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

                                   FORM 10-KSB

(Mark One)
      [X]  ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
           ACT OF 1934 FOR FISCAL YEAR ENDED: August 31, 2007
                                       OR
      [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
           EXCHANGE ACT OF 1934 for the transition period from _____ to _____

                       Commission file number: 333-85072

                               RTG VENTURES, INC.
                 (Name of small business issuer in its charter)

                  Florida                              59-3666743
        (State or other jurisdiction of      (IRS Employer Identification No.)
         incorporation or organization)

                               c/o Paykin, Mahon,
                               Rooney & Krieg, LLP
                               185 Madison Avenue
                               New York, NY 10016
                    (Address of principal executive offices)

                                 (917) 488-6473
                           (Issuer's telephone number)

Securities registered under Section 12(b) of the Exchange Act:
         Title of each class             Name of exchange on which registered

_____________________________________    ____________________________________

Securities registered under Section 12(g) of the Exchange Act:
                     Common Stock, par value $.001 per share
--------------------------------------------------------------------------------
                                (Title of class)

Check whether the issuer is not required to file reports pursuant to Section 13
or 15(d) of the Exchange Act. [ ]

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

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB. [X]

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

<PAGE>

State issuer's revenues for its most recent fiscal year: None

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was sold, or the average bid and asked price of such common equity, as of a
specified date within the past 60 days: $2,727,047, as of December 10, 2007.

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

Common Stock, par value $.001 per share:                 118,818,885
              (Class)                      (Outstanding as of December 10, 2007)










































                                       2

<PAGE>

                                TABLE OF CONTENTS

Item Number and Caption                                                     Page

Predictive Statements                                                         3

PART 1
         Item 1.  Description of Business                                     4
         Item 2:  Description of Property                                     6
         Item 3.  Legal Proceedings                                           6
         Item 4.  Submission of Matters to Vote of Security Holders           6

PART II

         Item 5.  Market for Common Equity and Related Stockholder Matters    7
         Item 6.  Plan of Operation                                           9
         Item 7.  Financial Statements                                       10
         Item 8.  Changes in and Disagreements with Accountants on           25
                   Accounting and Financial Disclosure
         Item 8A. Controls and Procedure                                     25
         Item 8B. Other Information                                          25

PART III

         Item 9.  Directors/Executive Officers/Promoters/Control Person;     25
                   Compliance with Section 16(a) of the Exchange Act
         Item 10. Executive Compensation                                     27
         Item 11. Security Ownership of Certain Beneficial Owners and
                   Management                                                30
         Item 12. Certain Relationships and Related Transactions             32
         Item 13. Exhibits                                                   32
         Item 14. Principal Accountant Fees and Services                     33


                           PREDICTIVE STATEMENTS

         Except for historical information, this report contains predictive
statements. Such predictive statements involve risks and uncertainties,
including, among other things, statements regarding our business strategy,
future revenues and anticipated costs and expenses. Such predictive statements
include, among others, those statements including the words "expects,"
"anticipates," "intends," "believes" and similar language. Our actual results
may differ significantly from those projected in the predictive statements.
Factors that might cause or contribute to such differences include, but are not
limited to, those discussed in the sections "Plan of Operation" and "Business".
You are cautioned not to place undue reliance on the predictive statements,
which speak only as of the date of this report. We undertake no obligation to
publicly release any revisions to the predictive statements or reflect events or
circumstances taking place after the date of this document.





                                       3
<PAGE>

                                     PART I

Item 1. Description of Business

  General

     We were  organized  under the laws of the State of Florida on September 29,
1998 to engage in the business of  importing  crawfish  farmed and  harvested in
Indonesia for sale in the United States. We conducted no material  operations in
that line of business.

     Effective  May 21, 2003,  we entered into an Agreement  for the Exchange of
Common Stock with MJWC,  Inc., a British  Virgin Islands  corporation  formed on
July 17, 2000.  Pursuant to such Agreement,  MJWC, Inc. became our  wholly-owned
subsidiary  and we issued an aggregate of 22,750,000  shares of our common stock
to the  shareholders  of MJWC,  Inc.  The  transaction  was treated as a reverse
acquisition  in which MJWC,  Inc.  was treated as the  acquirer  for  accounting
purposes.  MJWC,  Inc. holds certain rights obtained from the Sports Ministry of
The  People's  Republic of China (the  "PRC"),  including  the right to arrange,
organize and promote the Chinese Poker Championship and Mah-jong Championship in
the PRC. We have not, to date, conducted any operations based upon, or otherwise
exploited, any of such rights. The rights will expire on December 31, 2008.

     In May 2003 we entered into an Asset  Transfer  Agreement  with Brain Games
Asia, Inc., a British Virgin Islands corporation,  pursuant to which we acquired
certain  intangible  assets of Brain Games Asia,  Inc. in exchange for 3,725,000
shares of our common stock.  The assets acquired  consisted  primarily of rights
obtained  from the Sports  Ministry of the PRC to arrange,  organize and promote
the Chinese Chess (Xianqui)  Championship.  These rights expired on December 31,
2005.

     Effective  August 27,  2003,  we changed our fiscal year end from May 31 to
August 31.

     On November  18,  2004,  we increased  our number of  authorized  shares of
common stock from 50,000,000 to 100,000,000.

     As of July 2005,  we  discontinued  pursuing  the  aforementioned  lines of
business and chose  instead to focus on  identifying a  privately-owned  company
with  revenues,  a solid business plan and the need for a public entity to raise
capital with which to merge or effect a share exchange.

     On August 12, 2005 we amended our Articles of Incorporation to increase our
authorized capital from 100,000,000 shares of common stock to 200,000,000 shares
of common stock and 2,000,000 shares of "blank check" preferred stock.

     We  are  currently  a  "shell"   corporation  with  no  operations  and  no
significant  assets.  On  March  20,  2007,  we  entered  into a Share  Exchange
Agreement with Atlantic Network Holdings Limited,  a Guernsey company limited by
shares, New Media Television  (Europe) Limited, a United Kingdom private company
limited by shares and certain outside  stockholders listed on Exhibit A thereto,
pursuant to which we have agreed to issue an aggregate of 152,767,134  shares of
our common stock to the stockholders of New Media Television (Europe) Limited in
exchange  for all of the  outstanding  capital  shares of New  Media  Television
(Europe)  Limited.  The  closing of the  transactions  under the Share  Exchange

                                       4

<PAGE>

Agreement is subject to the  fulfillment  of certain  conditions,  including our
filing all  reports  required  under the  Securities  Exchange  Act of 1934,  as
amended,  (the "Exchange Act") to the date of closing. In addition,  the Company
has agreed  that there will be no more than  16,974,126  shares of common  stock
outstanding  immediately  prior to closing.  No assurance  can be given that the
transaction will be completed.

  Sales and Marketing

     We  currently  do not  engage  in any  sales  or  marketing  efforts  as we
currently have no operations.

  Research and Development

     Since our  inception,  we have not engaged in any research and  development
activities.

  Employees

     We currently have one full-time employee.

Item 2. Description of Property

     We currently do not own or lease any real property.  Our executive  offices
are located at c/o Paykin,  Mahon,  Rooney & Krieg, LLP, 185 Madison Avenue, New
York, NY 10016.  We do not pay rent for our executive  offices.  We believe that
our current offices are sufficient for our immediate and near-term needs.

 Item 3. Legal Proceedings

     On March 31, 2005,  certain of our shareholders  commenced an action in the
Supreme Court of the State of New York, County of New York,  entitled BARRINGTON
FLUDGATE,   LINDA  PERRY  and  SILVER  LAKE  HOLDINGS,  INC.,  individually  and
derivatively as Shareholders of RTG Ventures,  Inc. v. RTG VENTURES,  INC., ATUL
MEHTA and PUJA MEHTA, Index  No.:600989-2005.  This proceeding sought to reverse
certain actions taken by our former sole Director and Chief  Executive  Officer,
Atul Mehta,  following his assuming  control of the Company.  The  Plaintiffs in
this proceeding  alleged that the actions taken were taken without the requisite
approval of our shareholders.  As of March 31, 2005, the Company, Plaintiffs and
the  individual  defendants  named  in the  action  entered  into  a  Settlement
Agreement  pursuant to which, among other things, we issued 21,000,000 shares of
our common stock to  Silverlake  Holdings,  Mr.  Mehta  resigned as Director and
Chief  Executive  Officer  effective  April 19,  2005 and Ms.  Deborah  Rose was
appointed as our sole Director and Chief Executive Officer.

     Also  pursuant  to the  Settlement  Agreement,  certain  amendments  to our
Certificate of  Incorporation  changing our  jurisdiction  of  organization  and
capitalization,  as well as the  unauthorized  issuance  of shares of our common
stock to Mr. Mehta and his sister, Puja Mehta, were rescinded and canceled.

     Certain provisions of the Settlement  Agreement were subsequently set aside
on April  24,  2006  due to the  default  by  defendants  in  their  performance
thereunder,  as reported in the Company's  Current Report on Form 8-K filed with
the SEC on April 25, 2006 and amended on April 28, 2006.  By written  consent of
each  of the  Company's  shareholders  and  directors,  the  Company's  previous
management was reinstated.

                                       5

<PAGE>

     On or about May 6, 2005,  we were  served  with a subpoena  from the United
States  Securities  and Exchange  Commission  (the  "Commission")  demanding the
production of certain  documents  related to the conduct of our business  during
the period from May 1, 2003 to the date of the subpoena,  documents  relating to
the  issuance,  delivery  and  transfer  of our  securities  and all  documents,
contracts,  correspondence  and other items relating to a proposed joint venture
and  certain  rights  obtained  from the Sports  Ministry of the PRC, as well as
documents relating to information set forth in certain of our press releases. In
addition,  the  subpoena  included  a demand  for the  production  of  documents
relating to certain  other  entities with which we were alleged to be conducting
business.  We complied  fully with the  subpoena to the extent that we possessed
the requested  documents and  information  and have not received any response or
other further official correspondence from the Commission to date.

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

     There were no matters  submitted to a vote of security  holders  during the
fourth quarter of the fiscal year ended August 31, 2007.

                                     PART II

Item 5. Market for Common Equity and Related Stockholder Matters

  Market Information

     Our common stock was listed for  quotation on the OTC  Electronic  Bulletin
Board under the symbol  "RTGV"  from  February 4, 2003 until  January  2006.  In
January 2006, our common stock was de-listed  from the OTC  Electronic  Bulletin
Board. On October 6, 2007 our common stock was reinstituted for quotation on the
OTC  Electronic  Bulletin  Board.  Our  common  stock is  currently  listed  for
quotation  over-the-counter  on PinkSheets.com  and the OTC Electronic  Bulletin
Board under the symbol "RTGV."

  Per Share Market Price Data

     The following table sets forth, for the fiscal quarters indicated, the high
and low  closing  bid prices per share for our common  stock,  as reported by on
PinkSheets.com.  Such quotations  reflect  inter-dealer  prices,  without retail
markup, markdown or commission and may not represent actual transactions.

Year Ended August 31, 2006:            High Bid      Low Bid
                                       --------      -------
First Quarter                          $0.0075       $0.0026
Second Quarter                         $0.0079       $0.0060
Third Quarter                          $0.0024       $0.0024
Fourth Quarter                         $0.004        $0.004

Year Ending August 31, 2007:           High Bid      Low Bid
                                       --------      -------
First Quarter                          $0.005        $0.004
Second Quarter                         $0.049        $0.035
Third Quarter                          $0.085        $0.025
Fourth Quarter                         $0.06         $0.01


     The last  reported  sale  price of our common  stock on the OTC  Electronic
Bulletin  Board on December  10, 2007 was $0.042 per share.  As of December  10,
2007, there were approximately 100 holders of record of our common stock.

                                       6

<PAGE>

  Dividends

     We have never declared any cash dividends with respect to our common stock.
Future  payment of dividends is within the  discretion of our board of directors
and will depend on our earnings,  capital requirements,  financial condition and
other relevant factors. Although there are no material restrictions limiting, or
that are likely to limit our ability to pay  dividends on our common  stock,  we
presently intend to retain future earnings,  if any, for use in our business and
have no present intention to pay cash dividends on our common stock.

  Equity Compensation Plan Information

     We did not issue any  securities  pursuant  to  equity  compensation  plans
during the year ended August 31, 2007.

  Recent Sales of Unregistered Securities

     In January 2007, we issued an aggregate of 2,500,000 shares of common stock
to our directors and executive  officers upon the exercise of options previously
granted  to such  individuals.  The  Company  received  a  total  of  $2,500  as
consideration for such exercise.  We relied upon the exemption form registration
provided by Section 4(2) of the  Securities Act of 1933, as amended (the "Act"),
for such issuance.

     In January  2007,  we issued an  aggregate of  10,000,000  shares of common
stock to three  unaffiliated  investors  upon the  conversion of an aggregate of
$100,000  principal amount of 0.00%  Convertible  Debentures due March 24, 2005.
The debentures were issued to Silverlake Holdings,  Inc. on September,  24, 2004
and December 24, 2004, respectively,  pursuant to an exemption from registration
provided by Section 4(2) of the Act and were subsequently sold to the investors.

Item 6. Plan of Operation

     The  following  Plan of Operation  should be read in  conjunction  with our
consolidated  financial statements and notes thereto appearing elsewhere in this
Report.

     We are a  development  stage  company.  We have not generated any revenues.
There is presently no business being conducted by the Company.  During the first
half of the fiscal year ended August 31,  2007,  we continued to look for merger
and acquisition candidates in related and unrelated fields.

     On  March  20,  2007,  we  entered  into a Share  Exchange  Agreement  (the
"Agreement")  with  Atlantic  Network  Holdings  Limited,  New Media  Television
(Europe) Limited ("NMTV"),  and Certain Outside Stockholders Listed on Exhibit A
thereto to  acquire  all of the  outstanding  shares of NMTV.  Atlantic  Network
Holdings  Limited is a Guernsey  company  limited by shares and NMTV is a United
Kingdom  private  company  limited by shares.  The transaction is subject to the
fulfillment  of certain  conditions,  including the filing by the Company of all
reports  required to be filed by it under the Exchange Act and the  satisfactory
completion  of the audit of  NMTV's  financial  statements  for each of its past
three fiscal  years.  In addition,  the Company has agreed that there will be no
more than  16,974,126  shares of its common  stock  outstanding  at closing.  No
assurance can be given that the transaction will be completed.

                                       7

<PAGE>

     We have financed our  activities to date from sales of debentures and loans
from shareholders,  officers and third parties.  As at August 31, 2007 we had an
accumulated  deficit  of$5,221,373.  The  report of our  independent  registered
public  accounting firm, Sherb & Co., LLP, on our audited  financial  statements
contains a qualification regarding our ability to continue as a going concern.


Item 7. Financial Statements

                   Index to Consolidated Financial Statements

                               RTG VENTURES, INC.
                        CONSOLIDATED FINANCIAL STATEMENTS
                                                August 31, 2007




                                            INDEX



PART I.  FINANCIAL INFORMATION

         Consolidated Financial Statements

         Report of Independent Registered Public Accounting Firm            F-1

         Balance Sheet                                                      F-2

         Statements of Operations                                           F-3

         Statement of Stockholders' Deficit                                 F-4

         Statements of Cash Flows                                           F-5

         Notes to Financial Statements                               F-6 to F-14





















                                       8

<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and Board of Directors
RTG Ventures, Inc


We have audited the accompanying consolidated balance sheet of RTG Ventures, Inc
(a development stage company), as of August 31, 2007 and the related
consolidated statements of operations, stockholders' deficit and cash flows for
the years ended August 31, 2007 and 2006 and for the period July 17, 2000
(inception) to August 31, 2007. These consolidated financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. The Company
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Company's internal control
over financial reporting. Accordingly we express no such opinion. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of RTG Ventures, Inc.
as of August 31, 2007, and the results of their operations and their cash flows
for the years ended August 31, 2007 and 2006, and the period from July 17, 2000
(inception) to August 31, 2007, in conformity with accounting principles
generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming
that RTG Ventures, Inc. (a development stage company), will continue as going
concern. As discussed in Note 3 to the consolidated financial statements, the
Company has incurred an accumulated deficit for the period from July 17, 2000
(inception) through August 31, 2007 of approximately $5,221,000. The Company
incurred a net loss for the year ended August 31, 2007 of approximately
$1,019,000 and has negative working capital at August 31, 2007 of approximately
$572,000. These factors, among others, raise substantial doubt about its ability
to continue as a going concern. Management's plans in regard to these matters
are also described in Note 3. The consolidated financial statements do not
include any adjustments that might result from the outcome of this uncertainty.


                                                /s/Sherb & Co., LLP
                                                   ----------------------------
                                                   Sherb & Co., LLP
                                                   Certified Public Accountants

New York, New York
December 6, 2007

                                       F-1

<PAGE>

                        RTG VENTURES, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                           CONSOLIDATED BALANCE SHEET

                                 August 31, 2007

                                     ASSETS



<TABLE>
<CAPTION>

<S>                                                                                                 <C>
CURRENT ASSETS - CASH                                                                               $               342
                                                                                                     -------------------

         TOTAL  ASSETS                                                                              $               342
                                                                                                     ===================

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
     Accounts payable and accrued expenses                                                          $           442,146
     Loans payable                                                                                              129,940
                                                                                                     -------------------
         TOTAL CURRENT LIABILITIES                                                                              572,086
                                                                                                     -------------------


STOCKHOLDERS' DEFICIT
     Preferred stock, par value $.001;authorized 2,000,000 shares, issued - none
     Common stock, par value $.001; authorized 200,000,000 shares;
         issued and outstanding 118,818,885 shares                                                              118,819
     Additional paid in capital                                                                               4,530,810
     Deficit accumulated during development stage                                                            (5,221,373)
                                                                                                     -------------------
         TOTAL STOCKHOLDERS' DEFICIT                                                                           (571,744)
                                                                                                     -------------------

         TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                                                $               342
                                                                                                     ===================
</TABLE>









                 See notes to consolidated financial statements.

                                      F-2

<PAGE>

                        RTG VENTURES, INC. AND SUBSIDIARY
                         (A Developmental Stage Company)

                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

                                                                                                        Cumulative
                                                                                                    From July 17, 2000
                                                                 Year ended August 31,                 (Inception)
                                                                2007                2006            To August 31, 2007
                                                           ---------------     ---------------    -----------------------

<S>                                                       <C>                <C>                 <C>
REVENUES                                                  $             -    $              -    $                     -

COSTS AND EXPENSES:
     Non-cash compensation                                              -               6,123                  2,061,623
     General and administrative                                   376,093             127,713                  1,747,568
     Impairment of intangibles                                          -                   -                     26,475
     Shares issued in payment of interest expense                 650,000                   -                    897,000
     Merger and acquisition costs                                       -                   -                    634,751
                                                           ---------------     ---------------    -----------------------
LOSS BEFORE OTHER INCOME                                       (1,026,093)           (133,836)                (5,367,417)

OTHER INCOME                                                        6,629                   -                    146,044
                                                           ---------------     ---------------    -----------------------

NET LOSS                                                  $    (1,019,464)    $      (133,836)   $            (5,221,373)
                                                           ===============     ===============    =======================

NET LOSS PER SHARE:
     Basic and Diluted                                    $         (0.01)    $         (0.00)
                                                           ===============     ===============

WEIGHTED AVERAGE NUMBER OF SHARES:
     Basic and Diluted                                        113,610,552         106,318,885
                                                           ===============     ===============
</TABLE>
















                 See notes to consolidated financial statements.

                                       F-3

<PAGE>

                         RTG VENTURES INC AND SUBSIDIARY
                          (A Development Stage Company)

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                                   Deficit
                                                                                                  Accumulated
                                                          Common Stock            Additional        During           Total
                                                 -----------------------------     Paid in        Development    Stockholders'
                                                    Shares          Amount         Capital          Stage          Deficit
                                                 -----------------------------   ------------   --------------   -------------
                                                                  (Restated)
<S>            <C> <C>         <C>  <C>              <C>        <C>            <C>            <C>              <C>
Balance,  July 17, 2000 to May 31,  2002             5,208,000  $       5,208  $           -  $             -  $        5,208

    Issuance of common stock for services              500,000            500              -                -             500
    Reverse acquisition of RTG                      22,750,000         22,750         84,656                -         107,406
    Shares issued for certain intangible rights      3,725,000          3,725              -                -           3,725
    Value of stock options / warrants issued                 -              -          4,500                -           4,500
    Exchange of MJWC pre-merger shares
         for shares in the company                    (500,000)          (500)             -                -            (500)
    Net loss                                                 -              -              -         (786,573)       (786,573)
                                                 --------------   ------------   ------------   --------------   -------------

Balance,  May 31, 2003                              31,683,000         31,683         89,156         (786,573)       (665,734)

    Issuance of common stock for services              450,000            450          4,050                -           4,500
    Net loss                                                 -              -              -         (227,500)       (227,500)
                                                 --------------   ------------   ------------   --------------   -------------

Balance,  August 31, 2003                           32,133,000         32,133         93,206       (1,014,073)       (888,734)

    Issuance of common stock for services              500,000            500        239,500                          240,000
    Shares issued for exercise of options
         and warrant                                 3,500,000          3,500        611,500                -         615,000
    Value of stock options issued                            -              -      1,078,000                -       1,078,000
    Shares issued for payment of
         accounts payable and services               2,100,000          2,100        634,900                -         637,000
    Net loss                                                 -              -              -       (2,435,303)     (2,435,303)

                                                 --------------   ------------   ------------   --------------   -------------
Balance,  August 31, 2004                           38,233,000         38,233      2,657,106       (3,449,376)       (754,037)

    Capital contribution                                                              13,500                           13,500
    Shares issued for payment of
         accounts payable  and services             65,935,885         65,936      1,037,781                -       1,103,717
    Shares cancelled                                  (300,000)          (300)       (89,700)               -         (90,000)
    Shares issued for exercise of options
         and warrant                                 2,450,000          2,450         58,000                -          60,450
    Interest expense                                         -              -        100,000                -         100,000
    Net loss                                                 -              -              -         (618,697)       (618,697)
                                                 --------------   ------------   ------------   --------------   -------------

Balance, August 31, 2005                           106,318,885        106,319      3,776,687       (4,068,073)       (185,067)

    Capital contribution                                     -              -          8,000                            8,000
    Value of stock options granted                                                     6,123                            6,123
    Net loss                                                 -              -              -         (133,836)       (133,836)
                                                 --------------   ------------   ------------   --------------   -------------

Balance, August 31, 2006                           106,318,885        106,319      3,790,810       (4,201,909)       (304,780)

    Shares issued for payment of interest expense            -              -        650,000                          650,000
    Shares issued for exercise of options            2,500,000          2,500              -                            2,500
    Shares issued for conversion of debentures      10,000,000         10,000         90,000                          100,000
    Net loss                                                                                       (1,019,464)     (1,019,464)
                                                 --------------   ------------   ------------   --------------   -------------

Balance, August 31, 2007                           118,818,885  $     118,819  $   4,530,810  $    (5,221,373) $     (571,744)
                                                 ==============   ============   ============   ==============   =============
</TABLE>










                 See notes to consolidated financial statements.

                                       F-4

                        RTG VENTURES, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                                                               Cumulative
                                                                         Year ended August 31,             From July 17, 2000
                                                              ---------------------------------------          (Inception)
                                                                    2007                2006               To August 31, 2007
                                                              -----------------  --------------------  -------------------------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                          <C>                <C>                   <C>
     Net loss                                                $      (1,019,464) $           (133,836) $              (5,221,373)

     Adjustments to reconcile net loss to
        net cash used in operating activities:
            Non-cash compensation                                            -                 6,123                  2,208,623
            Impairment of intangibles                                        -                     -                     26,475
            Shares issued in payment of interest expense               650,000                     -                    750,000
            Other income                                                (6,629)                    -                   (146,044)
     Changes in assets and liabilities:
        Notes receivable                                                     -                     -                     88,178
        Refundable income taxes                                              -                     -                      2,257
        Accounts payable and accrued expenses                          246,495               119,713                  2,040,786
                                                              -----------------  --------------------  -------------------------
            Total adjustments                                          889,866               125,836                  4,970,275
                                                              -----------------  --------------------  -------------------------

NET CASH USED IN OPERATING ACTIVITIES                                 (129,598)               (8,000)                  (251,098)
                                                              -----------------  --------------------  -------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from loan payable                                        129,940                     -                    229,940
     Capital contribution                                                    -                 8,000                     21,500
                                                              -----------------  --------------------  -------------------------

NET CASH PROVIDED BY FINANCING ACTIVITIES                              129,940                 8,000                    251,440
                                                              -----------------  --------------------  -------------------------

INCREASE IN CASH                                                           342                     -                        342
                                                              -----------------  --------------------  -------------------------

CASH - BEGINNING OF PERIOD                                                   -                     -                          -
                                                              -----------------  --------------------  -------------------------

CASH - END OF PERIOD                                         $             342  $                  -  $                     342
                                                              =================  ====================  =========================

     CASH PAID FOR :
        Interest                                             $               -  $                  -  $                       -
                                                              =================  ====================  =========================
        Taxes                                                $               -  $                  -  $                       -
                                                              =================  ====================  =========================

Supplemental Cash Flow Information:
     Non-Cash Investing and Financing Activities
        Common stock issued for payment of accounts
            and loans payable                                $         750,000  $                  -  $               1,525,217
                                                              =================  ====================  =========================
        Proceeds from exercise of option and warrants
            offset in  payment of accounts payable           $           2,500  $                  -  $                 677,950
                                                              =================  ====================  =========================
        Acquisition of intangibles for common stock          $               -  $                  -  $                  26,475
                                                              =================  ====================  =========================
</TABLE>




                 See notes to consolidated financial statements.

                                       F-5

                        RTG VENTURES, INC. AND SUBSIDIARY
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 1 - NATURE OF BUSINESS

RTG Ventures, Inc. ("RTG" or the "Company") was incorporated in the state of
Florida in September 1998 and was inactive until May 2003 when it acquired 100%
of the outstanding common stock of MJWC, Inc. ("MJWC"), a British Virgin Island
corporation, which is in the development stage.

MJWC was formed on July 17, 2000 and holds the contractual rights to promote and
organize the Chinese Poker Championship, the Mah Jong Championship, and Chinese
Chess Championship. On May 21, 2003 MJWC was acquired by RTG for 22,750,000
shares of RTG stock (the "Exchange"). The Exchange was completed pursuant to the
Agreement and Plan of Reorganization between MJWC and RTG. The Exchange has been
accounted for as a reverse acquisition under the purchase method for business
combinations. Accordingly, the combination of the two companies was recorded as
a recapitalization of MJWC, pursuant to which MJWC is treated as the continuing
entity.

Effective August 27, 2003 the Company changed their fiscal year end from May 31
to August 31.

On May 22, 2003, the Company increased the number of authorized shares of common
stock from 20,000,000 to 50,000,000.

On November 18, 2004, the Company increased the number of authorized shares of
common stock from 50,000,000 to 100,000,000.

On August 12, 2005, the Company increased the number of authorized shares of no
par value common stock from 100,000,000 to 200,000,000 and authorized capital of
2,000,000 no par value preferred shares. The Company amended both common and
preferred stocks to reflect a par value of $.001 per share.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Basis of Consolidation

The consolidated financial statements include the accounts of the Company and
its wholly owned subsidiary MJWC, Inc. All significant inter-company
transactions are eliminated.




                                       F-6

<PAGE>

Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America 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.

Income Taxes

The Company accounts for income taxes under Statement of Financial Accounting
Standers No.109, "Accounting for Income Taxes" ("SFAS109"). SFAS 109 requires
the recognition of deferred tax assets and liabilities for both the expected
impact of differences between the financial statements and tax basis of assets
and liabilities, and for the expected future tax benefit to be derived from tax
losses and tax credit carryforwards. SFAS 109 additionally requires the
establishment of a valuation allowance to reflect the likelihood of realization
of deferred tax asset.

Computation of Net Loss Per Share

The Company presents basic loss per share and, if appropriate, diluted earnings
per share in accordance with SFAS 128, "Earnings Per Share ("SFAS 128"). Under
SFAS 128 basic net loss per share is computed by dividing net income (loss) for
the period by the weighted-average number of shares outstanding during the
period. Diluted net income per share is computed by dividing net income for the
period by the weighted-average number of common share equivalents during the
period. Common stock equivalents arise from the issuance of stock options and
warrants. Dilutive earnings per share is not shown as the effect is
anti-dilutive. There were no common stock equivalents at August 31, 2007 for
fiscal year ended August 31, 2006, 2,500,000 stock options were exercised.

Fair Value of Financial Instruments

The Company's financial instruments consist of accounts payable, accrued
expenses and loans payable. The Company considers the carrying amounts of these
financial instruments to approximate fair value due to the short-term nature of
these liabilities.

Stock Based Compensation

The Company has adopted FASB Statement of Financial Accounting Standard ("SFAS")
No.123R "Share Based Payment." This statement is a revision of SFAS Statement
No123, and supercedes APB Opinion No25, and its related implementation guidance.
SFAS 123R addresses all forms of share based payment ("SBP") awards including
shares issued under employee stock purchase plans, stock options, restricted
stock and stock appreciation right, BP awards result in a charge to operations
that will be measured at fair value on the awards grant date, based on the
estimated number of awards expected to vest over the service period.



                                       F-7

<PAGE>

Recently Issued Accounting Standards

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements"
(Statement 157), which addresses how companies should measure fair value when
they are required to use a fair value measure for recognition or disclosure
purposes under generally accepted accounting principles. Statement 157 defines
fair value, establishes a framework for measuring fair value in generally
accepted accounting principles and expands disclosures about fair value
measurements. Statement 157 is effective for financial statements issued for
fiscal years beginning after November 15, 2007 and should be applied
prospectively, except in the case of a limited number of financial instruments
that require retrospective application. We are currently evaluating the
potential impact of Statement 157 on our financial statements. We do not expect
the impact will be material.

In December 2006, the FASB approved FASB Staff Position (FSP) No. EITF 00-19-2,
"Accounting for Registration Payment Arrangements" ("FSP EITF 00-19-2"), which
specifies that the contingent obligation to make future payments or otherwise
transfer consideration under a registration payment arrangement, whether issued
as a separate agreement or included as a provision of a financial instrument or
other agreement, should be separately recognized and measured in accordance with
SFAS No. 5, "Accounting for Contingencies". FSP EITF 00-19-2 also requires
additional disclosure regarding the nature of any registration payment
arrangements, alternative settlement methods, the maximum potential amount of
consideration and the current carrying amount of the liability, if any. The
guidance in FSP EITF 00-19-2 amends FASB Statements No. 133, "Accounting for
Derivative Instruments and Hedging Activities", and No. 150, "Accounting for
Certain Financial Instruments with Characteristics of both Liabilities and
Equity", and FASB Interpretation No. 45, "Guarantor's Accounting and Disclosure
requirement for Guarantees, Including Indirect Guarantees of Indebtedness of
Others", to include scope exceptions for registration payment arrangements. FSP
EITF 00-19-2 is effective immediately for registration payment arrangements and
the financial instruments subject to those arrangements that are entered into or
modified subsequent to the issuance date of this FSP, or for financial
statements issued for fiscal years beginning after December 15, 2006, and
interim periods within those fiscal years, for registration payment arrangements
entered into prior to the issuance date of this FSP. We are currently evaluating
the potential impact of FSP EITF 00-19-2 on our financial statements. We do not
expect the impact will be material.

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities-including an amendment of FAS 115"
(Statement 159). Statement 159 allows entities to choose, at specified election
dates, to measure eligible financial assets and liabilities at fair value that
are not otherwise required to be measured at fair value. If a company elects the
fair value option for an eligible item, changes in that item's fair value in
subsequent reporting periods must be recognized in current earnings. Statement
159 is effective for fiscal years beginning after November 15, 2007. We are
currently evaluating the potential impact of Statement 159 on our financial
statements. We do not expect the impact will be material.




                                       F-8

<PAGE>

NOTE 3 - GOING CONCERN

The Company's consolidated financial statements are prepared using accounting
principles generally accepted in the United States of America applicable to a
going concern, which contemplates the realizations of assets and liquidation of
liabilities in the normal course of business. The Company has incurred an
accumulated deficit for the period from July 17, 2000 (inception) through August
31, 2007 of approximately $5,221,000 and had negative working capital at August
31, 2007 of approximately $572,000. The Company incurred a net loss for the year
ended August 31, 2007 of approximately 1,019, 000 these factors, among others,
raise substantial doubt about its ability to continue as a going concern. In
order to continue as a going concern, the Company will need, among other things,
additional capital resources. Management's plans to obtain such resources for
the Company include (1) obtaining capital from management and significant
stockholders sufficient to meet its minimal operating expenses, and (2) seeking
out and completing a merger with an existing operating company.

NOTE 4 - NOTES PAYABLE

In September 2004 the Company issued an interest free $60,000 convertible
debenture which was convertible into 6,000,000 common shares at $.01 per share.
In December 2004 the Company issued a similar $40,000 debenture, convertible
into 4,000,000 common shares. A value of 100,000 was attributed to the
beneficial conversion of the notes and was amortized as interest expense during
the year ended August 31, 2005. On January 30, 2007, the Company issued
10,000,000 shares to the debenture holder, having a market value of $.075 per
share, in full settlement of the outstanding debentures payable. The excess
market value of the shares over the note payable ($650,000) was charged to
interest expense and conversely credited to paid-in-capital.

NOTE 5 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES


At August 31, 2007 accounts payable and accrued expenses consisted of the
following:


Trade payables                                        $       45,663
Professional fees                                             31,220
Officers compensation                                        365,263
                                                       --------------
                                 Total                $      442,146
                                                       ==============



Management negotiated reductions of $6,629 payable to certain creditors. Such
amount is reported as Other Income in the financial statements for the year
ended August 31, 2007.



                                       F-9

<PAGE>

NOTE 6 - LOANS PAYABLE

Loans payable reflects a working capital advance of $129,940 made to the Company
by the merger participants in anticipation of the pending acquisition.

NOTE 7 - COMMON STOCK

On September 1, 2003, the Company issued 200,000 shares of common stock to a
consultant. Such shares were valued at their market value on the date of
issuance of $.75 per share. The Company recorded consulting expenses of
$150,000.

On December 15, 2003 the Company issued 300,000 shares of common stock to a
consultant. Such shares were valued at their market value on the date of
issuance of $.30 per share. The Company recorded consulting expenses of $90,000.

On October 1, 2003, in connection with the exercise of stock warrants, the
Company issued 2,000,000 shares of common stock to consultants. Since the
Company did not receive any cash for the exercise of these options, the Company
reduced amounts due to the consultants by $600,000 based on the exercise price
of the underlying stock options granted.

On January 9, 2004, the Company issued 2,000,000 shares of common stock as
settlement for accrued expenses of $119,000. The shares were valued at their
market value on the date of issuance of $.30 per share or $600,000. The Company
recorded the $481,000 in excess of the accrued expenses as consulting expenses.

On January 26, 2004, the Company issued 100,000 shares of common stock as
settlement for accrued expenses of $19,000. The shares were valued at their
market value on the date of issuance of $.37 per share or $37,000. The Company
recorded the $18,000 in excess of the accrued expenses as consulting expenses.

On February 1, 2004, in connection with the exercise of stock options, the
Company issued 1,500,000 shares of common stock to its President. Since the
Company did not receive any cash for the exercise of these options, the Company
reduced accrued salaries owed to the president by $15,000 based on the exercise
price of the underlying stock options granted.

In September 2004, the Company cancelled 300,000 shares of common stock to a
consultant for non-performance. The Company reversed the original amount of
consulting expense recorded of $90,000.

In September 2004, the Company issued 2,000,000 shares of common stock to
consultants. Such shares were valued at their market value on the date of
issuance of $.03 per share. The Company recorded consulting expenses of $60,000.

In October 2004, the Company issued 214,286 shares of common stock as a
settlement for accrued expenses. Such shares were valued at their market value
on the date of issuance of $.04 per share. The Company recorded an additional
$8,500 for this settlement.

                                      F-10

<PAGE>

In October 2004, the Company issued 214,286 shares of common stock to a
consultant. Such shares were valued at their market value on the date of
issuance of $.04 per share. The Company recorded consulting expenses of $8,500.

In January 2005, the Company issued 13,400,000 shares of common stock to the
Company's executive officers in exchange for forgiveness of debt. Such shares
were valued at their market value on the date on the date of issuance of $.03
per share. The Company recorded a reduction of payables of $402,400.

In January 2005, the Company issued 3,000,000 shares of common stock to
consultants for settlement of accrued expense of $30,000. Such shares were
valued at their market value on the date of issuance of $.02 per share or
$60,000. The Company recorded the $30,000 in excess of the accrued expenses as
non-cash compensation expense.

In January 2005 the Company issued 2,450,000 shares of common stock for the
exercise of warrants. The amount due for the exercise of $60,450 was used to
reduce amounts due to the same individuals.

In February 2005, the Company issued 12,826,063 shares of common stock to the
Company's executive officers in exchange for forgiveness of debt. Such shares
were valued at their market value on the date on the date of issuance of $.016
per share.

The Company recorded a reduction of payables of $205,217.In February 2005, the
Company issued 13,281,250 shares of common stock to the Company's executive
officers in accordance to the severance contracts. Such shares were valued at
their market value on the date on the date of issuance of $.016 per share. The
Company recorded severance expense of $212,500.

In March 2005, the Company issued 21,000,000 shares of common stock in
accordance with the settlement agreement (Note 9). Such shares were valued at
their market value on the date of issuance of $.007 per share. The Company
recorded interest expense of $147,000.

On January 30, 2007 a total of 2,500,000 common shares were issued to the
aforementioned officers upon exercise of their options for a total consideration
of $2,500.

The Company concurrently issued 10,000,000 common shares to the debenture holder
as full payment of the outstanding payable. See note 4.












                                      F-11

<PAGE>

NOTE 8 - STOCK OPTIONS

During fiscal year 2006, the Company granted 2,500,000 stock options with a fair
value of $6,123.

The Black -Scholes option valuation model was used to estimate the fair value of
the options granted in April 2006. The model includes subjective input
assumptions that can materially affect the fair value estimates. The model was
developed for use in estimating the fair value of traded options that have no
vesting restrictions and that are fully transferable. For example, the expected
volatility is estimated based on the most recent historical period equal to the
weighted average life of the option granted. Options issued under the Company`s
option plans have characteristics that differ from traded options. This
valuation model does not necessarily provide a reliable single measure of the
fair value of its employee stock options. Principal assumptions used in applying
the Black-Scholes model for options granted in April 2006 along with the result
from the model were as follows:

Risk-free interest rate                       4.88 %
Expected life in years                        3 years
Expected volatility                           100 %

No options were outstanding as of August 31, 2007.


NOTE 9 - INCOME TAXES

The Company accounts for income taxes under Statement of Financial Accounting
Standard No.109, "Accounting for Income Taxes" ("SFAS109"). This standard
requires recognition of deferred tax assets and liabilities for both the
expected impact of differences between the financial statements and tax basis of
assets and liabilities, and for the expected future tax benefit to be derived
from tax losses and tax credit carryforwards. SFAS 109 additionally requires the
establishment of a valuation allowance to reflect the likelihood of realization
of deferred tax assets.

For the years ended August 31, 2007 and 2006, the benefit for income taxes
differed from the amounts computed by applying the statutory federal income tax
rate of 35 percent to loss before provision for income taxes. The reconciliation
is as follows:

                                                  Year Ended August 31,
                                        ---------------------------------------
                                              2007                   2006
                                        ---------------------------------------
Benefit computed at statutory rate     $         357,000        $       47,000
Permanent difference                            (227,000)               (2,000)
Income tax benefit not utilized                 (130,000)              (45,000)
                                        -----------------        --------------
 Net income tax benefit                $                -       $            -
                                        =================        ==============


                                      F-12

<PAGE>

The Company has net operating loss carryforwards for income tax totaling
purposes approximately $641,000 at August 31, 2007 which expire variously
through 2027. A significant portion of these carryforwards is subject to annual
limitations due to " equity structure shifts" or " owner shifts " involving "
five percent shareholders " (as defined in the Internal Revenue Code) which
results in a more than fifty percent change in ownership.

Tax benefit of net operating loss                      $      224,000
carryforward
Accrued officer compensation                                  128,000
Valuation
allowance                                                    (352,000)
                                                       ---------------
Net deferred tax
asset                                                  $            -
                                                       ===============

NOTE 10 - LITIGATION

Certain  shareholders  commenced an action in the Supreme  Court of the State of
New York,  County of New York,  entitled  BARRINGTON  FLUDGATE,  LINDA PERRY and
SILVER LAKE HOLDINGS, INC., individually and derivatively as Shareholders of RTG
Ventures,  Inc. v. RTG  VENTURES,  INC.,  ATUL MEHTA and PUJA MEHTA,  Index No.:
600989-2005.  The litigation sought to reverse certain actions taken by the sole
Director and  Executive  Officer of the Company upon his assuming  control.  The
Plaintiffs  alleged  that the  actions  taken  were  done  without  the  correct
shareholder  consent.  The  Plaintiffs  and the  individual  defendants  and the
Company have entered into a Settlement Agreement, dated as of March 31, 2005. As
a result of the Settlement  Agreement,  the previous sole Director and Executive
Officer  has  resigned,  effective  April  19,  2005 and  Deborah  Rose has been
appointed as sole  Director and  Executive  Officer.  As part of the  Settlement
Agreement,  the changes to the Certificate of Incorporation  and the issuance of
certain shares were cancelled.

The Settlement Agreement was subsequently set aside on April 24, 2006 due to the
default by the defendants in their performance thereunder, as reported in the
Company's Current Report on Form 8-K filed with the SEC on April 25, 2006 and
amended on April 28, 2006. By written consent of each of the Company's
shareholders and directors, the Company's previous management was reinstated.

The Company's former officers made claims for reimbursement of $73,500
supposedly advanced on behalf of the Company. The Company countered with claims
against those officers in an amount well in excess of the purported debt and has
indicated that it has no intention of honoring such claims. Accordingly, to the
extent $21,500 had some validity, such obligation was recorded as a contribution
of capital.









                                      F-13

<PAGE>

On or about May 6, 2005, the Company was served with a subpoena from the United
States of American Securities and Exchange Commission (the "SEC"), demanding the
production of certain documents related to the business of the Corporation from
May 1, 2003 to the present, and to produce documents related to the issuance,
deliverance and transfer of the securities of the Corporation, all documents,
contracts, correspondence and related items related to the transaction involving
the proposed joint venture related to the various rights we have obtained from
the Sports Ministry of the People's Republic of China, and information set forth
in certain press releases. In addition the demand included the documents and
related items with respect to other entities which the Corporation was alleged
to be conducting business with. The Corporation complied with as much production
of the demanded documents and information as was in its possession at the time
of the Subpoena. The Company has had no official contact since the submission of
the requested documents with the SEC.

NOTE 11 - EMPLOYMENT AND CONSULTING AGREEMENTS

In April 2006, the Company entered into three year employment and consulting
agreements with two officers for annual remuneration of $185,000 and $120,000.
The Company also granted stock options to purchase a combined total of 2,500,000
common shares at a price of $.001 per share to such officers. The options vested
immediately and expire in April 2009. Additional options to purchase 2,500,000
common shares will be granted each September that the agreement is in effect,
starting 2007. Such option will be granted at market prices and expire after
five years from the date of the grant. The initial options were exercised in
full on January 30, 2007.

Note 12 - SHARE EXCHANGE AGREEMENT

In March 2007 the Company signed a letter of intent with Atlantic Network
Holdings, Ltd New Media TV Limited, both non U.S entities, and certain
unaffiliated share holders, whereby all of the above entities shares would be
exchanged for 152,767,134 common shares of the Company. At August 31, 2007 the
acquirer advanced $129,940 to the Company in anticipation of the completion of
the pending transaction. The loans are interest free and repayable on demand.
The transaction remained pending as of December 11, 2007.















                                      F-14

<PAGE>

Item 8A. Controls And Procedures
    CEO and CFO Certifications

     As of the end of the  year  covered  by this  annual  report,  our  company
carried out under the supervision and with the  participation of our management,
including  our  Chief  Executive  Officer  and  Chief  Financial  Officer  ("the
Certifying  Officers"),  an evaluation of the  effectiveness  of our  disclosure
controls and procedures.  The  certifications of the CEO and the CFO required by
Rules  13a-14(a)  and 15d-14(c) of the Exchange Act (the  "Certifications")  are
filed  as  exhibits  to  this  report.  This  section  of this  report  contains
information  concerning the evaluation of our disclosure controls and procedures
(as  defined  in  Exchange  Act  Rules  13a-15(e)  and  15d-15(e))  ("Disclosure
Controls") and changes to internal control over financial  reporting (as defined
in Exchange Act Rules 13a-15(f) and 15d-15(f)) ("Internal Controls") referred to
in the  Certifications and should be read in conjunction with the Certifications
for a more complete understanding of the topics presented.

  Evaluation of Disclosure Controls

     We maintain controls and procedures  designed to ensure that we are able to
collect the information  that is required to be disclosed in the reports we file
with the  Commission  and to process,  summarize and disclose  this  information
within  the time  period  specified  in the rules of the  Commission.  Our Chief
Executive  and  Chief  Financial  Officers  are  responsible  for  establishing,
maintaining  and  enhancing  these  procedures.  They are also  responsible,  as
required by the rules  established by the Commission,  for the evaluation of the
effectiveness of these procedures.

     Based on our management's  evaluation (with  participation of our Principal
Executive Officer and Principal Financial Officer),  as of the end of the period
covered by this report, our Principal  Executive Officer and Principal Financial
Officer concluded that a deficiency was identified in our internal controls over
financial  reporting  which  constituted  a  "material  weakness".  Accordingly,
management  concluded  that our  disclosure  controls  and  procedures  were not
effective.

     The material weakness was the result of an insufficient number of personnel
having  adequate  knowledge,   experience  and  training  to  provide  effective
oversight and review over our financial controls and reporting process.

  Limitations on the Effectiveness of Controls

     Our management does not expect that our disclosure controls or our internal
controls over  financial  reporting  will prevent all error and fraud. A control
system, no matter how well conceived and operated,  can provide only reasonable,
but not absolute,  assurance  that the  objectives of a control  system are met.
Further, any control system reflects limitations on resources,  and the benefits
of a control system must be considered  relative to its costs. These limitations
also include the realities that judgments in  decision-making  can be faulty and
that  breakdowns  can occur  because of simple  error or mistake.  Additionally,
controls  can be  circumvented  by the  individual  acts  of  some  persons,  by
collusion of two or more people or by management override of a control. A design
of a control  system is also  based upon  certain  assumptions  about  potential
future conditions;  over time, controls may become inadequate because of changes
in conditions,  or the degree of compliance  with the policies or procedures may
deteriorate.  Because of the inherent  limitations in a  cost-effective  control
system, misstatements due to error or fraud may occur and may not be detected.

                                       9

<PAGE>

  Changes in Internal Controls

     We maintain a system of internal  controls  designed to provide  reasonable
assurance that transactions are executed in accordance with management's general
or specific  authorization;  transactions  are  recorded as  necessary to permit
preparation  of financial  statements  in  conformity  with  Generally  Accepted
Accounting Principles ("GAAP").

     It is the  responsibility  of our  management  to  establish  and  maintain
adequate  internal  control over  financial  reporting.  The  material  weakness
identified  relates  to an  insufficient  number of  personnel  having  adequate
knowledge,  experience  and training to provide  effective  oversight and review
over our financial controls and reporting process. This is the result of limited
financial resources.  These control deficiencies in the aggregate did not result
in  any  misstatements  in  the  interim  consolidated   financial   statements.
Management is in the process of remedying the material weakness described above.

  Internal Control over Financial Reporting

     Management has initiated the following activities intended to improve our
internal control over financial reporting:

     As  reported  in the  Company's  Current  Report on Form 8-K filed with the
Commission  on April 24,  2006 and  amended  on April  28,  2006,  the  previous
management was removed by written  consent of our  shareholders  and replaced by
the former executive officers and directors and the internal controls previously
in place were re-instituted.

Item 8B. Other Information

         Not applicable.



                               PART III MANAGEMENT

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
with Section 16(A) of the Exchange Act

  Executive Officers And Directors

     The following table sets forth certain information,  as of August 31, 2007,
with respect to our directors and executive officers.

     Directors  serve until the next annual meeting of the  stockholders;  until
their  successors are elected or appointed and  qualified,  or until their prior
resignation or removal. Officers serve for such terms as determined by our board
of  directors.  Each  officer  holds office  until such  officer's  successor is
elected or appointed and qualified or until such officer's  earlier  resignation
or removal.  No family  relationships exist between any of our present directors
and officers.

Name                       Age                        Position
-----------------------------------------------------------------
Linda Perry                47                Chief Executive Officer, President
                                                    and Director
Barrington Fludgate        61                Chief Financial Officer, Secretary
                                                    and Director

     The following is a brief account of the business  experience of each of our
Directors and executive officers:

     Linda Perry. Ms. Perry has served as our President, Chief Executive Officer
and a Director since September 1, 2003 (excepting the period from April 19, 2005
to  April  24,   2006).   She  has  had  an  extensive   career  in  global  and
entrepreneurial  businesses.  As Chief  Executive  Officer and a Director of Far
East Challenges,  Plc, Ms. Perry, in conjunction with the shareholders,  led the
strategic development of RTGV's current enterprise.  From 2001-2002, she was the
senior  advisor to the Board of Directors of The Balli  Group,  Inc.,  where her
role was to integrate the acquisition of Klockner & Co. The acquisition resulted
in the creation of the world's  largest  steel,  multi-metal,  distribution  and
trading company. Between 1999-2001, she was appointed a director and a member of
the Executive  Committee of Churchill  Insurance Group,  Plc., a division of the
Credit Suisse  Group.  Ms. Perry was President of GWR  Enterprises,  Inc.,  from
1997-1999,  focused on new business  opportunities  through  private  equity and
special situation  investments.  She was a Senior Executive at Exxon Corporation
(NYSE XOM)  holding  general  management  positions  in finance,  marketing  and
organization  (including  corporate  governance,   management  succession,   and
executive compensation) with worldwide responsibility, from 1983-1996. Ms. Perry
holds a Masters in Business  Administration  (MBA) from Harvard University.  She
has been a visiting  lecturer/professor at IMD, Lausanne,  Switzerland,  INSEAD,
Fontainbleau,  France and the Stern  School of Business at New York  University,
throughout her career.

                                       10

<PAGE>

     Barrington  J.  Fludgate.  Mr.  Fludgate has served as our Chief  Financial
Officer since  September 1, 2003 and as a Director since June 7, 2003 (excepting
the  period  from  April 19,  2005 to April 24,  2006).  From June 7, 2003 until
August 31, 2003 he served as our President and Chief  Executive  Officer.  Since
May 2003, Mr. Fludgate has also served as the Chief Executive  Officer of Lancer
Corporation,  a company that specializes in assisting non-US companies enter the
US public market.  Prior to 1994,  Mr.  Fludgate held the positions of Chairman,
CEO and CFO for  Management  Technologies  Inc., a NASDAQ  listed  company.  Mr.
Fludgate has lectured on International Banking to European, US, Asia and Eastern
European banks. Mr. Fludgate has  considerable  software  experience,  being the
designer of one of the world's largest  installed  banking  systems.  He holds a
Masters  degree in  Business  Administration  from the City of  London  Business
School.

  Board Committees

     We currently do not have any standing committees on our Board of Directors;
our full Board of Directors currently acts in such capacities.

  Audit Committee

     We intend to establish an Audit Committee of the Board of Directors,  which
will consist of independent directors.  The Audit Committee's duties would be to
recommend to our Board of Directors the  engagement of  independent  auditors to
audit  our  financial  statements  and to review  our  accounting  and  auditing
principles.  The audit committee would review the scope, timing and fees for the
annual  audit and the results of audit  examinations  performed  by the internal
auditors and independent public accountants,  including their recommendations to
improve the system of  accounting  and internal  controls.  The Audit  Committee
would at all times be composed  exclusively of directors who are, in the opinion
of our Board of Directors, free from any relationship which would interfere with
the exercise of  independent  judgment as a committee  member and who possess an
understanding  of  financial   statements  and  generally  accepted   accounting
principles.

  Compensation Committee

     We intend to establish a Compensation  Committee of the Board of Directors.
The  compensation  committee  would  review and approve our salary and  benefits
policies,   including  compensation  of  executive  officers.  The  Compensation
Committee would also administer our stock option plans and recommend and approve
grants of stock options under such plans.

  Compensation of Directors

     None of our  directors  received  any  remuneration  for  acting  as  such.
Directors are, however, reimbursed for their expenses, if any, for attendance at
meetings of the Board of Directors.  Our Board of Directors  may designate  from
among its members an Executive  Committee and one or more other  committees.  No
such committees have been appointed to date.

  Compliance with Section 16(A) of the Exchange Act

     Our common stock was not registered  pursuant to Section 12 of the Exchange
Act during the fiscal year ended August 31,  2007.  Accordingly,  our  officers,
directors  and  principal  shareholders  were  not  subject  to  the  beneficial
ownership  reporting  requirements  of Section  16(a) of the Exchange Act during
such year.

  Code of Ethics

     On  December  1,  2004 we  adopted  a Code of Ethics  that  applies  to our
Principal Executive Officer,  Principal Financial Officer,  Principal Accounting
Officer and Controller and to persons performing  similar  functions.  A copy of
our Code of Ethics was  previously  filed as an Exhibit to our annual  report on
Form  10-KSB for the year ended  August 31,  2004.  A copy of our Code of Ethics
will be provided to any person requesting same without charge. To request a copy
of our Code of Ethics please make written request to RTG Ventures,  Inc., to the
attention of our Chief Executive Officer.

                                       11

<PAGE>

ITEM 10. Executive Compensation

                           SUMMARY COMPENSATION TABLE

     None of our executive officers or employees received compensation in excess
of  $100,000  during the year ended  August 31,  2007,  2006 or 2005,  except as
follows:
<TABLE>
<CAPTION>

                                -------------------                     ----------------------
Name and         Fiscal Year Ended                      Other                        Restricted    LTIP     All Other
Principal Position  August 31,      Salary   Bonus   Compensation   Options/SARs  Stock Awards   Payouts  Compensation
------------------  ----------      ------   -----  --------------  ------------- ------------- --------- ------------

<S>                    <C>         <C>          <C>           <C>           <C>         <C>          <C>
LINDA PERRY            2007        185,000(1)   0             0             0           0            0
PRESIDENT/CEO          2006         65,200(3)   0             0       1,500,000(5)      0            0          0

LANCER CORP.           2007        0            0       $120,000(2)         0           0            0          0
BARRINGTON             2006        0            0        $42,300(4) 1,000,000(6)        0            0          0
FLUDGATE
SECRETARY/CFO_________
</TABLE>

(1)      For the fiscal year ending August 31, 2007, Ms. Perry earned $185,000,
         of which $22,410 has been paid.

(2)      For the fiscal year ending August 31, 2007, Lancer Corporation earned
         $120,000, of which $22,340 has been paid. Mr. Fludgate is the sole
         shareholder, officer and director of Lancer Corporation.

(3)      For the fiscal year ending August 31, 2006, Ms. Perry earned $62,200,
         of which $1,500 has been paid.

(4)      For the fiscal year ending August 31, 2006, Lancer Corporation earned
         $42,300 in consulting fees, of which $1,000 has been paid. Mr. Fludgate
         is the sole shareholder, officer and director of Lancer Corporation.

(5)      For the fiscal year ended August 31, 2006, Ms. Perry received 1,500,000
         stock options, each to purchase one share of our common stock at an
         exercise price of $.001 per share.

(6)      For the fiscal year ended August 31, 2006, Lancer Corporation received
         1,000,000 stock options, each to purchase one share of our common stock
         at an exercise price of $.001 per share. Mr. Fludgate is the sole
         shareholder, officer and director of Lancer Corporation.

OPTION/SAR GRANTS IN LAST FISCAL YEAR

     No stock  appreciation  rights were granted to the named executives  during
the fiscal year ended August 31, 2007.

OPTION GRANTS

     We did not grant any  options to the named  executive  officers  during the
fiscal year ended August 31, 2007.

AGGREGATE OPTION/SAR EXERCISES AND YEAR END OPTIONS/SAR VALUES

     In January  2007,  Linda  Perry  exercised  1,500,000  stock  options at an
exercise  price of $.001  per  share  or  $1,500  in the  aggregate  and  Lancer
Corporation  exercised  1,000,000 stock options at an exercise price of $.001 or
$1,000 in the aggregate. During the fiscal year ended August 31, 2007 there were
no  other  exercises  of  stock  options  by the  named  executives.  The  named
executives have never received stock appreciation rights.

<TABLE>
<CAPTION>

------------------------- ----------------------- ----------------------- ----------------------- -----------------------
Name                      Value of Unexercised    Shares Acquired on      Value Realized          Number of Securities
                          In-the-Money            Exercise                                        Underlying
                          Options/SARs at                                                         Unexercised
                          Fiscal Year End ($)                                                     Options/SARs at
                                                                                                  Fiscal Year End (#)
------------------------- ----------------------- ----------------------- ----------------------- -----------------------
<S>                        <C>                    <C>                     <C>                          <C>
Linda Perry               -0-                     1,500,000               $1,500                       0
------------------------- ----------------------- ----------------------- ----------------------- -----------------------
Barrington Fludgate       -0-                     1,000,000               $1,000                       0
------------------------- ----------------------- ----------------------- ----------------------- -----------------------
</TABLE>

                                       12

<PAGE>

  Long Term Incentive Plan Awards

     We made no long-term  incentive plan awards to the named executive officers
during the fiscal year ended August 31, 2007.

  Employment Contracts, Termination of Employment, and Change-in-Control
   Arrangements

  Employment Agreement

     Effective April 24, 2006, the Company entered into an employment  agreement
with its President and Chief Executive  Officer,  Linda Perry.  The Agreement is
for an initial three year term and thereafter is terminable by either party upon
12 months' prior written notice. As consideration for her services,  the Company
has agreed to a base salary of  $185,000.  In addition,  she was granted  5-year
options to purchase 1,500,000 shares of our common stock at an exercise price of
$.001 per share on April 24, 2006.  Ms.  Perry will also  receive an  additional
1,500,000  5-year  options on each  September 1 that the Agreement is in effect,
beginning on September 1, 2007.  Such options will have an exercise  price equal
to the market price or our common stock on the date of grant.

  Consulting Agreement

     Effective April 24, 2006, the Company  entered into a consulting  agreement
with Lancer Corporation ("Lancer") for the services of Barrington J. Fludgate as
our Chief  Financial  Officer,  Secretary and Director.  The Agreement is for an
initial three year term and  thereafter  and  thereafter is terminable by either
party upon 12 months' prior written notice. As consideration for these services,
the Company has agreed to pay Lancer an annual  consulting  fee of $120,000.  In
addition,  Lancer was granted 5-year options to purchase 1,000,000 shares of our
common stock at an exercise  price of $.001 per share on April 24, 2006.  Lancer
will also receive an additional  1,000,000  5-year  options on each  September 1
that the  agreement is in effect,  beginning on September 1, 2007.  Such options
will have  exercise  prices equal to the market price or our common stock on the
date of grant. Mr. Fludgate is the sole shareholder of Lancer.

  Report on Repricing of Options/Sars

     During the fiscal year ended August 31, 2007 we did not adjust or amend the
exercise price of any stock options or SARs.


Item 11. Security Ownership of Certain Beneficial Owners and Management

     The following table sets forth  information  with respect to the beneficial
ownership  of our common  stock  known by us as of August  31,  2007 by (i) each
person or entity known by us to be the  beneficial  owner of more than 5% of our
common stock, (ii) each of our directors,  (iii) each of our executive officers,
and (iv) all of our directors and executive officers as a group. The percentages
in the table have been  calculated on the basis of treating as outstanding for a
particular  person,  all shares of our common stock outstanding on such date and
all shares of our common stock  issuable to such holder in the event of exercise
of outstanding options,  warrants, rights or conversion privileges owned by such
person at said date which are exercisable within 60 days of such date. Except as
otherwise  indicated,  the persons  listed below have sole voting and investment
power with  respect to all shares of our common  stock owned by them,  except to
the extent such power may be shared with a spouse.


Name and Address of Beneficial
Owner And/or Beneficially Own        Shares of Common Stock    percentage owned
--------------------------------------------------------------------------------
Silverlake Holdings Inc.                18,869,624                     15.88%
1040 First Avenue, Suite 190
New York, NY 10022

Linda Perry                             18,350,436                     15.44%
400 E 54th Street
Apt 28E
New York, NY 10022-51744

Lancer Corporation                      16,669,125                     14.03%
B J Fludgate, 30 Anderson Rd
Pawling, NY 12564-2412

All Directors and Executive
Officers as a Group (2 persons)         53,889,185                     45.35%
_________________________________________________


Item 12. Certain Relationships and Related Transactions

     Effective April 24, 2006 we entered into a Consulting Agreement with Lancer
for the  services of  Barrington  J.  Fludgate as our Chief  Financial  Officer,
Secretary  and  Director.  The  agreement is for an initial  three year term and
thereafter is  terminable by either party upon 12 months' prior written  notice.
As  consideration  for these  services,  the Company has agreed to pay Lancer an
annual  consulting fee of $120,000.  In addition,  Lancer was granted options to
purchase  1,000,000 shares of the Company's common stock at an exercise price of
$0.001 per share on April 24, 2006. Lancer will receive an additional  1,000,000
5-year  options  each  September 1 that the  agreement  is in effect,  beginning
September 1, 2007.  Such options will have  exercise  prices equal to the market
price of our  common  stock  on the  date of  grant.  Mr.  Fludgate  is the sole
shareholder of Lancer.

                                       13

<PAGE>

Item 13. Exhibits

     The  following  Exhibits  are being filed with this  Annual  Report on Form
10-KSB:

Exhibit
Number             Description
------            -----------------

 3.1(1)           Articles of Incorporation of the Registrant, as amended.

 3.2(1)           By-laws of the Registrant, as amended.

 4.1(2)           Debenture issued to Silverlake Holdings, Inc. dated September
                  23, 2004.

10.3(4)           Share Exchange Agreement, dated March 20, 2007, by and among
                  the Company, Atlantic Network Holdings Limited, New
                  Media Television (Europe) Limited and the Outside Stockholders
                  Listed on Exhibit A Thereto.

14.1(3)           Code of Ethics

21.1(3)           Subsidiaries of the Registrant

31.1*             Section 302 Certification of Chief Executive Officer

31.2*             Section 302 Certification of Chief Accounting Officer

32.1*             Section 906 Certification of Chief Executive Officer

32.2*             Section 905 Certification of Chief Accounting Officer



------------
(1) Previously filed as an exhibit to the Company's Quarterly Report on
    Form 10-QSB for the quarter ended May 31, 2005.
(2) Previously filed as an exhibit to the Company's Current Report on Form 8-K
    Filed with the Commission on October 6, 2004.
(3) Previously filed as an exhibit to the Company's Annual Report on Form 10-KSB
    for the year ended August 31, 2004. (4) Previously filed as an exhibit
    to the Company's Current Report on Form 8-K filed with the Commission on
    March 21, 2007.
* Filed herewith

Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees.

     The aggregate fees billed to us by our principal  accountants  for services
rendered during the fiscal years ended August 31, 2007 and 2006 are set forth in
the table below:


                                August 31, 2007     August 31, 2006
                                ---------------     ---------------
        Audit Fees(1)           $        25,500     $     17,000

         (1) Audit fees represent fees for professional services provided in
         connection with the audit of our annual financial statements and review
         of our quarterly financial statements and audit services provided in
         connection with other statutory or regulatory filings.

Audit Committee's Pre-Approval Practice.

     Insomuch  as we do not  have an audit  committee,  our  board of  directors
performs the functions of an audit  committee.  Section 10A(i) of the Securities
Exchange Act of 1934 prohibits our auditors from  performing  audit services for
us as well as any services not  considered  to be "audit  services"  unless such
services  are  pre-approved  by the  board of  directors  (in lieu of the  audit
committee) or unless the services meet certain de minimis standards.

                                       14

<PAGE>


SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, as amended,  the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

Date:  December 12, 2007                                 RTG VENTURES, INC.

                                          By:  /s/ Linda Perry
                                               ---------------------------------
                                                   Linda Perry, President and
                                                   Chief Executive Officer

     In  accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.

December 12, 2007       /s/Linda Perry
                           -----------
                           Linda Perry, President and Chief Executive Officer
                           (Principal Executive Officer)


December 12, 2007       /s/ Barrington Fludgate
                            -------------------
                            Barrington Fludgate, Chief Financial Officer
                            (Principal Accounting Officer)

                                       15