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

                                  _____________

                                    Form 10-Q
                                  _____________

|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the quarterly period ended March 31, 2009

                                       OR

|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the transition period from ____ to ____

                        Commission file number 000-50621

                           DOLPHIN DIGITAL MEDIA INC.
             (Exact name of registrant as specified in its charter)

             Nevada                                     86-0787790
    (State of incorporation)              (I.R.S. employer identification no.)

              804 Douglas Road, Executive Tower Building, Suite 365
                              Miami, Florida 33134
          (Address of principal executive offices, including zip code)

                                 (305) 774-0407
                         (Registrant's telephone number)

                           DOLPHIN DIGITAL MEDIA, INC.
              (Former Name, Former Address and Former Fiscal Year,
                          if Changed Since Last Report)

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes |X| No |_|

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section
232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). 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," and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer |_|    Accelerated filer |_|   Non-accelerated filer |_|
Smaller reporting company |X|

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

The number of shares of Common Stock outstanding was 51,686,904 as of May 15,
2009.


<PAGE>

                   DOLPHIN DIGITAL MEDIA INC. AND SUBSIDIARIES

                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

PART I   FINANCIAL INFORMATION..........................................    1

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

         Condensed Consolidated Balance Sheets .........................    1

         Condensed Consolidated Statements of Operations for
         the three months ended March 31, 2009 and 2008 ................    2

         Condensed Consolidated Statement of Cash Flows for the three
         months ended March 31, 2009 and 2008 ..........................    3

         Notes to Condensed Consolidated Financial Statements ..........    4

Item 2   Management's Discussion and Analysis of Financial Condition
         and Results of Operations .....................................   12

Item 4T  Controls and Procedures........................................   13

PART II  OTHER INFORMATION..............................................   14

Item 1   Legal Proceedings..............................................   14

Item 2   Unregistered Sales of Equity Securities and Use of Proceeds....   14

Item 3   Defaults upon Senior Securities................................   14

Item 4   Submission of Matters to a Vote of Security Holders............   14

Item 5   Other Information  ............................................   14

Item 6   Exhibits.......................................................   15



<PAGE>
<TABLE>
<CAPTION>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                   DOLPHIN DIGITAL MEDIA INC. AND SUBSIDIARIES
                      Condensed Consolidated Balance Sheets

                                                          March 31,     December 31,
                                                            2009            2008
                                                        ------------    ------------
                                                         (Unaudited)      (Audited)
<S>                                                     <C>             <C>
                     ASSETS
CURRENT ASSETS
Cash                                                    $     79,745    $     51,014
Inventory                                                     94,048          94,048
Prepaid expenses                                                --                69
Other current assets                                             581             678
                                                        ------------    ------------
TOTAL CURRENT ASSETS                                         174,374         145,809
                                                        ============    ============

Property, plant and equipment                                 57,709          64,789
Intangible assets                                            715,169         654,538
                                                        ------------    ------------
TOTAL ASSETS                                            $    947,252    $    865,136
                                                        ============    ============

                  LIABILITIES
CURRENT LIABILITIES
Accounts payable                                        $  1,197,918    $    862,742
Payroll liabilities                                             --            10,375
Other current liabilities                                     38,301          64,532
Advances from related parties                                965,837         578,381
                                                        ------------    ------------
TOTAL CURRENT LIABILITIES                                  2,202,056       1,516,030
                                                        ============    ============

COMMITMENTS AND CONTINGENCIES

             STOCKHOLDERS' DEFICIT

Preferred Share Capital $0.001 par value,
10,000,000 shares authorised, 500,000 issued and
outstanding as March 31, 2009 and December 31, 2008
respectively                                                     500             500
Common Share Capital, $0.015 par value,
100,000,000 shares authorized, 51,686,904
and 49,236,904 issued and outstanding as of
March 31 2009 and December 31 2008, respectively             775,303         738,553
Additional paid-in capital                                10,635,004      10,001,754
Accumulated deficit                                      (12,535,683)    (11,251,009)
Accumulated other comprehensive loss                        (129,928)       (140,692)
                                                        ------------    ------------
Total Stockholders' Deficit                               (1,254,804)       (650,894)
                                                        ============    ============

Total Liabilities and Stockholders' Deficit             $    947,252    $    865,136
                                                        ============    ============
</TABLE>

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

                                       1
<PAGE>

                   DOLPHIN DIGITAL MEDIA INC. AND SUBSIDIARIES
                    Condensed Consolidated Income Statements
               For the three months ended March 31 2009 and 2008.
                                   (Unaudited)

                                                     March 31,       March 31,
                                                       2009            2008
                                                   ------------    ------------


Revenues                                           $       --      $    144,270

Cost of sales                                              --            53,464
                                                   ------------    ------------
GROSS PROFIT                                               --            90,806
                                                   ============    ============
OPERATING EXPENSES:
Expenditures:
General and administrative                            1,111,982         551,594
Legal and professional fees                             143,358          26,886
Depreciation                                              7,080           8,455
Amortization of deferred compensation                      --            74,422
                                                   ------------    ------------
Total operating expenses                              1,262,420         661,357
                                                   ============    ============

OPERATING LOSS                                     $ (1,262,420)   $   (570,551)
                                                   ============    ============

Other expenses
Interest expense                                         22,254           5,157
Liquidated damages                                         --           262,500
                                                   ------------    ------------
Total other expenses                               $     22,254    $    267,657
                                                   ============    ============

NET LOSS                                           $ (1,284,674)   $   (838,208)
                                                   ============    ============

Foreign currency translation adjustments           $     10,764    $   (120,693)
                                                   ============    ============

Total other comprehensive income (loss)            $ (1,273,910)   $   (958,901)
                                                   ============    ============

Basic and Diluted Loss per Share                   $      (0.03)   $      (0.04)
                                                   ============    ============

Basic and Diluted Weighted Average
Number of Shares Outstanding during
the Period                                           49,236,904      20,949,773
                                                   ============    ============


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

                                       2
<PAGE>

                   DOLPHIN DIGITAL MEDIA INC. AND SUBSIDIARIES
                   Unaudited Condensed Statements of Cashflow
                   For the period ended March 31 2009 and 2008

                                                       March 31,      March 31,
                                                         2009           2008
                                                     -----------    -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                           $(1,284,674)   $  (838,208)
  Adjustments to reconcile net loss to
  net cash used in operating activities:
    Depreciation                                           7,080          8,455
    Common Stock issued for compensation                    --           74,422
    Equity Issued - Liquidated Damages                      --          262,500
    Equity Issued - Services Rendered                    370,000           --
    Accrued Interest                                      21,456           --
  Changes in operating assets and liabilities
    Prepaid expenses                                          69         (9,301)
    Other current assets                                      97         11,757
    Inventory                                               --             (163)
    Accounts payable                                     335,178         11,920
    Other current liabilities                            (36,608)          --
    Accrued expenses                                        --            2,356
                                                     -----------    -----------
    Net cash used in operating activities               (587,402)      (476,262)
                                                     -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of intangible assets                        (60,631)        (3,448)
                                                     -----------    -----------
    Net cash from (used in) investing activities         (60,631)        (3,448)
                                                     -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Advances from related parties                          366,000           --
  Proceeds from note payable                             300,000        650,000
                                                     -----------    -----------
    Net cash provided by financing activities            666,000        650,000
                                                     -----------    -----------

Effects of translation on cash:                           10,764        (20,668)
                                                     -----------    -----------

NET INCREASE IN CASH AND CASH EQUIVALENTS                 28,731        149,622

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD            51,014         37,150
                                                     -----------    -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD             $    79,745    $   186,772
                                                     ===========    ===========

SUPPLEMENTAL CASH FLOW INFORMATION:

  Interest paid                                      $       798    $     5,157
                                                     ===========    ===========
  Income taxes                                       $      --             --
                                                     ===========    ===========

  Non cash financing and investing:
  Conversion of debt to equity                       $   300,000    $      --
                                                     ===========    ===========

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

                                       3
<PAGE>


                   DOLPHIN DIGITAL MEDIA INC AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
               FOR THE THREE MONTHS ENDED MARCH 31, 2009 AND 2008

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION:

Basis of Presentation and Organization
--------------------------------------

Dolphin Digital Media Inc. (the "Company"), initially known as Rising Fortune
Incorporated, was incorporated in the State of Nevada on March 7, 1995. The
Company was inactive between the years 1996 and 2003. On November 19, 2003, the
Company amended its Articles of Incorporation to change its name to Maximum
Awards Inc. On July 3, 2007 the Company amended its Articles of Incorporation
again to change its name to Logica Holdings Inc. On July 29, 2008 the Company
amended its Articles of Incorporation again to change its name to Dolphin
Digital Media Inc.

Dolphin Digital Media Inc. is a holding company whose primary focus is in the
e-commerce and information technology sector. Dolphin Digital Media Inc.
(Delaware subsidiary) was incorporated in Delaware in June of 2008. The company
owns a 10 year exclusive world-wide license and right to utilize the Property of
Dolphin Entertainment Inc. but solely upon and in connection the creation,
promotion and operation of its Internet social networking websites.

Plays On The Net Plc was incorporated in London (United Kingdom) on May 23,
2006. The company began as an online database for unpublished playwrights. A
platform for writers to share their work, to communicate with fellow dramatists
and to explore new ideas, it has since grown into an extensive retail site for
book and audio downloads and all-round theatre information site.

Dolphin Digital Media (Canada) Inc (formerly Plays On The Net Inc.) was
incorporated in Ontario (Canada) on July 27, 2006. It is a fully owned
subsidiary of Plays On the Net Plc and is considered as the North American arm
of its parent company which also develops from time to time websites for sale to
third parties. The company changes it name on October 28, 2008.

Anne's World Limited was incorporated in Ontario (Canada) on August 3, 2006. The
company obtained the license for a secure social networking website for
children. The website is an interactive virtual world for young people, secured
with cutting-edge biometric technology in the form of a personal fingerprint
reader.

Curtain Rising Inc. was incorporated in Ontario (Canada) on October 19, 2006.
The company's main activity is an online database for theatres and a bi-weekly
online theatre magazine. Organized by city, the concept was a user-friendly
search engine which would enable theatergoers to locate productions, venues and
information with ease.


NOTE 2 INTERIM FINANCIAL STATEMENTS

The accompanying interim unaudited condensed financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 8 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In our opinion, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the three-month period ended March 31, 2009 are
not necessarily indicative of the results that may be expected for the year
ending December 31, 2009. For further information, refer to the financial
statements and footnotes thereto included in our Form 10-KSB Report for the
fiscal year ended December 31, 2008.

                                       4
<PAGE>

NOTE 3 GOING CONCERN

The accompanying condensed consolidated financial statements have been prepared
in conformity with accounting principles generally accepted in the United States
of America which contemplate continuation of the Company as a going concern. The
Company has quarter end losses from operations for the period ended March 31,
2009. During the three months period ended March 31, 2009 the Company recorded
an accumulated deficit of $12,535,683. Further, the Company has inadequate
working capital to maintain or develop its operations, and is dependent upon
funds from private investors and the support of certain stockholders.

These factors raise substantial doubt about the ability of the Company to
continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of these uncertainties. In this
regard, management is planning to raise any necessary additional funds through
loans and additional sales of its common stock. There is no assurance that the
Company will be successful in raising additional capital.

NOTE 4 - SUMMARIES OF SIGNIFICANT ACCOUNTING POLICIES

Recent Accounting Pronouncements
--------------------------------

Recent accounting pronouncements that the Company has adopted or will be
required to adopt in the future are summarized below.



                                       5
<PAGE>

Accounting for an Instrument (or an Embedded Feature) with a Settlement Amount
That is Based on the Stock of an Entity's Consolidated Subsidiary

In November 2008, the FASB issued FSP Emerging Issues Task Force ("EITF") Issue
No. 08-8, "Accounting for an Instrument (or an Embedded Feature) with a
Settlement Amount That is Based on the Stock of an Entity's Consolidated
Subsidiary." EITF No. 08-8 clarifies whether a financial instrument for which
the payoff to the counterparty is based, in whole or in part, on the stock of an
entity's consolidated subsidiary is indexed to the reporting entity's own stock.
EITF No. 08-8 also clarifies whether or not stock should be precluded from
qualifying for the scope exception of SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities," or from being within the scope of EITF No.
00-19, "Accounting for Derivative Financial Instruments Indexed to, and
Potentially Settled in, a Company's Own Stock." EITF No. 08-8 is effective for
fiscal years beginning on or after December 15, 2008, and interim periods within
those fiscal years. The Company is currently assessing the impact of EITF No.
08-8 on its condensed consolidated financial position and results of operations.

Accounting for Defensive Intangible Assets

In November 2008, the FASB issued EITF Issue No. 08-7, "Accounting for Defensive
Intangible Assets." EITF No. 08-7 clarifies how to account for defensive
intangible assets subsequent to initial measurement. EITF No. 08-7 applies to
all defensive intangible assets except for intangible assets that are used in
research and development activities. EITF No. 08-7 is effective for intangible
assets acquired on or after the beginning of the first annual reporting period
beginning on or after December 15, 2008. The Company is currently assessing the
impact of EITF No. 08-7 on its condensed consolidated financial position and
results of operations.

Equity Method Investment Accounting Considerations

In November 2008, the FASB issued EITF Issue No. 08-6 ("EITF No. 08-6"), "Equity
Method Investment Accounting Considerations." EITF No. 08-6 clarifies accounting
for certain transactions and impairment considerations involving the equity
method. Transactions and impairment dealt with are initial measurement, decrease
in investment value, and change in level of ownership or degree of influence.
EITF No. 08-6 is effective on a prospective basis for fiscal years beginning on
or after December 15, 2008. The Company is currently assessing the impact of
EITF No. 08-6 on its condensed consolidated financial position and results of
operations.


                                       6
<PAGE>

Determining the Fair Value of a Financial Asset When the Market for That Asset
is Not Active

In October 2008, the FASB issued FSP FAS No. 157-3, "Determining the Fair Value
of a Financial Asset When the Market for That Asset is Not Active." This FSP
clarifies the application of SFAS No. 157, "Fair Value Measurements," in a
market that is not active. The FSP also provides examples for determining the
fair value of a financial asset when the market for that financial asset is not
active. FSP FAS No. 157-3 was effective upon issuance, including prior periods
for which financial statements have not been issued. The impact of adoption was
not material to the Company's condensed consolidated financial condition or
results of operations.

Issuer's Accounting for Liabilities Measured at Fair Value with a Third-Party
Credit Enhancement

In September 2008, the FASB issued EITF Issue No. 08-5 ("EITF No. 08-5"),
"Issuer's Accounting for Liabilities Measured at Fair Value with a Third-Party
Credit Enhancement." This FSP determines an issuer's unit of accounting for a
liability issued with an inseparable third-party credit enhancement when it is
measured or disclosed at fair value on a recurring basis. FSP EITF No. 08-5 is
effective on a prospective basis in the first reporting period beginning on or
after December 15, 2008. The Company is currently assessing the impact of FSP
EITF No. 08-5 on its condensed consolidated financial position and results of
operations.

Disclosures about Credit Derivatives and Certain Guarantees: An Amendment of
FASB Statement No. 133 and FASB Interpretation No. 45; and Clarification of the
Effective Date of FASB Statement No. 161

In September 2008, the FASB issued FSP FAS No. 133-1, "Disclosures about Credit
Derivatives and Certain Guarantees: An Amendment of FASB Statement No. 133 and
FASB Interpretation No. 45; and Clarification of the Effective Date of FASB
Statement No. 161." This FSP amends FASB Statement No. 133, "Accounting for
Derivative Instruments and Hedging Activities," to require disclosures by
sellers of credit derivatives, including credit derivatives embedded in a hybrid
instrument. The FSP also amends FASB Interpretation No. 45, "Guarantor's
Accounting and Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others," to require and additional disclosure
about the current status of the payment/performance risk of a guarantee.
Finally, this FSP clarifies the Board's intent about the effective date of FASB
Statement No. 161, "Disclosures about Derivative Instruments and Hedging
Activities." FSP FAS No. 133-1 is effective for fiscal years ending after
November 15, 2008. The Company is currently assessing the impact of FSP FAS No.
133-1 on its condensed consolidated financial position and results of
operations.

Determining Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities

In June 2008, the FASB issued EITF Issue No. 03-6-1, "Determining Whether
Instruments Granted in Share-Based Payment Transactions Are Participating
Securities." EITF No. 03-6-1 addresses whether instruments granted in
share-based payment transactions are participating securities prior to vesting
and, therefore, need to be included in the earnings allocation in computing
earnings per share under the two-class method. The EITF 03-6-1 affects entities
that accrue dividends on share-based payment awards during the awards' service
period when the dividends do not need to be returned if the employees forfeit
the award. EITF 03-6-1 is effective for fiscal years beginning after December
15, 2008. The Company is currently assessing the impact of EITF 03-6-1 on its
condensed consolidated financial position and results of operations.


                                       7
<PAGE>

Determining Whether an Instrument (or an Embedded Feature) Is Indexed to an
entity's Own Stock

In June 2008, the FASB ratified EITF Issue No. 07-5, "Determining Whether an
Instrument (or an Embedded Feature) is indexed to an Entity's Own Stock." EITF
07-5 provides that an entity should use a two step approach to evaluate whether
an equity-linked financial instrument (or embedded feature) is indexed to its
own stock, including evaluating the instrument's contingent exercise and
settlement provisions. It also clarifies on the impact of foreign currency
denominated strike prices and market-based employee stock option valuation
instruments on the evaluation. EITF 07-5 is effective for fiscal years beginning
after December 15, 2008. The Company is currently assessing the impact of EITF
07-5 on its condensed consolidated financial position and results of operations.

Accounting for Convertible Debt Instruments That May Be Settled in Cash upon
Conversion (Including Partial Cash Settlement)

In May 2008, the FASB issued FSP Accounting Principles Board ("APB") Opinion No.
14-1, "Accounting for Convertible Debt Instruments That May Be Settled in Cash
upon Conversion (Including Partial Cash Settlement)." The FSP clarifies the
accounting for convertible debt instruments that may be settled in cash
(including partial cash settlement) upon conversion. The FSP requires issuers to
account separately for the liability and equity components of certain
convertible debt instruments in a manner that reflects the issuer's
nonconvertible debt (unsecured debt) borrowing rate when interest cost is
recognized. The FSP requires bifurcation of a component of the debt,
classification of that component in equity and the accretion of the resulting
discount on the debt to be recognized as part of interest expense in our
consolidated statement of operations. The FSP requires retrospective application
to the terms of instruments as they existed for all periods presented. The FSP
is effective for fiscal years beginning after December 15, 2008 and early
adoption is not permitted. The Company is currently evaluating the potential
impact of FSP APB 14-1 upon its condensed consolidated financial statements.

Determination of the Useful Life of Intangible Assets

In April 2008, the FASB issued FSP FAS No. 142-3, "Determination of the Useful
Life of Intangible Assets", which amends the factors that should be considered
in developing renewal or extension assumptions used to determine the useful life
of intangible assets under SFAS No. 142 "Goodwill and Other Intangible Assets".
The intent of this FSP is to improve the consistency between the useful life of
a recognized intangible asset under SFAS No. 142 and the period of the expected
cash flows used to measure the fair value of the asset under SFAS No. 141
(revised 2007) "Business Combinations" and other U.S. generally accepted
accounting principles. The Company is currently evaluating the potential impact
of FSP FAS No. 142-3 on its condensed consolidated financial statements. The FSP
is effective for fiscal years beginning after December 15, 2008 and early
adoption is not permitted.


                                       8
<PAGE>


Delay in Effective Date

In February 2008, the FASB issued FSP FAS No. 157-2, "Effective Date of FASB
Statement No. 157". This FSP delays the effective date of SFAS No. 157 for all
nonfinancial assets and nonfinancial liabilities, except those that are
recognized or disclosed at fair value on a recurring basis (at least annually)
to fiscal years beginning after November 15, 2008, and interim periods within
those fiscal years. The impact of adoption was not material to the Company's
condensed consolidated financial condition or results of operations.

Business Combinations

In December 2007, the FASB issued SFAS No. 141(R) "Business Combinations." This
Statement replaces the original SFAS No. 141. This Statement retains the
fundamental requirements in SFAS No. 141 that the acquisition method of
accounting (which SFAS No. 141 called the purchase method) be used for all
business combinations and for an acquirer to be identified for each business
combination. The objective of SFAS No. 141(R) is to improve the relevance, and
comparability of the information that a reporting entity provides in its
financial reports about a business combination and its effects. To accomplish
that, SFAS No. 141(R) establishes principles and requirements for how the
acquirer:

Recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed, and any non-controlling interest in the
acquiree.

Recognizes and measures the goodwill acquired in the business combination or a
gain from a bargain purchase.

Determines what information to disclose to enable users of the financial
statements to evaluate the nature and financial effects of the business
combination.

This Statement 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 and may not be applied before
that date. The Company is unable at this time to determine the effect that its
adoption of SFAS No. 141(R) has on its condensed consolidated results of
operations and financial condition. The impact of adoption was not material to
the Company's condensed consolidated financial condition or results of
operations.

Non-controlling Interests in Consolidated Financial Statements--an amendment of
ARB No. 51

In December 2007, the FASB issued SFAS No. 160 "Non-controlling Interests in
Consolidated Financial Statements - an amendment of ARB No. 51." This Statement
amends the original Accounting Review Board (ARB) No. 51 "Consolidated Financial
Statements" to establish accounting and reporting standards for the
non-controlling interest in a subsidiary and for the deconsolidation of a
subsidiary. It clarifies that a non-controlling interest in a subsidiary is an
ownership interest in the consolidated entity that should be reported as equity
in the consolidated financial statements. This Statement is effective for fiscal
years and interim periods within those fiscal years, beginning on or after
December 15, 2008 and may not be applied before that date. The Company is unable
at this time to determine the effect that its adoption of SFAS No. 160 will have
on its condensed consolidated results of operations and financial condition. The
impact of adoption was not material to the Company's condensed consolidated
financial condition or results of operations.


                                       9
<PAGE>

Fair Value Option for Financial Assets and Financial Liabilities

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities - Including an amendment of SFAS No.
115," which becomes effective for the Company on February 1, 2008, permits
companies to choose to measure many financial instruments and certain other
items at fair value and report unrealized gains and losses in earnings. Such
accounting is optional and is generally to be applied instrument by instrument.
The election of this fair-value option did not have a material effect on its
condensed consolidated financial condition, results of operations, cash flows or
disclosures.


NOTE 5 - NOTES PAYABLE

During the three months ended March 31, 2009, the Company has received proceeds
of $666,000 from notes payable.

   1)  $300,000 of this debt was converted into 600,000 shares of common stock
       at a price of $0.50 per share and issued to a non affiliate of the
       Company. No interest was accrued as it was agreed to convert the loans on
       receipt of the funds.

   2)  $366,000 of this debt has not been converted into common restricted
       stock. These funds were received from the Company's CEO. This amount has
       accrued interest at a rate of 10%. The outstanding amount indebted to Mr.
       William O'Dowd IV, including interest, was $965,837 (principal of
       $936,000 and interest of $29,837).


                                       10
<PAGE>

NOTE 6 - LICENSING AGREEMENTS

The Company recognizes a monthly payment of $16,667 per month to Anne's Diary
Inc. in respect of the seven year license to exploit the annesdiary.com website
and technology.

The Company also recognizes a ten year licensing agreement between Dolphin
Entertainment Inc. and Dolphin Digital Media Inc. Under the license, the Company
is authorized to use Dolphin Entertainment's brand properties in connection with
the creation, promotion and operation of subscription based Internet social
networking websites for children and young adults. The license requires that the
Company pays to Dolphin Entertainment royalties at the rate of fifteen percent
of net sales from performance of the licensed activities.


NOTE 7 - STOCKHOLDERS EQUITY


Common Stock


   1.  On March 31, 2009, the Company issued 1,850,000 common restricted shares
       at $ .20 per share for services render to the Company valued at $370,000.

   2.  On March 31, 2009, the Company issued 600,000 common shares for debt
       conversion at $ .50 cents per share. The value of the debt was $300,000.


NOTE 8 - LITIGATION

On October 15, 2008, a lawsuit was filed between the Company and Mirador
Consulting, Inc., in the United States District Court for the Southern District
of Florida. The Plaintiffs are alleging and seeking, among other things, that
the Company had breached an agreement to pay Mirador Consulting, Inc., a
finder's fee of $ 1,000,000 in connection with a business deal that the Company
undertook. While the ultimate results of these proceedings against the Company
cannot be predicted with certainty, management believes the resolution of these
matters will not materially affect the accompanying condensed consolidated
financial statements.


NOTE 9 SUBSEQUENT EVENTS

Since March 31, 2009 the Company has received funds totaling $225,000. This will
be repayable on demand or will be treated as a convertible loan note and will
accrue interest at a rate of 10% per annum.



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ITEM 2.       MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS.

Results for the three months ended March 31, 2009.

Revenues for the three months ended March 31, 2009 decreased by $144,270 from
$144,270 for the three months ended March 31, 2008 to $0 for the three months
ended March 31, 2009 due to the fact there was no web development services
carried out for third parties and also the Company launched its DolphinSecure,
Dolphin Surf and Dolphin Surf Kids websites on April 9, 2009.

The cost of sales for the period ended March 31, 2009 was $0 opposed to $53,464
for the period March 31, 2008. The $53,464 decrease was entirely due to the fact
that the Company did not carry out an website development for third parties this
quarter.

The Company's general and administration costs increased by $560,388 from
$551,594 to $1,111,982 as a result of increased in marketing costs and legal and
professional fees.

The total expenditure for the three months ended March 31 2009 was $1,262,420
opposed to $ 661,357 for the quarter ended March 31 2008. The $601,063 increase
was due an increase in marketing costs and legal and professional fees.

The Company accrued $22,254 in interest for the period ended March 31, 2009,
opposed to $5,157 paid in the same period of 2008 due to the increase in loan
notes to related parties carrying a 10% coupon.

The Company's accumulated other comprehensive loss show a decrease of $10,764
and an increase of $120,693 due to changes in the foreign currency translations
from US Dollar to Canadian Dollar in the first quarters of 2009 and 2008
respectively.

The net loss was $1,284,674 or $(0.03) per share based on 49,236,904 weighted
average shares outstanding for the three months ended March 31, 2009 compared to
a loss of $838,208 or $(0.04) per share based on 20,949,773 weighted average
shares outstanding for the three months ended March 31, 2008.

Liquidity and Capital Resources

Through the three months ended March 31, 2009 we have relied on advances of
$666,000 from our principal funders, of which $300,000 has been converted into
restricted common stock at $0.50 per share. As of March 31, 2009, we had cash of
$79,745 and a working capital deficit of $2,027,682.

Our long term growth lies in the following:

       1)     The continuous introduction of new digital media products. These
products will be driven by the core security technology through the utilization
of the branded Dolphin Entertainment properties to which Dolphin Digital Media
has a 10 year licensing agreement for all past, present and future brands and an
exclusive 7 year license from Weblock Inc. (formerly Anne's Diary Inc.) allowing
us to exploit technologies for secure biometric log in internet sites as well as
any child and young adult related social networking platform. These licenses,
and the products that we develop around them, should enhance acceptance of our
online products within our target demographic. By utilizing these licensed
properties, we believe that there is potential for growth in the subscription
model to Dolphinsecure.com, Dolphinsurf.com and Dolphinsurfkids.com and also
promotion of Dolphin brands and associated merchandising.

       2)     We intend to maximize all past, present and future Digital Rights
of the Dolphin Entertainment family of brands including hit television titles
such as "Zoey 101," as well as "Ned's Declassified School Survival Guide," and
the "Roxy Hunter'" mystery-movie franchise, all of which have sold into more
than 100 countries.

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       3)     Our expanding social networking platform for secure biometric
log-in internet sites for young children and young adults, should allow us
create revenues through licensing, white labeling, advertising and affiliation.

We have currently outstanding options and warrants to purchase shares of our
Common Stock. If all such options and warrants were exercised we would received
a total of $5,440,000.

It is our intention to seek additional equity or debt which we plan to use to
use for working capital and to implement a marketing program to increase
awareness of our brands and products and to expand our operations. Depending
upon market conditions, the Company may not be successful in raising sufficient
additional capital for it to achieve its business objectives. In such event, the
business, prospects, financial condition, and results of operations could be
materially adversely affected.

ITEM 4T.      CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures.

We maintain "disclosure controls and procedures" as such term is defined in Rule
13a-15(e) under the Securities Exchange Act of 1934. In designing and evaluating
our disclosure controls and procedures, our management recognized that
disclosure controls and procedures, no matter how well conceived and operated,
can provide only reasonable, not absolute, assurance that the objectives of
disclosure controls and procedures are met. Additionally, in designing
disclosure controls and procedures, our management necessarily was required to
apply its judgment in evaluating the cost-benefit relationship of possible
disclosure controls and procedures. The design of any disclosure controls and
procedures 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. Based on his
evaluation as of the end of the period covered by this Quarterly Report on Form
10-Q, and with the participation of our consultant who also provides outsourced
accounting services to us, our Chief Executive Officer who also serves as our
principal financial and accounting officer, has concluded that our disclosure
controls and procedures were effective.

Changes in Internal Control over Financial Reporting.

There have been no changes in our internal control over financial reporting
during our first fiscal quarter that have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.


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                           PART II - OTHER INFORMATION

ITEM 1.       LEGAL PROCEEDINGS

On October 15, 2008, a lawsuit was filed between the Company and Mirador
Consulting, Inc., in the United States District Court for the Southern District
of Florida. The Plaintiffs are alleging and seeking, among other things, that
the Company had breached an agreement to pay Mirador Consulting, Inc., a
finder's fee of $ 1,000,000 in connection with a business deal that the Company
undertook. While the ultimate results of these proceedings against the Company
cannot be predicted with certainty, management believes the resolution of these
matters will not materially affect the accompanying consolidated financial
statements.

ITEM 2.       UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

       1.     On March 31, 2009, the Company issued 1,850,000 common restricted
              shares at $ .20 per share for services render to the Company
              valued at $370,000.

       2.     On March 31, 2009, the Company issued 600,000 common shares for
              debt conversion at $ .50 cents per share. The value of the debt
              was $300,000.

The shares above were issued pursuant to the exemption from registration
provided by Section 4(2) of the Securities Act. Purchasers received current
information relating to the Company and had the ability to ask questions about
the Company. Certificates representing the securities contain appropriate
restrictive legends.

ITEM 3.       DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5.       OTHER INFORMATION

None.




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ITEM 6.       EXHIBITS

Exhibits required by Item 601 of Regulation S-B

31.1   Form 302:    Certification of Chief Executive Officer
32.1   Form 906:    Certification of Chief Executive Officer and Principal
                    Financial Officer

                                   SIGNATURES

       In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized May 15, 2009.

                                                     Dolphin Digital Media Inc.


                                                     By:/s/ William O'Dowd IV
                                                        ---------------------
                                                     Name: William O'Dowd IV
                                                     Chief Executive Officer




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