UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



Amendment
No. 2 to

FORM 10-Q/A



|(Mark one)
|----------
|          
|x         

For the Quarterly
Period Ended November 30, 2011

OR

| 
|-
| 
|o

For the transition
period from _________________to

|                                
|--------------------------------
|Commission File Number:  0-54440
|                                

ACCEND MEDIA

(Exact name of registrant as specified
in its charter)

|____Nevada                        |  | 27-4479356         
|--------------------------------- |  | -------------------
|(State or Other Jurisdiction      |  | (I.R.S. Employer   
|of Incorporation or Organization) |  | Identification No.)



|8275 S. Eastern Avenue, Suite 200-306, Las Vegas, NV |  | 89123     
|---------------------------------------------------- |  | ----------
|(Address of principal executive offices)             |  | (Zip Code)

(702) 332-9888(Registrant’s telephone number, including area code)



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. YesoNoo



Indicate by
check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer or a smaller reporting
company, defined in Rule 12b-2 of the Exchange Act (Check one).



|Large accelerated filero                      |  | Accelerated filero        
|--------------------------------------------- |  | --------------------------
|Non-accelerated filero                        |  | Smaller Reporting Companyþ
|(Do not check if a smaller reporting company) |  |                           
|                                              |  |                           



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



There
were 30,000,000 shares of Common Stock outstanding as of February 10, 2012.









Table of Contents

Accend Media

Index to Form 10-Q

For the Quarterly Period Ended November 30,
2011



|PART I   | Financial Information                                                                 | 3 
|-------- | ------------------------------------------------------------------------------------- | --
|         |                                                                                       |   
|ITEM 1.  | Financial Statements                                                                  | 3 
|         | Balance Sheets                                                                        | 3 
|         | Unaudited Statements of Operations                                                    | 4 
|         | Unaudited Statements of Cash Flows                                                    | 5 
|         | Notes to the Unaudited Financial Statements                                           | 6 
|         |                                                                                       |   
|ITEM 2.  | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 10
|         |                                                                                       |   
|ITEM 3.  | Quantitative and Qualitative Disclosures About Market Risk                            | 16
|         |                                                                                       |   
|ITEM 4T. | Controls and Procedures                                                               | 17
|         |                                                                                       |   
|PART II  | Other Information                                                                     | 20
|         |                                                                                       |   
|ITEM 1.  | Legal Proceedings                                                                     | 20
|         |                                                                                       |   
|ITEM 1A. | Risk Factors                                                                          | 20
|         |                                                                                       |   
|ITEM 2.  | Unregistered Sales of Equity Securities and Use of Proceeds                           | 20
|         |                                                                                       |   
|ITEM 3   | Defaults Upon Senior Securities                                                       | 20
|         |                                                                                       |   
|ITEM 4   | Submission of Matters to a Vote of Security Holders                                   | 20
|         |                                                                                       |   
|ITEM 5   | Other Information                                                                     | 20
|         |                                                                                       |   
|ITEM 6   | Exhibits                                                                              | 21
|         |                                                                                       |   
|         | SIGNATURES                                                                            | 22





2







Part I. Financial Information



Item 1. Financial Statements



Accend Media

(A Development Stage Company)

Balance Sheets



|                                    |                                                   |                                                  |         | November 30, 2011 |         | February 28, 2011
|----------------------------------- | ------------------------------------------------- | ------------------------------------------------ | ------- | ----------------- | ------- | -----------------
|                                    |                                                   |                                                  |         | (Unaudited)       |         | (Audited)        
|                                    |                                                   | ASSETS                                           |         |                   |         |                  
|Current assets:                     |                                                   |                                                  |         |                  
|                                    | Cash                                              |                                                  | -       |                   | $45,851
|                                    | Accounts receivable                               |                                                  | 79,270  |                   | -      
|                                    | Other receivable                                  |                                                  | 300     |                   | -      
|                                    |                                                   | Total current assets                             |         | 79,570            |         | 45,851           
|Other assets                        |                                                   | 1,500                                            |         | -                
|                                    |                                                   |                                                  |         |                   |         |                  
|TOTAL ASSETS                        |                                                   | 81,070                                           |         | 45,851           
|                                    |                                                   |                                                  |         |                   |         |                  
|                                    |                                                   | LIABILITIES AND STOCKHOLDERS' EQUITY             |         |                   |         |                  
|Current liabilities:                |                                                   |                                                  |         |                  
|                                    | Bank overdraft                                    |                                                  | 603     |                   | -      
|                                    | Accounts payable                                  |                                                  | 5,780   |                   | 122    
|                                    | Payroll taxes                                     |                                                  | (10)    |                   | -      
|                                    |                                                   | Total current liabilities                        |         | 6,373             |         | 122              
|                                    |                                                   |                                                  |         |                   |         |                  
|Stockholders' equity:               |                                                   |                                                  |         |                  
|                                    | Common stock, $0.001 par value, 75,000,000 shares | 30,000                                           |         | 30,000           
|                                    |                                                   | authorized, 30,000,000 and 30,000,000 issued and |         |                   |        
|                                    |                                                   | outstanding as of 8/31/2011 and 2/28/2011,       |         |                   |         |                  
|                                    |                                                   | respectively                                     |         |                   |         |                  
|                                    | Additional paid-in capital                        |                                                  | 20,075  |                   | 20,075 
|                                    | Deficit accumulated during development stage      |                                                  | 24,622  |                   | (4,346)
|                                    |                                                   | Total stockholders' equity                       |         | 74,697            |         | 45,729           
|TOTAL LIABILITIES AND STOCKHOLDERS' |                                                   |                                                  |         |                  
|                                    | EQUITY                                            |                                                  | $81,070 |                   | $45,851





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



3





Accend Media

(A Development Stage Company)

Statements of Operations

(Unaudited)





|                                         |                          |                              | For the three months ended November 30, 2011 |            | For the nine months ended November 30, 2011 |         | From Inception (December 20, 2010) to November 30, 2011
|---------------------------------------- | ------------------------ | ---------------------------- | -------------------------------------------- | ---------- | ------------------------------------------- | ------- | -------------------------------------------------------
|Revenue                                  | $81,244                  |                              | $110,779                                     |            | $110,779                                   
|Cost of Goods Sold                       | 4,087                    |                              | 24,503                                       |            | 24,503                                     
|Gross Profit                             | 77,157                   |                              | 86,276                                       |            | 86,276                                     
|                                         |                          |                              |                                              |            |                                             |         |                                                        
|Expenses:                                |                          |                              |                                              |            |                                            
|                                         | General & Administrative | 9,502                        |                                              | 57,268     |                                             | 61,614 
|                                         |                          | Total expenses               | 9,502                                        |            | 57,268                                      |         | 61,614                                                 
|                                         |                          |                              |                                              |            |                                             |         |                                                        
|Net income                               | $67,656                  |                              | $29,008                                      |            | $24,662                                    
|                                         |                          |                              |                                              |            |                                             |         |                                                        
|Other Income (Expense):                  |                          |                              |                                              |            |                                            
|                                         | Interest earned          | 2                            |                                              | 3          |                                             | 3      
|                                         | Penalties & Settlements  | (43)                         |                                              | (43)       |                                             | (43)   
|                                         |                          | Total other income (expense) | (41)                                         |            | (40)                                        |         | (40)                                                   
|                                         |                          |                              |                                              |            |                                             |         |                                                        
|Net income applicable to                 |                          |                              |                                              |            |                                            
|                                         | common shareholders      | $67,615                      |                                              | $28,968    |                                             | $24,622
|                                         |                          |                              |                                              |            |                                             |        
|                                         |                          |                              |                                              |            |                                             |         |                                                        
|Weighted average number of common shares |                          |                              |                                              |            |                                            
|                                         | outstanding- basic       | 30,000,000                   |                                              | 30,000,000 |                                             |        
|                                         |                          |                              |                                              |            |                                             |         |                                                        
|Net loss per share                       | $0.00                    |                              | $0.00                                        |            |                                            











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



4





Accend Media

(A Development Stage Company)

Statements of Cash Flows

(Unaudited)





|                                                     |                       |                                   | For the nine months ended November 30, 2011 |  | From Inception (December 20, 2010) to November 30, 2011
|---------------------------------------------------- | --------------------- | --------------------------------- | ------------------------------------------- |  | -------------------------------------------------------
|OPERATING ACTIVITIES                                 |                       |                                   |                                            
|Net income                                           | 28,968                |                                   | 24,622                                     
|Adjustment to reconcile net loss to net cash used by |                       |                                   |                                            
|                                                     | operating activities: |                                   |                                             | 
|                                                     |                       | Increase in accounts payable      | 5,658                                       |  | 5,780                                                  
|                                                     |                       | (Increase) in accounts receivable | (79,270)                                    |  | (79,270)                                               
|                                                     |                       | Increase in payroll taxes         | (10)                                        |  | (10)                                                   
|                                                     |                       | Increase in other receivable      | (300)                                       |  | (300)                                                  
|Net cash used by operating activities                | (44,954)              |                                   | (49,178)                                   
|                                                     |                       |                                   |                                             |  |                                                        
|INVESTING ACTIVITIES                                 |                       |                                   |                                            
|Cost incurred for website development                | (1,500)               |                                   | (1,500)                                    
|Net cash used for investing activities               | (1,500)               |                                   | (1,500)                                    
|                                                     |                       |                                   |                                             |  |                                                        
|FINANCING ACTIVITIES                                 |                       |                                   |                                            
|Bank overdraft                                       | 603                   |                                   | 603                                        
|Proceeds from issuance of common stock               | -                     |                                   | 50,000                                     
|Contribution to capital                              | -                     |                                   | 75                                         
|Net cash provided by financing activities            | 603                   |                                   | 50,678                                     
|                                                     |                       |                                   |                                             |  |                                                        
|NET INCREASE IN CASH                                 | (45,851)              |                                   | 0                                          
|CASH - BEGINNING OF THE PERIOD                       | 45,851                |                                   | -                                          
|CASH - END OF THE PERIOD                             | $0                    |                                   | $0                                         









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



5





Accend Media

(A Development Stage Company)

Notes to Financial Statements

November 30, 2011

(Unaudited)





NOTE 1. General Organization and Business



The Company was organized on December 20, 2010 (Date of Inception)
under the laws of the State of Nevada, as Accend Media. The Company is a Development Stage Company as defined by Guide 7 of the
Securities Exchange Commission's Industry Guide and FASB ASC 915 "Development Stage Entities".



NOTE 2. Summary of Significant Accounting Policies



Basis of Accounting

The financial statements and accompanying notes are prepared under
full accrual of accounting in accordance with generally accepted accounting principles of the United States of America ("US
GAAP"). In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a
fair presentation, have been included.



Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers
highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.



Earnings per Share

The basic earnings (loss) per share is calculated by dividing the
Company's net income (loss) available to common shareholders by the weighted average number of common shares issued and outstanding
during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common
shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number
of shares outstanding is the basic weighted number of shares adjusted as of the first year for any potentially dilutive debt or
equity.



The Company has not issued any options or warrants or similar securities
since inception.



Revenue recognition

The Company will recognize revenue when all of the following conditions
are satisfied: (1) there is persuasive evidence of an arrangement; (2) the service has been provided to the customer; (3) the amount
of fees to be paid by the customer is fixed or determinable; and (4) the collection of our fees is probable.



6





Accend Media

(A Development Stage Company)

Notes to Financial Statements

November 30, 2011

(Unaudited)







Dividends

The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid during the period shown.



Website development costs

The Company has recognized the website development
cost per the requirements of the ASC topic 350-50-05. This topic provides the guidance on accounting of costs incurred to develop
a website, per the stages in the development of the website. Depending on the stage of the development, the cost is either capitalized
or expensed. During the current period the Company has incurred costs for purchase of website from third party, this costs incurred
has recurring benefits and hence the cost is amortized over its useful life.



Income Taxes

The provision for income taxes is the total of the current taxes
payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences
exist between the period in which transactions affect current taxable income and the period in which they enter into the determination
of net income in the financial statements.



Year-end

The Company has selected February 28 as its year-end.



Advertising

Advertising is expensed when incurred. A total of $22,903 in advertising
costs were incurred during the current period ended November 30, 2011.



Use of Estimates

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those
estimates.



Fair value of financial instruments

Fair value estimates discussed herein are based
upon certain market assumptions and pertinent information available to management as of August 31, 2011 and February 28, 2011.
The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial
instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because
they are short term in nature and their carrying amounts approximate fair values or they are payable on demand.



NOTE 3 - Going concern



The Company's financial statements are prepared using the generally
accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities
in the normal course of business. The Company generated revenues of $81,244, with gross profits of $77,157 during the three months
ended November 30, 2011, and revenues of $110,779, with gross profits of $86,276 from inception to November 30, 2011. In order
to obtain the necessary capital, the Company is seeking equity and/or debt financing. There are no assurances that the Company
will be successful, without sufficient financing it would be unlikely for the Company to continue as a going concern. The accompanying
financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts
or amounts and classification of liabilities that might result from the outcome of this uncertainty.



7





Accend Media

(A Development Stage Company)

Notes to Financial Statements

November 30, 2011

(Unaudited)



NOTE 4 - Stockholders' Equity and Contributed Capital



The Company is authorized to issue 75,000,000 shares of its $0.001
par value common stock.



On December 20, 2010, the Company issued 20,000,000 shares of its
Common Stock to a founder for cash of $20,000.



On December 20, 2010, a director of the Company contributed capital
of $75 for incorporating fees.



On February 28, 2011, the Company issued 4,000,000 shares of its
Common Stock to a founder for cash of $12,000.



On February 28, 2011, the Company issued 6,000,000 shares of its
Common Stock to shareholders for cash of $18,000 pursuant to a Regulation S offering.



As of November 30, 2011, there have been no other issuances of common
stock or there have been no stock options or warrants granted.





NOTE 5. Related Party Transactions



The Company does not lease or rent any property. Office services
are provided without charge by a director. Such costs are immaterial to the financial statements and, accordingly, have not been
reflected therein. The officers and directors of the Company are involved in other business activities and may, in the future,
become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a
conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution
of such conflicts.



On December 20, 2010, the Company issued 20,000,000 shares of its
Common Stock to a founder for cash of $20,000.



On December 20, 2010, a director of the Company contributed capital
of $75 for incorporating fees.



On February 28, 2011, the Company issued 4,000,000 shares of its
Common Stock to a founder for cash of $12,000.

8





Accend Media

(A Development Stage Company)

Notes to Financial Statements

November 30, 2011

(Unaudited)





NOTE 6. Operating Leases and Other Commitments



The Company has no lease or other obligations.





NOTE 7. Recent Accounting Pronouncements



The Company's management has evaluated all the recently issued accounting
pronouncements through the filing date of these financial statements and does not believe that any of these pronouncements will
have a material impact on the Company's financial position and results of operations.





NOTE 8. Legal Proceedings



The Company is not currently involved in any legal proceedings at
this time.









9







MANAGEMENT'S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS



Item 2. - Management's Discussion and Analysis of Financial Condition
and Results of Operations



Forward-Looking Information



This Quarterly Report on Form 10-Q contains forward-looking statements.
When used in this Quarterly Report on Form 10-Q, the words "anticipate," "believe," "estimate," "will,"
"plan," "seeks," "intend," and "expect" and similar expressions identify forward-looking
statements. Although we believe that our plans, intentions, and expectations reflected in any forward-looking statements are reasonable,
these plans, intentions, or expectations may not be achieved. Our actual results, performance, or achievements could differ materially
from those contemplated, expressed, or implied, by the forward-looking statements contained in this Quarterly Report on Form 10-Q.
Important factors that could cause actual results to differ materially from our forward-looking statements are set forth in this
Quarterly Report on Form 10-Q All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified
in their entirety by the cautionary statements set forth in this Quarterly Report on Form 10-Q. Except as required by federal securities
laws, we are under no obligation to update any forward-looking statement, whether as a result of new information, future events,
or otherwise.



Critical Accounting Policies



There have been no material changes to our critical accounting policies
and estimates from the information provided in "Management's Discussion and Analysis of Financial Condition and Results of
Operations", included in our Registration Statement on Form S-1/A for the fiscal year ended February 28, 2011.





Results of Operations



Overview of Current Operations



Accend Media ("the Company") was incorporated in the State
of Nevada on December 20, 2010, under the name Accend Media.















10





Description of Business



Accend Media provides internet marketing services for its clients,
who seek increased sales and customer contact through online marketing channels. The Company's clients will include branded advertisers,
direct marketers, lead aggregators, and agencies.



Our services include:



a) Creating of advertising campaigns used to market products and/or services online.



b) Designing and hosting of customized web pages for our customers.



c)Development of software applications that provide increased efficiency, compliance and/or better monetization of online
marketing campaigns. An example of our compliance application is the UnsubToday.com service for email suppression list management.



Accend Media is powered by its own proprietary Lead Generation Software
Platform. This technology platform allows the Company to process and sell real-time leads to clients across multiple verticals.
The platform employs a rules-based decision engine designed to maximize the value of every lead that it processes. The platform
conducts comprehensive detailed analysis of every lead entering the system as well as the pool of clients eligible to purchase
the lead. The system also monitors consumer and publisher activity which allows us to analyze the effectiveness of different marketing
campaigns, advertisements and specific promotions. This software tool helps us separate performing campaigns from non-performing
campaigns, which allows us to maximize our internal profit margin while best serving our clients’ needs.



Marketing Strategy



Accend Media plans to own and operate a variety of Internet websites.
The Company plans to generate traffic to its websites both internally and from third party internet advertising. The Company's
Web properties and marketing activities are designed to generate real-time response based marketing results for our clients.











11







While visiting one of our Accend Media's websites, consumers will
be given the opportunity to sign up, purchase and/or ask to be contacted about various product and service offerings. These web
websites generate a variety of transactional results ranging from: (a) Web traffic; (b) inbound telemarketing calls; (c) outbound
telemarketing leads; (d) marketable profiled data lists of consumers; (e) targeted response leads; and (f) completed applications
for products and services.



Accend Media plans to utilize a number of online marketing channels
to build our databases. These include but are not limited to:



Email Marketing



The Company's websites will be promoted through CANSPAM compliant
opt-in email marketing newsletters. Advertising dollars for email marketing are typically spent on a Cost-Per-Acquisition basis,
but Accend Media also employs on a Cost-Per-Click or Cost-Per-Million basis.



Search Engine Marketing



Accend Media plans to utilize search engine marketing to direct
consumers to its websites. Funds generated from the program will be placed in an open account with each provider and are spent
on a Cost-Per-Click auction basis. Google, Yahoo, and Bing are the primary 3 search engines providers used.



Display Advertising



Accend Media plans to purchase an advertising inventory by placing
a banner, button, or text link on websites owned by third party companies. When consumers click on our banner, button, or text
link, they are referred to our website. Using an ad server and our internal platform, we gauge effectiveness and return on investment
of each advertising campaign.



Affiliate Marketing



Accend Media plans to engage publishers to run its offers and promotions
on a Cost Per Action basis. Publishers are provided with real-time commission tracking.



Sales Strategy



Accend Media plans to sell its products and services to a network
of participating lead buyers and advertisers in various categories. Some of these categories include - but are not limited to -
the financial, insurance, travel, automotive, and deal of the day coupon industries.



Accend Media delivers internet marketing leads to business buyers
in a lead auction format. This format allows clients to bid on qualified leads as they are created. Management believes this is
the best way to derive the highest revenue per lead in the marketplace.



12





Software Development



Our sole officer is responsible for all Accend Media's software
development, management, and upgrades. He creates all new client accounts and implements lead delivery options based on customer
needs. He is responsible for continually upgrading the Lead Generation Software Platform to accommodate new feature sets and increased
scalability.



Competition



The internet lead generation and product sales marketplace is highly
competitive. Management believes that Accend Media's proprietary Lead Generation Software Platform provides the company with a
competitive advantage within the marketplace because of its concurrent ability to exploit the most effective marketing campaigns
while selling leads at their highest value. A number of competitors are active in specific aspects of our business. In the area
of business sales lead products, Accend Media faces competition primarily from companies such as Experian, Equifax, Acxiom, Quinstreet,
Atrinsic, and ValueClick. These major competitors offer online leads directly to the end customer and sell their online leads through
reseller networks. In the area of email compliance software, Accend Media faces competition from Digital River, Unsub Central,
and Optizmo.



Government Regulation



We are subject to federal, state and local laws and regulations
affecting our business. Although the Company plans on obtaining all required federal and state permits, licenses, and bonds to
operate its facilities, there can be no assurance that the Company's operation and profitability will not be subject to more restrictive
regulation or increased taxation by federal, state, or local agencies. New laws and regulations may restrict specific Internet
activities, and existing laws and regulations may be applied to Internet activities, either of which could increase our costs of
doing business over the Internet and adversely affect the demand for our advertising services. In the United States, federal and
state laws already apply or may be applied in the future to areas, including children's privacy, copyrights, taxation, user privacy,
search engines, Internet tracking technologies, direct marketing, data security, pricing, sweepstakes, promotions, intellectual
property ownership and infringement, trade secrets, export of encryption technology, acceptable content and quality of goods and
services.









13







Results of Operations for the three months and nine months ended
November 30, 2011



Revenues



During the three month period ended November 30, 2011, the Company
generated $81,244 in revenues, with gross profits of $77,157. For the nine months ending November 30, 2011 generated $110,779 in
revenues, with gross profits of $86,276. Revenues came from the development of marketing landing pages (digital production) and
engaging online publishers to drive traffic to different websites. Although the Company has some digital
production development underway, at this time, management is uncertain as to the amount of revenues the Company can generate. This
work is still in progress.



Expenses



For the three and nine month period ending November 30, 2011, the
Company experienced general and administrative expenses of $9,502 and $57,268 respectively. These expenses represented start-up
costs as the Company begins its business operations.



For the three and nine months ended November 30, 2011, the Company
had net income of $67,615 and $28,968, respectively, from operations. Since the Company's inception, on December 20, 2010, the
Company had a net income from operations of $24,663.



Going Concern

The Company's financial statements are prepared using the generally
accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities
in the normal course of business. The Company generated revenues of $81,244, with gross profits of $77,157 during the three months
ended November 30, 2011, and revenues of $110,779, with gross profits of $86,276 from inception to November 30, 2011. In order
to obtain the necessary capital, the Company is seeking equity and/or debt financing. There are no assurances that the Company
will be successful, without sufficient financing it would be unlikely for the Company to continue as a going concern. The financial
statements included with this quarterly report do not include any adjustments relating to the recoverability and classification
of recorded asset amounts or amounts and classification of liabilities that might result from the outcome of this uncertainty.



These conditions raise substantial doubt about the Company's ability
to continue as a going concern. Our financial statements do not include any adjustments that might arise from this uncertainty.



14







Plan of Operation



The Company's need for capital may change dramatically if it can
generate additional revenues from its operations. In the event the Company requires additional funds, the Company will have to
seek loans or equity placements to cover such cash needs. There are no assurances additional capital will be available to the Company
on acceptable terms.





Summary of any product research and development that we will perform
for the term of our plan of operation.



We do not anticipate performing any additional significant product
research and development under our current plan of operation.





Expected purchase or sale of plant and significant equipment



We do not anticipate the purchase or sale of any plant or significant
equipment; as such items are not required by us at this time.





Significant changes in the number of employees



As of November 30, 2011, we did not have any employees. We are dependent
upon our sole officer and director for our future business development. As our operations expand we anticipate the need to hire
additional employees, consultants and professionals; however, the exact number is not quantifiable at this time.

















15





Liquidity and Capital Resources



As of November 30, 2011, our current assets were $79,570 and our
current liabilities were $6,373. Without realization of additional capital or added revenues, it would be unlikely for the Company
to continue as a going concern. In order for the Company to remain a Going Concern it will need to find additional capital or generate
sufficient revenues to cover its costs. Additional working capital may be sought through additional debt or equity private placements,
additional notes payable to banks or related parties (officers, directors or stockholders), or from other available funding sources
at market rates of interest, or a combination of these. The ability to raise necessary financing will depend on many factors, including
the nature and prospects of any business to be acquired and the economic and market conditions prevailing at the time financing
is sought. No assurances can be given that any necessary financing can be obtained on terms favorable to the Company, or at all.



We have not generated positive cash flows from operating activities.
For the nine months ended November 30, 2011, net cash flow used in operating activities was $(44,954).



Our Chief Executive Officer has agreed to donate funds to the operations
of the Company, in order to keep it fully reporting for the next twelve (12) months, without seeking reimbursement for funds donated.



The Company has no employment agreements in place with its officers,
nor does the Company owe its officers any accrued compensation, as the Officers agreed to work for the company at no cost, until
the company can become profitable on a consistent Quarter-to-Quarter basis.



Off-Balance Sheet Arrangements



We do not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses,
results or operations, liquidity, capital expenditures or capital resources that is material to investors.



Critical Accounting Policies and Estimates



Revenue Recognition: We recognize revenue from product sales once
all of the following criteria for revenue recognition have been met: pervasive evidence that an agreement exists; the services
have been rendered; the fee is fixed and determinable and not subject to refund or adjustment; and collection of the amount due
is reasonably assured.



Item 3. Quantitative and Qualitative Disclosures about Market Risk.



Not required for smaller reporting companies.



16





Item 4T. Controls and Procedures



Evaluation of Disclosure Controls and Procedures



Our disclosure controls and procedures, as defined in Rule 13a-15(e)
and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), are designed to ensure that
information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and
reported within the time periods specified in rules and forms adopted by the SEC, and that such information is accumulated and
communicated to management, including the Chief Executive Officer and the Chief Financial Officer, to allow timely decisions regarding
required disclosures.



Management, with the participation of the Chief Executive Officer
and the Chief Financial Officer, who is also the sole member of our Board of Directors, has evaluated the effectiveness of our
disclosure controls and procedures as of the end of the period covered by this report. Based on such evaluation, the Chief Executive
Officer and the Chief Financial Officer concluded that, our disclosure controls and procedures were not effective. Our disclosure
controls and procedures were not effective because of the "material weaknesses" described below under "Management's
report on internal control over financial reporting," which are in the process of being remediated as described below under
"Management Plan to Remediate Material Weaknesses."



Management's Report on Internal Control over Financial Reporting



Our management is responsible for establishing and maintaining adequate
internal control over financial reporting. Internal control over financial reporting, as defined in rules promulgated under the
Exchange Act, is a process designed by, or under the supervision of, our Chief Executive Officer and Chief Financial Officer and
affected by our Board of Directors, management and other personnel to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Internal control
over financial reporting includes those policies and procedures that:



- pertain to the maintenance of records that in reasonable detail
accurately and fairly reflect the

transactions and dispositions of our assets;



- provide reasonable assurance that transactions are recorded as
necessary to permit preparation of

financial statements in accordance with GAAP,
and that our receipts and expenditures are being

made only in accordance with authorizations
of our management and our Board of Directors; and



- provide reasonable assurance regarding prevention or timely detection
of unauthorized

acquisition, use or disposition of our assets
that could have a material effect on our financial

statements





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Because of its inherent limitations, a system of internal control
over financial reporting can provide only reasonable, not absolute, assurance that the objectives of the control system are met
and may not prevent or detect misstatements. Internal control over financial reporting is a process that involves human diligence
and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial
reporting also can be circumvented by collusion or improper override. Because of such limitations, there is a risk that material
misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent
limitations are known features of the financial reporting process, and it is possible to design into the process safeguards to
reduce, though not eliminate, this risk. Further, over time control may become inadequate because of changes in conditions or the
degree of compliance with the policies or procedures may deteriorate.



Our management assessed the effectiveness of our internal control
over financial reporting as of November 30, 2011. In making its assessment, management used the criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
Based on its assessment, management has concluded that we had certain control deficiencies described below that constituted material
weaknesses in our internal controls over financial reporting. As a result, our internal control over financial reporting was not
effective as of November 30, 2011.



A "material weakness" is defined under SEC rules as a
deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility
that a material misstatement of a company's annual or interim financial statements will not be prevented or detected on a timely
basis by the company's internal controls. As a result of management's review of the investigation issues and results, and other
internal reviews and evaluations that were completed after the end of quarter related to the preparation of management's report
on internal controls over financial reporting required for this quarterly report on Form 10-Q, management concluded that we had
material weaknesses in our control environment and financial reporting process consisting of the following:



1) lack of a functioning audit committee due to a lack of a majority
of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight
in the establishment and monitoring of required internal controls and procedures;



We do not believe the material weaknesses described above caused
any meaningful or significant misreporting of our financial condition and results of operations for the fiscal year ended February
November 30, 2011. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside
directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls
and procedures, which could result in a material misstatement in our financial statements in future periods.







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Management Plan to Remediate Material Weaknesses



Management is pursuing the implementation of corrective measures
to address the material weaknesses described below. In an effort to remediate the identified material weaknesses and other deficiencies
and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:



We will create a position to segregate duties consistent with control
objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds
are available to us. We plan to appoint one or more outside directors to our board of directors who shall be appointed to an audit
committee resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring
of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when
funds are available to us.



We believe the remediation measures described above will remediate
the material weaknesses we have identified and strengthen our internal control over financial reporting. We are committed to continuing
to improve our internal control processes and will continue to diligently and vigorously review our financial reporting controls
and procedures. As we continue to evaluate and work to improve our internal control over financial reporting, we may determine
to take additional measures to address control deficiencies or determine to modify, or in appropriate circumstances not to complete,
certain of the remediation measures described above.





Changes in Internal Control over Financial Reporting



There were no changes in our internal control over financial reporting
(as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent fiscal quarter that have
materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.



This amended quarterly report does not include an attestation report
of the Corporation's registered public accounting firm regarding internal control over financial reporting. Management's report
was not subject to attestation by the Corporation's registered public accounting firm pursuant to temporary rules of the SEC that
permit the Corporation to provide only the management's report in this quarterly report.





Changes in internal controls over financial reporting



There was no change in our internal controls over financial reporting
that occurred during the period covered by this report, that has materially affected, or is reasonably likely to materially affect,
our internal controls over financial reporting.



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PART II. OTHER INFORMATION



Item 1 -- Legal Proceedings



From time to time, we may become involved in various lawsuits and
legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and
an adverse result in these or other matters may arise from time to time that may harm our business.



We are not presently a party to any material litigation, nor to
the knowledge of management is any litigation threatened against us, which may materially affect us.



Item 1A - Risk Factors



See Risk Factors set forth in Part I, Item 1A of the Company's Registration
Statement on S-1/A for the fiscal year ended February 28, 2011 and the discussion in Item 1, above, under "Liquidity and Capital
Resources."



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



None.



Item 3 -- Defaults Upon Senior Securities



None.





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



None.





Item 5 -- Other Information



None.













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Item 6 -- Exhibits





|        |                                                                                                               |                | Incorporated by reference
|------- | ------------------------------------------------------------------------------------------------------------- | -------------- | -------------------------
|Exhibit | Exhibit Description                                                                                           | Filed herewith | Form                     
|3.1     | Articles of Incorporation, as currently in effect                                                             |                | S-1                      
|3.2     | Bylaws, as currently in effect                                                                                |                | S-1                      
|31.1    | Certification of President and Principal Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act | X              |                          
|32.1    | Certification of President and Principal Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act | X              |                          











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SIGNATURES



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





|                         | Accend Media
        Registrant                                                                                            
|------------------------ | ---------------------------------------------------------------------------------------------------------------------------
|                         |                                                                                                                            
|                         |                                                                                                                            
|Date:  February 10, 2012 | /s/ Scott Gerardi                                                                                                          
|                         | Name: Scott Gerardi                                                                                                        
|                         | Title: Chief Executive Officer, President,
        Director, Principal Executive, Financial,
        and Accounting Officer



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