.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

F-5

---

|FitMedia Inc.                
|-----------------------------
|(A Development Stage Company)
|Consolidated Balance Sheets  
|(Expressed in US dollars)    
|(Unaudited)                  

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------

| | k) | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Potential benefits of income tax losses are not
      recognized in the accounts until realization is more likely than not. The
      Company has adopted SFAS No. 109 Accounting for Income Taxes as
      of its inception. Pursuant to SFAS No. 109 the Company is required to
      compute tax asset benefits for net operating losses carried forward.
      Potential benefit of net operating losses have not been recognized in
      these financial statements because the Company cannot be assured it is
      more likely than not it will utilize the net operating losses carried
      forward in future years.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | l) | Foreign Currency Translation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Companys functional and reporting currency is the
      United States dollar. Monetary assets and liabilities denominated in
      foreign currencies are translated in accordance with SFAS No. 52
      Foreign Currency Translation, using the exchange rate prevailing
      at the balance sheet date. Gains and losses arising on settlement of
      foreign currency denominated transactions or balances are included in the
      determination of income. Foreign currency transactions are primarily
      undertaken in Canadian dollars. The Company has not, to the date of these
      financials statements, entered into derivative instruments to offset the
      impact of foreign currency fluctuations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | m) | Stock-based Compensation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Prior to January 1, 2006, the Company accounted for
      stock-based awards under the recognition and measurement provisions of
      Accounting Principles Board Opinion No. 25, Accounting for Stock
      Issued to Employeesusing the intrinsic value method of accounting.
      Effective January 1, 2006, the Company adopted the fair value recognition
      provisions of SFAS No. 123R Share Based Payments,using the
      modified retrospective transition method. There was no effect on the
      Companys reported loss from operations, cash flows or loss per share as a
      result of adopting SFAS No 123R.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | n) | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | In September 2006, the FASB issued SFAS No. 158,
      Employers Accounting for Defined Benefit Pension and Other
      Postretirement Plans  an amendment of FASB Statements No. 87, 88, 106,
      and 132(R). This statement requires employers to recognize the
      overfunded or underfunded status of a defined benefit postretirement plan
      (other than a multiemployer plan) as an asset or liability in its
      statement of financial position and to recognize changes in that funded
      status in the year in which the changes occur through comprehensive income
      of a business entity or changes in unrestricted net assets of a
      not-for-profit organization. This statement also requires an employer to
      measure the funded status of a plan as of the date of its year-end
      statement of financial position, with limited exceptions. The provisions
      of SFAS No. 158 are effective for employers with publicly traded equity
      securities as of the end of the fiscal year ending after December 15,
      2006. The adoption of this statement is not expected to have a material
      effect on the Company's future reported financial position or results of
      operations.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | In September 2006, the FASB issued SFAS No. 157, Fair
      Value Measurements. The objective of SFAS 157 is to increase
      consistency and comparability in fair value measurements and to expand
      disclosures about fair value measurements. SFAS 157 defines fair value,
      establishes a framework for measuring fair value in generally accepted
      accounting principles, and expands disclosures about fair value
      measurements. SFAS 157 applies under other accounting pronouncements that
      require or permit fair value measurements and does not require any new
      fair value measurements. The provisions of SFAS No. 157 are effective for
      fair value measurements made in fiscal years beginning after November 15,
      2007. The adoption of this statement is not expected to have a material
      effect on the Company's future reported financial position or results of
      operations.                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | In June 2006, the Financial Accounting Standards Board
      (FASB) issued FASB Interpretation No. 48, Accounting for Uncertainty
      in Income Taxes, an interpretation of FASB Statements No. 109. FIN 48
      clarifies the accounting for uncertainty in income taxes by prescribing a
      two-step method of first evaluating whether a tax position has met a more
      likely than not recognition threshold and second, measuring that tax
      position to determine the amount of benefit to be recognized in the
      financial statements. FIN 48 provides guidance on the presentation of such
      positions within a classified statement of financial position as well as
      on derecognition, interest and penalties, accounting in interim periods,
      disclosure, and transition. FIN 48 is effective for fiscal years beginning
      after December 15, 2006. The adoption of this statement is not expected to
      have a material effect on the Company's future reported financial position
      or results of operations.                                                                                                                                                                              

F-6

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|FitMedia Inc.                
|-----------------------------
|(A Development Stage Company)
|Consolidated Balance Sheets  
|(Expressed in US dollars)    
|(Unaudited)                  

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------

| | n) | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | In March 2006, the FASB issued SFAS No. 156,
      "Accounting for Servicing of Financial Assets, an amendment of FASB
      Statement No. 140, Accounting for Transfers and Servicing of Financial
      Assets and Extinguishments of Liabilities". This statement requires
      all separately recognized servicing assets and servicing liabilities be
      initially measured at fair value, if practicable, and permits for
      subsequent measurement using either fair value measurement with changes in
      fair value reflected in earnings or the amortization and impairment
      requirements of Statement No. 140. The subsequent measurement of
      separately recognized servicing assets and servicing liabilities at fair
      value eliminates the necessity for entities that manage the risks inherent
      in servicing assets and servicing liabilities with derivatives to qualify
      for hedge accounting treatment and eliminates the characterization of
      declines in fair value as impairments or direct write-downs. SFAS No. 156
      is effective for an entity's first fiscal year beginning after September
      15, 2006. The adoption of this statement is not expected to have a
      material effect on the Company's future reported financial position or
      results of operations.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | In February 2006, the FASB issued SFAS No. 155,
      "Accounting for Certain Hybrid Financial Instruments-an amendment of
      FASB Statements No. 133 and 140", to simplify and make more consistent
      the accounting for certain financial instruments. SFAS No. 155 amends SFAS
      No. 133, "Accounting for Derivative Instruments and Hedging
      Activities", to permit fair value re-measurement for any hybrid
      financial instrument with an embedded derivative that otherwise would
      require bifurcation, provided that the whole instrument is accounted for
      on a fair value basis. SFAS No. 155 amends SFAS No. 140, "Accounting
      for the Impairment or Disposal of Long-Lived Assets", to allow a
      qualifying special-purpose entity to hold a derivative financial
      instrument that pertains to a beneficial interest other than another
      derivative financial instrument. SFAS No. 155 applies to all financial
      instruments acquired or issued after the beginning of an entity's first
      fiscal year that begins after September 15, 2006, with earlier application
      allowed. The adoption of this statement is not expected to have a material
      effect on the Company's future reported financial position or results of
      operations.                      

|3. | Related Party Transactions
|-- | --------------------------

| | a) | As at October 31, 2006, the Company is indebted to the
      President of the Company for $14,656 (January 31, 2006 - $9,000) for cash
      advances made to the Company and $400 representing fees for services
      provided to DVD production. The amount is unsecured, non-interest bearing
      and has no stated terms of repayment.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                              
| | b) | Included in accounts payable and accrued liabilities is
      an amount of $2,583 owing to the spouse of the Companys President for
      legal services. The Company incurred $2,450 in legal fees to this related
      party during the nine month period ended October 31, 2006.                                                        
| |    |                                                                                                                                                                                                                                                                                                                                              
| | c) | As at October 31, 2006, a director of the Company was
      paid $1,000 and issued 2,500 shares of common stock with a fair value of
      $375 for director fees. Refer to Note 7.                                                                                                                                                          

|4. | Investment in DVD Recordings
|-- | ----------------------------

| |                      |       |              | October 31,  | January 31, 
| | -------------------- | ----- | ------------ | ------------ | ------------
| |                      |       |              | 2006         | 2006        
| |                      |       | Accumulated  | Net Carrying | Net Carrying
| |                      | Cost  | Amortization | Value        | Value       
| |                      | $     | $            | $            | $           
| |                      |       |              |              |             
| | Projects in progress | 5,231 |             | 5,231        | 3,632       

F-7

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|FitMedia Inc.                
|-----------------------------
|(A Development Stage Company)
|Consolidated Balance Sheets  
|(Expressed in US dollars)    
|(Unaudited)                  

|5. | Property and Equipment
|-- | ----------------------

| |                    |       |              | October 31,  | January 31, 
| | ------------------ | ----- | ------------ | ------------ | ------------
| |                    |       |              | 2006         | 2006        
| |                    |       | Accumulated  | Net Carrying | Net Carrying
| |                    | Cost  | Amortization | Value        | Value       
| |                    | $     | $            | $            | $           
| |                    |       |              |              |             
| | Computer equipment | 2,500 | 625          | 1,875        |            

|6. | Common Stock
|-- | ------------

| | a) | On September 7, 2006, the Company 70,000 shares of common
      stock at $0.15 per share, for cash proceeds of $10,500.                                     
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                             
| | b) | On May 8, 2006, the Company issued 2,500 shares of common
      stock at $0.15 per share for director fees with a fair value of $375.
      Refer to Note 7.
| |    |                                                                                                                                                             
| | c) | On May 8, 2006, the Company issued 13,360 shares of
      common stock at $0.15 per share for rent in the amount of
$2,004.                                 
| |    |                                                                                                                                                             
| | d) | On March 3, 2006, the Company issued 5,000 shares of
      common stock at $0.15 per share for cash proceeds of $750.                                       
| |    |                                                                                                                                                             
| | e) | On February 10, 2006, the Company issued 20,666 shares of
      common stock at $0.15 per share for cash proceeds of $3,100.                                
| |    |                                                                                                                                                             
| | f) | On February 7, 2006, the Company issued 33,552 shares of
      common stock at $0.15 per share for cash proceeds of
  $5,033.                               

|7. | Commitments
|-- | -----------

On February 1, 2006, the Company
entered into a letter of agreement with a Director of the Company for directors
fees. The Company will pay $1,000 (paid) and issue 2,500 (issued) shares of
common stock to the Director on the first day of the Companys fiscal year until
cancellation of the agreement.

F-8

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|Item 2. | Management's Plan of Operation.
|------- | -------------------------------

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements.
These statements relate to future events or our future financial performance. In
some cases, you can identify forward-looking statements by terminology such as
"may", "will", "should", "expects", "plans", "anticipates", "believes",
"estimates", "predicts", "potential" or "continue" or the negative of these
terms or other comparable terminology. These statements are only predictions and
involve known and unknown risks, uncertainties and other factors that may cause
our or our industry's actual results, levels of activity, performance or
achievements to be materially different from any future results, levels of
activity, performance or achievements expressed or implied by these
forward-looking statements.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

As used in this quarterly report, the terms "we", "us", "our",
and "Fitmedia" and the Company mean Fitmedia Inc. unless otherwise
indicated.

All dollar amounts refer to US dollars unless otherwise
indicated.

Overview

We are a development stage company in the early stages of
developing a series of fitness DVDs and a website through which we intend to
sell the fitness DVDs. We plan to sell DVDs through small retail stores and
others and we also plan to sell our fitness DVDs through our Internet site
www.fitmedia.net. We have not yet entered into any agreements for the
distribution of our DVDs.

We anticipate that our business will incur significant
operating losses in the future. Our existence is dependent upon management's
ability to develop profitable operations. Management anticipates Fitmedia will
attain profitable status and improve our liquidity through the continued
developing of our products and establishing a profitable market for our products
and additional equity investment in Fitmedia. We completed our first DVD,
Prenatal Yoga, and we are currently preparing it for distribution. We expect to
begin selling our DVD and begin receiving revenues from the sale of our first
DVD in December 2006 or January 2007.

In addition, we recently announced that we intend to produce
and develop a television series through our wholly-owned subsidiary Green Tea
Productions Inc. The show will be called Green Tea - Holistic Health for Modern
Times, and will showcase holistic health care techniques, practices and
products. We have not yet signed a producer or director for the show, but are
currently developing the format of the series.

None of our activities are generating revenues yet.

2

---

In order to improve our liquidity, we intend to raise money
through private placements of our securities. There can be no assurance we will
be successful in our efforts to secure additional equity financing. If we are
unable to raise equity or obtain alternative financing, we may not be able to
continue operations with respect to the continued development of fitness DVDs,
the launch and operation of our website www.fitmedia.net and we may have
to cease development activities.

If operations and cash flow improve through future financing
efforts, management believes that Fitmedia can continue to operate. However, no
assurance can be given that management's actions will result in profitable
operations or the resolution of our liquidity problems.

We intend to spend approximately $40,000 over the course of the
next year, mainly in the areas of production, administration, legal, accounting
and marketing. However, if we are successful in raising more than $25,000 during
the next 12 months, we intend to increase our spending in the areas of
production and marketing, and the acquisition of production and editing
equipment (currently we own none) according to how much capital we are able to
raise.

We have completed our Pre-Natal Yoga DVD and we expect to be
generating revenues by December 2006 or January 2007.

Results of Operations from Inception (August 30, 2004) to
October 31, 2006

Revenues

We have not earned any revenues since our incorporation on
August 30, 2004. We have completed our first DVD and hope to make it available
for sale on our website in December. We therefore expect to begin generating
revenues in December 2006 or January 2007.

Expenses

The major components of our expenses from August 30, 2004 to
October 31, 2006 are professional fees of $32,685, director fees paid to Roman
Onufrijchuk in the amount of $5,741, office and miscellaneous expenses of
$25,713 and $4,008 in rent. We expect to incur expenses of between $2,500 and
$15,000 for the production of each of our first DVDs, plus between $500 and
$1,000 for package design for each DVD we have produced. After we have produced
several DVDs, we intend to increase our production costs to allow for
instructors and on screen performers with bigger marketing draw. If we increase
our production costs, we will also likely spend more on marketing and package
design.

Net Losses

Our net loss from August 30, 2004 to October 31, 2006 was
$68,147. The loss was primarily due to auditor fees, director fees, production
fees and office expenses and a lack of revenue. We expect to continue to incur
losses for at least another 2 years. We hope to begin generating revenues from
the sale of our Prenatal Yoga DVD in late 2006, or early 2007, but any revenues
we are successful in generating in 2006 we intend to apply to marketing expenses
or to the production expenses of further DVDs.

3

---

Liquidity and Capital Resources

As of October 31, 2006, we had cash and cash equivalents of
$3,506. We have been spending money on fitness DVD production and we intend to
begin to make financial investments in marketing and website development during
the next 12 months. We expect to incur substantial losses over the next two
years.

We estimate that our expenses over the next 12 months will be
approximately $40,000 as follows:

$19,000 in auditor and legal fees$
1,000 to complete production and package design for our first Fitness DVD$
5,000 for the production costs of our second Fitness DVD$ 2,500 in
directors fees$ 3,000 general administration expenses$ 7,000
duplication costs$ 2,500 in marketing fees

We need approximately an additional $36,500 to meet our capital
requirements over the next 12 months. Our intention is to obtain this money
through private placements offering of our common stock, or through shareholder
loans from our President.

We registered, on a Form SB-2, declared effective on November
3, 2005, 670,000 common shares for sale at a price of $0.15. We closed our
offering on May 3, 2006. We raised a total of $8,882.70 from the issuance of
59,218 shares through the offering.

On September 7, 2006 we issued 70,000 shares for proceeds of
$10,500.

If we raise more than $36,500 over the next 12 months we will
use the excess to develop new products or services. Once our website is
developed and our first two DVDs are produced, we may seek additional financing
of between $100,000 and $500,000 to develop further products and to launch our
products into the market.

We plan to engage outside contractors and consultants who are
willing to be paid in stock rather than cash or a combination of stock and cash.
Expenses incurred which cannot be paid in stock, such as audit fees, will be
paid through cash. There are no assurances that we will be able to meet our
capital requirements or that our capital requirements will not increase. If we
are unable to raise necessary capital to meet our capital requirements, we may
not be able to develop our fitness DVDs or our website and we may never be able
to offer a product for sale to the public.

If we are able to expand in the future, and once our products
are ready for distribution, we will incur additional costs for personnel. In
order for us to attract and retain quality personnel, management anticipates it
will need to offer competitive salaries, issue common stock to consultants and
employees, and grant stock options to future employees. We anticipate that we
will need approximately $100,000 per year beginning in 2008 to pay salaries to
employees in working in the areas of marketing, sales and accounting.

4

---

Our independent certified public accountants stated in their
report dated April 27, 2006 that we have incurred operating losses from our
inception and that we are dependent upon our ability to meet our future
financing requirements, and the success of future operations. These factors
raise substantial doubt about our ability to continue as a going concern.

Known Material Trends and Uncertainties

We intend to enter into agreements with fitness instructors to
act as writers or directors for the DVDs we intend to produce. In some
instances, we may be required to offer these fitness instructors a royalty
percentage of future sales. For example we have agreed to pay the writer, Joelle
Lazar, 5% of our profits from sales of our Prenatal Yoga DVD. We also anticipate
that we may offer royalties to performers who appear on screen in our DVDs.
Because we are trying to keep our production costs at a minimum, we may offer
royalty percentages of sales that are higher than the industry average. We
anticipate that we may owe as much as 10% of our gross revenues in royalties to
performers, writers, or directors of our DVDs.

As of October 31, 2006, we have no off balance sheet
transactions that have or are reasonably likely to have a current or future
effect on our financial condition, changes in our financial condition, revenues
or expenses, results of operations, liquidity, capital expenditures or capital
resources.

We believe that the above discussion contains a number of
forward-looking statements. Our actual results and our actual plan of operations
may differ materially from what is stated above. Factors which may cause our
actual results or our actual plan of operations to vary include, among other
things, decision of the board of directors not to pursue a specific course of
action based on a re-assessment of the facts or new facts, changes in fitness
trends and the fitness industry or general economic conditions.

|Item 3. | Controls and Procedures
|------- | -----------------------

As required by Rule 13a-15 under the Exchange Act, we carried
out an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures. This evaluation was carried out under the
supervision and with the participation of our management, including our
President, Chief Executive Officer and Chief Financial Officer. Based upon that
evaluation, our President, Chief Executive Officer and Chief Financial Officer
concluded that our disclosure controls and procedures are effective to ensure
that material information required to be disclosed by it in the reports that we
file under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commission
rules and forms.

Disclosure controls and procedures include, without limitation,
controls and procedures designed to ensure that information required to be
disclosed in our reports filed under the Exchange Act is accumulated and
communicated to management, including our Chief Executive Officer and Chief
Financial Officer as appropriate, to allow timely decisions regarding required
disclosure. We evaluate the internal controls on a regular basis to ensure that
we are in compliance with our policies.

5

---

There have been no significant changes in our internal controls
or in other factors, which could significantly affect internal controls
subsequent to the date we carried out our evaluation.

Part II - OTHER INFORMATION

|Item 1. | Legal Proceedings.
|------- | ------------------

We know of no material, active or pending legal proceedings
against us, nor are we involved as a plaintiff in any material proceedings or
pending litigation. There are no proceedings in which any of our directors,
officers or affiliates, or any registered or beneficial shareholder, is an
adverse party or has a material interest adverse to our interest.

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

On November 3, 2005, our Registration Statement on Form SB-2
dated October 20, 2005 was declared effective. The SB-2 registered 203,520
common shares to be sold by a direct offering and 670,000 common shares for sale
through a direct offering by our officers and directors at a price of $0.15.
From January 10 to May 3, 2006 we raised $8,882.70 through the sale of 59,218
shares through this offering. There were no direct or indirect payments to
directors, officers, affiliates or persons owning more than 10% of the Company
made in connection with issuance of the shares sold in the direct offering. From
November 3, 2005, the date of effectiveness of the Form SB-2, to October 31,
2006, we did not incur any expenses for the offering. Our net proceeds of our
offering as of October 31, 2006 was $20,532.70. We closed our offering on May 3,
2006.

We have made the following sales of unregistered securities
during the three months ended October 31, 2006: on September 7, 2006 we issued
70,000 shares for cash proceeds of $10,500. This issuance of shares was exempt
pursuant to Regulation S.

Use of Proceeds

We incurred the following expenses during the nine month period
ended October 31, 2006:

- Office and miscellaneous, including filing fees: $18,070
- Professional Fees, which includes accounting and legal fees: $17,490
- Rent: $1,336

|Item 3. | Defaults Upon Senior Securities.
|------- | --------------------------------

None.

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

None.

|Item 5. | Other Information.
|------- | ------------------

6

---

None.

|Item 6. | Exhibits and Reports on Form 8-K.
|------- | ---------------------------------

Exhibit Number and Description

|10.1 (2) | Writer Agreement with Joelle Lazar
      dated June 27, 2005                                                                                                                                         
|-------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.2 (1) | Lease Agreement                                                                                                                                                                                      
|10.3 (2) | Actor Agreement with Joelle Lazar
      dated June 27, 2005                                                                                                                                          
|10.4 (2) | Actor Agreement with Carrie Lazar dated June 27,
      2005                                                                                                                                          
|10.5 (2) | Director and Producer Agreement
      with Timothy Crottey dated June 28, 2005                                                                                                                       
|31.1     | Certification of Chief
      Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                             
|32.1     | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to 18
        U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002

|(1) | previously filed as an exhibit to Fitmedias Form SB-2
      filed May 13, 2005           
|--- | ------------------------------------------------------------------------------------------
|(2) | previously filed as an exhibit to Fitmedias Form SB-2/A
      #1 filed September 19, 2005

SIGNATURES

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

|                         | FITMEDIA, INC.                               
|------------------------ | ---------------------------------------------
|                         |                                              
|Dated: December 15, 2006 | /s/
      Timothy Crottey                    
|                         | Timothy Crottey                              
|                         | President, Chief Executive Officer,          
|                         | Chief Financial Officer, Principal Accounting
|                         | Officer                                      

7

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