**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      DC 20549





**FORM
      10-QSB**





[X]
            Quarterly
                Report pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934For
                the quarterly period endedAugust
                31, 2007[
                ]
            Transition
                Report pursuant to 13 or 15(d) of the Securities Exchange Act of
                1934For
                the transition periodto__________Commission
                File Number:333-144910





Buzz
      Media, Ltd.


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






Nevada
            __________________(State
                or other jurisdiction of incorporation or organization)
            (IRS
                Employer Identification No.)







11
                Thornhill Drive, Suite 216, Dartmouth, Nova Scotia B3B
                1R9(Address
                of principal executive offices)





902-482-6489(Issuer’s
                telephone number)_______________________________________________________________(Former
                name, former address and former fiscal year, if changed since last
                report)Check
                whether the issuer (1) filed all reports required to be filed by
                Section
                13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
                12
                months (or for such shorter period that the issuer was required to
                file
                such reports), and (2) has been subject to such filing requirements
                for
                the past 90 days [X] Yes [ ] NoIndicate
                by check mark whether the registrant is a shell company (as defined
                in
                Rule 12b-2 of the Exchange Act). [X] Yes [ ] NoState
                the number of shares outstanding of each of the issuer’s classes of common
                stock, as of the latest practicable date: 2,000,010 common shares
                as of
                August 31, 2007.Transitional
                Small Business Disclosure Format (check one): Yes [ ] No
                [X]




Table
          of Contents













TABLE
                OF CONTENTS
            PagePART
                I - FINANCIAL INFORMATIONItem
                1.
            Financial
                Statements
            3Item
                2.
            Plan
                of Operation
            4Item
                3.
            Controls
                and Procedures
            14PART
                II - OTHER INFORMATIONItem
                1.
            Legal
                Proceedings
            15Item
                2.
            Unregistered
                Sales of Equity Securities and Use of
                Proceeds
            15Item
                3.
            Defaults
                Upon Senior Securities
            15Item
                4.
            Submission
                of Matters to a Vote of Security
                Holders
            15Item
                5.
            Other
                Information
            15Item
                6.
            Exhibits
            15


Table
          of Contents


**PART
      I - FINANCIAL INFORMATION**





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





Our
      unaudited interim
      consolidated financial statements included in this Form 10-QSB are as
      follows:


**Page**Consolidated
                  Balance Sheet (Unaudited) as of August 31,
                  2007
              F-1Consolidated
                  Statement of Operations (Unaudited) for the three
                  months ended August 31, 2007 and for the period from October 26,
                  2006
                  (date of inception) through August 31, 2007
              F-2Consolidated
                  Statement of Cash Flows (Unaudited) for the three
                  months ended August 31, 2007 and for the period from October 26,
                  2006
                  (date of inception) through August 31, 2007
              F-3Consolidated
                  Statement of Stockholders’ Equity (Unaudited) for
                  the three months ended August 31, 2007 and for the period from
                  October 26,
                  2006 (date of inception) through August 31, 2007
              F-4Notes
                  to Consolidated Financial
                  Statements
              F-5





These
      unaudited interim consolidated 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-QSB. In the opinion of management, all adjustments considered necessary
      for a
      fair presentation have been included. Operating results for the interim period
      ended August 31, 2007 are not necessarily indicative of the results that can
      be
      expected for the full year.


3
 Table
          of Contents


**BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(A
          Development Stage Company)***
 ***Consolidated
          Balance Sheets***
 ***(***
 ***(Unaudited-Prepared
            by Management)***


Note
                2 - Basis of Presentation - going concern
              
              **August
                  31**
                **2007**
              
              
              **May
                  31**
                **2007**ASSETSCURRENT
                  ASSETSCash
              $
              47,560
              
              
              69,527Prepaid
                  expense
              
              361
              
              
              361Total
                  current assets
              
              47,921
              
              
              69,888Total
                  assets
              $
              47,921
              
              
              69,888LIABILITIES
                  AND STOCKHOLDERS' EQUITYCURRENT
                  LIABILITIESAccounts
                  payable
              $
              -
              
              
              2,202Accrued
                  liabilities
              
              19,040
              
              
              20,000Total
                  current liabilities
              
              19,040
              
              
              22,202COMMITMENTSSTOCKHOLDERS'
                  EQUITYCommon
                  stockAuthorized
                  50,000,000 shares at par value of
                  $0.001 each Issued
                  and outstanding 2,000,010
              
              2,000
              
              
              2,000Additional
                  paid-in capital
              
              73,000
              
              
              73,000Accumulated
                  other comprehensive income
              
              430
              
              
              457Accumulated
                  (deficit) during development stage
              
              (46,549)
              
              
              (27,771)Total
                  stockholders' equity
              
              28,881
              
              
              47,686Total
                  liabilities and stockholder's equity
              $
              47,921
              
              
              69,888
 
 The
          accompanying notes are an integral part of these statements.
 F-1
 Table
            of Contents
 **BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(A
          Development Stage Company)***
 ***Consolidated
          Statements of Operations***
 ***(Expressed
          in US Dollars)***
 *(Unaudited-Prepared
        by Management***)****
 **Three
                  months ended August 31, 2007**
              
              **Cumulative
                  from date of inception October 26, 2006 to August 31,
                  2007**EXPENSESProfessional
                    fees
              $
              12,500
              
              $
              32,500Advertising
                    and Promotion
              
              481
              
              
              1,655General
                    and administrative
              
              5,797
              
              
              10,566Travel
              
              -
              
              
              1,828Total
                  expenses
              
              18,778
              
              
              46,549Net
                  (loss) for the period
              $
              (18,778)
              
              $
              (46,549)Other
                    comprehensive incomeForeign
                  currency translation
              
              (27)
              
              
              430Comprehensive
                  income
              $
              (18,805)
              
              $
              (46,119)Net
                  loss per common share - basic and fully diluted:Net
                  (loss) for the period
              $
              (0.01)Weighted
                  average number of common stock outstanding
              
              2,000,010
  The
        accompanying notes are an integral part of these statements.
  F-2
 Table
            of Contents
 **BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(A
          Development Stage Company)***
 ***Consolidated
          Statements of Cash Flows***
 ***(Expressed
          in US Dollars)***
 ***(Unaudited-Prepared
          by Management)***
 **Three
                  months ended August 31, 2007**
              
              **Cumulative
                  from date**
                **of
                  inception October 26, 2006 to****August
                  31, 2007**Cash
                  (used in) operating activities:Net
                  (loss)
              $
              (18,778)
              
              
              (46,549)Adjustments
                  to reconcile net loss to net cash used in operating
                  activities:Net
                change in operating assets and
                liabilities:Prepaid
                expense
              
              -
              
              
              (361)Accounts
                  payable
              
              (2,202)
              
              
              -Accrued
                liabilities
              
              (960)
              
              
              19,040Net
                  cash (used in) operating activities
              
              (21,940)
              
              
              (27,870)Cash
                  (used in) investing activities:Net
                  cash (used in) investing activities
              
              -
              
              
              -Cash
                  from financing activities:Issue
                  of shares
              
              -
              
              
              75,000Net
                  cash from financing activities
              
              -
              
              
              75,000Effect
                  of exchange rate changes on cash
              
              (27)
              
              
              430Increase
                  in cash
              
              (21,967)
              
              
              47,560Cash,
                  beginning of year
              
              69,527
              
              
              -Cash,
                  end of year$
              47,560
              
              
              47,560
  The
        accompanying notes are an integral part of these
        statements.
  F-3
 Table
            of Contents
 **BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(An
          Development Stage Company)*** ***Consolidated
            Statement of Stockholders' Equity***
 ***(Expressed
          in US Dollars)***
 ***(Unaudited-Prepared
          by Management)***
 Common
                  Stock
              
              
              Amount
              
              
              Accumulated
                  Other Comprehensive Income (loss)
              
              
              Additional
                  Paid in Capital
              
              
              Deficit
                  Accumulated During Development Stage from Inception to August 31,
                  2007
              
              
              Stockholders’
                  EquityBalance
                  at inception, October 26, 2006
              
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -Shares
                  issued at $0.001 per share for acquisition of subsidiary November
                  5,
                  2006
              
              10
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -Shares
                  issued at $0.02 per share pursuant to subscription February 01,
                  2007
              
              1,250,000
              
              
              1,250
              
              
              -
              
              
              23,750
              
              
              -
              
              
              25,000Shares
                  issued at $0.04 per share pursuant to subscription February 28,
                  2007
              
              625,000
              
              
              625
              
              
              -
              
              
              24,375
              
              
              -
              
              
              25,000Shares
                  issued at $0.2 per share pursuant to subscriptions April 30,
                  2007
              
              125,000
              
              
              125
              
              
              -
              
              
              24,875
              
              
              -
              
              
              25,000Net
                  income (loss) for the year
              
              -
              
              
              -
              
              
              457
              
              
              -
              
              
              (27,771)
              
              
              (27,314)Balance
                  May 31, 2007
              
              2,000,010
              
              $
              2,000
              
              $
              457
              
              $
              73,000
              
              $
              (27,771)
              
              $
              47,686Net
                  (loss) for the three months ended August 31, 2007
              
              -
              
              
              -
              
              
              (27)
              
              
              -
              
              
              (18,778)
              
              
              (18,805)Balance
                  August 31, 2007
              
              2,000,010
              
              
              2,000
              
              
              430
              
              
              73,000
              
              
              (46,549)
              
              
              28,881
  The
        accompanying notes are an integral part of these statements.


F-4
 Table
          of Contents


**BUZZ
        MEDIA LTD.**
 **AND
        CONSOLIDATED SUBSIDIARY**
 ***(A
        Development Stage Company)***
 ***Notes
        to Consolidated Financial Statements***
 ***August
        31, 2007***
 ***(Expressed
        in US Dollars)***
 ***Unaudited
        - Prepared by Management***


**1.
        BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
        POLICIES**
 
 **Organization
        and Description of Business**
  Buzz
        Media Ltd. (the “Company”) was incorporated in the State of Nevada on October
        26, 2006. On November 5, 2006 the Company acquired all the issued and
        outstanding shares of Buzz
        Media, Ltd. (“Buzz Nova Scotia”), a
        corporation incorporated in the province of Nova Scotia, Canada on October
        26,
        2006. The transaction was treated as an acquisition for accounting purposes.
        The
        consideration for the acquisition of Buzz
        Nova
        Scotia was 10
        shares of the Company valued at $0.10, the book value of the net assets of
        Buzz
        Nova Scotia, since the acquisition was from a related party.
 
 The
        Company intends
        to design, publish, and distribute a magazine called “Buzz” through Buzz Nova
        Scotia. Buzz is a student lifestyle magazine, which features stories, articles,
        and photographs submitted by current college and university students from
        across
        the country. The magazine will be distributed free of charge via direct mail,
        via physical distribution boxes at specified locations, via email, and via
        the
        internet at www.ReadBuzzMagazine.com.
 
 On
        May
        18, 2007 the Company filed a trademark application with the United States
        Patent
        and Trademark Office, seeking a trademark on "Buzz Magazine" used as the
        name,
        or title, of a magazine.
 
 The
        Company intends to distribute the first issue in January of 2008. It has
        already
        compiled a pilot issue, which will be used to entice advertisers to buy
        advertising space in the future issues and to enter distribution arrangements
        with Universities. It is planned that the magazine will be published four
        times
        annually, with a new issue released in September, November, January and March.
        The Company plans to generate revenues through the sale of advertising space
        within physical copies of the magazine, through the sale of advertising space
        on
        its website, and by sharing Buzz Magazine’s subscriber list with various
        advertisers and other distributors.
 
 **Principles
        of Consolidation**
 
 The
        consolidated financial statements include accounts of the Company and its
        wholly-owned subsidiary Buzz Nova Scotia. All significant inter-company balances
        and transactions are eliminated.
 
 **Cash
        and Cash Equivalents**
  Cash
        equivalents comprise certain highly liquid instruments with a maturity of
        three
        months or less when purchased. As at August 31, 2007, the Company did not
        have
        any cash equivalents.
  **Asset
        Retirement Obligations**
  The
        Company has adopted SFAS No. 143, *Accounting
        for Asset Retirement Obligations* which
        requires that the fair value of a liability for an asset retirement obligation
        be recognized in the
  F-5
 Table
            of Contents
 **BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(A
          Development Stage Company)***
 ***Notes
          to Consolidated Financial Statements***
 ***August
          31, 2007***
 ***(Expressed
          in US Dollars)***
 ***Unaudited
          - Prepared by Management***
 period
        in
        which it is incurred. The Company has not incurred any asset retirement
        obligations as at August 31, 2007.  **Foreign
          Currency**
  The
          operations of the Company are located in Canada. The Company maintains
          both U.S.
          Dollar and Canadian Dollar bank accounts. The functional currency is the
          Canadian Dollar. Transactions in foreign
 currencies
        other than the functional currency, if any, are remeasured into the functional
        currency at the rate in effect at the time of the transaction. Remeasurement
        gains and losses that arise from exchange rate fluctuations are included
        in
        income or loss from operations. Monetary assets and liabilities denominated
        in
        the functional currency are translated into U.S. Dollars at the rate in effect
        at the balance sheet date. Revenue and expenses denominated in the functional
        currency are translated at the average exchange rate. Other comprehensive
        income
        includes the foreign exchange gains and losses that arise from translating
        from
        the functional currency into U.S. Dollars.
  **Use
        of Estimates**
 
 The
        preparation of the Company’s consolidated financial statements in conformity
        with generally accepted accounting principles of United States of America
        requires management to make estimates and assumptions that affect the reported
        amounts of assets and liabilities and disclosure of contingent assets and
        liabilities at the date of the financial statements and the reported amounts
        of
        revenues and expenses during the reporting period. Management makes its best
        estimate of the ultimate outcome for these items based on historical trends
        and
        other information available when the financial statements are prepared. Actual
        results could differ from those estimates.
 
 **Loss
        Per Share**
 Basic
        earnings (loss) per share of common stock are computed by dividing the net
        earnings (loss) by the weighted average number of common shares outstanding
        during the period. Diluted earnings (loss) per share are equal to the basic
        loss
        per share for the quarter ended August 31, 2007 because there are no common
        stock equivalents outstanding.
 
 **Fair
        Value of Financial Instruments**
 The
        carrying value of cash and accounts payable at August 31, 2007 reflected
        in
        these financial statements, approximates their fair value due to the short-term
        maturity of the instruments.
 
 **Comprehensive
        Income**
 The
        Company has adopted Statement of Financial Accounting Standards (SFAS) No.
        130,
“Reporting Comprehensive Income”. Comprehensive income includes net income and
        all changes in equity during a period that arises from non-owner sources,
        such
        as foreign currency items and unrealized gains and losses on certain investments
        in equity securities.
 
 **Income
        taxes**
 The
        Company records deferred taxes in accordance with Statement of Financial
        Accounting Standards (SFAS) No. 109, "Accounting for Income Taxes." The
        statement requires recognition of deferred tax assets and liabilities for
        temporary differences between the tax bases of assets and liabilities and
        the
        amounts at which they are carried in the financial statements, based upon
        the
        enacted tax rates in effect for the year in which the differences are expected
        to reverse. A valuation allowance is established when necessary to reduce
        deferred tax assets to the amount expected to be realized.
 
 **Development
        Stage**
 
 The
        Company entered the development stage upon its inception. All losses accumulated
        since the inception of the Company have been considered as part of the Company’s
        development stage activities.
 
 F-6
 Table
            of Contents
 **BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(A
          Development Stage Company)***
 ***Notes
          to Consolidated Financial Statements***
 ***August
          31, 2007***
 ***(Expressed
          in US Dollars)***
 ***Unaudited
          - Prepared by Management***
  **Impairment
        of Long-Lived Assets**
 The
        Company periodically analyzes its long-lived assets for potential impairment,
        assessing the appropriateness of lives and recoverability of unamortized
        balances through measurement of undiscounted operation cash flows in accordance
        with SFAS No. 144, *Accounting
        for the Impairment or Disposal of Long-lived Assets.* If
        impairment is deemed to exist, the asset will be written down to its fair
        value.
        Fair value is generally determined using a discounted cash flow analysis.
        As at
        August 31, 2007, the Company does not believe any adjustment for impairment
        is
        required.
 
 **Concentrations**
 
 The
        Company has only a limited operating history, and its growth strategy is
        dependent upon its ability to obtain distribution agreements with colleges
        and
        universities. The Company’s success depends largely upon the efforts, abilities,
        and decision-making of its sole officer and director, who currently acts
        as
        editor-in-chief for the magazine, organizing volunteers from colleges and
        universities across Canada to contribute articles, photographs and artwork,
        which are assembled into issues of Buzz Magazine with the assistance of
        professional graphic artists.
 
 **New
        Accounting Pronouncements**
 
 In
        September 2006, the FASB issued SFAS No. 157, “ *Fair
        Value Measurements* .”
This
        statement defines fair value, establishes a framework for measuring fair
        value
        in generally accepted accounting principles, and expands disclosure about
        fair
        value measurements. This statement applies under other accounting pronouncements
        that require or permit fair value measurement, the FASB having previously
        concluded in those accounting pronouncements that fair value is the relevant
        measurement attribute. This statement does not require any new fair value
        measurements. However, for some entities, the application of the statement
        will
        change current practice. This statement is effective for financial statements
        issued for fiscal years beginning after November 15, 2007, and interim periods
        within those fiscal years. The Company is currently reviewing the effect,
        if
        any, that this new pronouncement will have on its financial statements.
 
 There
        were various other accounting standards and interpretations issued during
        2006
        or to August 31, 2007, none of which are expected to have a material impact
        on
        the Company's financial position, operations or cash flows.
 
 **2.
        BASIS OF PRESENTATION - GOING CONCERN**
 These
        consolidated financial statements have been prepared on a going-concern basis
        which assumes that the Company will be able to realize assets and discharge
        liabilities in the normal course of business for the foreseeable future.
 The
        Company has experienced losses since the inception of the development stage
        amounting to $46,549 as of August 31, 2007. As of August 31, 2007, the Company
        had a total of $47,560 in cash; however this amount may be insufficient to
        sustain operations over the course of the next year. These factors raise
        substantial doubt about the Company's ability to continue as a going concern.
        The ability of the Company to meet its commitments as they become payable
        is
        dependent on the ability of the Company to establish a strong subscriber
        base,
        which will be receiving physical copies of each issue of our magazine via
        mail,
        and to obtain necessary financing or achieve a profitable level of operations.
        There are no assurances that the Company will be successful in achieving
        these
        goals.
 These
        financial statements do not give effect to adjustments to the amounts and
        classifications to assets and liabilities that would be necessary should
        the
        Company be unable to continue as a going concern.
 
 F-7
 Table
            of Contents
 **BUZZ
          MEDIA LTD.**
 **AND
          CONSOLIDATED SUBSIDIARY**
 ***(A
          Development Stage Company)***
 ***Notes
          to Consolidated Financial Statements***
 ***August
          31, 2007***
 ***(Expressed
          in US Dollars)***
 ***Unaudited
          - Prepared by Management***
  **3.**  **INCOME
        TAXES**
 
 The
        Company is subject to United States income taxes and Canadian income taxes
        (to
        the extent of its operations in Canada). The company had no income tax expense
        during the reported period due to net operating losses.
 
 A
        reconciliation of income tax expense to the amount computed at the statutory
        rates is as follows:
  Loss
                  for the three months ended August 31, 2007
              $
              (18,778)Average
                  statutory tax rate
              
              35%Expected
                  income tax provision
              $
              (6,572)Unrecognized
                  tax losses
              
              6,572$
              --Income
                  tax expense
  Significant
        components of deferred income tax assets are as follows:
  Net
                  operating losses carried forward in United States
              $
              16,292Valuation
                  allowance
              
              (16,292)Net
                  deferred income tax assets
              $
              -
  The
        Company has net operating losses carried forward of $46,549 for United States
        tax purposes which will expire in 2027 if not utilized.
 
 **4.
        COMMITMENTS**
 
 The
        Company has leased office space for which the Company is committed to pay
        approximately $380 tax included (CDN399) on the first day of each month from
        May
        1, 2007 through April 30, 2008.


F-8
 Table
          of Contents




**Item
      2.     Plan of
      Operation**





**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.





**Organization
      within the Last Five Years**




We
      were
      incorporated November 4, 2006 under the laws of the state of Nevada.  On
      November 8, 2006, we purchased all the issued and outstanding shares of Buzz
      Media, Ltd., a Nova Scotia company (“Buzz Nova Scotia”) from our officer and
      director Tiffany Walsh for 10 shares of our common stock.  As a result of
      the transaction, Buzz Nova Scotia became a wholly-owned subsidiary of
      ours.  It is through Buzz Nova Scotia that we intend to initially conduct
      business in Canada. We subsequently intend to seek expansion into the United
      States if our initial product in Canada proves to be successful.




We
      are
      located at 11 Thornhill Drive, Suite 216, Dartmouth Nova Scotia, B3B 1R9, and
      our website is located at www.readbuzzmagazine.com. Tiffany Walsh, our
      President, CEO and director, is a person that may be described as “promoter” as
      defined in Rule 405 of the Securities Act by virtue of her role in founding
      and
      organizing our company.




**Description
      of the Business**




This
      section must be read in conjunction with the financial statements included
      in
      this quarterly report.




4
 Table
          of Contents




We
      are in
      the business of designing, publishing, and distributing the magazine, *Buzz* . *Buzz* is a
      student lifestyle magazine, which features stories, articles, and photographs
      submitted by current college and university students from across Canada. We
      intend to distribute the publication free of charge via direct mail, physical
      distribution boxes at specified locations, email, and the internet at
      www.ReadBuzzMagazine.com.




As
      a
      national college magazine that is written for college students by college
      students, we believe Buzz Magazine may appeal to a significant number of
      readers. As opposed to traditional university newspapers and magazines, which
      focus on the university of their origin, *Buzz* will
      contain articles from, and focus on, a large number of universities. Our
      intention is to make *Buzz* relevant
      to a larger audience, both of readers and advertisers.




It
      is our
      intended wide market appeal, along with our genuine connection to the college
      student lifestyle, which we anticipate will give our company a competitive
      advantage. Content for our magazine comes directly from current college and
      university students from across the country.




Tiffany
      Walsh, our editor-in-chief, is responsible for coordinating our student
      contributors program. The program encourages college and university students
      to
      send *Buzz* their
      stories, articles, photographs and original artwork, which showcase their unique
      university experience, for the opportunity to have it published in a national
      student publication.




As
      of
      August 31, 2007, 21 contributors have signed artist agreements with us,
      demonstrating their intention to submit content to Buzz Magazine on an on-going
      basis. Individuals who take part in *Buzz* ’s
      student contributors program do so on a strictly volunteer basis. If our
      operations develop to the point where the magazine’s advertising revenues exceed
      the costs of production, design, and distribution, we may then decide to pay
      students for published articles. However, we believe that a sufficient number
      of
      students will be motivated to be active volunteer contributors to allow us
      to
      generate enough content from volunteer submissions to continuously fill future
      issues of Buzz Magazine.




We
      plan
      to publish Buzz Magazine four times annually, with regularly scheduled releases
      during September, November, January, and March. This publishing cycle is
      intended to correspond to a traditional academic year, with two issues released
      per academic semester. We have set January of 2008 as the release date of our
      first full issue. We have already published a 32-page pilot-issue, which we
      are
      using to entice advertisers to buy ad space in our future issues, and which
      we
      are using to seek agreements with various universities to allow us to give
      away
      our publication on their campus. Our first several issues will focus on Canadian
      Universities and will be distributed only in Canada, but we intend to develop
      an
      American version of the magazine if our Canadian magazine is successful.




In
      2006,
      Tiffany Walsh began the process of establishing contacts at universities across
      Canada. She did this by placing ads in various student newspapers and on various
      student web sites, calling for people interested in writing articles or
      submitting photographs for a future national student lifestyle magazine.
      Individuals answering the ads were interviewed, and told that submissions would
      initially be made solely on a volunteer basis. Ms. Walsh used submissions from
      such contacts to compile material for the pilot issue, which was published
      with
      the help of an independent contractor graphic designer in March of 2007. For
      each subsequent issue, it is




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intended
      that this process would be repeated, using editorial content and photographs
      submitted by student volunteers from various academic institutions.




During
      June 2007, Buzz Magazine began a marketing campaign with the goal of increasing
      awareness and building a subscriber base. As part of the marketing effort,
      we
      spent a total of $511.90 USD to run a series of online advertisements for Buzz
      Magazine on Facebook.com. Ms. Walsh also conducted a significant amount of
      “grass roots” promotion for the Buzz Magazine website, through a handful of
      student dominated websites and live events. Such marketing and promotional
      effort helped to raise awareness for the upcoming release of the magazine,
      and
      to generate subscribers. As of Aug 31, 2007, 197 people have signed up as
      subscribers to Buzz Magazine through our website. We have scheduled a Buzz
      Magazine promotional tour for Oct 15 to Oct 18, 2007, at four universities
      across Atlantic Canada. If we receive a positive response from the promotional
      tour, we plan to expand the program by conducting further promotions at schools
      in other regions.




We
      have
      begun negotiating with a number of universities and colleges in other regions,
      with the goal of forming a network of campuses where we may distribute Buzz
      Magazine. To date, five Universities have agreed to allow us to distribute
      Buzz
      Magazine on their campuses, by placing a “Buzz Box” in a high traffic area, at
      no charge.




In
      July
      2007, a major upgrade to our website www.Readbuzzmagazine.com was
      completed with the help of an independent web programmer and graphic designer.
      The upgrade includes an expanded area for visitors to share photos and articles,
      and post comments. Individuals who sign up for a subscription to Buzz also
      receive a private login for the website, allowing them to access exclusive
      online content.




From
      July
      to August 2007, Tiffany Walsh compiled enough content from volunteer
      contributors to fill the entire January 2008 issue of Buzz Magazine. The design
      work on the January 2008 issue of Buzz, which began in September of 2007, is
      being completed by an independent graphic designer for an anticipated fee of
      $1000. In August 2007 Ms. Walsh began marketing Buzz Magazine’s advertising
      services. Ms Walsh produced a professional advertising kit with the help of
      an
      independent graphic designer. Ms. Walsh began the process of generating leads
      and identifying target companies, who she felt might be interested in purchasing
      advertising space in future issues of Buzz. In August 2007, Ms. Walsh began
      approaching potential advertisers, with the intention of selling future space
      in
      Buzz Magazine. However as August 31, 2007, no revenues have been generated
      from
      the sale of advertising. We anticipate that we will generate advertising
      revenues by the next quarter (ending November 30, 2007) but cannot guarantee
      this. If we are unable to generate any advertising revenues, we believe that
      we
      still have sufficient cash on hand to print and distribute two issues of Buzz
      Magazine (January and March 2008).




**Intellectual
      Property**




A
      major
      component to our business will be generating the content necessary to fill
      copies of *Buzz* magazine
      on an on-going basis. We have created a student contributors program, which
      encourages college students to send us their stories, articles, photographs
      and
      original artwork, which showcase their unique university experience. Students
      volunteer in order to have the opportunity to have their work published in
      a
      national magazine. Students who take part in our student contributors program
      do
      so on a strictly volunteer basis. Each person who submits either




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written
      material or photographs for publishing must sign a waiver and agree to transfer
      all rights relating to ownership of submission material to Buzz Media Ltd.
      Student contributors interested in submitting content to *Buzz* on a
      regular basis are also asked to sign a volunteer artist agreement, which
      expresses their intent to submit content on a regular basis and outlines the
      terms associated with content submission. All photography, written content,
      and
      artwork displayed on our company’s websites, or printed in physical copies of
      our magazine, is the sole property of our company, Buzz Media Ltd. On May 18,
      2007 Buzz Media Ltd. filed a trademark application (serial number 77184241)
      with the United States Patent and Trademark Office, seeking a trademark on
      "Buzz
      Magazine" used as the name, or title, of a magazine .
      We
      expect the entire application process could take
      13-18 months, and there is no guarantee that our trademark application will
      be
      successful.




**Competition**




*Buzz* magazine
      will be in competition for readers and advertising dollars with a wide range
      of
      print publications and new media products. Within the college student market, *Buzz* will be
      in direct competition with two established firms, which already service our
      expected market.




*U
      Magazine* (USA): *U
      Magazine* is a
      monthly national college magazine given away for free on campuses across the
      United States. It is an advertising-based publication with 1,000,000 copies
      being printed and distributed each month.




*Job
      Postings* (Canada). Published eight times per year, *Job
      Postings* is a
      monthly magazine for Canadian college and university students in their last
      year
      of school. It is an advertising-based publication which is given away free
      on
      135 campuses across Canada. 60,000 copies are printed and distributed each
      month.




**Government
      Regulation**




Government
      regulation and compliance with environmental laws have not had a material effect
      on our business.




**Employees**




We
      have
      no employees other than our sole officer and director as of the date of this
      quarterly report. As needed from time to time, we may pay for the services
      of
      independent contractors, which may include, but are not limited to, graphic
      designers, photographers, web designers, promotional reps and advertising sales
      people.





**Property**





We
      lease
      our corporate office at 11 Thornhill Drive, Suite 216, Dartmouth Nova Scotia,
      B3B 1R9. We pay C$350 per month plus tax. The term of the lease is for one
      year,
      and includes office furnishings and Internet access. As our business operations
      grow, it may be necessary for us to seek additional space. Management believes
      additional suitable space will be available when it is needed.





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**Plan
      of Operations**




***Revenue
      Streams***




We
      have
      begun approaching companies who may be interested in purchasing advertising
      space, either in future issues of Buzz magazine, or on our website. We are
      using
      copies of our 32-page pilot issue, along with a detailed marketing package,
      to
      procure such potential advertising contracts.




We
      currently anticipate generating revenue through three sources:




1.
            through
                the sale of advertising space within physical copies of our
                magazine;




2.
            through
                the sale of advertising space on our website;
                and




3.
            through
                sharing our subscriber list with various advertisers and other
                distributors.




Sale
      of Advertising Space within physical copies of our magazine




We
      plan
      to allocate between 40-45% of each printed issue of *Buzz* for
      advertising space. As a national magazine distributed across the country, we
      anticipate reaching a wider audience than local publications at individual
      universities, and thus appealing to a larger and more sophisticated advertising
      base with higher advertising budgets. We believe this will give us a competitive
      advantage over most local university-based publications. We are using our pilot
      issue, along with a detailed marketing package, to attempt to entice such
      advertisers to purchase space in our issues planned for 2008 and beyond. We
      anticipate that our ability to sell advertising space in our magazine will
      be
      directly affected by the size and quality our distribution network and
      subscriber base. Thus, we will need to establish a subscriber base, distribution
      channels, and general interest in the magazine.




Sale
      of Advertising Space on our Web-site




We
      have
      placed space for advertising banners on every page of our web site. Along with
      advertising space within physical copies of our magazines, we plan on selling
      this online advertising space. It is anticipated that our ability to sell such
      ads will be affected by our web-site traffic - the number of people that visit
      our web site on a daily basis. In order to increase web site traffic, we have
      a
      placed a copy of our latest issue of *Buzz* available for on-line viewing or downloading on our web site. We also plan
      to
      include a number of interactive games, message boards, and general information
      that might be useful to a university student.




Sharing
      of our Subscriber List




Our
      magazine will strive to build its reader base through request circulation,
      whereby our magazine will be mailed free charge to readers who request our
      publication. Readers wishing to subscribe to *Buzz* will be
      able to do so via our web site or by submitting written requests via standard
      mail as described in physical copies of the magazine. Subscribers will be asked
      if they would allow the us to send them other e-mails and/or publications that
      might be of interest to them. Provided the subscriber agrees, the subscriber’s
      information will be stored in a secure area




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of
      our
      web site, and we may from time to time send the subscriber materials from other
      magazines and/or advertisers. We anticipate that, provided our subscriber base
      reaches an appropriate size, we will be able to charge for such services.
      Additionally, the more subscribers we have on our subscription list who have
      requested copies of our magazine, the greater our ability to sell advertising
      space in our physical publication at premium rates.




***Distribution
      Channels***




As
      we do
      not plan to charge subscribers and readers for the magazine, the size of our
      distribution base is the key to the success of our business. We will rely
      exclusively on revenue streams that will depend on the proven size and
      effectiveness, or anticipated size and effectiveness, of our distribution.
      We
      plan on distributing our magazine through four main channels:




1.
            direct
                mail;




2.
            email;




3.
            physical
                distribution boxes at specified locations;
                and




4.
            the
                Internet at www.ReadBuzzMagazine.com.




Distribution
      via Direct Mail




In
      early
      January 2008, the first issue of Buzz will be mailed to those who have signed
      up
      for a subscription via our website. We will continue to build our subscriber
      base using various web-marketing campaigns aimed at motivating students to
      sign
      up for a free direct mail subscription to Buzz Magazine. We will also conduct
      some on-campus promotions at a small number of universities to raise awareness
      for our publication and to generate subscriptions. We have a promotional tour
      booked at four universities across Atlantic Canada, for October 15 to October
      18, 2007. Based on the results of this promotional tour, we will look to expand
      it to schools in other regions. We anticipate having 5,000 new subscribers
      by
      the end of 2007, but cannot guarantee this. We believe that a large subscriber
      base for distribution via direct mail will help us procure advertising revenues
      from the sale of advertising space in physical copies of our magazine. To allow
      us to reach students at a greater number of universities and colleges, we plan
      on continuing to build our network of campus representatives. Our goal is to
      have local campus representatives on 30 major campuses by the end of 2007.
      We
      plan on finding student volunteers interested in becoming campus representatives
      by placing advertisements in school newspapers, by networking through student
      web sites, and by word of mouth. To date we have volunteer campus
      representatives on seven different university campuses.




Distribution
      via E-mail




We
      plan
      to send an electronic version of *Buzz* directly
      to the e-mail address of anyone who requests the electronic edition of our
      publication. We will attempt to entice such subscriptions on our web site and
      in
      all physical copies of *Buzz* .
      We
      believe that a large subscription base for distribution via e-mail will help
      us
      procure advertising revenues from the sale of advertising space in electronic
      versions of the magazine and on our web site. An added benefit to such a
      distribution method is our ability to meet any level of demand for additional
      copies of *Buzz*




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without
      incurring any additional expenses, which would be associated with printing
      more
      physical copies of the publication.




Distribution
      via “Buzz Boxes”




In
      early
      January 2008, the first issue of Buzz will be distributed free of charge to
      students via distribution boxes on a select number of university campuses across
      Canada. To coincide with the release of our first issue in January 2008, we
      plan
      to place “Buzz Boxes” in heavily trafficked locations in various universities
      across Canada. These “Buzz Boxes” will act as a distribution conduit for
      physical copies of Buzz Magazine. We have designed the boxes so that the boxes
      themselves will resemble traditional newspaper distribution boxes, and will
      be
      decorated in the Buzz logo and in Buzz colors so they are recognizable and
      distinctive. We anticipate that construction of our first 50 “Buzz Boxes” will
      be completed by November of 2007, and we plan to consult with some Canadian
      universities during this process. Starting in the fall of 2007, we plan to
      negotiate with universities across Canada in an attempt to secure as many
      distribution agreements as possible. We will be using our pilot issue to
      showcase our magazine to representatives at various universities across the
      country. It is our hope that we will be able to secure agreements with a large
      number of universities, allowing us to place our magazine distribution boxes
      on
      their campus. We anticipate paying a flat rate to universities for each “Buzz
      Box” displayed on campus in exchange for the right to place the display boxes.




Distribution
      via ReadBuzzMagazine.com




An
      electronic version of each issue of *Buzz* will
      also be available on the Internet at our web site, www.ReadBuzzMagazine.com.
      Our
      online presence will be the key to generating advertising revenues through
      the
      sale of advertising space on our web site. Therefore, we intend to upload new
      issues of *Buzz* magazine
      as they are completed, and we intend to generate additional interest in our
      web
      site through the development of various chat-rooms, message boards, and other
      web-community services. We anticipate offering additional features on our web
      site to coincide with the release of our first issue in 2008.




***Marketing***




During
      June 2007, we began marketing Buzz Magazine to students, with the goal of
      increasing awareness and building our subscriber base. As part of the marketing
      effort, we spent a total of $511.90 USD to run a series of online advertisements
      for Buzz Magazine on Facebook.com. We plan to continue building our subscriber
      base using similar web marketing campaigns aimed at enticing students to sign
      up
      for a free subscription to *Buzz* through
      our website. Future web marketing campaigns may include email campaigns, and
      website banner advertising through websites often populated by students. We
      have
      a promotional tour booked at four universities across Atlantic Canada, for
      October 15 to October 18, 2007. Based on the results of this promotional tour,
      we will look to expand it to schools in other regions. We are also organizing
      a
      network of Buzz campus reps at various universities across Canada. Campus reps
      are student volunteers from different universities, who spread the word about *Buzz* magazine
      around their campus. They are also local contacts who could be paid in the
      future to launch on-campus promotions for *Buzz* at their
      schools. Our magazine distribution “Buzz Boxes” will also provide a level of
      exposure to our product once they are setup at select locations at universities
      across Canada.




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***Our
      Publication***




We
      will
      continue building our student contributors program by signing more volunteers
      to
      artist agreements. We will continue to seek articles, stories and photos
      submitted by students from across the country, which will be retained for
      possible publication in issues of our magazine during the 2008 season. We have
      accumulated enough content to fill our first full issue of Buzz, and have begun
      the design process. Our first full issue of Buzz is set to be released in
      January of 2008. For each subsequent issue, we will continue to seek editorial
      content and photographs submitted by volunteers.




Our
      web
      site, located at www.ReadBuzzMagazine.com, currently contains a subscriber
      signup page, an introduction to our magazine, a downloadable copy of our pilot
      issue, an online application for all our volunteer positions, company
      information, and information for prospective advertisers. We have incurred
      approximately C$4,800 in web site development expenses as of August 31, 2007.
      Our cost, per issue, for posting each new issue of Buzz on our web site is
      anticipated to be C$40.




***Anticipated
      Expenses***




It
      is
      anticipated that design and construction of our “Buzz Boxes” will be concluded
      by November of 2007. Our anticipated design and production cost per outdoor
      box
      is C$63, and the cost per indoor box is expected to be C$36. We plan to use
      50
      distribution boxes (20 outdoor boxes and 30 indoor boxes) for our first
      publications. Multiple boxes will be placed at each university that agrees
      to
      distribute our publication, and we will construct purchase more boxes based
      upon
      demand. Our total anticipated production cost for our first 50 boxes is C$2,340,
      with an additional C$900 in shipping expenses anticipated.




Printing
      costs for physical copies of the magazine are estimated to be C$0.38 per issue,
      assuming we print 20,000 copies per issue. We anticipate average shipping costs
      relating to direct mail subscriptions to be C$0.60 per subscriber. We anticipate
      shipping costs relating to copies of Buzz distributed via our Buzz Boxes to
      be
      C$0.07 per issue. Thus, based upon our full planned print run of 20,000 copies
      per issue, we anticipate our total production and distribution costs (printing
      and shipping) associated with each issue of *Buzz* to be
      C$12,700




Over
      the
      next twelve months we plan to produce and distribute two issues of *Buzz* (January
      and March issues in 2008), with each issue comprising 20,000 physical copies
      and
      one electronic copy on our web-site.




As
      indicated above, the total of our printing, shipping, and distribution costs
      for
      the next twelve months is anticipated to be $26,240. We anticipate spending
      an
      additional $2,000 on marketing and promotions. Our office expenditures,
      including rent, are anticipated to be a total of $5,000 over the next twelve
      months. Our accounting, legal and administrative expenses for the next twelve
      months are anticipated to be $30,000. As of August 31, 2007, we had $47,560
      in
      cash and working capital of $28,881. We believe we have sufficient cash on
      hand
      to sustain our operations for the next 9 months, even if there are no revenues.
      Such funds will be sufficient to produce and distribute up to 20,000 physical
      copies of our magazine, to as many as 50 campuses across Canada, for at least
      our first 2 issues, which would take us through to the next school year
      (September of 2008). If we desire to grow our business, or distribute more
      magazines to more




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campuses,
      we may need to either realize some revenues from advertising sales, or raise
      or
      borrow additional capital.  We successfully raised initial funds through
      private placements of our common stock.  In the future, we may need to
      engage in additional private placements should there be a need for additional
      funds.  There is no assurance that such placements will be
      successful.  We anticipate receiving some revenue from the sale of
      advertising in future issues of *Buzz* and from
      the sale of advertising on our web site. However, we may not realize such
      revenues.




In
      addition, depending on available revenues, we may engage in some general
      marketing efforts over and above those involved in establishing the three main
      distribution channels noted above.




We
      do not
      believe that there will be significant research and development expenses during
      the next 12 months.




We
      anticipate that our cost of sales is incorporated in our anticipated
      administrative expenses, as sales over our first year will be conducted by
      Tiffany Walsh, who does not currently take any salary. Sales campaigns will
      be
      conducted principally through the use of e-mail and telephone and in person
      where prospective advertisers have offices or representatives near Halifax.
      Where necessary, Ms. Walsh may incur some travel costs but we do not estimate
      such costs, if incurred at all, will exceed $2,500 for the next 9
      months.




If
      management believes it is appropriate to begin a program of rapid expansion,
      which may be deemed necessary in the event of a drastic jump in our
      publication’s popularity and subscriber base, we believe we will need up to
      $75,000 over the next twelve months.  We plan on obtaining this operating
      capital from our own available funds and anticipated revenues from advertising
      sales, but these sources may not provide sufficient funds. We expect to be
      able
      to raise capital through the sale of our common stock if business revenues
      are
      not available to pay necessary expenses.




We
      do not
      anticipate the need for any additional employees during the next twelve months
      other than the services of the individuals discussed above, unless initial
      response to our product is extremely positive or expansion into new markets
      occurs sooner than expected.  Since our management plans to use independent
      contractors only when volunteer positions cannot be adequately filled, and
      there
      are no plans for other significant expenditures over the coming year (aside
      from
      marketing, printing, and distribution costs, as discussed above), adverse
      material impacts on short term liquidity are not expected.




Our
      agreements with content contributors do not require us to make any financial
      commitments.   If we do not sell all of the advertising space
      available in our first full issue of Buzz Magazine, we will introduce
      alternative marketing strategies for selling advertising space in future
      issues.  Our long-term liquidity will rely much on the success of
      advertising sales related to our first full and subsequent issues and general
      marketing of our publication.




**Off
      Balance Sheet Arrangements**





As
      of
      August 31, 2007, there were no off balance sheet arrangements.





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**Results
      of Operations for Period Ending August 31, 2007**





We
      did
      not earn any revenues from inception through the period ending August 31, 2007.
      We incurred net operating expenses in the amount of $18,778 for the three months
      ended August 31, 2007, and $46,549 for the period from our inception on October
      26, 2006 to August 31, 2007. Our operating expenses incurred for the three
      months ended August 31, 2007 included $12,500 for professional fees, $481 in
      advertising and promotion expenses, and $5,797 in general and administrative
      expenses. Our operating expenses incurred for the period from our inception
      on
      October 26, 2006 to August 31, 2007 included $32,500 for professional fees,
      $1,655 in advertising and promotion expenses, $10,566 in general and
      administrative expenses, and $1,828 in travel expenses. Thus, our net loss
      for
      the three months ended August 31, 2007 was $18,778, and our net loss for the
      period from our inception on October 26, 2006 to August 31, 2007 was $46,549.
      We
      anticipate our operating expenses will increase as we undertake our plan of
      operations. The increase will be attributable to undertaking the production
      and
      printing of our publication and the professional fees that we will incur in
      connection with becoming a reporting company under the Securities Exchange
      Act
      of 1934.





**Liquidity
      and Capital Resources**





As
      of
      August 31, 2007, we had current assets in the amount of $47,921, consisting
      of
      $47,560 in Cash and $361 in Prepaid Expense. Our current liabilities as of
      August 31, 2007 were $19,040. Thus our working capital on August 31, 2007 was
      $28,881.





We
      have
      not attained profitable operations and are dependent upon obtaining financing
      to
      pursue our business plan over the next twelve months if we do not generate
      revenue sufficient to sustain operations.





**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.





*Foreign
      Currency*





The
      operations of the Company are located in Canada. The Company maintains both
      U.S.
      Dollar and Canadian Dollar bank accounts. The functional currency is the
      Canadian Dollar. Transactions in foreign currencies other than the functional
      currency, if any, are remeasured into the functional currency at the rate in
      effect at the time of the transaction. Remeasurement gains and losses that
      arise
      from exchange rate fluctuations are included in income or loss from operations.
      Monetary assets and liabilities denominated in the functional currency are
      translated into U.S. Dollars at the rate in effect at the balance sheet date.
      Revenue and expenses denominated in the functional currency are translated
      at
      the average exchange rate.




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Other
      comprehensive income includes the foreign exchange gains and losses that arise
      from translating from the functional currency into U.S. Dollars.





**Recently
      Issued Accounting Pronouncements**





In
      September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements.” This
      statement defines fair value, establishes a framework for measuring fair value
      in generally accepted accounting principles, and expands disclosure about fair
      value measurements. This statement applies under other accounting pronouncements
      that require or permit fair value measurement, the FASB having previously
      concluded in those accounting pronouncements that fair value is the relevant
      measurement attribute. This statement does not require any new fair value
      measurements. However, for some entities, the application of the statement
      will
      change current practice. This statement is effective for financial statements
      issued for fiscal years beginning after November 15, 2007, and interim periods
      within those fiscal years. The Company is currently reviewing the effect, if
      any, that this new pronouncement will have on its financial statements.





There
      were various other accounting standards and interpretations issued during 2006
      or to August 31, 2007, none of which are expected to have a material impact
      on
      the Company's financial position, operations or cash flows.


**Item
      3.     Controls and Procedures**





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 August 31, 2007. This evaluation was carried
      out
      under the supervision and with the participation of our Chief Executive Officer
      and Chief Financial Officer, Ms. Tiffany Walsh. Based upon that evaluation,
      our
      Chief Executive Officer and Chief Financial Officer concluded that, as of August
      31, 2007, our disclosure controls and procedures are effective. There have
      been
      no changes in our internal controls over financial reporting during the quarter
      ended August 31, 2007.





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.




14
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          of Contents


**PART
      II - OTHER INFORMATION**





**Item
      1.     Legal
      Proceedings**





We
      are
      not a party to any pending legal proceeding. We are not aware of any pending
      legal proceeding to which any of our officers, directors, or any beneficial
      holders of 5% or more of our voting securities are adverse to us or have a
      material interest adverse to us.





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





On
      November 8, 2006, we purchased all the issued and outstanding shares of Buzz
      Media, Ltd., a Nova Scotia company (“Buzz Nova Scotia”). At the time, Tiffany
      Walsh, our sole director and president, was sole owner of both Buzz Media,
      Ltd.,
      and Buzz Nova Scotia. Ten shares of our common stock were issued to Ms. Walsh
      as
      consideration for her shares in Buzz Nova Scotia.




We
      issued
      1,250,000 shares of common stock on February 1, 2007, to Tiffany Walsh, our
      president. These shares were issued pursuant to Regulation S of the Securities
      Act of 1933 (the "Securities Act") at a price of $0.02 per share, for total
      proceeds of $25,000. The 1,250,000 shares of common stock are restricted shares
      as defined in the Securities Act.




We
      completed a private placement of 625,000 shares of our common stock pursuant
      to
      Regulation S of the 1933 Act on February 28, 2007. All shares were issued at
      a
      price of $0.04 per share. We received proceeds of $25,000 from the offering.
      Each purchaser represented to us that the purchaser was a Non-US Person as
      defined in Regulation S. We did not engage in a distribution of this offering
      in
      the United States. Each purchaser represented their intention to acquire the
      securities for investment only and not with a view toward distribution. All
      purchasers were given adequate access to sufficient information about us to
      make
      an informed investment decision. None of the securities were sold through an
      underwriter and accordingly, there were no underwriting discounts or commissions
      involved.




We
      completed a private placement of 125,000 shares of our common stock pursuant
      to
      Regulation S of the 1933 Act on April 30, 2007. All shares were issued at a
      price of $0.20 per share. We received proceeds of $25,000 from the offering.
      Each purchaser represented to us that the purchaser was a Non-US Person as
      defined in Regulation S. We did not engage in a distribution of this offering
      in
      the United States. Each purchaser represented their intention to acquire the
      securities for investment only and not with a view toward distribution.
      Appropriate legends were affixed to the stock certificates issued in accordance
      with Regulation S. All purchasers were given adequate access to sufficient
      information about us to make an informed investment decision. None of the
      securities were sold through an underwriter and accordingly, there were no
      underwriting discounts or commissions involved.





**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 August
      31, 2007.





**Item
      5.     Other
      Information**





None





**Item
      6.      Exhibits**





**Exhibit**
              **Number**
            **Description
                of Exhibit**3.1
            Articles
                of Incorporation(1)3.2
            By-Laws(1)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


(1)
            Previously
                filed as an exhibit to the Registration Statement on Form SB-2 filed
                on
                August 17, 2007




15
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          of Contents




**SIGNATURES**





In
      accordance with the requirements of the Securities and Exchange Act of 1934,
      the
      Registrant has duly caused this report to be signed on its behalf by the
      undersigned, thereunto duly authorized.





**Buzz
                Media, Ltd.**Date:
            October
                15, 2007By:      
                /s/ Tiffany Walsh
              Tiffany
                Walsh
              Title:**President,
                Chief Executive Officer,****Chief
                Financial Officer, Principal**
              **Executive
                Officer, and Director**