**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington, D.C.
      20549**




**FORM 10-Q/A**


**(Amendment
      No. 2)**




**þ**
            
            **QUARTERLY
                REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934****For
                the quarterly period ended March 31, 2008****o**
            
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d)****OF
                THE SECURITIES EXCHANGE ACT OF 1934****For
                the transition period
                from          to**




**Commission
      file number 0-50762**




**DEBUT
      BROADCASTING CORPORATION, INC.**


*(Exact
      name of registrant as specified in its charter)*




**Nevada**
            
            **88-0417389***(State
                or other jurisdiction of incorporation or organization)*
            
            *(I.R.S.
                Employer Identification No.)*




**1209
                  16th Ave South, Nashville, TN**
              
              **37212***(Address
                  of principal executive offices)*
              
              *(Zip
                  Code)*




**(615) 866-3001**


*(Registrants
      telephone number, including area code)*




Securities
      Registered Pursuant to Section 12(b) of the Act:


**None**




Securities
      Registered Pursuant to Section 12(g) of the Act:


**Common
      Stock, par value $0.003 per share**





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


**None**




Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
      during the preceding 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 þ No o




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer, pr a smaller reporting company.
      See
      definition of “accelerated filer”, “large accelerated filer”, and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act. (Check one):


Large
      accelerated filer o Accelerated
      filer o Non-accelerated
      filer o Smaller
      Reporting Company þ




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




As
      of
      March 31, 2008, there were 19,794,360 shares of common stock issued and
      outstanding.










**EXPLANATORY
      NOTE**





This
      Amendment No. 2 on Form 10-Q/A (the “Amendment”) amends the quarterly report of
      Debut Broadcasting Corporation, Inc. (the “Company”) on Form 10-Q for the
      quarter ended March 31, 2008 as filed with the Securities and Exchange
      Commission on May 15, 2008 and as amended on May 15, 2008 (the “Original
      Filing”). This Amendment (i) revises the Company’s file number on the cover
      page, (ii) revises the presentation of the condensed consolidated statements
      of
      operations and accumulated deficit to exclude the effect of anti-dilutive common
      stock equivalents, (iii) adds information with respect to the Company’s
      assumptions as a going concern, and (iv) clarifies that Debut Broadcasting
      Mississippi, Inc. (“Debut Mississippi”) and Holladay Broadcasting of Louisiana,
      LLC (“HBL”) entered into an asset purchase agreement, pursuant to which Debut
      Mississippi will acquire the assets of HBL upon satisfaction of certain
      conditions precedent. In addition, as required by Rule 12b-15 under the Exchange
      Act, new certifications by the Company’s principal executive officer and
      principal financial officer are filed as exhibits to this
      Amendment.





For
      the
      convenience of the reader, this Amendment sets forth the Original Filing in
      its
      entirety. This Amendment does not reflect events occurring after the date of
      the
      Original Filing or modify or update any disclosures that may have been affected
      by subsequent events. Except as described above, all other information included
      in the Original Filing remains unchanged.




-
          2
          -




TABLE
        OF
        CONTENTS


PagePART
                I - FINANCIAL INFORMATIONItem
                1.
            
            Financial
                Statements
            
            4Item
                2.
            
            Management’s
                Discussion and Analysis or Plan of Operation
            
            14Item
                3.
            
            Qualitative
                and Quantitative Disclosures About Market Risk.
            
            26PART
                II - OTHER INFORMATIONItem
                1.
            
            Legal
                Proceedings
            
            27Item
                2.
            
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            
            27Item
                3.
            
            Defaults
                Upon Senior Securities
            
            27Item
                4.
            
            Submission
                of Matters to a Vote of Security Holders
            
            27Item
                5.
            
            Other
                Information
            
            27Item
                6.
            
            Exhibits
            
            28




-
          3
          -





**PART
      I - FINANCIAL INFORMATION**





**Item
      1.****Financial
      Statements**





Our
                unaudited financial statements included in this Form 10-Q are as
                follows:




Page
                5
            
            Condensed
                Consolidated Balance Sheets as of March 31, 2008 and December 31,
                2007;Page
                6
            
            Consolidated
                Statements of Operations and Accumulated Deficit for the three months
                ended March 31 2008 and 2007;Page
                7
            
            Consolidated
                Statements of Cash Flows for the three months ended March 31, 2008
                and
                2007;




These
      unaudited financial statements have been prepared in accordance with accounting
      principles generally accepted in the United States of America for interim
      financial information and the SEC instructions to Form 10-Q. In the opinion
      of
      management, all adjustments considered necessary for a fair presentation have
      been included. Operating results for the interim period ended March 31, 2008
      are
      not necessarily indicative of the results that can be expected for the full
      year.  Balance sheet information as of December 31, 2007 was derived from
      the Company’s audited financial statements for the year ended December 31,
      2007.




-
          4
          -





**DEBUT
      BROADCASTING CORPORATION, INC.**


**CONDENSED
      CONSOLIDATED BALANCE SHEET****S**





March 31
              2008
              (Unaudited)
            
            December 31
              20071ASSETSCurrent assetsCash
                and cash equivalents
            
            $
            451,096
            
            $
            8,643Accounts
                receivable, net
            
            
            887,047
            
            
            650,580Other
                current assets
            
            
            173,758
            
            
            45,723Total
                current assets
            
            
            1,511,901
            
            
            704,946Property
                and equipment, net
            
            
            566,319
            
            
            541,159Goodwill
            
            
            79,280
            
            
            79,280FCC
                licenses
            
            
            1,037,000
            
            
            1,037,000Other
                intangible assets, net
            
            
            8,153
            
            
            13,925Total
                assets
            
            $
            3,202,653
            
            $
            2,376,310LIABILITIES
                AND STOCKHOLDERS' EQUITYCurrent
                liabilitiesAccounts
                payable
            
            $
            216,587
            
            $
            339,734Accrued
                expenses and taxes
            
            
            573,089
            
            
            339,411Notes
                payable
            
            
            -
            
            
            -Notes
                payable to shareholders
            
            
            750,000
            
            
            -Lines
                of credit
            
            
            274,297
            
            
            239,297Current
                portion of long-term debt
            
            
            69,753
            
            
            85,600Total
                current liabilities
            
            
            1,883,727
            
            
            1,004,072Long
                term liabilitiesLong-term
                debt
            
            
            595,105
            
            
            601,374Total
                long term liabilities
            
            
            595,105
            
            
            601,374Total
                liabilities
            
            
            2,478,833
            
            
            1,605,446Stockholders'
                equityCommon
                stock - $.003 par value, 100,000,000 shares authorized 19,794,360
                and
                19,794,360 issued and outstanding, respectively. (See Note
                4)
            
            
            30,383
            
            
            30,383Additional
                paid in capital
            
            
            3,376,026
            
            
            3,162,272Accumulated
                deficit
            
            
            (2,682,588
            )
            
            (2,421,791
            )Total
                stockholders' equity
            
            
            723,820
            
            
            770,864Total
                liabilities and stockholders' equity
            
            $
            3,202,653
            
            $
            2,376,310




The
      accompanying notes are an integral part of these financial
      statements.





1 Derived
      from the Company’s audited financial statements from the year ended December 31,
      2007.




-
          5
          -





**DEBUT
      BROADCASTING CORPORATION, INC.**


**CONDENSED
      CONSOLIDATED STATEMENTS OF OPERATIONS****AND ACCUMULATED DEFICIT**


**(Unaudited)**





Three months ended March 31,2008
            
            2007Net
                Revenue
            
            $
            451,345
            
            $
            263,467Operating
                expensesAdvertising
            
            
            39,480
            
            
            17,653Operating
                expense
            
            
            604,979
            
            
            239,817Depreciation
                expense
            
            
            33,472
            
            
            4,709Merger
                and acquisition related expenses
            
            
            -
            
            
            83,954Total
                operating expenses
            
            
            663,996
            
            
            346,032Operating
                (loss)
            
            
            (212,300
            )
            
            (82,565
            )Other
                income and expenseInterest
                expense
            
            
            36,221
            
            
            26,915Interest
                income
            
            
            (814
            )
            
            -Total
                other income and expenses
            
            
            35,407
            
            
            26,915Net
                (loss)
            
            $
            (260,796
            )
            $
            (109,480
            )Accumulated
                deficit at the beginning of the period
            
            
            (2,420,944
            )
            
            (725,298
            )Accumulated
                deficit at the end of the period
            
            $
            (2,682,588
            )
            $
            (834,778
            )Loss
                per common shareBasic
                and diluted
            
            $
            (0.0133
            )
            $
            (0.0056
            )Weighted
                average number of shares outstanding, basic and diluted
            
            
            19,794,360
            
            
            19,794,360




The
      accompanying notes are an integral part of these financial
      statements.


-
          6
          -





**DEBUT
      BROADCASTING CORPORATION, INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED STATEMENTS OF CASH FLOWS**


**(Unaudited)**




For the three Months Ended March 31,2008
            
            2007Operating
                activities:Net
                loss
            
            $
            (260,796
            )
            $
            (109,480
            )Adjustments
                to reconcile net loss to net cash providedby/(used
                in) operating activities:Depreciation
                and amortization
            
            
            33,472
            
            
            4,709Changes
                in operating assets and liabilities, net of effects of
                acquisitions:(Increase)
                decrease in accounts receivable
            
            
            (237,136
            )
            
            (1,249
            )(Increase)
                decrease in other current assets
            
            
            (129,095
            )
            
            -Increase
                (decrease) in accounts payable
            
            
            (123,147
            )
            
            41,071Increase
                (decrease) in accrued expenses and taxes
            
            
            233,647
            
            
            8,025Net
                cash provided by/(used in) operating activities
            
            
            (222,258
            )
            
            52,557Investing
                activities:Purchases
                of property and equipment
            
            
            (51,132
            )
            
            (1,322
            )Net
                cash used in investing activities
            
            
            (51,132
            )
            
            (1,322
            )Financing
                activities:Proceeds
                from issuance of stock warrants
            
            
            231,754
            
            
            -Proceeds
                from bank credit facility
            
            
            35,000
            
            
            15,000Proceeds
                from shareholder notes
            
            
            750,000
            
            
            -Repayment
                of long term debt
            
            
            (22,114
            )
            
            (12,865
            )Net
                cash provided by financing activities
            
            
            976,637
            
            
            2,135Net
                increase in cash and cash equivalents
            
            
            442,453
            
            
            (56,109
            )Cash
                and cash equivalents at beginning of period
            
            
            8,643
            
            
            86,112Cash
                and cash equivalents at end of period
            
            $
            451,096
            
            $
            30,003





The
      accompanying notes are an integral part of these financial
      statements.




-
          7
          -





**Note
      1 - Organization**





Debut
      Broadcasting Corporation, Inc. (the “Company”) is located in Nashville,
      Tennessee and conducts business from its principal executive office at 1209
      16th
      Avenue South, Nashville, Tennessee 37212. The Company produces and distributes
      syndicated radio programs to radio stations across the United States and Canada.
      In addition, the Company owns and operates five radio stations in Mississippi.





The
      Company maintains radio syndication in Nashville and produces and distributes
      15
      radio programs, which are broadcast over approximately 1,400 radio station
      affiliates. These radio programs have an estimated 45 million U.S. listeners
      per
      week. In addition to its syndication services, the Company owns and operates
      a
      multi-media studio with audio, video and on-line content production
      capabilities. This facility is located on Music Row in Nashville, Tennessee.
      The
      Company also provides marketing, consulting and media buying (advertising)
      for
      its radio broadcast station customers in the United States.





On
      May
      17, 2007, the Company consummated a reverse merger with California News Tech,
      a
      public company that was organized in Nevada. Media Sentiment, Inc. (“MSI”), a
      wholly-owned subsidiary of California News Tech, held all of the assets and
      operations of California News Tech at the date of the merger (see Note 10 –
Business Combinations). Pursuant to a Post-Merger Operating Agreement, dated
      as
      of May 17, 2007, MSI and the Company agreed to operate as separate businesses
      after the reverse merger, with neither entity exercising control over the assets
      or operations of the other.





On
      June
      27, 2007, MSI filed a registration statement with the SEC with respect to the
      issued and outstanding shares of common stock of MSI for the purpose of
      completing a spin-off of MSI by transferring all of the shares of common stock
      of MSI to shareholders of record of California News Tech as of April 20, 2007.
      We anticipate completing the spin-off of MSI during the third quarter of
      2008.





**Note
      2 - Basis of Presentation and Interim Results**





The
      condensed consolidated financial statements include the accounts of the Company,
      and its subsidiaries. The interim financial statements of the Company. have
      been
      prepared without audit.





These
      interim results do not include the assets, liabilities and operations of the
      non-controlled subsidiary MSI, which the Company expects to be spun off during
      the third quarter of 2008.





Certain
      information and footnote disclosures normally included in annual financial
      statements prepared in accordance with generally accepted accounting principles
      have been condensed or omitted. We believe that the disclosures are adequate
      to
      make the financial information presented not misleading. These condensed
      financial statements should be read in conjunction with the audited consolidated
      financial statements and the notes thereto for the year ended December 31,
      2007.
      All adjustments were of a normal recurring nature unless otherwise disclosed.
      In
      the opinion of management, all adjustments necessary for a fair statement of
      the
      results of operations for the interim period have been included. The results
      of
      operations for such interim periods are not necessarily indicative of the
      results for the full year.





Accounts
      Receivable





We
      use
      the allowance method for determining the collectability of our accounts
      receivable. The allowance method recognizes bad debt expense following a review
      of the individual accounts outstanding in light of the surrounding facts.
      Accounts receivable are reported at their outstanding unpaid principal balances
      reduced by an allowance for doubtful accounts based on historical bad debts,
      factors related to specific customers’ ability to pay and economic trends. We
      write off accounts receivable against the allowance when a balance is determined
      to be uncollectible. Accounts receivable on the consolidated balance sheet
      is
      stated net of our allowance for doubtful accounts. The following table shows
      activity in our allowance for doubtful accounts:




-
          8
          -





December
                31, 2005
            
            $
            0Charged
                to expense
            
            $
            300Deductions
            
            $
            (300
            )December
                31, 2006
            
            $
            0Charged
                to expense
            
            $
            89,975Deductions
            
            $
            (69,676
            )December
                31, 2007
            
            $
            20,299Charged
                to expense
            
            $
            24,831Deductions
            
            $
            (19,921
            )March
                31, 2008
            
            $
            15,389





Revenue
      and Cost Recognition





The
      Company recognizes its advertising and programming revenues when the Company’s
      radio shows air on its contracted radio station affiliates. Generally, the
      Company is paid by a national advertising agency, which sells the commercial
      time provided by the affiliate.





As
      the
      Company earns its revenue from the national advertising agency, it also
      recognizes any amounts due to the individual shows, which are based on the
      audience level generated by the specific program. Expenses are accrued at the
      time the shows are run.




Consulting
      projects are generally negotiated at a fixed price per project; however, if
      the
      Company utilizes its advertising capacity as part of the consulting project,
      it
      will charge the consulting client in the same manner as the affiliated stations
      described more fully above. Consulting fee income is recognized as time is
      incurred under the terms of the contract.





Advertising





The
      Company expenses advertising costs as they are incurred. Total advertising
      costs
      of $39,480 and $17,653 are included in the financial statements for the three
      months ended March 31, 2008 and March 31, 2007, respectively.





**Note
      3 - Initial Adoption of FIN 48**





We
      adopted the provisions of Financial Accounting Standards Board (“FASB”)
      Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an
      interpretation of FASB Statement No. 109 (“FIN 48”), on May 17, 2007. This
      interpretation increases the relevancy and comparability of financial reporting
      by clarifying the way companies account for uncertainty in income taxes. FIN
      48
      prescribes a consistent recognition threshold and measurement attribute, as
      well
      as clear criteria for subsequently recognizing, derecognizing and measuring
      such
      tax positions for financial statement purposes. The interpretation also requires
      expanded disclosure with respect to the uncertainty in income taxes. We do
      not
      believe that the timing of the adoption of FIN 46 has created any material
      differences in comparability between the three months ended March 31, 2007,
      and
      the three months ended March 31, 2008.





**Note
      4 - Loss Per Share**





We
      present basic loss per share on the face of the consolidated statements of
      operations. As provided by SFAS No. 128, Earnings Per Share, basic loss per
      share is calculated as income available to common stockholders divided by the
      weighted average number of shares outstanding during the period.





On
      January 2, 2008, the Company awarded 342,055 shares through the Debut
      Broadcasting Employee Stock Option Plan.





On
      January 21, 2008, the Company issued to Remington Partners, Inc. a warrant
      to
      purchase 62,500 shares of Company common stock at an exercise price of $1.00
      per
      share, with an expiration date three years after the date of
      issuance.





On
      February 26, 2008, the Company issued to Remington Partners, Inc. a warrant
      to
      purchase 125,000 shares of Company common stock at an exercise price of $1.00
      per share, with an expiration date three years after the date of issuance.




-
          9
          -




On
      March
      16, 2008, the Company issued to Holladay Broadcasting of Louisiana, LLC a
      warrant to purchase 200,000 shares of Company common stock at an exercise price
      of $1.00 per share, with an expiration date ten years after the date of
      issuance.





During
      the first quarter of 2008, the Company accrued for warrants to be issued in
      the
      second quarter for the purchase of shares of common stock. An accrual was made
      for services provided by Politis Communications as partial payment for services
      rendered in the amount of $4,666. In addition, an accrual was made for services
      provided by Wolcott Squared as partial payment for services rendered in the
      amount if $21,488.





The
      Company revalues warrants annually on December 31 utilizing the Black-Scholes
      method.





All
      shares of common stock and prices have been restated in the accompanying
      consolidated financial statements and notes to give effect to the reverse merger
      of the Company with California News Tech. Therefore, the calculation of loss
      per
      share is equal to the number of shares of common stock outstanding assuming
      the
      reverse merger was completed on January 1, 2006.





**Note
      5 - Property and equipment**





Property
      and equipment are stated at cost less accumulated depreciation. Depreciation
      of
      property and equipment are computed using the straight-line method based upon
      estimated lives of assets ranging between three to thirty years. Property and
      equipment are summarized as follows:





Estimated
              Useful Life
            
            March 31,
              2008
            
            December
              31, 2007Land
            
            
            
            
            $
            49,500
            
            $
            49,500Buildings and
                building improvements
            
            
            5 –
                10 years
            
            
            98,023
            
            
            71,810Towers
                and studio equipment
            
            
            5
                - 30 years
            
            
            324,394
            
            
            314,666Furniture,
                fixtures and equipment
            
            
            3
                – 7 years
            
            
            165,705
            
            
            150,515Automotive
            
            
            3
                - 5 years
            
            
            101,858
            
            
            101,858Accumulated
                depreciation
            
            
            
            
            
            (173,162
            )
            
            (147,190
            )Property
                and equipment, net
            
            
            
            
            $
            566,319
            
            $
            541,159





Of
      the
      $566,319 in Net Property and Equipment as of March 31, 2008, $292,947 was added
      through the acquisition of five broadcast radio stations during the second
      quarter of 2007 including equipment purchases to support the acquired stations.





**Note
      6 - Lines of Credit**





On
      May 3,
      2002 and amended on April 26, 2004, the Company entered into an unsecured
      promissory note establishing a revolving line of credit with the Bank of America
      for $75,000. The note requires monthly interest payments and the interest rate
      is based on the bank’s prime rate, which was 7.5% at March 31, 2008. The note
      matures on May 3, 2008. The balance of the line of credit at both March 31,
      2008
      and 2007 was $75,000.





The
      Company signed a promissory note and established a revolving line of credit
      on
      February 27, 2004 for $200,000 with Regions Bank to refinance existing debt.
      The
      note matures on August 31, 2008, and requires monthly interest payments accruing
      at an initial rate of 7.58% and a current rate of 5.025% at March 31, 2008.
      The
      rate is subject to monthly changes based on an independent index plus 2.25%.





The
      note
      is secured by personal guarantee of certain officers of the Company and all
      inventory, chattel paper, accounts, equipment and general intangibles existing
      or purchased after the signing of the related agreement. The principal balance
      at March 31, 2008 and 2007 was $199,297 and $135,375, respectively.




-
          10
          -





**Note
      7 - Notes Payable to Shareholders**





Debut
      Broadcasting Shareholder Notes





Shareholder
      loans to the Company were made under various promissory notes dated May 15,
      2003
      through May 17, 2006. The interest rate for these loans was the prime rate.
      Principal and interest were payable upon shareholder demand. The total balance
      of these loans at March 31, 2008 and 2007 was $0 and $162,158,
      respectively.





On
      June
      6, 2005, the Company entered into an unsecured loan agreement with Rush Capital,
      LLC for $50,000. Rush Capital is an entity owned and controlled by an officer
      and shareholder of the Company. The promissory note, plus interest accrued
      at
      prime, was payable upon demand. The total balance of these loans at March 31,
      2008 and 2007 was $0 and $50,000.





On
      June
      5, 2006 the Company entered into a loan agreement with Rush Capital, LLC for
      $3,000. The promissory note, plus interest accrued at prime, was payable upon
      demand. The total balance of this loan at March 31, 2008 and 2007 was $0 and
      $3,000.





Effective
      with the reverse merger of the Company on May 17, 2007, the outstanding balances
      of principal and interest on the Rush Capital and other shareholder notes were
      converted into 430,316 shares of common stock in the Company. Therefore, the
      balance of these loans at March 31, 2008 was $0.





On
      January 2, 2008, the Company awarded options to purchase 342,055 shares of
      its
      common stock to employees and valued contractors. These options were awarded
      at
      a strike price of $0.86 per share and vest ratably over five years. The options
      will be accounted for utilizing the Black-Scholes method of
      valuation.





On
      January 21, 2008 the Company entered into a loan agreement with Remington
      Partners, Inc. for $250,000. This loan agreement included warrant coverage
      for
      62,500 shares of common stock at an exercise price of $1.00 per share with
      an
      expiration date three years after issuance, a $2,000 loan origination fee and
      interest of 18% per annum due monthly. The promissory note plus any accrued
      interest is payable on January 31, 2009.





On
      February 26, 2008 the Company entered into a loan agreement with Remington
      Partners, Inc. for $500,000. This loan agreement included warrant coverage
      for
      125,000 shares of common stock at an exercise price of $1.00 per share with
      an
      expiration date three years after issuance, a $2,000 loan origination fee and
      interest of 18% per annum due monthly. The promissory note plus any accrued
      interest is payable on February 28, 2009.





Total
      interest expense associated with the shareholder loans for the three months
      ended March 31, 2008 and 2007 was $13,808 and $4,438 respectively. Accrued
      interest due to shareholders was $0 and $32,930 as of March 31, 2008 and 2007,
      respectively.





**Note
      8 - Loans Payable**





Regions
      Bank Loan





On
      August
      15, 2006, the Company signed a promissory note with Regions Bank for $300,000
      with an initial interest rate of 7.58% and a current rate of 5.11125% as of
      March 31, 2008. The loan is secured by all inventory, chattel paper, accounts,
      equipment and general intangibles of the Company. The loan matures August 30,
      2011 and is payable in monthly installments of $6,058, including variable
      interest at 2.25% points per annum over the London Interbank Offered Rate for
      the applicable index period.





Total
      interest expense on the Regions Bank loan for the three months ended March
      31,
      2008 and 2007 was $4,209 and $5,308 respectively. The balance of the loan at
      March 31, 2008 was $221,936 of which $42,945 was classified as current portion
      of long-term debt. The balance of the loan at March 31, 2007 was $275,730,
      of
      which $39,820 was classified as current portion of long-term debt.





Citadel
      Communications Loan





On
      August
      28, 2002, the Company signed an unsecured promissory note with Citadel
      Communications for $430,415. The loan has no maturity date and accrues interest
      at a rate of 12%. The note was amended in April, 2003 requiring interest only
      payments indefinitely. Total interest expense on the Citadel Communications
      loan
      for the three months ended March 31, 2008 and 2007 was $10,428 and $10,428
      respectively. The balance of the loan at both March 31, 2008 and 2007 was
      $347,491.




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          11
          -




Vehicle
      Loans





On
      August
      28, 2007 the Company signed a direct purchase money loan and security agreement
      with DaimlerChrysler for the purchase of two vehicles for $50,068 with an
      effective interest rate of 7.3%. The corresponding promissory note is to be
      paid
      over a five-year period with a monthly payment of $1,011.





On
      September 25, 2007, the Company signed a retail installment sale contract with
      GMAC for the purchase of two vehicles for $47,498 with an effective interest
      rate of 5.0%. The corresponding promissory note is to be paid over a three-year
      period with a monthly payment of $1,424. The purchased vehicles are used in
      conjunction with the radio broadcast operations.





Total
      interest expense on the vehicle loans for the three months ended March 31,
      2008
      and 2007 was $1,528 and $0, respectively. The principal balance of the vehicle
      loans as of March 31, 2008 and 2007 was $87,212 and $0, respectively. At March
      31, 2008, $18,032 was classified as the current portion.





Capital
      Lease





On
      December 5, 2007, the Company entered into a capital lease arrangement with
      National City Media Finance to acquire studio equipment for $15,009 with a
      fixed
      interest rate of 7.5%. The lease term is for three years with monthly payments
      of $464 with a $1 buyout option at the end of the lease term.





Total
      interest expense on studio equipment for the three months ended March 31, 2008
      and 2007 was $361 and $0, respectively. The principal balance of the capital
      lease as of March 31, 2008 and 2007 was $13,503 and $0 respectively. At March
      31, 2008, $3,530 was classified as the current portion of the
      lease.





**Note
      9 - Shareholders’ Equity**





In
      connection with the reverse merger on May 17, 2007, all shares of common stock
      of Debut Broadcasting (as hereinafter defined) outstanding prior to the merger
      were exchanged for 10,000,000 shares of Company common stock (See Note 10.
      Business Combinations).





In
      addition, in connection with the reverse merger, the Company completed a private
      placement of 6,000,000 shares of Company common stock at $0.50 per share. The
      transaction was recorded net of financing costs of $23,502.





Finally,
      in connection with the reverse merger, the Company converted notes payable
      to
      shareholders in the amount of $215,158 into 430,316 shares of Company common
      stock at $0.50 per share.





The
      pre-merger shareholders of the Company maintained 364,044 shares of Company
      common stock.





On
      May
      21, 2007, $100,000 of convertible debentures issued on May 15, 2007 were
      converted into 3,000,000 shares of Company common stock.





**Note
      10 - Business Combinations**





California
      News Tech





On
      May
      17, 2007, the Company entered into an Agreement and Plan of Merger with
      California News Tech. The merger was accounted for as a reverse merger using
      the
      purchase method of accounting. Accordingly, the acquisition has been treated
      as
      an acquisition of California News Tech by the Company. MSI held all of the
      assets and operations of California News Tech at the date of the
      merger.





As
      part
      of the reverse merger, each share of common stock of Debut Broadcasting, Inc.,
      a
      Tennessee Corporation formerly known as The Marketing Group (“Debut
      Broadcasting”), issued and outstanding immediately prior to the closing of the
      merger was converted into the right to receive one share of common stock. As
      a
      result, the shareholders of Debut Broadcasting received 10,000,000 newly issued
      shares of common stock.




-
          12
          -





Also
      as
      part of the reverse merger, the Company issued 6,430,316 shares of Company
      common stock to investors as a result of closing a private offering that was
      exempt from registration under Rule 506 of Regulation D of the Securities Act
      of
      1933. The shares were issued for a combination of cash and debt reduction.





On
      June
      27, 2007, MSI filed a registration statement with the Securities and Exchange
      Commission with the respect to the issued and outstanding shares of common
      stock
      of MSI for the purpose of completing a spin-off of MSI by transferring all
      of
      the shares of common stock of MSI to shareholders of record of California News
      Tech as of April 20, 2007. We anticipate completing the spin-off of MSI during
      the first quarter of 2008.





As
      part
      of the reverse merger, the Company also entered into a Post-Merger Operating
      Agreement in which the Company and MSI agreed to operate their respective
      businesses separately and the Company, specifically agreed that it would not
      interfere in any manner with the operations of MSI, have any rights to use,
      acquire or otherwise operate any of the assets or intellectual property of
      MSI
      or create any liabilities for which MSI would be obligated. In addition, MSI
      agreed that it would not interfere in any manner with the operations of the
      Company, have any rights to use, acquire or otherwise operate any of the assets
      or intellectual property of the Company or create any liabilities for which
      the
      Company would be obligated.





Moreover,
      as part of this Post-Merger Operating Agreement, the Company agreed that if
      for
      any reason California News Tech is unable to register the MSI shares, that
      the
      Company would sell its MSI shares to the Company’s former president and
      director, Marian Munz, for $1.00. As a consequence, MSI has and will continue
      to
      operate completely separate from the Company effective as of the date of the
      reverse merger.





In
      addition, at the time of the reverse merger, the Company was released from
      certain liabilities to its former president and director, Mr. Munz, and his
      spouse; however, these liabilities continued as the sole responsibility of
      MSI
      in the form of two separate convertible promissory notes. These notes remain
      outstanding but, if converted under their terms into shares of MSI common stock,
      would represent over an 80% interest and full voting control over MSI.





As
      a
      result, the Company considers MSI a non-controlled subsidiary and has not
      included any operating results, cash flow analysis or assets and liabilities
      of
      MSI in its consolidated financial statements.





The
      Company reported the details of the Agreement and Plan of Merger and the related
      transactions on a Form 8-K filed May 22, 2007.





**Shamrock
      Broadcasting, Inc.**





On
      June
      7, 2007, the Company acquired two radio broadcast stations identified as WNLA
      FM
      105.5 MHz and WNLA AM 1380 kHz in Indianola, Mississippi, from Shamrock
      Broadcasting, Inc., including all of the facilities, equipment, licenses and
      intellectual property necessary to operate these stations, in exchange for
      $300,000. In a separate agreement, the Company purchased the accounts receivable
      of Shamrock Broadcasting through issuance of a $10,134 promissory note payable
      in equal installments made in each of three months following completion of
      the
      transaction.





The
      purchase price was allocated as follows:





Description
            
            AmountAccounts
                receivable
            
            $
            10,134Land
            
            
            14,500Buildings
                and structures
            
            
            13,500Equipment
            
            
            30,000FCC
                licenses
            
            
            237,000Non-compete
                agreement
            
            
            5,000Liabilities
                assumed
            
            
            (10,134
            )Total
            
            $
            300,000




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          13
          -





**River
      Broadcasting Company**





On
      June
      19, 2007, the Company acquired three radio broadcast stations identified as
      WIQQ
      FM 102.3 MHz in Leland, MS, WBAQ FM 97.9 MHz and WNIX AM 1330 kHz in Greenville,
      MS, from River Broadcasting Company, including all of the facilities, equipment,
      licenses and intellectual property necessary to operate these stations, in
      exchange for $1,037,134. In
      September 2007, the Company identified a $14,280 liability that was not recorded
      as of the closing date of the transaction. This was recorded as an adjustment
      to
      goodwill.





The
      purchase price was allocated as follows:





Description
            
            AmountAccounts
                receivable
            
            $
            37,134Land
            
            
            35,000Buildings
                and structures
            
            
            50,000Equipment
            
            
            25,000FCC
                licenses
            
            
            800,000Non-compete
                agreement
            
            
            25,000Goodwill
            
            
            79,280Liabilities
                assumed
            
            
            (14,280
            )Total
            
            $
            1,037,134





We
      reported our acquisition of these five radio stations on a Form 8-K filed June
      22, 2007.





**Holladay
      Broadcasting Company**





On
      March
      16, 2008, the Company entered into a Local Marketing Agreement (“LMA”) with two
      radio broadcast stations identified as WBBV FM 101.3 MHz in Vicksburg, MS,
      KLSM
      FM 105.5 MHz in Tallulah, LA with Holladay Broadcasting Company, including
      all
      of the facilities, equipment, licenses and intellectual property necessary
      to
      operate these stations. The Company maintains the station including all revenues
      and expenses. Holladay Broadcasting Company has retained ownership of all assets
      and liabilities of the station that were incurred prior to March 16,
      2008.





On
      March
      16, 2008, the Company signed an asset purchase agreement and filed with the
      FCC
      for ownership of WBBV FM 101.3 MHz in Vicksburg, MS including all of the
      facilities, equipment, licenses, intellectual property, assets, and liabilities
      of the station.





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





**Forward-Looking
      Statements**





Certain
      statements, other than purely historical information, including estimates,
      projections, statements relating to our business plans, objectives, and expected
      operating results, and the assumptions upon which those statements are based,
      are “forward-looking statements” within the meaning of the Private Securities
      Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933
      and Section 21E of the Securities Exchange Act of 1934. These
      forward-looking statements generally are identified by the words “believes,”
“project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,”
“may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and
      similar expressions. We intend such forward-looking statements to be covered
      by
      the safe-harbor provisions for forward-looking statements contained in the
      Private Securities Litigation Reform Act of 1995, and are including this
      statement for purposes of complying with those safe-harbor provisions.
      Forward-looking statements are based on current expectations and assumptions
      that are subject to risks and uncertainties which may cause actual results
      to
      differ materially from the forward-looking statements. Our ability to predict
      results or the actual effect of future plans or strategies is inherently
      uncertain. Factors which could have a material adverse affect on our operations
      and future prospects on a consolidated basis include, but are not limited to:
      changes in economic conditions, legislative/regulatory changes, availability
      of
      capital, interest rates, competition, and generally accepted accounting
      principles. These risks and uncertainties should also be considered in
      evaluating forward-looking statements and undue reliance should not be placed
      on
      such statements. We undertake no obligation to update or revise publicly any
      forward-looking statements, whether as a result of new information, future
      events or otherwise. Further information concerning our business, including
      additional factors that could materially affect our financial results, is
      included herein and in our other filings with the SEC.




-
          14
          -




**Company
      Overview**





We
      are
      located in Nashville, Tennessee and conduct business from our principal
      executive office, located at 1209 16 th Avenue
      South, Nashville, Tennessee 37212. We produce and distribute syndicated radio
      programs to radio stations across the United States and Canada. In addition,
      we
      own and operate five radio stations in Mississippi.





We
      maintain radio syndication in Nashville and produce and distribute 15 radio
      programs, which are broadcast over approximately 1,400 radio station affiliates.
      These radio programs have an estimated 45 million U.S. listeners per week.
      In
      addition to syndication services, we own and operate a multi-media studio with
      audio, video and on-line content production capabilities. This facility is
      located on Music Row in Nashville, Tennessee. We also provide marketing,
      consulting and media buying (advertising) for our radio broadcast station
      customers in the United States.





The
      Company was originally incorporated in Nevada on January 22, 1999 as
      NewsSurfer.com Corporation (the “Predecessor Company”). In 2001, the Predecessor
      Company changed its name to California News Tech and shifted its business plan
      to focus on providing online access to news media analysis for a subscription
      fee. On October 31, 2006, the Predecessor Company transferred all of its assets,
      liabilities, and business operations to a new wholly-owned subsidiary, Media
      Sentiment, Inc. (“MSI”).





On
      May
      17, 2007, the Company issued a control block of its common stock to the former
      shareholders of Debut Broadcasting, Inc. (“Debut Broadcasting”), a privately
      held Tennessee corporation. Through a series of related transactions (the
“Reverse Merger”), the Company acquired Debut Broadcasting, which became the
      Company’s wholly-owned subsidiary, and subsequently the Company changed its name
      to Debut Broadcasting Corporation, Inc.





As
      part
      of the Reverse Merger, the Company and MSI entered into a Post-Merger Operating
      Agreement in which the two entities agreed to operate their respective
      businesses separately, and agreed to not interfere in any manner with their
      respective operations, have any rights to use, acquire or otherwise operate
      any
      of their respective assets or intellectual property, or create any liabilities
      for which the other party would be obligated.




As
      part
      of this Post-Merger Operating Agreement, the Company agreed that if for any
      reason the former president and director of the Predecessor Company, Marian
      Munz, is unable to register the MSI shares, that the Company would sell our
      shares to Munz, for $1.00. As a consequence, MSI has and will continue to
      operate completely separate from the Company from the date of the Reverse
      Merger.





In
      addition, at the time of the Reverse Merger, the Company was released from
      certain liabilities to its former president and director, Mr. Munz, and his
      spouse; however, these liabilities continued as the sole responsibility of
      MSI
      in the form of two separate convertible promissory notes. These notes remain
      outstanding but, if converted under their terms into shares of MSI common stock,
      would represent over an 80% interest and full voting control over MSI.





As
      a
      result, the Company considers MSI a non-controlled subsidiary for financial
      purposes, and has not included any operating results, cash flow analysis or
      assets and liabilities of MSI in its consolidated financial
      statements.





On
      June
      27, 2007, MSI filed a registration statement with the SEC with respect to its
      issued and outstanding shares of common stock for the purpose of completing
      a
      spin-off of MSI by transferring all its shares of common stock to stockholders
      of record of California News Tech as of April 20, 2007. The Company anticipates
      the completion of the spin-off of MSI during third quarter of 2008.





*Our
      Focus*




Our
      strategic focus is on small, rural-sized markets in the Southeastern United
      States. We believe that these markets represent attractive operating
      environments and generally exhibit the following:




•
            Below-market
                purchase prices;




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          15
          -





•
            Rising
                advertising revenues, as the larger national and regional retailers
                expand
                into these markets;•
            Small
                independent operators, many of whom lack the capital to produce
                high-quality locally originated programming or to employ more
                sophisticated research, marketing, management and sales
                techniques; and•
            Lower
                overall susceptibility to economic downturns.





*Operating
      Strategy*




Our
      operating strategy capitalizes on the synergies we create between radio
      syndication and radio station operations. We have the technology, talent, and
      facilities to outsource content for radio stations. By utilizing this content,
      we gain affiliates, increase Arbitron ratings for our affiliates and, therefore,
      generate increased revenues in advertising sales. We maximize this strength
      by
      utilizing a strategy of building radio content once, and re-selling it to new
      markets over and over.





The
      strength of our radio operations strategy lies in our ability to buy existing
      radio stations at prices below market value. We utilize our extensive radio
      and
      management background to successfully increase sales, reduce operating costs
      and
      increase overall performance.




*Acquisition
      Strategy*




Our
      acquisition strategy has the following principal components:




•
            assemble
                leading radio station clusters in small rural markets by taking advantage
                of their size and fragmented nature of ownership; and•
            selectively
                acquire leading stations where we believe we can cost-effectively
                achieve
                a leading position in terms of signal coverage, revenue or audience
                share
                and acquire under-performing stations where there is significant
                potential
                to apply our management expertise to improve financial and operating
                performance.





On
      March
      16, 2008 we signed an asset purchase agreement for WBBV, FM 101.1 MHz in
      Vicksburg, MS. Additionally, we placed KLSM, FM in Tallulah, LA under a local
      marketing agreement. We believe these stations conform to our focus and
      operating strategy. Geographically, we expect to be able to capitalize on the
      proximity to Vicksburg to achieve significant cost reductions. Key station
      roles
      in engineering, sales management, and business management will be distributed
      across the region with anticipated incremental savings for all owned and
      operated stations.




**Existing
      Business Operations of Debut**





All
      of
      our current material business operations are conducted through our wholly-owned
      subsidiaries, The Marketing Group, Inc., and Debut Broadcasting Mississippi,
      Inc.





*Existing
      Radio Syndication Business*





Our
      core
      business is the production and distribution of syndicated radio programming
      to
      radio stations in the U.S. and Canada. We have grown from a single radio program
      in 1999 to approximately 14 distinct programs and services currently offered
      to
      radio stations in the U.S. and Canada. Our customer base of nearly 1,400 radio
      stations generates an audience of nearly 45 million listeners each week in
      the
      US. Our current programming focuses on country, Christian, and urban formats.
      Our planned expansion includes adult contemporary and rock formats.





Revenue
      is generated from advertising and sponsorship sold in the syndicated radio
      programs, as well as revenue-sharing agreements with radio station affiliates.
      Key advertising relationships include Wal-Mart, Pfizer, GEICO Insurance, Johnson
      & Johnson, General Mills, and Proctor & Gamble.





During
      the past decade, rapid consolidation of the radio industry resulted from
      government de-regulation of ownership limits. Companies that owned the maximum
      of 24 radio stations prior to 1996 are now free to own far more licenses. At
      the
      beginning of 2007, larger companies owned an average of 254 stations each and
      the largest, Clear Channel Communications, owned over 1,100 stations (although
      it is in the process of divesting stations in some smaller
      markets).




-
          16
          -





The
      process of consolidation has dramatically reduced staffing levels. Most radio
      stations now rely on automation systems and syndicated programming to fill
      airtime. Management believes that the average number of employees dedicated
      to
      each on-air radio signal in 1996 was eight; today, that number is below three.
      We have exploited this need, providing radio stations with daily features and
      hourly weekend programming.





We
      intend
      to continue our rapid expansion of the programming and services we offer to
      radio stations, including increased penetration of larger markets with long-form
      programming. Specifically, we will focus on creating a new-generation of
      long-form, 24-hour programming in the following formats:




·
            Country;


·
            Rock;


·
            Urban;
                and


·
            Adult
                Contemporary




Relying
      on our management’s experience with 24-hour programming, which has been
      historically delivered via satellite to radio station affiliates, we now utilize
      a more efficient delivery method facilitated by the Internet. The result is
      a
      more “hands-off” operation on the radio station end of the service,
      higher-quality, much greater flexibility, more localized programming for radio
      station affiliates, and more reliable delivery (eliminating vulnerabilities
      in
      the traditional satellite-delivery systems).





In
      addition, planned our expansion of program and service offerings
      includes:





·
            24-hour
                weather and on-call severe weather
                coverage;


·
            Format-specific
                news and sports reporters; and


·
            Production
                music and station imaging.





By
      increasing the rate of the expansion of our programming and services even
      further, we acquire a higher number of radio station affiliates and earn
      increased ratings, which should translate into increased revenues.





**Diversification**





Our
      business plan includes the acquisition and management of radio stations
      (“Properties”) in small to mid-sized radio markets in the U.S.





During
      the first quarter of 2008, we launched a Day Part Personality program which
      diversifies our syndicated offerings. We expect to rapidly grow this fledgling
      program throughout the year. Additionally, we developed a production library
      which is available on a subscription basis for stations to subscribe to. This
      new library received its first subscription from three stations in the Houston,
      TX market. Finally, in the first quarter of 2008, we began a digital delivery
      conversion program. We will require all affiliates with 100 average quarter
      hours or less, to receive their syndicated programming from us through digital
      delivery, by July 1, 2008. This program should result in material reductions
      to
      postage, materials, and other shipping expenses. As of March 31, 2008 we had
      successfully converted 30% of our syndication affiliates to digital delivery.





Properties
      acquired by us will serve as flagships for the new 24-hour programming and
      other
      programs and services provided by us. We further anticipate that these
      acquisitions will also increase margins and cash flow for the Properties and
      existing syndication operations as we leverage unique synergies resulting from
      our existing lines of business. In furtherance of this strategy, during June
      2007 we acquired and now own and operate five broadcast radio stations
      identified as WIQQ FM 102.3 MHz in Leland, Mississippi, WBAQ FM 97.9 MHz, WNIX
      AM 1330 kHz in Greenville, Mississippi, and WNLA FM 105.5 MHz and WNLA AM 1380
      kHz in Indianola, Mississippi. We will continue to review the potential of
      additional acquisitions of radio stations in proximity to this area, although
      there is no assurance that we will be able to consummate such acquisitions.




We
      believe that ownership of Properties has the potential to increase our margins
      and cash flow. We are uniquely capable of more cost-efficient operation of
      radio
      stations than other owners because of our ability to generate the programming
      out of our existing syndication operation in Nashville, overlay national
      advertising revenues and then localize the content in each market. Further,
      this
      strategy blends elements of the new and old economies to diversify risk in
      three
      key ways:




-
          17
          -





*HD
      Radio and Webcasting* .
      The FCC
      approved digital radio (“HD Radio”) in March 2007. Similar to digital
      television, HD Radio allows broadcasters to transmit two channels digitally
      through the equivalent of one analog channel.





We
      anticipate that the years 2008 through 2010 will show a rapid proliferation
      of
      HD Radio. Many radio stations in the top 50 markets have already converted
      to
      the new broadcast format, and major retailers, including Radio Shack, Best
      Buy
      and Wal-Mart, carry the receivers, which already compete favorably with hardware
      prices for satellite radio and should continue to drop.





HD
      Radio
      provides a wide range of new free listening options to consumers without the
      monthly subscription charged by satellite radio. All existing FM license-holders
      have the right to convert to HD Radio without further approval from the
      FCC.




Further,
      the growth potential offered by the new technologies of HD Radio and webcasting
      into the future provide additional diversification opportunities.





*Diversification
      of Revenue Streams and the Future Potential of New Technologies.* While
      revenues from syndication and radio station operations are both primarily
      derived from advertising, budgets and clients are quite separate. By
      diversifying revenues to include both national syndication revenues and
      local-market revenues, we are less vulnerable to any potential changes in future
      market conditions than companies that operate only radio stations.





*Diversification
      of Assets.* Ownership of Properties also adds hard assets to our balance sheet (such as
      licenses, real estate, towers, etc.) in addition to the extensive intellectual
      assets we have in our content and brands.





**Strategy
      for Investing In Radio Stations**





Our
      management and members of our Board of Directors have extensive experience
      in
      the radio industry, ranging from programming, sales and management to
      acquisitions and financing. That experience has been key to our success in
      syndication and is the genesis of our unique and proprietary radio station
      acquisition strategy.





Radio
      has
      typically provided a short turnaround cycle and near-term horizon for return
      on
      investment for investors who focus on strong operational fundamentals. As the
      largest radio companies in the U.S. consolidate into the top 100 markets, prices
      in medium and small markets have reached levels where management believes that
      stations are greatly undervalued and attractive for investment when certain
      other conditions exist.





The
      largest radio companies (Clear Channel, Cumulus, Citadel, CBS, etc.) are
      increasingly focused on larger markets because they have determined that they
      find the greatest cost-efficiency there. We perceive that there is a virtual
      absence of and need for a company with an effective strategy for medium and
      small markets - a successful and repeatable business model for radio stations
      that relies primarily on local, direct advertising revenues.  We
      intend
      to create stockholder value by investing in medium and small-market radio
      stations that we perceive are not taking advantage of modern operational
      strategies designed to maximize revenue and minimize cost. It is our view that
      many such stations are underperforming financially because of poor sales
      strategies and inefficient costs of operation.





By
      investing only in Properties that are under-performing, we hope to capture
      the
      gap between low purchase prices (typically four times net revenue or seven
      times
      broadcast cash flow) and the public market for healthy stations (estimated
      at
      between nine to 15 times broadcast cash flow). A recent article in the trade
      publication *Inside
      Radio* reported
      on a Kagan study that showed the largest transactions in 2006 averaged as high
      as 17 times broadcast cash flow. The worst state for such transactions,
      Louisiana, averaged 8.2 times broadcast cash flow. Management believes the
      benchmark of nine to 15 times multiple is holding up against market trends.
      Management has strong confidence in its strategy to selectively acquire
      Properties because industry researchers like Kagan continue to report a robust
      flow of private capital into both large and small acquisitions within the radio
      industry.




-
          18
          -





In
      broad
      terms, our investment criteria include:





·
            Consolidation.
                The opportunity to consolidate multiple Properties in a single market
                is a
                key investment criteria because it offers immediate cost
                savings.





·
            Dominance.
                The opportunity to own a substantial majority of the Properties competing
                for advertising in a single market (the maximum number allowed by
                FCC
                ownership limits or close to it) is a key investment criteria for
                competitive reasons. Markets where Clear Channel, Citadel, Cumulus,
                CBS or
                other major national competitors are present will be
                avoided.





·
            Good
                Infrastructure.
                Radio stations that are broken, abused or neglected can be turned
                around
                quickly with good management. Others that we determine are in particularly
                poor physical condition will require too much time and resources
                to turn
                around and, therefore, will not meet our acquisition
                criteria.





·.
            Demographics
                and the Local Economy.
                High-priority acquisition markets will have positive growth trends
                for
                population, retail sales and other lifestyle and economic factors
                because
                the extent of the turnaround can be more accurately projected on
                these
                bases.




Consummation
      of our pending acquisitions and any acquisitions in the future are subject
      to
      various conditions, such as compliance with FCC and regulatory requirements
      which are discussed elsewhere in this report.





We
      cannot
      be certain that any of these conditions will be satisfied. In addition, the
      FCC
      has asserted the authority to review levels of local radio market concentration
      as part of its acquisition approval process, even where proposed assignments
      would comply with the numerical limits on local radio station ownership in
      the
      FCC’s rules and the Communications Act.




Our
      acquisition strategy involves numerous other risks, including risks associated
      with:




·
            Identifying
                acquisition candidates and negotiating definitive purchase agreements
                on
                satisfactory terms;·
            Integrating
                operations and systems and managing a large and geographically diverse
                group of stations; and·
            Diverting
                our management’s attention from other business concerns.


We
      cannot
      be certain that we will be able to successfully integrate our acquisitions
      or
      manage the resulting business effectively, or that any acquisition will achieve
      the benefits that we anticipate. In addition, we are not certain that we will
      be
      able to acquire future properties at valuations as favorable as those of
      previous acquisitions.





**Sales
      and Programming Strategies**





Management’s
      experience is that radio station turn-arounds are achieved most quickly with
      a
      combination of revenue growth and cost-cutting. We believe that we have the
      potential to accomplish both in some new, unique ways based on synergies with
      our existing lines of business.





Our
      sales
      plan for our acquired Properties is to expand revenue from a single source
      to
      three distinct revenue streams:





·
            Local
                Advertising.
                This is typically the existing revenue stream for any acquisition.
                By
                utilizing tighter structure, ongoing training and new technology
                (i.e.
                presentation and sales tracking software), we hope to make account
                executives more effective. There can be no assurance that we will
                be
                successful in achieving similar increases with Properties we
                acquire.




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          19
          -





·
            Event
                & Promotion Revenues.
                It has been our management’s experience that overall revenues have the
                potential to increase as much as 20 percent with the addition of
                event and
                promotion revenues. This also has the effect of generating new revenues
                from non-traditional advertisers, such as employers, professional
                services
                companies, and smaller advertisers who are typically priced out of
                standard radio advertising. There can be no assurance that we will
                be
                successful in generating new event and promotion
                revenues.





·
            National
                Advertising.
                Because we have an existing national advertising sales plan, we anticipate
                that any acquired Properties will immediately be able to access this
                new
                revenue stream, increasing overall sales by 10-15 percent within
                30 days.
                There can be no assurance that we will be successful in implementing
                our
                national advertising sales plan at Properties we
                acquire.





Our
      programming plan for the acquired Properties has been centered around our
      expansion into 24-hour syndicated music programming. Our existing syndication
      operation in Nashville now provides the music, imaging and most of the air
      talent. This has resulted in a more sophisticated radio station at a reduced
      expense. Localized staffing at the radio station level now concentrates on
      localization of the content (i.e. weather, news and information, promotions,
      remotes and community events).





Taking
      advantage of the latest technology, we anticipate that approximately 90 percent
      of each radio station acquired can be programmed from a central studio location
      in Nashville. As a result, the local staff in each market can concentrate on
      serving the local audience by localizing the content, marketing the radio
      stations and generating revenue through ad sales and promotional events. This
      represents a more efficient use of resources and is more cost-efficient than
      current practice.





**The
      Overall Impact of Our Acquisitions**




We
      anticipate that the impact on margins and cash flow will become even greater
      as
      more acquisitions are made. Fixed costs of programming on a per station basis
      continue to fall as the expense is distributed over a larger number of radio
      stations, and new revenue streams - particularly “non-traditional” forms of
      revenue - increase as the scale of our business increases. Also, as we acquire
      additional radio stations, the impact on the existing syndication operation
      also
      increases because of added revenue potential from the owned and operated radio
      stations.





Members
      of management and the Board of Directors have extensive networks of contacts
      within the radio industry that we believe will generate a consistent and
      reliable flow of potential deals for evaluation, as well as extensive experience
      in radio station operation, acquisition and financing.





In
      June
      2007, we completed the initial two radio station acquisitions consisting of
      five
      radio stations in and around Greenville, Mississippi, which we are assembling
      into a station cluster (the “Greenville Cluster”).




The
                Market:
            Greenville,
                MississippiDesignated
                Marketing Area(“DMA”):
            Greenville-Greenwood,
                MississippiRank:
            184




On
      June
      7, 2007, we acquired two radio broadcast stations identified as WNLA FM 105.5
      MHz and WNLA AM 1380 kHz in Indianola, Mississippi, from Shamrock Broadcasting,
      Inc., including all of the facilities, equipment, licenses and intellectual
      property necessary to operate these stations, in exchange for $300,000. In
      a
      separate agreement, we purchased the accounts receivable of Shamrock
      Broadcasting through issuance of a $10,134 promissory note payable in
      installments made in each of three months following completion of the
      transaction.




-
          20
          -





The
      purchase price was allocated as follows:





Description
            
            AmountAccounts
                receivable
            
            $
            10,134Land
            
            
            14,500Buildings
                and structures
            
            
            13,500Equipment
            
            
            30,000FCC
                licenses
            
            
            237,000Non-compete
                agreement
            
            
            5,000Liabilities
                assumed
            
            
            (10,134
            )Total
            
            $
            300,000





On
      June
      19, 2007, we acquired three radio broadcast stations identified as WIQQ FM
      102.3
      MHz in Leland, Mississippi, WBAQ FM 97.9 MHz and WNIX AM 1330 kHz in Greenville,
      Mississippi, from River Broadcasting Company, including all of the facilities,
      equipment, licenses and intellectual property necessary to operate these
      stations in exchange for $1,037,134. In September 2007, we identified a $14,280
      liability that was not recorded as of the closing date of the transaction.
      This
      was recorded as an adjustment to goodwill.




The
      purchase price was allocated as follows:





Description
            
            AmountAccounts
                receivable
            
            $
            37,134Land
            
            
            35,000Buildings
                and structures
            
            
            50,000Equipment
            
            
            25,000FCC
                licenses
            
            
            800,000Non-compete
                agreement
            
            
            25,000Goodwill
            
            
            79,280Liabilities
                assumed
            
            
            (14,280
            )Total
            
            $
            1,037,134





Negotiations
      are ongoing with a third potential seller for two additional stations within
      the
      market, but there is no assurance that any additional acquisitions will be
      consummated in the Greenville, Mississippi area.





Greenville,
      Mississippi falls into the Greenville-Greenwood, Mississippi DMA, which is
      rated
      by Arbitron. Although there is no rating book specifically prepared for
      Greenville, Mississippi, we will have the option to make Greenville a rated
      market by entering into a subscription agreement with Arbitron. However,
      management does not currently believe that this would be
      beneficial.





On
      March
      16, 2008, we entered into a local marketing agreement with Holladay Broadcasting
      for two radio stations in and around Vicksburg, Mississippi, which we are
      assembling into a super-regional station cluster (the “Mississippi
      Super-Regional Cluster”).





We
      selected these Properties for investment for a number of reasons. First, they
      are in close proximity to each other and they operate in the same market.
      Second, each of the stations, each of the three station groups and the stations
      collectively have underperformed fiscally in recent years in terms of revenue
      generation and operating income. The third factor in our investment decision
      was
      the community of Greenville, Mississippi, and the surrounding area. An estimated
      130,000 listeners live within the range of the stations of the Greenville
      Cluster. A smaller market would not be able to support the advertising necessary
      to make this a profitable cluster, and a significantly larger market would
      likely already have station clusters owned by competing groups, as opposed
      to
      fragmented station ownership by individuals, making our entrance into the market
      significantly more difficult.





The
      final
      factor in our decision to invest in the Greenville cluster and Mississippi
      Super-Regional Cluster is the fact that we are able to assemble enough
      Properties to create a station cluster. By creating a station cluster, we expect
      to be able to consolidate the operations of the stations and eliminate
      redundancies, thereby cutting our per-station operational costs. A station
      cluster also allows us to program multiple, advertiser-friendly formats to
      reach
      a cross-section of key demographic and lifestyle groups within the community.
      By
      simultaneously selling all the stations as a single offering to advertisers,
      we
      anticipate that market share and overall revenues will increase.




-
          21
          -





We
      intend
      to achieve cost reductions through the elimination of redundant management
      and
      administrative positions, consolidation of facilities and the use of technology
      to reduce programming and technical expenses.





We
      expect
      to take an aggressive stance on HD Radio as a content provider, and we plan
      to
      install HD transmitters as revenue streams develop and as long as current sales
      trends for HD receivers continue. When we are able to install HD transmitters,
      we will have at least three additional terrestrial signals for delivery of
      content to consumers.





While
      we
      have successfully acquired five stations, and entered into a local marketing
      agreement for two stations in our plan for creating the Mississippi
      Super-Regional cluster, and management anticipates having the ability to
      consummate additional acquisitions in the area, there can be no assurance that
      any additional acquisitions will be completed or that the resulting station
      cluster will be profitable.





**Acquisitions
      and Dispositions**




*Pending
      Acquisitions*




During
      the fourth quarter of 2007, we signed letters of intent to purchase seven
      additional radio stations in two markets. Two of these stations, WBBV FM, and
      KLSM FM were placed under a local marketing agreement on March 16, 2008.





On
      March
      10, 2008, Debut Broadcasting Mississippi, Inc., a wholly-owned subsidiary of
      the
      Company (“Debut Mississippi”), signed an asset purchase agreement with one of
      these four stations - Holladay
      Broadcasting of Louisiana, LLC (“HBL”).
      The consummation of the transactions contemplated by such asset purchase
      agreement is contingent upon, among other things, approval of the Federal
      Communications Commission. On March 16, 2008, Debut Mississippi filed an
      application with the Federal
      Communications Commission with
      respect to the acquisition and ownership of this radio station. On March 16,
      2008, Debut Mississippi and HBL entered into a Local Marketing Agreement
      pursuant to which Debut Mississippi maintains the radio station and HBL retains
      ownership of all assets and liabilities of the station. The Company’s Current
      Report on Form 8-K, filed on March 19, 2008, incorrectly indicated that the
      Company acquired the assets of HBL. Instead, this Form 8-K should have stated
      that Debut Mississippi and HBL have entered into an asset purchase agreement,
      pursuant to which Debut Mississippi will acquire the assets of HBL upon
      satisfaction of the conditions precedent.





These
      markets complement the geography of our existing radio stations and will create
      a super-regional clusterTM resulting in an anticipated reduction in operating
      costs of up to 17% incrementally. We anticipate signing asset purchase
      agreements, and filing for FCC license transfers for the 5 additional stations
      during the second and third quarter of 2008. These acquisitions will represent
      overall growth in radio operations of 140% year over year.





**Financing**





We
      will
      require additional capital to execute on our plan to grow through the
      acquisition of radio stations and radio station clusters. We do not presently
      have sufficient capital to make additional acquisitions. We intend to raise
      additional capital over the next twelve months through additional equity
      offerings.





We
      have
      made our initial radio station acquisitions without taking on any additional
      debt financing. However, debt financing may be advisable and attractive as
      we
      contemplate future additional acquisitions.





Although
      we are and will be unable to predict the precise terms of any financing until
      the time that such financing is actually obtained, it is likely that any such
      financing will fit within the following parameters:





•  None
      of
      the indebtedness to which the Properties would be subject will be recourse
      to the shareholders, although some or all of the indebtedness may be recourse
      to us.
      However, each obligation will be secured by a first lien and/or second lien
      security interest
      in the financed Property. It is probable that all of our Properties will be
      subject to substantial
      security interests.




-
          22
          -





•  We
      expect
      any indebtedness will be first repaid with the operating revenues of the Properties.
      Operating revenues will first be applied to the payment of interest, principal amortization
      (if any), and principal on primary indebtedness. Next, operating revenues will
      be
      applied to interest on and principal of any subordinate financing.





•  Each
      of
      these financing arrangements may be subject to acceleration in the event of
      default, including non-payment, insolvency, or the sale of a Property. Upon
      an
      acceleration, if we are unable to effect an immediate refinancing, we may lose
      one or more of our Properties by foreclosure.





While
      financing may initially be available only on a radio station by radio station
      basis, we may eventually seek to refinance all of our Properties in one
      non-recourse loan which will, in all likelihood, be secured by all of our
      Properties.





In
      connection with acquisitions, dispositions and financing, we will incur
      appropriate accounting and legal fees.





**Governmental
      Regulation of Radio Broadcasting**





The
      following is a brief summary of certain provisions of the Communications Act,
      the Telecom Act, and related FCC rules and policies (collectively, the
      "Communications Laws"). This description does not purport to be comprehensive,
      and reference should be made to the Communications Laws, public notices, and
      decisions issued by the FCC for further information concerning the nature and
      extent of federal regulation of radio broadcast stations. Failure to observe
      the
      provisions of the Communications Laws can result in the imposition of various
      sanctions, including monetary forfeitures and the grant of a "short-term" (less
      than the maximum term) license renewal. For particularly egregious violations,
      the FCC may deny a station's license renewal application, revoke a station's
      license, or deny applications in which an applicant seeks to acquire additional
      broadcast properties.





*License
      Grant and Renewal.* Radio
      broadcast licenses are granted and renewed for maximum terms of eight years.
      Licenses are renewed by filing an application with the FCC. Petitions to deny
      license renewal applications may be filed by interested parties, including
      members of the public.





*Service
      Areas.* The
      area served by AM stations is determined by a combination of frequency,
      transmitter power, antenna orientation, and soil conductivity. To determine
      the
      effective service area of an AM station, the station’s power, operating
      frequency, antenna patterns and its day/night operating modes are required.
      The
      area served by an FM station is determined by a combination of transmitter
      power
      and antenna height, with stations divided into classes according to these
      technical parameters.





Class C
      FM stations operate with the equivalent of 100 kilowatts of effective radiated
      power (“ERP”) at an antenna height of up to 1,968 feet above average
      terrain. They are the most powerful FM stations, providing service to a large
      area, typically covering one or more counties within a state. Class B FM
      stations operate with the equivalent of 50 kilowatts ERP at an antenna height
      of
      up to 492 feet above average terrain. Class B FM stations typically
      serve large metropolitan areas as well as their associated suburbs. Class A
      FM stations operate with the equivalent of 6 kilowatts ERP at an antenna height
      of up to 328 feet above average terrain, and generally serve smaller cities
      and towns or suburbs of larger cities.




The
      minimum and maximum facilities requirements for an FM station are determined
      by
      its class. FM class designations depend upon the geographic zone in which the
      transmitter of the FM station is located. In general, commercial FM stations
      are
      classified as follows, in order of increasing power and antenna height:
      Class A, B1, C3, B, C2, C1, C0, and C.





The
      following table sets forth the market, call letters, FCC license classification,
      antenna elevation above average terrain (for FM stations only), power and
      frequency of all of our owned and operated stations as of March 31,
      2008.




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          23
          -




**Market**
            
            **Stations**
            
            **City of License**
            
            **Frequency**
            
            **Expiration Date**
              **of License**
            
            **FCC**
              **Class**
            
            **Height**
              **Above**
              **Average**
              **Terrain**
              **(in feet)**
            
            **Power**
              **(in**
              **Watts)**G Mississippi
            
            
            WNLA FM
            
            
            Indianola, MS
            
            
            105.5
            
            
            June 1,
                2012
            
            
            A
            
            
            190
            
            
            4400WBAQ
                FM
            
            
            Greenville,
                MS
            
            
            97.9
            
            
            June 1, 2012
            
            
            C2
            
            
            502
            
            
            48000WIQQ
                FM
            
            
            Leland,
                MS
            
            
            102.3
            
            
            June 1, 2012
            
            
            A
            
            
            446
            
            
            1650WNLA
                AM
            
            
            Indianola,
                MS
            
            
            1380
            
            
            June 1, 2012
            
            
            D
            
            
            AM
            
            
            500WNIX
                AM
            
            
            Greenville,
                MS
            
            
            1330
            
            
            June 1, 2012
            
            
            B
            
            
            AM
            
            
            1000WBBV
                FM
            
            
            Vicksburg,
                MS
            
            
            101.1
            
            
            June 1, 2012
            
            
            C3
            
            
            394
            
            
            13000KLSM
                FM
            
            
            Tallulah,
                LA
            
            
            104.9
            
            
            June 1, 2012
            
            
            A
            
            
            299
            
            
            3000





**Compliance
      with Environmental Laws**





We
      have
      not incurred and do not anticipate incurring any expenses associated with
      environmental laws.





**Results
      of Operations**





**For
      the three months ended March 31, 2008 and 2007**





On
      a
      consolidated basis, we generated $451,345 in net revenue for the quarter ended
      March 31, 2008, an increase of $187,878 or 41%, compared to $263,467 for the
      quarter ended March 31, 2007. Approximately $153,000 of this increase relates
      to
      the Mississippi radio station acquisitions, and approximately $35,000 in net
      revenues relates to the core syndication business.





Since
      the
      merger with California News Tech occurred during the three months ended June
      30,
      2007, we did not report corresponding revenue for MSI.





On
      a
      consolidated basis, advertising expense was $39,480 for the quarter ended March
      31, 2008 an increase of 17,258 or 45%, compared to $17,653 for the quarter
      ended
      March 31, 2007. This increase is attributable to a public relations contract
      that was entered into between Debut Broadcasting and Politis Communications.
      $4,666 of this expense was non-cash expenditure through issuance of warrants
      to
      purchase common stock.





On
      a
      consolidated basis, operating expense was $663,996 for the quarter ended March
      31, 2008, an increase of $317,964 or 47%, compared to $346,032 for the quarter
      ended March 31, 2007. Of the total increase in operating expenses, $235,071
      relates to the Mississippi radio acquisitions which did not have operations
      recorded in the first quarter of 2007. Additional reasons for our increase
      in
      operating expenses relate to $138,394 in additional costs associated with the
      company’s public trading status.





On
      a
      consolidated basis, depreciation and amortization expense was $33,472 for the
      quarter ended March 31, 2008, an increase of $28,763 or 711%, compared to $4,709
      for the quarter ended March 31, 2007. The primary reason for the increase
      relates to the assets acquired as part of the Shamrock and River
      acquisitions.





During
      the quarter ended March 31, 2007, the Company recorded $83,954 in non-recurring
      merger and acquisition related expenses.





As
      a
      result of the foregoing revenue and expenses, our overall net loss for the
      three
      month period ending March 31, 2008 and March 31, 2007 was $260,796 and $109,480,
      respectively.




**Liquidity and
      Capital Resources**





As
      of
      March 31, 2008, we had Current Assets in the amount of $1,511,901 and Current
      Liabilities in the amount of $1,883,727. This resulted in working capital
      deficit in the amount of $371,826.




-
          24
          -





As
      of
      March 31, 2008, we had current Assets in the amount of $1,511,901, consisting
      of
      $452,545 in Cash and Cash Equivalents, $887,047 in Accounts Receivable, $172,308
      in Other Current Assets. As of March 31, 2008, we had Current Liabilities in
      the
      amount of $1,883,727, consisting of $216,587 in Accounts Payable, $573,089
      in
      Accrued Expenses and Taxes, $750,000 in notes payable to shareholders, $274,297
      in Lines of Credit and $69753 in Current Portion of Long Term Debt. This
      combination of assets and liabilities resulted in a working capital deficit
      in
      the amount of $371,826.





The
      Company has limited working capital and has had significant historical operating
      losses from sales of products and services. These factors create substantial
      doubt about the Company’s ability to continue as a going concern. The financial
      statements do not include any adjustment that might be necessary if the Company
      is unable to continue as a going concern.





The
      ability of the Company to continue as a going concern is dependent on the
      Company generating cash from the sale of its common stock and/or obtaining
      debt
      financing and attaining future profitable operations. As of March 31, 2008,
      the
      Company had utilized the $750,000 loan from Remington Partners, Inc. to fund
      operations and facilitate the local marketing agreement of WBBV FM and KLSM
      FM
      with Holladay Broadcasting of Louisiana, LLC. The Company expects to generate
      additional capital, either from the sale of its common stock and/or obtaining
      debt financing, before the end of the third quarter of 2008. The Company cannot
      provide any assurance, however, that such additional capital will mitigate
      the
      effect of the Company’s going concern uncertainty.





**Recent
      Events**





On
      January 21, 2008, we entered into a loan agreement with Remington Partners,
      Inc.
      for $250,000. In conjunction with this loan, we issued Remington Partners,
      Inc.
      a warrant to purchase 62,500 shares of our common stock at an exercise of $1.00
      per share with an expiration date three years after the date of
      issuance.





On
      March
      6, 2008, we entered into a loan agreement with Remington Partners, Inc. for
      $500,000. In conjunction with this loan, we issued Remington Partners, Inc.
      a
      warrant to purchase 125,000 shares of our common stock at an exercise price
      of
      $1.00 per share with an expiration date three years after the date of
      issuance.





The
      essential terms of these agreements have been previously disclosed in our
      filings on Form 8-K on January 25, 2008 and March 11, 2008 respectively. The
      proceeds of these loans were used for working capital expenditures and to fund
      acquisition costs related to the asset purchase agreement with Holladay
      Broadcasting Corporation of Louisiana, LLC.





On
      March
      16, 2008, we entered into a local marketing agreement for two radio broadcast
      stations identified as WBBV FM 101.1 MHz in Vicksburg, MS and KLSM FM 104.9
      MHz
      in Tallulah, LA with Holladay Broadcasting of Louisiana, LLC. We have signed
      an
      asset purchase agreement and filed with the FCC for ownership of these stations.
      We reported our purchase of these two radio stations on Form 8-K filed March
      19,
      2008.




**Off
      Balance Sheet Arrangements**





As
      of
      March 31, 2008, there were no off balance sheet arrangements.





**Critical
      Accounting Policies**





In
      December 2001, the SEC requested that all registrants list their most “critical
      accounting polices” in the Management Discussion and Analysis. The SEC indicated
      that a “critical accounting policy” is one which is both important to the
      portrayal of a company’s financial condition and results, and requires
      management’s most difficult, subjective or complex judgments, often as a result
      of the need to make estimates about the effect of matters that are inherently
      uncertain. We believe that the following accounting policies fit this
      definition.




-
          25
          -





Revenue
      and Cost Recognition





The
      Company recognizes its advertising and programming revenues when the Company’s
      radio shows air on its contracted radio station affiliates. Generally, the
      Company is paid by a national advertising agency, which sells the commercial
      time provided by the affiliate.





As
      the
      Company earns its revenue from the national advertising agency, it also
      recognizes any amounts due to the individual shows, which are based on the
      audience level generated by the specific program. Expenses are accrued at the
      time the shows are run.




Consulting
      projects are generally negotiated at a fixed price per project; however, if
      the
      Company utilizes its advertising capacity as part of the consulting project,
      it
      will charge the consulting client in the same manner as the affiliated stations
      described more fully above. Consulting fee income is recognized as time is
      incurred under the terms of the contract.





Advertising





The
      Company expenses advertising costs as they are incurred. Total advertising
      costs
      of $39,490 and $17,653 are included in the financial statements for the quarter
      ended March 31, 2008 and March 31, 2007, respectively.





Reclassifications





To
      maintain consistency and comparability, certain amounts from prior years have
      been reclassified and combined, where appropriate, to conform to the
      current-year financial statement presentation.





New
      Accounting Pronouncements





The
      Company adopted the provisions of Financial Accounting Standards Board (“FASB”)
      Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an
      interpretation of FASB Statement No. 109 (“FIN 48”), on May 17, 2007. This
      interpretation increases the relevancy and comparability of financial reporting
      by clarifying the way companies account for uncertainty in income taxes. FIN
      48
      prescribes a consistent recognition threshold and measurement attribute, as
      well
      as clear criteria for subsequently recognizing, derecognizing and measuring
      such
      tax positions for financial statement purposes. The interpretation also requires
      expanded disclosure with respect to the uncertainty in income taxes





**Item
      3.     Qualitative and Quantitative Disclosures About
      Market Risk.**





We
      carried out an evaluation of the effectiveness of the design and operation
      of
      our disclosure controls and procedures (as defined in Exchange Act Rules
      13a-15(e) and 15d-15(e)) as of March 31, 2008. This evaluation was carried
      out
      under the supervision and with the participation of our Chief Executive Officer,
      Mr. Steve Ludwig, and our former Chief Financial Officer, Ms. Shannon
      Farrington. Based upon that evaluation, our Chief Executive Officer and former
      Chief Financial Officer concluded that, as of March 31, 2008, our disclosure
      controls and procedures are effective. There have been no changes in our
      internal controls over financial reporting during the quarter ended March 31,
      2008.





Disclosure
      controls and procedures are controls and other procedures that are designed
      to
      ensure that information required to be disclosed in our reports filed or
      submitted under the Exchange Act are recorded, processed, summarized and
      reported, within the time periods specified in the SEC's rules and forms.
      Disclosure controls and procedures include, without limitation, controls and
      procedures designed to ensure that information required to be disclosed in
      our
      reports filed under the Exchange Act is accumulated and communicated to
      management, including our Chief Executive Officer and Chief Financial Officer,
      to allow timely decisions regarding required disclosure.





Limitations
      on the Effectiveness of Internal Controls





Our
      management does not expect that our disclosure controls and procedures or our
      internal control over financial reporting will necessarily prevent all fraud
      and
      material error. Our disclosure controls and procedures are designed to provide
      reasonable assurance of achieving our objectives and our Chief Executive Officer
      and Chief Financial Officer concluded that our disclosure controls and
      procedures are effective at that reasonable assurance level. Further, the design
      of a control system must reflect the fact that there are resource constraints,
      and the benefits of controls must be considered relative to their costs. Because
      of the inherent limitations in all control systems, no evaluation of controls
      can provide absolute assurance that all control issues and instances of fraud,
      if any, within the Company have been detected. These inherent limitations
      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 the internal control. The design
      of
      any system of controls also is based in part upon certain assumptions about
      the
      likelihood of future events, and there can be no assurance that any design
      will
      succeed in achieving its stated goals under all potential future conditions.
      Over time, control may become inadequate because of changes in conditions,
      or
      the degree of compliance with the policies or procedures may deteriorate.




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**PART
      II - OTHER INFORMATION**





**Item
      1.     Legal Proceedings**





On
      March
      31, 2008 we were not party to any pending legal proceeding. On April 16, 2008
      we
      became party to a legal proceeding with Delta Plaza, LLC a Mississippi Limited
      Liability company regarding an alleged breach of a lease contract. Delta Plaza,
      LLC is seeking compensation of $65,000. We are defending our interests
      vigorously, and do not anticipate incurring any liability for the compensation
      and reimbursement sought.





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





On
      January 2, 2008, the Company awarded 342,055 shares through the Debut
      Broadcasting Employee Stock Option Plan.





On
      January 21, 2008, the Company issued to Remington Partners, Inc. a warrant
      to
      purchase 62,500 shares of Company common stock at an exercise price of $1.00
      per
      share, with an expiration date three years after the date of
      issuance.





On
      February 26, 2008, the Company issued to Remington Partners, Inc. a warrant
      to
      purchase 125,000 shares of Company common stock at an exercise price of $1.00
      per share, with an expiration date three years after the date of issuance.





On
      March
      16, 2008, the Company issued to Holladay Broadcasting of Louisiana, LLC a
      warrant to purchase 200,000 shares of Company common stock at an exercise price
      of $1.00 per share, with an expiration date ten years after the date of
      issuance.





All
      shares were issued in transactions exempt from the registration requirement
      of
      the Securities Act of 1933, as amended.





**Item
      3.     Defaults upon Senior
      Securities**





None.





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





No
      matters have been submitted to our security holders for a vote, through the
      solicitation of proxies or otherwise, during the quarterly period ended March
      31, 2008.





**Item
      5.     Other Information**





None.




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          27
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**Item
      6.      Exhibits**





**Exhibit**
              **Number**
            
            **Description of Exhibit**31.1
            
            Certification of
                Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                200231.2
            
            Certification
                of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as
                adopted
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                200232.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                18
                U.S.C. Section 1350, as adopted pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002




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**SIGNATURES**





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





**DEBUT
      BROADCASTING CORPORATION, INC.**




August
                19, 2008
            By:
            /s/
                Sariah HopkinsSariah
                HopkinsChief
                Financial Officer




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