SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB


     [X]  QUARTERLY  REPORT  PURSUANT  TO SECTON 13 OR 15(d) OF THE SECURITIES
          EXCHANGE  ACT  OF  1934

          For the quarterly period ended September 30, 2001

     [ ]  TRANSITIONAL  REPORT  UNDER  SECTION  13  OR  15(d) OF THE SECURITIES
          EXCHANGE  ACT  OF  1934  (No  Fee  Required)


                          Commission File No. 000-31012




                       NT Media Corp. of California, Inc.
              ----------------------------------------------------
                 (Name of Small Business Issuer in its Charter)


                 Delaware                                94-3357128
     -------------------------------              ------------------------
     (State or other jurisdiction of                 (I.R.S. Employer
      incorporation of organization)                Identification No.)

            9229 Sunset Blvd. #401, Los Angeles, California  90069
        ----------------------------------------------------------------
                     (Address of principal executive office


                                 (310) 205-4825
                          ----------------------------
                           (Issuer's telephone number)

Check  whether  the issuer has (1) filed all  reports  required by Section 12 or
15(d) of the Exchange Act during the past 12 months, and 2) been subject to such
filing requirements for the past ninety (90) days. Yes [ X ] No [ ]

As of September 30, 2001, 30,000,000 shares of Common Stock were outstanding.











                                       1
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)


                                      INDEX

                                                                     Page
                                                                 ------------

PART 1: FINANCIAL INFORMATION

ITEM 1 - Financial Statements

   Independent Accountants' Report                                         3

   Condensed Consolidated Balance Sheet
          (Unaudited) as of September 30, 2001                             4

   Condensed Consolidated Statements of Operations
      For the Three Months Ended September 30, 2001
                       and 2000 (Unaudited),
      For the Nine Months Ended September 30, 2001
                      (Unaudited) and 2000 (Audited), and
      For the Period From June 4, 1999 (Inception)
                       to September 30, 2001                               5

   Condensed Consolidated Statements of Cash Flows
      For the Nine Months Ended September 30, 2001
                       (Unaudited) and 2000 (Audited),
      For the Period From June 4, 1999 (Inception)
                       to September 30, 2001                             6 - 7

   Selected Information - Substantially All Disclosures
                       Required by Generally
      Accepted Accounting Principles are Not Included                    8 - 11

ITEM 2 - Plan of Operations                                             12 - 13



















                                       2
<PAGE>

                         INDEPENDENT ACCOUNTANTS' REPORT





November 8, 2001


To The Board of Directors and Stockholders
NT Media Corp. of California, Inc. and Subsidiary
Encino, California

We have reviewed the  accompanying  condensed  consolidated  balance sheet of NT
Media Corp. of  California,  Inc. and  Subsidiary  (Delaware  Development  Stage
Companies)  as  of  September  30,  2001,  the  related  condensed  consolidated
statements of operations for the three months ended  September 30, 2001 and 2000
(unaudited),  for the nine months ended September 30, 2001  (unaudited) and 2000
(audited),  and for the period from June 4, 1999  (inception)  to September  30,
2001,  and the  condensed  consolidated  statements  of cash  flows for the nine
months ended  September  30, 2001  (unaudited)  and 2000  (audited)  and for the
period from June 4, 1999  (inception)  to September  30, 2001.  These  financial
statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and of making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the September 30, 2001 condensed  consolidated  financial  statements
for them to be in conformity with generally accepted accounting principles.

The financial  statements for the three months ended September 30, 2000 have not
been  reviewed  by us, and  accordingly,  we express no opinion or other form of
assurance on them. We have  previously  audited,  in accordance  with  generally
accepted auditing standards, the consolidated balance sheet of NT Media Corp. of
California,  Inc.  and  Subsidiary  as of September  30,  2000,  and the related
consolidated statements of operations,  stockholders' equity, and cash flows for
the nine months ended  September 30, 2000;  and in our report dated February 13,
2001,  we  expressed  an  unqualified  opinion on those  consolidated  financial
statements.  In our  opinion,  the  information  set  forth in the  accompanying
condensed  consolidated  statement  of  operations  and cash  flows for the nine
months ended September 30, 2000 is fairly stated, in all material  respects,  in
relation to the  consolidated  statement of operations and cash flows from which
it has been derived.



CALDWELL, BECKER, DERVIN, PETRICK & CO., L.L.P.
Woodland Hills, California

                                       3
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                      CONDENSED CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2001
                                   (UNAUDITED)

                                     ASSETS

CURRENT ASSETS
     Cash                                              $               90

PROPERTY AND EQUIPMENT,
  net of accumulated depreciation                                  11,586

WEB SITE  DEVELOPMENT,                                            121,450
  net of accumulated amortization

OTHER ASSETS                                                        3,880
                                                      -------------------
             Total Assets                              $          137,006
                                                      ===================
                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
     Cash overdraft                                    $            8,101
     Accounts payable and accrued expenses                        150,227
     Note payable (Includes interest of $289)                      32,689
                                                      -------------------
             Total Current Liabilities                            191,017
                                                      -------------------
CONVERTIBLE NOTES PAYABLE (Includes interest of $37,058)          838,058
                                                      -------------------
             Total Liabilities                                  1,029,075
                                                      -------------------
STOCKHOLDERS' EQUITY (DEFICIT)
  Preferred stock,  par value $.001 per share; 5,000,000
   shares authorized, no shares issued and outstanding                 --
  Common  stock,  par value $.001 per share;  100,000,000
   shares  authorized,   30,000,000  shares  issued  and
   outstanding                                                     30,000
  Additional paid-in capital                                      762,333
  Note receivable from stock sales                                (69,483)
  (Deficit) accumulated during development stage - NT
    Media                                                         (27,850)
  (Deficit) accumulated during development stage - eCast       (1,587,069)
                                                      -------------------
             Total Stockholders' (Deficit)                       (892,069)
                                                      -------------------
             Total Liabilities and Stockholders'
                                            (Deficit)  $          137,006
                                                      ===================
   See Accompanying Selected Information to Unaudited Condensed Consolidated
                              Financial Statements
                                       4
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<S>                                 <C>                <C>                <C>                <C>               <C>
                                                                                                                   For the
                                        For the Three Months Ended            For The Nine Months Ended          Period from
                                              September 30,                         September 30,                June 4, 1999
                                   -----------------------------------   ----------------------------------     (Inception) to
                                      (Unaudited)        (Unaudited)         (Unaudited)        (Audited)        September 30,
                                         2001               2000                2001              2000               2001
                                   ----------------   ----------------   ----------------   ---------------   ----------------
REVENUE                             $           219    $            --    $        34,928    $           --    $        36,928
                                   ----------------   ----------------   ----------------   ---------------   ----------------
OPERATING EXPENSES
    Advertising                                 615              5,723              2,220            75,188             78,436
    Depreciation and amortization            25,319                626             75,957             1,880             95,520
    Licensing and production
      expenses                                  165             31,366             34,504            60,158            115,714
    Professional fees                        29,528             11,607            116,207            30,219            180,412
    Public relations                             --                418                 --            37,754             39,428
    Rent                                     53,444             12,700             91,559            30,985            146,523
    Salaries - Web site development
      and maintenance                        15,867             69,098            136,346           126,634            325,675
    Salaries - administrative                 3,967             17,275             38,992            31,659            104,324
    Travel                                    1,878              2,063             13,364            17,733             48,812
    Web hosting services                     12,049             10,453             44,303            17,253             93,140
    Other                                    21,729             49,090             80,785           117,874            274,208
                                   ----------------   ----------------   ---------------    ---------------   ----------------
      Total Operating Expenses              164,561            210,419            634,237           547,337          1,502,192
                                   ----------------   ----------------   ----------------   ---------------   ----------------
      (Loss) Before Other Income
        (Expenses) and Provision
        for Income Taxes                   (164,342)          (210,419)          (599,309)         (547,337)        (1,465,264)

OTHER INCOME (EXPENSES)
    Interest income                           2,066                 --              2,066                --              2,066
    Impairment loss                         (82,000)                --            (82,000)               --            (82,000)
    Interest expense                        (12,763)            (1,596)           (30,180)           (1,596)           (37,871)
                                   ----------------   ----------------   ----------------   ---------------   ----------------
      (Loss) Before Provision for
        Income Taxes                       (257,039)          (212,015)          (709,423)         (548,933)        (1,583,069)

(PROVISION) FOR INCOME TAXES
                                                 --             (1,600)            (1,600)           (1,600)            (4,000)
                                   ----------------   ----------------   ----------------   ---------------   ----------------
        Net (Loss)                  $      (257,039)   $      (213,615)   $      (711,023)   $     (550,533)   $    (1,587,069)
                                   ================   ================   ================   ===============   ================
        (Loss) per common share     $         (.009)   $         (.010)   $         (.026)   $        (.026)   $         (.068)
                                   ================   ================   ================   ===============   ================
Weighted average common                  30,000,000         23,279,999         27,425,055        20,954,534         23,259,249
shares outstanding                 ================   ================   ================   ===============   ================
</TABLE>
   See Accompanying Selected Information to Unaudited Condensed Consolidated
                              Financial Statements
                                       5
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<S>                                                            <C>               <C>               <C>
                                                                  For the Nine Months Ended         For the Period
                                                                        September 30,              from June 4, 1999
                                                              ----------------------------------    (Inception) to
                                                                 (Unaudited)        (Audited)        September 30,
                                                                    2001              2000               2001
                                                              ----------------  ----------------   ----------------
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:
    Net (loss)                                                 $     (711,023)   $     (550,533)   $    (1,587,069)
    Adjustments to reconcile net (loss) to net cash
      provided by operating activities:
      Depreciation                                                     75,957             1,880             95,519
      Operating expenses paid by reducing note receivable
        from officer                                                    5,000             2,500             10,000
      Increase in accounts payable and accrued expenses                73,941            41,560            150,228
      (Decrease) in payroll taxes payable                                  --            (8,026)                --
      Increase in accrued interest for convertible notes               30,582             1,596             37,058
      Increase in accrued interest for note payable                       289                --                289
      Increase in impairment loss                                      82,000                --             82,000
      Loss on disposal of asset                                         1,292                --              1,292
      Increase in interest receivable                                  (2,059)               --             (2,059)
      Decrease (Increase) in deposits                                   9,878            (9,750)            (1,822)
                                                             ----------------  ----------------   ----------------
             Net Cash Flows (Used) by Operating Activities           (434,143)         (520,773)        (1,214,564)
                                                             ----------------  ----------------   ----------------
CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES:
      Notes receivable from officers                                       --           (10,000)           (16,048)
      Proceeds from notes receivable from officers                         --             6,048              6,048
      Investment in property and equipment                               (780)           (6,829)           (18,879)
      Investment in Web site development costs                             --          (164,634)          (292,968)
                                                             ----------------  ----------------   ----------------
         Net Cash Flows (Used) by Investing Activities                   (780)         (175,415)          (321,847)
                                                             ----------------  ----------------   ----------------
CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:
    Proceeds from note payable to officer                                  --             5,000              5,000
    Payment of note payable to officer                                     --            (5,000)            (5,000)
    Proceeds from note payable                                         32,400                --             32,400
    Proceeds from common stock issued                                      --           460,000            695,000
    Proceeds from issuance of convertible notes                       391,000           250,000            801,000
                                                             ----------------  ----------------   ----------------
         Net Cash Flows Provided by Financing Activities              423,400           710,000          1,528,400
                                                             ----------------  ----------------   ----------------
INCREASE (DECREASE) IN CASH                                           (11,523)           13,812             (8,011)

CASH AT THE BEGINNING OF THE PERIOD                                     3,512            42,164                 --
                                                             ----------------  ----------------   ----------------
CASH AT THE END OF THE PERIOD                                  $       (8,011)   $       55,976    $        (8,011)
                                                             ================  ================   ================
</TABLE>
   See Accompanying Selected Information to Unaudited Condensed Consolidated
                              Financial Statements
                                       6
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
<TABLE>
<S>                                                            <C>               <C>               <C>
                                                                  For the Nine Months Ended         For the Period
                                                                        September 30,              from June 4, 1999
                                                              ----------------------------------    (Inception) to
                                                                 (Unaudited)        (Audited)        September 30,
                                                                    2001              2000               2001
                                                              ----------------  ----------------   ----------------

ADDITIONAL DISCLOSURES:
      Income taxes paid                                        $        1,600    $        1,600    $         4,000
                                                              ================  ================   ================

      Interest paid                                            $           --    $           --    $            --
                                                              ================  ================   ================

NON-CASH INVESTING AND FINANCING ACTIVITIES:
      Disposal of property and equipment                       $        2,095    $           --    $         2,095
                                                              ================  ================   ================
</TABLE>
























   See Accompanying Selected Information to Unaudited Condensed Consolidated
                              Financial Statements


                                        7

<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                              SELECTED INFORMATION
    Substantially All Disclosures Required by Generally Accepted Accounting
                          Principles are Not Included
                               SEPTEMBER 30, 2001

NOTE 1 - BASIS OF PRESENTATION

The unaudited condensed  consolidated  financial statements include the accounts
of NT Media Corp. of  California,  Inc. (NT Media or the Company) and its wholly
owned subsidiary,  eCast Media  Corporation,  Inc.  (eCast),  which are Delaware
development stage companies. Subsequent to the stock exchange agreement on April
17,  2001 (See Note 4),  all of NT  Media's  activities  ceased.  The  remaining
business activities are that of eCast. The condensed consolidated  statements of
operations for the three months and nine months ended September 30, 2001 and for
the period from June 4, 1999 (inception) to September 30, 2001 and the condensed
consolidated  statements  of cash flows for the nine months ended  September 30,
2001 and 2000 and for the period from June 4, 1999  (inception) to September 30,
2001 represent the results of operations and cash flows of eCast.

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance  with the  instructions  to Form 10QSB and do not include
all  the  information  and  notes  required  by  generally  accepted  accounting
principles for complete financial statements. In the opinion of management,  the
accompanying  unaudited condensed  consolidated financial statements contain all
adjustments  (all of which are normal and  recurring  in  nature)  necessary  to
present  fairly the financial  position of NT Media at September  30, 2001,  the
results of operations  for the three months and nine months ended  September 30,
2001 and for the period from June 4, 1999 (inception) to September 30, 2001, the
condensed  consolidated  statements  of cash  flows  for the nine  months  ended
September 30, 2001 and 2000 and for the period from June 4, 1999  (inception) to
September 30, 2001.

The notes to the Financial  Statements  that are  incorporated by reference into
the 2000 Form 10KSB and Form 8-K, which were previously filed, should be read in
conjunction with these Condensed Consolidated Financial Statements.

The results of  operations  for the three months and nine months  periods  ended
September 30, 2001 are not necessarily  indicative of the results to be expected
for the entire fiscal year or any other period.

NOTE 2 - USE OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect certain  reported amounts and  disclosures.  Accordingly,  actual results
could differ from those estimates.

NOTE 3 - RECLASSIFICATIONS

Certain  prior year balances  have been  reclassified  to conform to the current
year's presentation.

                                       8
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                              SELECTED INFORMATION
    Substantially All Disclosures Required by Generally Accepted Accounting
                          Principles are Not Included
                               SEPTEMBER 30, 2001

NOTE 4 - STOCK EXCHANGE AGREEMENT

Effective April 17, 2001, in connection with the stock exchange  agreement,  the
Company issued approximately 24,000,000 post-split shares of its common stock at
$.001 par value per share, in exchange for all of the  outstanding  common stock
of eCast,  in which eCast became a wholly owned  subsidiary of the Company based
on a conversion ratio of approximately 7.34 shares of the Company's common stock
for each share of eCast's stock.  This reverse  merger  qualified for a tax-free
reorganization and will be accounted for as a recapitalization  of eCast and the
acquisition of NT Media and Subsidiary at its book value.


NOTE 4 - STOCK EXCHANGE AGREEMENT

The following  unaudited pro forma summary  results of operations data have been
prepared  assuming  that the NT Media and eCast  stock  exchange  agreement  had
occurred at the beginning of the periods presented. The consolidated results are
not necessarily  indicative of results of future  operations nor of results that
would have occurred had the acquisitions been consummated as of the beginning of
the periods presented.

                               For the Three               For The Nine
                                Months Ended               Months Ended
                                September 30,              September 30,
                       -----------------------------  --------------------------
                           2001            2000            2001          2000
                        (Unaudited)    (Unaudited)     (Unaudited)   (Unaudited)
                       -------------  --------------  ------------- -----------
Net revenue            $        219    $        --     $    34,709   $      --
                        ===========   ============    ============  ==========
Net (loss)             $   (257,039)   $  (222,514)    $  (717,286)  $(573,047)
                        ===========   ============    ============  ==========
Basic and diluted net
   (loss) per share    $      (.009)   $     (.011)    $     (.026)  $   (.027)
                        ===========   ============    ============  ==========













                                       9
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                              SELECTED INFORMATION
    Substantially All Disclosures Required by Generally Accepted Accounting
                          Principles are Not Included
                               SEPTEMBER 30, 2001

NOTE 5 - STOCKHOLDERS' EQUITY

The following is an analysis of activities in the  Stockholders'  Equity for the
nine months ended September 30, 2001:
<TABLE>
<S>                                   <C>     <C>    <C>         <C>       <C>        <C>       <C>           <C>
                                                                                       Note
                                         Preferred                                   Receivable
                                           Stock         Common Stock     Additional   From
                                      -------------- --------------------  Paid-In     Stock   Accumulated
                                      Shares  Amount   Shares     Amount   Capital     Sales    (Deficit)      Balance
                                      ------ ------- ----------  -------- ---------- --------- -----------    ----------

 Balance at December 31, 2000             --  $  --  23,279,999  $ 23,280  $671,720   $     --  $  (876,046)  $ (181,046)
 April 4, 2001
  Note receivable from stock sales        --     --     720,001       720    68,763    (69,483)          --           --
 April 17, 2001
  Stock exchange agreement with NT Media              6,000,000     6,000    21,850                 (27,850)          --
 September 30, 2001
  Net (loss)                              --     --          --        --        --         --     (711,023)    (711,023)
                                      ------ ------  ----------  -------- ---------  --------- ------------   ----------

 Balance at September 30, 2001            --  $  --  30,000,000  $ 30,000  $762,333   $(69,483) $(1,614,919)  $ (892,069)
                                      ====== ======  ==========  ======== =========  ========= ============   ==========
</TABLE>
NOTE 6 - CONCENTRATION

For the nine months ended September 30, 2001, revenue received from one customer
accounted for 93% of total revenue.

NOTE 7 - COMMITMENT

On September 19, 2001, the Company  entered a new operating  lease agreement for
its current operating and office facility.  The monthly lease payment is $1,821.
The lease expires  April 30, 2002 and does not provide for any renewal  options.
In the normal course of business,  it is expected that the lease will be renewed
or replaced by leases on other properties.

NOTE 8 - LITIGATION

The Company's subsidiary, eCast, is a defendant in a suit in which the lessor is
seeking recovery of an unspecified amount of lost rent.  The dispute is a result
of a typical  landlord-tenant  disagreement  involving  conditions of the leased
space, terms of the lease agreement, and performance on such  agreement  by each
of the parties.  The Company's counsel estimated that eCast might be liable  for
approximately  $13,500.  For the quarter ended September 30, 2001,  the Company,
in  consolidating  its  financial  statements  with  the  subsidiary,   recorded
additional rent expense of $13,500.


                                       10
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                              SELECTED INFORMATION
    Substantially All Disclosures Required by Generally Accepted Accounting
                          Principles are Not Included
                               SEPTEMBER 30, 2001

NOTE 9 - IMPAIRMENT LOSS

Long-lived  assets are reviewed when  indicators  of impairment  are present and
undiscounted cash flows are not sufficient to recover the related asset carrying
amount.  At September 30, 2001, web site  development  asset, net of accumulated
amortization, totaled $203,450. During the quarter ended September 30, 2001, the
Company reviewed its web site development  asset. This review indicated that the
web site  development  asset was impaired,  as determined based on the projected
cash flows for the next two years.  Consequently,  the carrying value of the web
site  development  asset was written down by $82,000 as a component of operating
expenses during the quarter ended September 30, 2001.

NOTE 10 - NOTE PAYABLE

During the quarter ended September 31, 2001, the Company  borrowed  $32,400 from
an unrelated  party.  The note is  unsecured  and due on demand with an interest
rate of 6%.

NOTE 11 - UNCERTAINTY OF ABILITY TO CONTINUE AS A GOING CONCERN

The financial  statements have been prepared  assuming the Company will continue
as a going  concern.  The Company has incurred  net losses since its  inception,
June 4, 1999. The Company has relied on its investors,  convertible note holders
and  stockholders  to meet its cash  flow  requirements.  The  Company  plans to
generate the additional cash needed through the completion of additional equity,
debt, or joint venture  transactions.  There is no assurance,  however, that the
Company  will be able to  complete  its  plans  in the  future  at  commercially
reasonable terms, if at all, or that the Company will be able to meet its future
contractual obligations.



















                                       11
<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                           ITEM 2 - PLAN OF OPERATIONS


PLAN OF OPERATIONS

The following  information specifies certain  forward-looking  statements of the
management  of the  company.  Forward-looking  statements  are  statements  that
estimate  the  occurrence  of  future  events  not  based  on  historical  fact.
Forward-looking  statements  may be  identified  by the  use of  forward-looking
terminology,  such as "may", "shall",  "will",  "could",  "expect",  "estimate",
"anticipate",   "predict",  "probable",  "possible",  "should",  "continue",  or
similar terms,  variations of those terms or the negative of those terms.  These
forward-looking  statements  specified  in the  following  paragraphs  have been
compiled by NT Media Corp. on the basis of  assumptions  made by management  and
considered by management to be reasonable.  NT Media Corp.'s operating  results,
however, are impossible to predict and no representation, guarantee, or warranty
is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in
the following  information  represent estimates of future events and are subject
to uncertainty as to possible changes in economic,  legislative,  industry,  and
other circumstances.  As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among  reasonable  alternatives  require the  exercise of  judgment.  To the
extent that the assumed events do not occur, the outcome may vary  substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those  forward-looking  statements.  No assurance can be
given that any of the  assumptions  relating to the  forward-looking  statements
specified in the following information are accurate,  and NT Media Corp. assumes
no obligation to update any such forward-looking statements.

NT Media Corp. is active in the  production,  aggregation,  and  distribution of
on-and-offline  content,  the management of  on-and-offline  talent and literary
clients,  and the  provision of strategic  consulting  and business  development
services.  The Company  generates or will generate revenue via the following (by
division): Neurotrash.com - advertising,  e-commerce,  sponsorships, B2B content
sales and syndication, subscription and premium services; NT Management - client
management  (derived  as a  percentage  of client  compensation  on a project by
project basis); NT Entertainment - producing, licensing/acquisition (theatrical,
network  television,  cable  television,  home video,  syndication,  and foreign
territories),  percentage  of box office and ancillary  gross or adjusted  gross
revenue; and NT Consulting - consulting fees and commissions.  NT Media Corp. is
still considered to be a development stage company. Since inception, the Company
was able to  generate  $36,928 of  revenue.  NT Media  Corp.  has  financed  its
operations to date mainly  through the issuance of  convertible  debt and equity
securities.

NT Media Corp. has recruited  experienced  staff and  established  pipelines for
entertainment  projects  and  properties,   talent  and  literary  clients,  and
consulting  engagements.  NT  Entertainment  will continue to expand its project
flow through its existing  relationships within and beyond the entertainment and
media  establishment,  by forging new  relationships  and  leveraging  resources
across all NT Media Corp. divisions.

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<PAGE>
                NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARY
                          (Formerly known as MVD, Inc.)
                          (DEVELOPMENT STAGE COMPANIES)
                           ITEM 2 - PLAN OF OPERATIONS

The Company will implement  marketing and public relations  campaigns seeking to
increase its revenue,  knowledge,  scope, and  competitiveness of NT Media Corp.
and each of its business  units.  During the next 12 months period,  the Company
plans to spend $100,000 for marketing and public relations campaigns.

During  the next  twelve  months,  NT Media  Corp.  plans  to  satisfy  its cash
requirements  through the  issuance of  additional  convertible  debt and equity
securities. NT Media Corp. will need a minimum of $2,000,000 to satisfy its cash
requirements  for the next 12 months.  The Company plans to raise  $2,000,000 to
provide the Company with enough  funds for the next 12 months of  operation  and
future plans of expansion. There can be no assurance that NT Media Corp. will be
successful in raising the capital it requires.

NT Media Corp. anticipates development of entertainment  properties for which it
expects to incur  development  costs,  including 1) optioning  and/or  acquiring
rights to screenplays,  books, foreign television programs,  foreign films, life
stores, magazine and newspaper articles, and film and television pitches, and 2)
hiring  writers to write,  re-write,  and  polish  entertainment  properties  in
development.  The  Company  estimates  that  the cost for  these  plans  will be
approximately $200,000.

NT  Media  Corp.  does  not  anticipate  the  purchase  or sale of  plant or any
significant equipment.

The  Company  presently  employs  four staff  members,  including  officers  and
directors,  and anticipates  increasing the number of employees by approximately
150% in the next twelve  months.  During the third quarter of 2001,  the Company
attempted  to reduce its  operating  costs by  reducing  its staff from seven to
four.  During  the  next 12  months  period,  salary  expenses  may  reach in an
aggregate of as much as $500,000.

To the extent the Company is able to obtain  sufficient  capital for its use and
purposes  set  forth  herein,   NT  Media  Corp.  will  be  able  to  accelerate
implementation of its business plan.

Liquidity and Capital Resources.

At September 30, 2001, the Company had cash overdraft of $8,011.  Because we are
not generating substantial revenues from adverting, producing fees, commissions,
or licensing of our products, our only external sources of liquidity is from the
issuance of convertible debt and sale of our capital stock.

From inception,  the Company incurred significant  operating losses and utilized
significant  amounts of cash to fund  operations.  The  Company is in a critical
stage in its growth as it  continues  to  transition  from a  development  stage
company to a fully  operational  company with complete  marketing and production
capabilities.

NT Media Corp.'s primary  business  address is 9229 Sunset Blvd,  Suite 401, Los
Angeles,  California.  The telephone number of its principal executive office is
310-205-4825.

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<PAGE>


                                    Signature
                                    ---------

     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.


                                      NT Media Corp. of California, Inc.
                                      ----------------------------------


Date: November 14, 2001                  By: /s/ Christian Mehringer
                                      ----------------------------------
                                          Christian Mehringer
                                          Chief Executive Officer





































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