UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





[X]
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE


ACT OF
1934





FOR THE
QUARTERLY PERIOD ENDED FEBRUARY 28, 2010





Commission
File Number 333-146344








MADISON
AVE. MEDIA, INC.


(Exact
name of registrant as specified in its charter)





KAHZAM,
INC.


(Former
Name of Registrant)





Delaware


(State or
other jurisdiction of incorporation or





1515
South Federal Highway, Suite 100


Boca
Raton, FL 33432





(Address
of principal executive offices, including zip code)





Telephone
(561) 549-3131


(telephone
number, including area code)





Richard
Weiner


1515
South Federal Highway, Suite 100


Boca
Raton, FL 33432


(561)
549-3131


(Name,
address and telephone number of agent for service)





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





Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the
definitions of "large accelerated filer, "accelerated filer," "non-accelerated
filer," and "smaller reporting company" in Rule 12b-2 of the Exchange
Act.




Large
      accelerated filer [ ]
            Accelerated
      filer [ ]Non-accelerated
      filer [ ]
            Smaller
      reporting company [X]




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





State the
number of shares outstanding of each of the issuer's classes of common equity,
as of the latest practicable date: 25,264,002 shares as of April
15, 2010.










KAHZAM,
      INC.(A
      Development Stage Company)CONDENSED
      BALANCE SHEETS(Unaudited)As
      of
              
              
              As
      ofFebruary
      28,
              
              
              August
      31,2010
              
              
              2009ASSETSCurrent
      assets:Cash
              
              $
              70
              
              
              $
              1,026Other
      current assets
              
              
              9,684
              
              
              
              9,684Due
      from related parties
              
              
              87,291
              
              
              
              -Total
      current assets
              
              
              97,045
              
              
              
              10,710Property
      and equipment, net
              
              
              28,605
              
              
              
              11,100Other
      assets, net
              
              
              1,714
              
              
              
              1,534Goodwill
              
              
              39,600
              
              
              
              39,400TOTAL
      ASSETS
              
              $
              166,964
              
              
              $
              62,743LIABILITIES
      AND SHAREHOLDERS'  EQUITYCurrent
      liabilities:Accounts
      payable
              
              $
              178,527
              
              
              $
              293,816Payroll
      liabilities
              
              
              163,212
              
              
              
              43,577Due
      to related parties
              
              
              22,800
              
              
              
              83,873Total
      current liabilities
              
              
              364,540
              
              
              
              421,265Total
      liabilities
              
              
              364,540
              
              
              
              421,265Stockholders'
      Equity (Deficiency):Common
      stock, par value $0.0001 per share; 80,000,000 sharesauthorized:
      and 25,264,002 shares and 19,500,000 issued andoutstanding
      as of February 28, 2010 and August 31, 2009
              
              
              2,526
              
              
              
              1,950Additional
      paid-in capital
              
              
              518,659
              
              
              
              77,850Deficit
      accumulated during the development stage
              
              
              (718,760
              )
              
              
              (438,322
              )(197,575
              )
              
              
              (358,522
              )TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
              
              $
              166,964
              
              
              $
              62,743






1
  KAHZAM,
      INC.(A
      Development Stage Company)CONDENSED
      STATEMENT OF OPERATIONS (UNAUDITED)July
      23, 2007Three
      months
              
              
              Three
      months
              
              
              Six
      months
              
              
              Six
      months
              
              
              (inception)ended
              
              
              ended
              
              
              ended
              
              
              ended
              
              
              throughFebruary
      28,
              
              
              February
      28,
              
              
              February
      28,
              
              
              February
      28,
              
              
              February
      28,2010
              
              
              2009
              
              
              2010
              
              
              2009
              
              
              2010REVENUES
              
              $
              28
              
              
              $
              -
              
              
              $
              257
              
              
              $
              -
              
              
              $
              -EXPENSES:162,653
              
              
              
              5,526
              
              
              
              276,078
              
              
              
              11,056
              
              
              
              711,633Depreciation
      and amortization
              
              
              4,617
              
              
              
              
              
              
              
              4,617
              
              
              
              
              
              
              
              7,127Total
      expenses
              
              
              167,271
              
              
              
              5,526
              
              
              
              280,696
              
              
              
              11,056
              
              
              
              718,760Loss
      from operations
              
              
              (167,242
              )
              
              
              (5,526
              )
              
              
              (280,438
              )
              
              
              (11,056
              )
              
              
              (718,760
              )NET
      INCOME (LOSS)
              
              $
              (167,242
              )
              
              $
              (5,526
              )
              
              $
              (280,438
              )
              
              $
              (11,056
              )
              
              $
              (718,760
              )BASIC
      EARNINGS (LOSS) PER SHARE
              
              $
              (0.03
              )
              
              $
              (0.00
              )
              
              $
              (0.05
              )
              
              $
              (0.00
              )
              
              $
              (0.13
              )WEIGHTED
      AVERAGE NUMBER OF COMMONSHARES
      OUTSTANDING
              
              
              5,492,952
              
              
              
              2,500,000
              
              
              
              5,492,952
              
              
              
              2,500,000
              
              
              
              5,492,952







2





KAHZAM,
      INC(A
      Development Stage Company)STATEMENT
      OF STOCKHOLDERS' EQUITY (DEFICIENCY)DeficitAccumulatedCommon
            
            
            Additional
            
            
            DuringCommon
            
            
            Stock
            
            
            Paid-in
            
            
            DevelopmentStock
            
            
            Amount
            
            
            Capital
            
            
            Stages
            
            
            TotalBeginning
      balance, July 23, 2007
            
            
            
            
            $
            -
            
            
            $
            -
            
            
            $
            -
            
            
            $
            -Stock
      issued to Director on August 13, 2007
            
            
            1,500,000
            
            
            
            150
            
            
            
            14,850
            
            
            
            
            
            
            
            15,000Net
      loss, year ended August 31, 2007
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (9,027
            )
            
            
            (9,027
            )BALANCE
      AUGUST 31, 2007
            
            
            1,500,000
            
            
            
            150
            
            
            
            14,850
            
            
            
            (9,027
            )
            
            
            5,973Stock
      issued for cash on December 31, 2007@
      0.025 per share
            
            
            1,000,000
            
            
            
            100
            
            
            
            24,900
            
            
            
            
            
            
            
            25,000Net
      loss, year ended August 31, 2008
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (18,819
            )
            
            
            (18,819
            )BALANCE
      AUGUST 31, 2008
            
            
            2,500,000
            
            
            $
            250
            
            
            $
            39,750
            
            
            $
            (27,846
            )
            
            $
            12,154Stock
      issued to existing shareholders ofKahzam
      on May 12, 2009 @ 0.01 per share
            
            
            4,000,000
            
            
            
            400
            
            
            
            39,400
            
            
            
            
            
            
            
            39,800Three
      for one split on May 12, 2009
            
            
            13,000,000
            
            
            
            1,300
            
            
            
            (1,300
            )
            
            
            -
            
            
            
            --
            
            
            
            -Net
      loss, year ended August 31, 2009
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (410,476
            )
            
            
            (410,476
            )BALANCE
      AUGUST 31, 2009
            
            
            19,500,000
            
            
            
            1,950
            
            
            
            77,850
            
            
            
            (438,322
            )
            
            $
            (358,522
            )Stock
      issued for cash September 1, 2009
            
            
            125,000
            
            
            
            13
            
            
            
            124,987
            
            
            
            
            
            
            
            125,000stocks
      issued @ 0.14026 per share
            
            
            2,905,002
            
            
            
            290
            
            
            
            299,710
            
            
            
            
            
            
            
            300,000Share
      exchange on January 15, 2010 to theshareholders
      of TeCoup.Com LLC @.0001 per share
            
            
            2,000,000
            
            
            
            200
            
            
            
            -
            
            
            
            
            
            
            
            200Stocks
      issued to Board Members on January 20,2010
      for services@0.02195 per share
            
            
            734,000
            
            
            
            73
            
            
            
            16,112
            
            
            
            
            
            
            
            16,185Net
      loss, six months ended February 28, 2010
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (280,438
            )
            
            
            (280,438
            )BALANCE,
      FEBRUARY 28, 2010
            
            
            25,264,002
            
            
            
            2,526
            
            
            
            518,659
            
            
            
            (718,760
            )
            
            $
            (197,575
            )












3





KAHZAM,
      INC.(A
      Development Stage Company)STATEMENT
      OF CASH FLOWSJuly
      23, 2007Three
      months
            
            
            Three
      months
            
            
            Six
      months
            
            
            Six
      months
            
            
            (inception)ended
            
            
            ended
            
            
            ended
            
            
            ended
            
            
            throughFebruary
      28,
            
            
            February
      28,
            
            
            February
      28,
            
            
            February
      28,
            
            
            February
      28,2010
            
            
            2009
            
            
            2010
            
            
            2009
            
            
            2010CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
            
            
            (166,696
            )
            
            
            (5,526
            )
            
            $
            (280,438
            )
            
            
            (11,056
            )
            
            $
            (718,760
            )Adjustments
      to reconcile increase(decrease) in net assets to cashprovided
      by operating activities:Depreciation
            
            
            9,769
            
            
            
            -
            
            
            
            9,992
            
            
            
            
            
            
            
            10,884Amortization
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            
            
            
            
            1,861Changes
      in operating assets and liabilities:
            
            
            -
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -(Increase)
      in other current assets
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            
            
            
            
            (9,684
            )Increase
      in accounts payable
            
            
            148,599
            
            
            
            -
            
            
            
            (115,289
            )
            
            
            (5,500
            )
            
            
            178,378(Increase)
      in other assets
            
            
            (180
            )
            
            
            -
            
            
            
            (180
            )
            
            
            
            
            
            
            (1,714
            )(Increase)
      in goodwill
            
            
            (200
            )
            
            
            -
            
            
            
            (200
            )
            
            
            
            
            
            
            (39,600
            )Increase
      in other payables
            
            
            78,591
            
            
            
            -
            
            
            
            119,635
            
            
            
            
            
            
            
            163,362Increase
      in amounts due to related parties
            
            
            (89,880
            )
            
            
            -
            
            
            
            (148,364
            )
            
            
            
            
            
            
            (64,491
            )-Net
      cash (used in) provided by operating activities
            
            
            (19,997
            )
            
            
            (5,526
            )
            
            
            (414,844
            )
            
            
            (16,556
            )
            
            
            (479,765
            )CASH
      FLOWS FROM INVESTING ACTIVITIES:Purchases
      of property and equipment
            
            
            (27,497
            )
            
            
            -
            
            
            
            (27,497
            )
            
            
            
            
            
            
            (41,350
            )Purchases
      of intangible property
            
            
            30,699
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -Net
      (cash used) in investing activities
            
            
            3,202
            
            
            
            -
            
            
            
            (27,497
            )
            
            
            -
            
            
            
            (41,350
            )CASH
      FLOWS FROM FINANCING ACTIVITIES:Issuance
      of common stock
            
            
            (273
            )
            
            
            -
            
            
            
            576
            
            
            
            
            
            
            
            2,526Additional
      paid in capital
            
            
            16,112
            
            
            
            -
            
            
            
            440,809
            
            
            
            
            
            
            
            518,659Net
      cash used in provided by financing activities
            
            
            15,839
            
            
            
            -
            
            
            
            441,385
            
            
            
            -
            
            
            
            521,185(DECREASE)
      INCREASE IN CASH
            
            
            (956
            )
            
            
            (5,526
            )
            
            
            (956
            )
            
            
            (16,556
            )
            
            
            70CASH
      - BEGINNING OF YEAR
            
            
            1,026
            
            
            
            6,624
            
            
            
            1,026
            
            
            
            17,654
            
            
            
            -CASH
      - END OF YEAR
            
            $
            70
            
            
            $
            1,098
            
            
            $
            70
            
            
            $
            1,098
            
            
            $
            70











4
  KAHZAM,
INC.
 NOTES TO
CONDENSED FINANCIAL STATEMENTS
 February
28, 2010 and August 31, 2009
   DESCRIPTION
OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Nature of Operation. Kahzam,
Inc. (formally Centaurus Resources Corp.) (the Company) was incorporated on July
23, 2007 as Centaurus Resources, Inc., under the laws of the State
of  Delaware, and established a fiscal year end of August 31. On May
12, 2009, the Company acquired 100% of the issued and outstanding Common Stock
of Kahzam, Inc., a Florida Corporation, in exchange for 4,000,000 Shares of the
Company’s Common Stock.  Following this acquisition, the Company
completed a statutory merger, which became effective on May 31, 2009, and the
name of the Company was changed to Kahzam, Inc. (a Delaware
corporation).  Simultaneously with the merger, each Share of issued
and outstanding Common Stock of the Company was exchanged for three Shares of
new Kahzam, Inc. Common Stock.
 
 On
September 1, 2009 the company issued 125,000 Shares of fully-paid and
non-assessable Common Stock of Kahzam, and 2,905,002 Shares of Common
Stock
 As a
result of these transactions as of November 30, 2010 the Company has 22,530,002
Shares of Common Stock issued and outstanding.
 
 On
January 15, 2010 the company completed a share exchanged agreement with
TECOUP.COM LLC for 2,000,000 Shares. As a result of these transactions as of
November 30, 2010 the Company has 24,530,002 Shares of Common Stock issued and
outstanding.
 
 On
January 20, 2010 the company issued 734,000 Shares to various members of the
Board of Directors. As a result of these transactions as of November 30, 2010
the Company has 25,264,002 Shares of Common Stock issued and
outstanding.
  The
Company is considered a development stage enterprise as defined in Financial
Accounting Standards Board ("FASB") Statement No. 7, "Accounting and Reporting
for Development Stage Companies".  The Company has no revenue to date
and there is no assurance the Company will achieve a profitable level of
operations.
 
 Use of Estimates. The
preparation of the financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
  5
 
 Depreciation. Depreciation of
property and equipment is recorded using the straight-line method over the
estimated useful lines of the relative assets, which range as
follows:
 
 Furniture
      & Fixtures
              5-7
      yearsOffice
      Equipment
              5-7
      yearsComputer
      Software
              5    years
 
 The
company uses other depreciation methods (generally, accelerated depreciation
methods) for tax purposes where appropriate.
 
 
 Concentration of Credit Risk.
Financial instruments, which potentially subject the Company to concentrations
of credit risk, consist principally of cash and accrued expenses.
 
 The
Company's cash and cash equivalents are concentrated primarily in one bank in
the United States.  At times, such deposits could be in excess of
insured limits.  Management believes that the financial institution
that holds the Company financial instrument is financially sound and,
accordingly, minimal credit risk is believed to exist with respect to these
financial instruments.
 
 
 Earnings (Loss) Per Share.
Basic loss per common share is computed by dividing net loss by the weighted
average number of common shares outstanding during the specified
period.  Diluted loss per common share is computed by dividing net
loss by the weighted average number of common shares and potential common shares
during the specified period. The Company has no potentially dilutive
securities.
 
 
 Evaluation of long-lived
Assets. The Company reviews property and equipment for impairment
whenever events or changes in circumstances indicate the carrying value may not
be recoverable in accordance with guidance in SFAS No. 144 “Accounting for the
Impairment or Disposal of Long-Lived Assets.”  If the carrying value
of the long-lived asset exceeds the estimated future undiscounted cash flows to
be generated by such asset, the asset would be adjusted to its fair value and an
impairment loss would be charged to operations in the period
identified.
  6
 
 Income Taxes. In February
1992, the Financial Standards Board issued Statement of Financial Accounting
Standard No.109 “Accounting for Income Taxes.” Under SFAS No. 109, deferred
assets and liabilities are recognized for the estimated future tax consequences
between the financial statement carrying amounts of the existing assets and
their respective basis.
 
 Deferred
assets and liabilities are measured using enacted tax rates in effect for the
year in which temporary differences are expected to be recovered or settled.
Under SFAS No. 109, the effect on deferred assets and liabilities of a change in
tax rates is recognized in the period that includes the enactment
date.  For the year ending August 31, 2009 and 2008 the effective
rates were:
 
 The
differences between Federal income tax rates and the effective income tax rates
are:
 
 February
              
              August,
      312010
              
              2009Statutory
      federal income tax rate
              
              
              34
              %
              
              
              34
              %Valuation
      allowance
              
              
              (34
              )
              
              
              (34
              )Effective
      tax rate
              
              -
              %
              
              -_%
              %
 
 
 The
Company has a net operating loss carry forward as of February 28, 2010 of
approximately $718,760 which is offset by a 100% valuation allowance due to the
uncertainty surrounding the ultimate realization of these assets. The loss
carry-forwards expires at various dates through 2030.
 
 
 Fair Value of Financial
Instruments. For financial instruments including cash and accrued
expenses, it was assumed that the carrying amount approximated fair value
because of the short maturities of such instruments.
 
 
 New Financial Accounting
Standards. The Company does not expect that the adoption of other recent
accounting pronouncements will have a material impact on its financial
statements.
 
 
 1.
              GOING
      CONCERN
 
 As
shown in the accompanying financial statements, the Company incurred a net loss
for the year ended February 28, 2010 of $280,438 and cumulatively
since inception for the period July 23, 2007 to November 30, 2009 of$718,760. There is no
guarantee whether the Company will be able to generate enough revenue and/or
raise capital to support these operations. This raises substantial doubt about
the Company's ability to continue as a going concern.
 
 The
Company is currently raising working capital to fund its operations via a
private placement of common stock.
  7
 
 2.
              BUSINESS
      ACQUISITION AND COMBINATION
 
 On May
12, 2009 the Company acquired 100% of the stock of Kahzam Inc, for shares valued
at $40,000.  The acquisition has been accounted for using the purchase
method pursuant to SFAS No. 141, “Business Combinations.”  Based on
the initial purchase price consideration the Company Goodwill in the amount of
approximately $39,600
 
 
 3.
              FIXED
      ASSETS
 
 Equipment
are stated at cost and depreciated on the straight-line method over their
estimated useful lives of five to seven years.  Equipment consists of
the following:
 
 February
      28,
              
              
              August
      31,2010
              
              
              2009Computer
      software
              
              $
              31,207
              
              
              $
              9,307Office
      equipment
              
              
              9,292
              
              
              
              3,892Furniture
      and fixtures
              
              
              851
              
              
              
              65441,350
              
              
              $
              13,853Depreciation
              
              
              12,745
              
              
              
              3,441$
              28,605
              
              
              $
              10,412
  8
  
 4.
              STOCKHOLDERS
      EQUITY
 
 The
Company has authorized 80,000,000 shares of $ 0.0001 par value common stock,
with 25,264,002 shares issued and outstanding.
 
 Details
of common stock issued:
 
 On August
13, 2007 the Company issued total of 1,500,000 shares of common stock to one
Director for cash in the amount of $0.01 per share for a total of
$15,000.
 
 On
December 31, 2007 the Company issued a total of 1,000,000 shares of common stock
for cash in the amount $ 0.025 per share for a total of $25,000.
 
 On May
12, 2009 the Company issued a total of 4,000,000 shares of common stock in
exchange for 100% of the Common Stock of Kahzam, Inc. a Florida
Corporation.  The shares were valued at $ 0.01 per share for a total
of $40,000.
 
 On
September 1, 2009 The company received $425,000, of which $125,000 shall be paid
and satisfied at closing by certified bank draft or wire transfer equaling
125,000 Shares of fully-paid and non-assessable Common Stock of Kahzam, Inc. and
the balance of $300,000 shall be paid by the conversion into 2,905,002 Shares of
Common Stock and the cancellation of $300,000 in currently outstanding Demand
Promissory Note and assigned accounts payables.
 
 On
January 15, 2010 the company completed a share exchanged agreement with
TECOUP.COM LLC for 2,000,000 Shares. As a result of these transactions as of
November 30, 2010 the Company has 24,530,002 Shares of Common Stock issued and
outstanding.
 
 On
January 20, 2010 the company issued 734,000 Shares to various members of the
Board of Directors. As a result of these transactions as of November 30, 2010
the Company has 25,264,002 Shares of Common Stock issued and
outstanding.
 
 
 5.
              COMMITMENTS
      AND CONTINGENCIES-
 
 The
Company rents office space in Boca Raton, Florida under an sublease that
commenced in April 2009. The total rent for 2009 was $31,962.  Future
lease expenses are approximately $8,000 monthly.  The sublease was
made and entered into with a related party.
 
 6.
              RELATED
      PARTY TRANSACTIONS
 
 The
Company’s officers, directors and related companies have advanced funds to the
company for working capital. These advances are unsecured, bear no interest and
have no scheduled repayment. The total advanced from related parties during the
period ended February 28, 2010 was $22,800.  Loans to related
companies during the period totaled $$87, 291.
  9
  
 7.
              RECENT
      ACCOUNTING PRONOUNCEMENTS
 
 In May
2007, the FASB issued FIN 48-1, Definition of Settlement in FASB
Interpretation No. 48 (“the FSP”), which provides guidance for
determining whether a tax position is effectively settled for the purpose of
recognizing previously unrecognized tax benefits.  Under the FSP, a
tax position could be effectively settled on completion of examination by a
taxing authority is the entity does not intend to appeal or litigate the result
and it is remote that the taxing authority would examine or re-examine the tax
position.  The Company does not expect that this interpretation will
have a material impact on its financial statements.
 
 In
December 2007, the FASB issued SFAS No. 141(R), “Business Combinations,” which
replaces SFAS No. 141, “Business Combinations,” which
establishes how an acquiring company recognizes and measures in its financial
statements the identifiable assets acquired, the liabilities assumed (including
intangibles) and any non-controlling interests in the acquired
entity.  SFAS No. 141(R) applies prospectively to business
combinations for which the acquisition date is on or after the beginning of the
first annual reporting period beginning on or after December 15,
2008.  The Company does not expect that this interpretation will have
a material impact on its financial statements.
 
 In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements, an amendment of ARB No.
51.”  SFAS No. 160 amends ARB 51 to establish accounting and
reporting standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary.  It also amends certain of ARB 51’s
consolidation procedures for consistency with the requirements of SFAS No.
141(R).  SFAS No. 160 is effective for fiscal years beginning December
15, 2008.  The Company does not expect that this interpretation will
have a material impact on its financial statements.
 
 
 8.
              SUBSEQUENT
      EVENT
  On
December 23, 2009, the Registrant entered into an Agreement to acquire 100% of
the capital stock of PROMARK DATA AND MEDIA GROUP, LLC a Florida Limited
Liability Company, in exchange for 1,000,000 Shares of the Registrant’s Common
Stock.  The Agreement is subject to the completion of an audit of the
financial statements of PROMARK DATA AND MEDIA GROUP, LLC as well as final
approval by the Boards of Directors of both parties.  The transaction
is expected to close on or before May 1, 2010.
 
 On March
1, 2010 the Board of Directors issued 250,000 Shares of the Registrant’s Common
Stock to Cracker Jack for services rendered and
100,000 Shares of the Registrant’s Common Stock to Robert
Mirabito.




10





ITEM
2.  MANAGEMENT DISCUSSION AND ANALYSIS AND PLAN OF OPERATION





CORPORATE
OVERVIEW





Kahzam,
Inc. was originally incorporated in January, 2008 as Centaurus Resources, Inc.,
a Delaware Corporation (“the Company”). On May 12, 2009, the Company acquired
100% of the issued and outstanding Common Stock of Kahzam, Inc., a Florida
Corporation, in exchange for 4,000,000 Shares of the Company’s Common Stock.
Following this acquisition, the Company completed a statutory merger, which
became effective on May 31, 2009, and the name of the Company was changed to
Kahzam, Inc. (a Delaware corporation). Simultaneously with the merger, each
Share of issued and outstanding Common Stock of the Company was exchanged for
three Shares of new Kahzam, Inc. Common Stock.





On
January 20, 2010, the Company acquired 100% of the capital stock of TeCOUP.com,
LLC, a Tennessee Limited Liability Company, in exchange for 2,000,000 Shares of
the Company’s Common Stock. Nashville-Based TeCOUP provides SMS Text Coupon
Messaging through its patent-pending delivery services. This technology provides
their clients access to the next-generation of advertising, text messaging
directly to target markets’ cell phones.





On March
1, 2010, the Company agreed to acquire 100% of the capital stock of ProMark Data
and Media, LLC, a Florida Limited Liability Company, in exchange for 20,000,000
Shares of the Company’s Common Stock subject to revision based upon the
conversion of existing Promark debt. ProMark is a full service online
marketing firm specializing in permission based opt-in email data, Mobile SMS,
email append as well as traditional postal data.





On March
9, 2010, the Board of Directors voted unanimously to approve the following
corporate actions:





(i) The
name of the Company shall be changed to Madison Ave. Media, Inc. effective April
1, 2010, to more closely reflect its diversified digital media and
marketing business operations; and





(ii) The
capitalization of the Company shall be increased to 150,000,000 Shares of Common
Stock ($.0001 par value) and 1,000,000 Shares of unclassified Preferred Stock
($.01 par value) effective April 1, 2010.





As a
result of these transactions, as of April 15, 2010 the Company has 25,264,002
Shares of Common Stock issued and outstanding, not including the Shares reserved
for issuance for the ProMark acquisition. The Company Common Stock is currently
publicly traded on the OTCBB under the trading symbol KHZM, although a new
trading symbol will be assigned by FINRA as a result of the corporate name
change.





The
Company’s executive offices are located at 1515 South Federal Highway, Suite
100, Boca Raton, FL 33432. The telephone number is 561-549-3131, and the fax
number is 561-393-8505. The Company’s principal website is www.kahzam.com.








11





INTRODUCTION




Kahzam is
an advanced digital media company. We deliver proprietary technologies and
solutions designed to fortify asset management, customer retention, revenue
growth and business intelligence. We also deliver related, high-value services
including strategic corporate financial services that enable access to capital
and related financial support.




Our
clients are businesses that sell and deliver services to consumers in retail,
healthcare, media, entertainment, government, financial services and other
business sectors.




The most
precious asset our clients have is their customer base. And it is constantly at
risk. Technology companies in the Search Cluster have opened virtually every
market directly to all consumers and this global audience is embracing an
independent, personalized, “mobile lifestyle.” As a result, almost every
intermediary between the maker and the end user, especially the advertising
agency, is struggling to retain its relevance, as well as its customers. This
market dynamic, this paradigm shift, creates both a tremendous need and a
remarkable opportunity.




Kahzam
meets this need by delivering integrated solutions that ensure customer loyalty,
increase new customer conversion rates and create accelerated, sustainable
growth for our clients. If Google has commoditized all companies on the World
Wide Web, Kahzam restores the strategic and tactical advantage to our clients by
combining the power of brand, search, business intelligence, and
personalization. Our value proposition is differentiated, but
clear:




·
            We
      restore and enhance the value of our clients’ customer
  base




·
            We
      revitalize and strengthen established
brands




·
            We
      personalize their consumer
relationships




·
            We
      deliver a sustained, measurable ROI for our
  clients






OUR BUSINESS
STRATEGY




Kahzam
owns and delivers an integrated matrix of business and proprietary media
resources. Separately or in synergy, these resources generate significant
revenue and returns. We also own and deploy advanced digital communications,
Web, business intelligence and other technologies. Our multidisciplinary
executive and management team includes business experts with the requisite
vision, diversity, focus and experience to deliver results for clients and for
the Company.




The
Kahzam matrix is comprised of:




·
            Strategic
      Development, Marketing and Communications Resources – linking brand,
      message, technology and customers




·
            Multi-Channel
      Media Resources – delivering value wherever customers may
    be




To
facilitate rapid and profitable execution, each resource category contains one
or more divisions, operating as profit centers, to ensure that Kahzam’s
various consulting, professional services, software services and licensing and
media services businesses are all optimized to best of
breed.





12




The
Kahzam Business Solutions
Matrix provides brand, financial, marketing and distribution power to
serve our clients and their unique needs. Each client can access the matrix
through:




·
            A
      single point solution to obtain a specific service, such as implementing a personalized
      mobile campaign that drives tactical revenue and
    profit




·
            Utilize
      integrated services, such as repositioning an established
      company or brand and building and implementing a targeted media campaign
      using predictive modeling to dynamically manage
  SEO




·
            Leverage
      all integrated services, such as reviving a brand, creating
      multi-channel content that explains its new “bankable” story, and
      demonstrating real-time synergistic benefits with maximized customer
      conversions




By
accessing its entire Business Solutions Matrix, Kahzam can even accelerate an
exceptional new business prospect from concept, to capital, to consumers – from
Madison Avenue to Wall Street to Main Street.




The
Kahzam matrix currently includes the following lines of business:




·
            Strategic Development,
      Marketing and Communications
Solutions




o
            Strategic
      Development and Marketing Group




o
            Strategic
      Communications Group




o
            Content
      Development and Production Group




·
            Interactive Media Technology
      and Solutions




o
            Mobile
      Marketing Group




o
            Email
      Marketing Group




o
            Internet
      Marketing Group




o
            Web
      Content Management Systems Group




·
            Advanced Hybrid Media
      Solutions




o
            The
      Kahzam Media Exchange




o
            Direct
      Response Marketing Group




·
            Technology and Business
      Intelligence Solutions




o
            Business
      Intelligence




o
            Predictive
      Modeling




o
            Search
      Engine Optimization




o
            Data
      Services




13





The
unique spectrum of business solutions and resources integrated within Kahzam
drives a strategic market advantage for our clients, as well as a differentiated
competitive advantage for Kahzam.




The
Company has assembled a team from some of the world’s most respected, top-tier
investment, marketing and technology firms. These professionals exemplify
leadership, optimism, determination and trust. They also possess the qualities
critical to sustained, profitable success: a disciplined approach,
self-confidence, a focus on accountability and an exceptional capacity to
balance and deliver both short-term results with long-term
objectives.






STRATEGIC DEVELOPMENT,
MARKETING AND COMMUNICATIONS RESOURCES




Kahzam
provides integrated corporate development, product development, branding,
marketing, communications, media and promotion services to all Kahzam divisions
and investment properties. It also provides Kahzam clients with a full spectrum
of multimedia content development and production services.




Strategic
Development and Marketing Group




The
Strategic Development and Marketing Group (SDMG) combines enduring “push” and
“pull” marketing principles, cutting-edge execution and decades of Boardroom and
C-level success with some of the best-known national and international brands in
the business. SDMG’s comprehensive capabilities and experience can prepare and
position emerging small companies for initial success or extend a mature
company’s presence and products to entirely new channels, markets and
audiences.




SDMG
provides the strategic intelligence and marketing muscle companies need to
command attention, cut through the media clutter, contact and convince consumers
and carve out significant market share.




Strategic
Communications Group




The
Strategic Communications Group (SCG) provides comprehensive, customized
strategies and solutions that build and sustain a company’s awareness,
credibility and confidence – not only for its products in the consumer mind and
marketplace, but also for its publicly traded stock in the financial
markets.




In a
global economy, a company must maintain high visibility in order to stand apart
from the competition and engage the investment community, as well as the general
public. It is absolutely critical that investors be able to clearly see a
company grow and keep abreast of each new step toward success.




SCG
builds and protects corporate reputations by getting a company’s success stories
and management team in front of the qualified decision-makers who can enhance
business performance and shareholder value. An experienced leadership team, a
broad spectrum of resources and an extensive network of stock brokers and fund
managers enable Kahzam’s investment properties and other
client companies to gain a visible, competitive advantage that leads to greater
marketplace mind share and higher market capitalization.




14




Content
Development and Production Group




The
Content Development and Production Group (CDPG) enables the entire MarCom
Services Division to bring its strategies and programs to life in the consumer,
B2B and financial marketplaces. Its capabilities encompass the creation and
production of marketing and communications content that delivers a strategic,
sustainable competitive advantage for each client.




CDPG’s
marketing expertise extends to “brand development” – a proprietary process that
includes high-level concept development, branding and “immersive experience”
design. Born in the marketing and media production industry, this practice is
strategically adaptable to multiple industry sectors.`




These
solutions can be deployed through Kahzam’s search/portal and mobile platform
across multiple target audiences, delivering high end user value, as well as
high returns.




CDPG’s
capabilities also include the development and production of rich media content
for Web, mobile, and video distribution platforms. The Kahzam production studio
will design, develop and deliver customized, end-to-end client multimedia
solutions with completely measurable and sustainable results. Kahzam will
upgrade its rich media infrastructure to keep pace with its advanced content
management and distribution features of its search/portal platform.




Multi-Channel
Marketing Resources




With the
proper funding, strategies, marketing and communication programs and multimedia
content assets in place, Kahzam is able to drive new and established companies,
and their products and services, into the consumer and B2B marketplaces. The
Company’s extensive array of proprietary media channels blends digital and
traditional implementations to reach both the broadest general audience and the
smallest possible audience – the individual consumer.




Kahzam
can build the company, develop the product, create the offer, craft the message
and deliver it to the precise consumers who are ready to buy.






INTERACTIVE MEDIA TECHNOLOGY
AND SOLUTIONS




Mobile
Marketing Channel




Mobile
communications and computing are poised to become the dominant access points to
the Internet. The “mobile lifestyle” is transforming media and advertising
markets as consumers pull increasing amounts of media and messages from the Web
using personal, portable devices such as laptops, smart phones, netbooks,
kindles and game sets. This is completely changing the rules of engagement for
marketers who now must rethink their time-honored strategies in order to reach
these dynamic audiences.




One such
strategy is couponing. While savings from printed coupons typically grow at an
annual rate of 8-16%, digital coupon savings grew at 170% in 2009 alone. Total
savings exceeded $858 million. And while digital coupons still represent
a small portion of the overall market, the trend toward accelerated and
sustained growth is undeniable. And Kahzam is poised to lead this mobile
marketing revolution.




15




The
Kahzam Mobile Marketing Group




SMS text
messaging is the most widely used data application on the planet. More than 136
million Americans send and receive text messages on their cell phones. More than
80% of cell phone users have their phones with them at all times. And more than
90% of all text messages are
read. When cell phone users were asked,”What is the best way for
companies to interact with you?” They said, “Send us deals and coupons!” The
Kahzam Mobile Marketing Group (MMG) has answered that call.




MMG can
deliver SMS text coupon savings to any cell phone. A smart phone is not
required. Without doubt, this effective, affordable, “green” advertising medium
is the future of direct marketing. While businesses and consumers continue to
rely on coupon savings – especially in the current economy – traditional coupon
delivery media, such as newspapers, magazines and printed direct mail, have
become far less effective.




Print
readership and relevance is plummeting. Advertisers are demanding much higher
performance and complete accountability at a much lower cost. MMG delivers
incredible value to businesses and consumers, as well as 100% measurable
results, at a fraction of the cost of traditional print coupon
campaigns.




Currently,
MMG can provide real-time coupon delivery to more than 55 million cell phone
users. This database can be targeted by state, zip code and/or area code.
However, MMG is implementing an aggressive, regional, grass roots branding and
viral marketing plan that will significantly expand and enrich this database
with millions of new, mobile-driven consumers and dozens of targetable
behavioral marketing attributes. While the plan focuses on young people, college
students, sports and event enthusiasts, and other savvy members of “Generation
Text,” MMG expects a high degree of acceptance among all demographic,
psychographic and behavioral groups.




MMG’s
patent-pending delivery service employs “long code” technology (already approved
for use on all 17 major US carriers) that allows any cell phone in the world
equipped with SMS services to interact with its coupon
database. It enables mobile consumers to enter a product or service category, or
a merchant name (in 23 languages), and instantly receive any available discounts
or coupons in the form of SMS text message.




This
interactive database also lets consumers choose their coupons, choose their
preferred store location and even have the location’s GPS coordinates or map
directions sent directly to their phones. Consumers can also search their
current location (e.g. Pizza 37027) to instantly find the best and closet deals.
Once a digital coupon is downloaded to a cell phone, consumers can redeem it –
not just one time, but as many times as they wish until the offer expires –
simply by displaying the message on their phone at the point of
purchase.




Both the
consumer and merchant markets are ready and waiting for these capabilities.
Presently, only 1% of all US coupons are delivered to cell phones. However,
credible industry research indicates that, by 2011, more than three billion text
coupons will be issued to mobile consumers. This will
represent almost seven billion dollars in redeemed discounts. The opportunities
for market and profitability growth are real and
significant.





16




Today,
almost every viable consumer has a cell phone. With its patent-pending
technology, enormous, interactive database and 100% measurable results, The
Kahzam Mobile Marketing Group is ideally positioned to lead the next, great
direct marketing revolution – SMS text coupons.




E-MAIL MARKETING
CHANNEL




In
today’s highly fragmented media market, consumers are more difficult to pin down
than ever. They are constantly surfing hundreds of TV and radio stations and
countless websites.




No medium
or media outlet seems to capture their attention long enough for advertisers to
make a pitch, let alone make a connection.




Nevertheless,
advertisers still want to get as close to consumers as possible - close enough
to interact. But consumers are too busy and too selective to be distracted by
meaningless messages and offers for things they do not want. They no longer
tolerate intrusive advertising. They zap commercials, change channels, disable
pop-ups and report spam, all to avoid unwanted advertising.




Consumers
want to decide for themselves which messages are important, which offers are
valuable and which brands are worthy of their consideration. They arewilling to “sit still”
for certain advertisements, but they have to want that information. They are
willing to consider, compare and evaluate various brands and offers, but only on
their own terms. In other words, marketers must ask for their permission
first.




The
Kahzam Email Marketing Group




Kahzam’s
Email Marketing Group (EMG) specializes in permission-based direct email and
mobile marketing, as well as traditional direct mail, database enhancement,
direct mail list rentals and custom lead generation.




EMG
offers proprietary, fully integrated solutions and services that traditional
advertising methods and typical list companies simply cannot provide. These can
give any client a unique competitive advantage. EMG can:




·
            Target
      onlythe
      consumers most likely to be interested in a client’s offers, products and
      services




·
            Tailor
      compelling offers and promotions that generate interest and motivate
      consumer interaction and commitment




·
            Guarantee
      100% delivery of messages to their
targets




·
            Provide
      accurate, measurable results




·
            Maximize
      campaign performance, sales revenue and return on
    investment.


17





24-Karat
Data
  EMD’s
data is a proprietary product that is compiled and managed in-house. The Company
does not purchase or rent data from unreliable, outside sources. All data
records are verified for accuracy every 30-45 days. This pristine and powerful
database includes:




·
              140 million complete, accurate postal
records




·
            120
      million of these records have matching, accurate email
      addresses




·
            30
      million of these records have matching, accurate mobile phone
      numbers




·
            12
      million businesses




A
double-opt-in permission procedure ensures that 100% of the individuals and
businesses in the database have agreedto receive messages
from Kahzam.




To
further protect the integrity and critical “white-list” status of this network,
EMD only sends messages that are relevant to each individual. The number of
messages sent to any individual is carefully limited in order to avoid “list
fatigue”, “opt-outs,” and “screamers.”




As a
result, EMD’s data quality andmarketing practices meet or exceed all Federal CANSPAM mandates, DMA and
Mobile Marketing Association guidelines and NCOA and CASS certification
requirements.




Engaging
the Consumer




EMD goes
far beyond conventional consumer targeting to reach individual, highly receptive
consumers who are most likely to be interested in your offers. EMD data can be
focused through more than 100 selectable filters and can be cross-referenced in
more than 700 different ways. This yields laser accurate market lists that
target demographic, geographic and lifestyle attributes, as well as consumer
behaviors and preferences. These “selects” are determined though regular and
comprehensive consumer surveys.




EMD
emails can link to a full range of multimedia experiences that further engage
the consumer and encourage fulfillment. These include targeted promotions, video
content, news, product/service reviews, e-commerce opportunities and social
networking.




All EMD
email addresses have matching postal addresses. This enables clients to target
specific individuals with both email and direct mail messages. And EMD’s 30
millionmatching
mobile numbers can also be added to the mix to achieve comprehensive,
multi-channel target market reach. This “match-in-market” program can help drive
consumers from the email to the offer to contact and beyond.




Tracking
Campaign Performance




One of
the main reasons marketers rely on direct email marketing is its ability to
quickly deliver reliable performance assessments. EMD reports accurate campaign
results in less than 24 hours. EMD’s analytics capture, measure and evaluate
almost every consumer click from the In-Box to fulfillment. This information
enables EMD to optimize the campaign’s targets, offer and message to improve
performance or take advantage of any emerging opportunities indicated by the
results.




The
growth of direct email marketing has been exponential. Kahzam’s immense (and
growing) database, targeting power, integrated, multi-channel delivery options,
reliable results and exemplary business practices will enable the Company to
reap the rewards of this highly valuable and profitable market.





18





INTERNET MARKETING
CHANNEL




The
Kahzam Internet Marketing Group (IMG) is developing and offering a comprehensive
platform of next-generation online search and portal services. This platform
features fully integrated multimedia content, social networking, e-commerce and
advertising with seamless distribution across multiple channels and devices. All
of these capabilities can be customized to meet the diverse needs of individual
users, as well as enterprises and affinity groups in targeted niche markets. A
complete technical support system ensures an optimal experience for all users,
clients, publishers, developers and marketers.




Search
Power




IMG
maintains a vast index of websites and other online content that is freely
available to all Internet users via the search engine. The platform’s automated
search technology helps anyone to obtain nearly instant access to relevant
information from this index. The platform also features a proprietary search
algorithm that aggregates listings from all major search engines and displays
them along with unique IMG listings on a single Search Results
Page.




IMG will
offer branded online search capabilities, with enhanced privacy and security
features, to individual consumers and organizations. It will also license its
proprietary search engine technology to websites that wish to include a “Powered
by” search functionality within their domains.




Portal
Power




The IMG
“public” portal includes the features, functions and content that put the full
power of the Web at the user’s fingertips such as:




·
            Comprehensive
      Multimedia Streaming – built around a full-featured media player and
      powered by a proprietary technology that enables real-time video content
      streaming to video-ready mobile devices, as well as computer-based
      displays




·
            Comprehensive
      Multimedia Content - with interactive access to IMG “preferred” and
      user-selectable world, U.S., local, sports, financial, health, lifestyle,
      entertainment, political, science and weather news
  content




·
            Comprehensive
      Search Capabilities – a full-service Internet search engine that displays
      search criteria, search results (including results from competing search
      sites), sponsored results, proprietary local and regional classified ads
      and other advertising




·
            Comprehensive
      e-Commerce Capabilities – populated with IMG “preferred” stores, as well
      as other user-selectable stores, it includes a shopping comparison engine,
      a clearinghouse for store/advertiser discounts and special deals, and
      complete integration with Kahzam’s mobile couponing
  system




·
            Comprehensive
      Data Acquisition – including user polls and surveys, as well as dating,
      travel, real estate and job sites that yield valuable personal and
      behavioral information




·
            Comprehensive
      Social Networking and Communication Capabilities – including integrated
      email, IM and chat rooms, as well as full-featured, user-created personal
      and blog sites








19




IMG will
provide a “white label” version of its search/portal to any qualified enterprise
or affinity group at no charge to the organization or its members. Each
organization will also receive a share of all revenue generated by its fully
customizable, self-branded search/portal. This no-cost, revenue-sharing model
virtually assures rapid, substantial market penetration and enthusiastic
organization support.




IMG’s
“white label” strategy can rapidly aggregate multiple, highly segmented,
“captive” and “loyal” consumer audiences, and effectively monetize the platform
through multiple revenue streams. And it can achieve all of this without incurring the costs of
direct competition with other well-established search/portal
companies.




Marketing
Power




IMG’s
ability to aggregate and precisely segment large, captive, loyal audiences
represents a “mother lode” for marketers. It expects its search/portal platform
to generate significant revenue from advertising sales, e-commerce commissions
and sponsorships.




Adverse
economic conditions, a highly fragmented media marketplace and ever more
sophisticated and elusive consumers are forcing marketers to spend their
advertising dollars more effectively and efficiently. They are turning away from
traditional broadcast and print advertising and embracing fully measurable,
Internet-driven, digital marketing campaigns that precisely target consumers via
data gleaned from behavioral tracking and social networking.




The IMG
platform has been specifically designed to capture and deliver these data and
targets. It includes comprehensive tracking and analytics, as well as
proprietary Differentiated Business Intelligence (see page 18). This technology
transcends standard data profiling and delivers invaluable, real-time consumer
perceptions, preferences and insights. These data will enable advertisers to
craft laser-focused messages and offers that speak directly to individual consumers. As a
result, IMG is poised to carve out a significant share of the estimated $23
billion U.S. Internet advertising market.






WEB CONTENT MANAGEMENT
SYSTEMS




In order
for Kahzam to compete and excel in any of our Web-based channels, we must
constantly anticipate, adapt and grow as new technologies emerge and new
techniques prove useful. This proactive approach to harnessing and leveraging
the power of change is essential not only to the success of the Company, but
also to the satisfaction of the clients, audiences and interests we serve. To
help ensure strong, continued technical leadership, Kahzam plans to acquire a
comprehensive Web content management capability and fully integrate these
systems across all Company technology platforms.







20





The
Kahzam Web Content Management Group




The Web
Content Management Group (WCMG) will provide the Company and its clients with
Search Engine Optimization (SEO) and management services, Pay-Per-Click (PPC)
lead-generation expertise and database development and optimization services.
These critical competencies will create tremendous benefits internally, as well
as add incredible value to Kahzam at every consumer and marketer touch
point.




SEO has
become an art form unto itself. And it is indispensable to obtaining optimal
content and keyword composition and placement, optimal search page rankings,
optimal site visibility, optimal traffic volume and high quality inquiries. All
of this ultimately optimizes cost efficiency, revenue and
profitability.




WCMG also
deploys PPC marketing tactics based on a combination of quality advertisements,
optimal keywords, savvy bidding and competitive advantages that deliver client
campaigns to prime page position with a lower cost-per-acquisition. WCMG
constantly monitors the online keyword auctions to enable bid adjustments and
achieve the best results at the lowest possible cost. It also builds customized
landing pages and other tools to help consumers and advertisers take full
advantage of each interaction, each offer and each transaction.






ADVANCED HYBRID MEDIA
SOLUTIONS




While all
forms of digital media are in rapid ascendancy, most forms of “traditional” or
“legacy” media, such as print, radio and out-of-home, appear to be endangered
species. However, Kahzam has developed several, powerful “hybrid” media
applications that breathe new “interactive” life and effectiveness into key
legacy channels and create new opportunities for marketers to extend their reach
and engage their audiences, wherever they may be.




The
Kahzam Media Exchange




The
competition for consumer “eyes and ears” is tougher than ever. Traditional media
outlets are facing the unprecedented challenges of an uncertain economy,
shrinking advertising budgets, a highly fragmented mediascape and stiff
competition from the Internet. And these organizations are weathering steep
declines in listeners, viewers, subscribers and, subsequently, critical
advertising revenues.




As a
result, almost every traditional media outlet has a significant inventory of
valuable advertising space or time that are underutilized or left unsold. Unsold
commercial airtime turns into station promotions and public service
announcements instead of revenue-producing commercials. Unsold newspaper and
magazine ad space is simply removed or replaced with additional column inches of
copy.




At the
same time, local and national advertisers continue to search for innovative
opportunities to somehow increase brand exposure and extend the reach and
effectiveness of their advertising on ever-tightening budgets.




The
Kahzam Media Exchange (NME) is a unique solution to these
challenges.





21





NME
provides the medium for a simple, dollar-for-dollar exchange of valuated
advertising space or time for Kahzam interactive marketing services. These
assets are available for use by the participating media outlet or Kahzam on
demand.




Kahzam
uses the print pages, airtime, billboards, banner ads and other media deposited
in NME to promote its integrated marketing services or to provide integrated
advertising opportunities for its clients and their brands.




The
Company can also use NME assets to promote media-driven start-up companies, as
well as small brands that cannot afford the paid media exposure necessary to
build awareness and sales. In this way, Kahzam can invest media assets in a
company in return for partial ownership and/or a profit-sharing
relationship.




And
finally, as NME secures deposits of advertising pages in leading business,
investment and financial publications, Kahzam can use these assets to help
promote its various existing investment properties and
opportunities.




In
exchange, a participating media outlet can deploy a wide range of Kahzam
services to create a significant competitive advantage that helps meet the
unique challenges of its marketplace. These may include:




·
            Outbound
      mobile text coupon campaigns




·
            Outbound
      direct email campaigns




·
            Data
      appending services




·
            List
      management services




·
            Market
      survey services




·
            New
      offer and product testing services




·
            Customized,
      turnkey mobile and email marketing
services




Kahzam
can also deposit advertising assets from its own traditional media channels, as
well as from other future entertainment investments.




Each
participating media outlet can use Kahzam marketing services to reach not only
its own audience, but all other Kahzam opt-in consumers in the media outlet’s
entire coverage area. The Company can target these consumers in any demographic,
geographic or socio-economic mix that will best benefit the media outlet and its
advertisers. This enables the media outlet to dramatically increase the reach
and effectiveness of an advertiser’s message. It also provides a strong
incentive for advertisers to increase overall spending with the participating
media outlet, as well as all other NME participating media outlets.





22





TECHNOLOGY AND BUSINESS
INTELLIGENCE SOLUTIONS




Business
Intelligence




Through a
venture with a team of MIT professors, the Kahzam data solution set now includes
the power of Differentiated Business Intelligence (DBI). The Company has
obtained the exclusive right to market and deploy this proprietary,
state-of-the-art technology to the North American market.




DBI
enables a constant flow of consumer information, insights, perceptions and
preferences to be harvested directly from the Web. Surveys, focus groups and
other traditional monitored techniques will no longer be necessary. This data
can then be analyzed and delivered to any client in any industry.




This
subscription-based “software-as-a-service” business will create a separate,
significant and sustained revenue stream. However, the bottom-line benefits to
Kahzam, especially its Interactive Media, Hybrid Media and Database divisions,
are truly game changing.




DBI arms
Kahzam’s marketing and communications teams with a set of data aggregation and
analysis weapons that no entity has yet been able to deliver to the market. Even
more important, it provides Kahzam with the first credible means to demonstrate
a real, supportable marketing ROI in any industry – especially the advertising
industry.




Data
Services




Data is
the new currency. It can be tendered and accepted anywhere in the world. It has
almost limitless value and comprehensive applications across all conceivable
business sectors and consumer markets. And, like other forms of money in the
bank, you can ever have enough of it.




At its
core, Kahzam is a data aggregation machine. One of its primary business
functions is to acquire, compile and refine data, which fuels the services that
generate revenue and profits. However, many of Kahzam’s services, especially
those offered




through
its Interactive and Hybrid Media divisions, automatically create vast quantities
of new data as a byproduct of normal business operations. This is not merely
interest on money in the bank. This represents freshly minted digital capital
that constantly and geometrically increases the value of the
Company.




Kahzam
consumes processes and deploys data from a wide range of sources
including:




·
            Mobile
      marketing/coupon usage, registration and
  forwarding




·
            Email
      marketing campaign tracking




·
            Data
      appending




·
            Surveys
      and questionnaires




·
            Search
      Engine Optimization




·
            Source
      sites




23





·
            Search/portal
      usage and registration




·
            Advertising
      and PPC programs/landing pages




·
            Social
      networking




·
            e-Commerce
      usage




·
            Niche
      market (enterprise and affinity group)
services




·
            Data
      purchases




·
            Differentiated
      Business Intelligence




Kahzam
Data Services receives, stores, protects and manages data generated by all
business operations. It also enables the fully integrated distribution and
application of data resources throughout all Kahzam divisions and operating
groups.






OUR MARKETING
STRATEGY




The
Mobile Market




The
mobile communication and computing market is exploding. Mobile phones, smart
phones and other portable devices are becoming the primary gateway to Internet
usage and Web-enabled applications. They can deliver rich content, ranging from
SMS text to video, as well as a host of other interactive capabilities. Most
high-value consumers now own one or more of these devices and carry them at all
times. The mobile “lifestyle” is here to stay.




All of
this validates mobile marketing and advertising as the medium of choice for the
foreseeable the future. Consumers can engage mobile marketing messages almost
anywhere. However, messages engaged in the context of the consumer’s location,
behavior and preferences, especially at the point of purchase where the
consumer’s purchase intent is optimal, demonstrate nearly incredible
performance. Recent research indicates that mobile advertising already far
outperforms online advertising.




Although
the true potential of mobile marketing and advertising is only now being fully
understood, the writing is on the wall. Mobile is poised to become the next
superstar on the global, digital marketing and advertising stage. And Kahzam is
committed to making mobile an integral part of all client media strategies, as
well as a core component of all Company business strategies.




The
Search/Portal Market




Kahzam
believes that current marketplace and industry fundamentals provide an ideal
environment for the strategic expansion of its search/portal operations.
Targeting the consumer, enterprise, affinity group, social networking and
privacy markets, Kahzam’s goal is to gain 1% of the total multi-billion dollar
search engine market.




The
current economic downturn has triggered restructurings and consolidations within
the affinity group sector. As a result, many large, well-established,
organizations are aggressively searching for additional ways to
improve member services and generate additional non-dues income. Based on
proprietary research into this market space, Kahzam has determined that this is
creating an immediate and significant marketing opportunity for its “white
label” portal solution.





24




The
Advertiser Market




Direct
response tactics targeting online search, mobile devices and social networking
activities continue to experience solid growth, even in this economy. Online
advertising achieved more than 20 percent revenue growth in 2008. Digital coupon
usage grew 170% in 2009. All other advertising media except “in-cinema” ads are
experiencing measurable losses in revenue.




According
to advertising agencies, media buyers, publishers and third-party Internet
monitoring organizations, marketers will continue to shift an increasing
percentage of their total advertising and related marketing budgets from
traditional media to digital media channels. Online, search engine and mobile
are the fastest growing, most accountable and most cost-effective marketing and
advertising media available.






KEY BUSINESS PARTNERS AND
STRATEGIC PLAN




Kahzam
has secured agreements with key synergistic business partners in:




·
            Financial
      Services




·
            Strategic
      Development, Marketing and
Communications




·
            Mobile
      Marketing




·
            Email
      Marketing




·
            Internet
      Marketing




·
            Direct
      Response Marketing




·
            DBI
      Services and Marketing




Other
partners poised for acquisition include:




·
            Web
      Content Management Systems




·
            Content
      Development and Production Services




·
            Multimedia
      Streaming Services




Kahzam
will continue to identify, target and pursue relationships with individuals and
organizations that can increase its market penetration, media delivery, data
acquisition, capabilities, diversity and profitability.




Kahzam
has completed a comprehensive Strategic Development Plan, which includes a
strong, integrated public relations and marketing plan specifically designed to
bring the Company to market rapidly and to position it for sustained, long-term
growth.





25





Kahzam
delivers companies and brands, messages and offers, products and services to a
global audience of individual, independent consumers. We mine and refine data
and business intelligence to fuel advanced marketing strategies and tactics that
deliver the right offer through the right medium to the right consumer in the
right context at the right time. We empower and fulfill personal, interactive
relationships between the client and the customer that yield mutual loyalty,
trust, value and satisfaction.




Our
unique matrix of proprietary, integrated financial, marketing, media and
technology resources and solutions has the power to reinvent brands, redouble
customer confidence and value, and reshape a global marketplace one consumer at
a time.




These
capabilities can provide a strategic market advantage, as well as a sustainable,
measurable ROI for our clients. They can also provide virtually limitless
opportunities and rewards for Kahzam and its stakeholders. Our focus on
data-driven, digital media channels and marketing applications, especially for
the emerging “mobile lifestyle,” is fully aligned with current market trends and
future market realities.




Kahzam is
precisely positioned to create a fusion of resources and solutions for clients
and consumers that empower significant and sustained revenue growth that drives
Kahzam to long-term profitability and success.







RESULTS OF
OPERATIONS





We are
still in our development stage and have generated $0 in revenues through
February 28, 2010. We incurred operating expenses of $5,526 and $166,670 for the
three months Ended February 28, 2009 and 2010, respectively. These expenses
consisted of general operating expenses and professional fees incurred in
connection with the day to day operation of our business and the preparation and
filing of our reports with the Securities and Exchange Commission.





Our net
loss from inception through February 28, 2010 was $(718,760).





Our
auditors have issued a going concern opinion. This means that there is
substantial doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have not generated revenues and no revenues are anticipated until we
begin removing and selling minerals. There is no assurance we will ever reach
that point.








LIQUIDITY
AND CAPITAL RESOURCES





Our cash
balance at February 28, 2010 was $70 with liabilities of $364,540. Since
inception we have sold $40,000 in equity securities.





If we
experience a shortage of funds prior to generating revenue from operations we
may utilize funds from our director who has informally agreed to advance funds
to allow us to pay for business operations, however, our director has no formal
commitment, arrangement or legal obligation to advance or loan funds to
us.





26





PLAN
OF OPERATION





The
Company is an emerging presence in the global pay per click ("PPC") search
engine and Web portal field, utilizing our "Kahzam" trademark. We are
headquartered in Boca Raton, Florida with additional offices in Phoenix, AZ and
we plan to establish offices in New York City, Los Angeles, Washington, D.C.,
Chicago and Las Vegas within the next twelve months.





We
maintain a vast index of Web sites and other online content that is freely
available via the search engine to all Internet users. Our automated search
technology helps anyone obtain nearly instant access to relevant information
from our extensive index.





Our
Company is assembling a team of experienced professionals from the world's most
respected, top-tier marketing and advertising firms. They exemplify leadership,
optimism and determination, and possess the qualities critical to success: a
disciplined approach, a focus on accountability, self-confidence, trust and an
exceptional capacity to balance short-term results with long-term
goals.





ITEM
4. CONTROLS AND PROCEDURES





EVALUATION
OF DISCLOSURE CONTROLS AND PROCEDURES





Under the
supervision and with the participation of our management, including our
principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.




Additionally,
there were no significant changes in our internal controls or in other factors
that could significantly affect these controls subsequent to the evaluation
date. We have no identified any significant deficiencies or material weaknesses
in our internal controls, and therefore there were no corrective actions
taken.





27




PART II. OTHER
INFORMATION





ITEM
6. EXHIBITS





The
following exhibits are included with this quarterly filing. Those marked with an
asterisk and required to be filed hereunder, are incorporated by reference and
can be found in their entirety in our original Form SB-2 Registration Statement,
filed under SEC File Number 333-144279, at the SEC website at
www.sec.gov:





Exhibit
      No.
            
            Description31.1
            
            Sec.
      302 Certification of Principal Executive Officer31.2
            
            Sec.
      302 Certification of Principal Financial Officer32.1
            
            Sec.
      906 Certification of Principal Executive Officer32.2
            
            Sec.
      906 Certification of Principal Financial Officer





28




SIGNATURES




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




April
      15, 2010
              Madison
      Ave. Media, Inc., RegistrantBy: 
      /s/ J. FRANKLIN
      BRADLEYJ. FRANKLIN BRADLEYPresident and Chief Executive
Officer














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




April
      15, 2010
              Madison
      Ave. Media, Inc., RegistrantBy:
       /s/ JAMES
      LINDSEYJAMES LINDSEYSecretary and TreasurerChief Financial Officer(Principal Executive Officer and Principal Accounting
    Officer)
    29