U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

[X]      QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
         ACT OF 1934

                 For the quarterly period ended: MARCH 31, 2007

                                       OR

[_]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
         ACT OF 1934

                   For the transition period from ___ to ____

                         Commission File Number 0-31012

                       NT MEDIA CORP. OF CALIFORNIA, INC.
           (NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

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

          7800 OCEANUS DRIVE
        LOS ANGELES, CALIFORNIA                                         90046
----------------------------------------                              ----------
(Address of principal executive offices)                              (Zip Code)

                    Issuer's telephone number: (323) 445-4833


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 past 90 days. Yes [X] No [_]

Check whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes [_] No [X]

Number of shares outstanding as of May 9, 2007: 75,709,133 common shares.

Transitional Small Business Disclosure Format: Yes [_] No [X]


<PAGE>


                                     PART I
                              FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS


               NT MEDIA CORP. OF CALIFORNIA, INC. AND SUBSIDIARIES
                          (A DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2007
                                   (UNAUDITED)


         ASSETS

CURRENT ASSETS
        Cash and cash equivalents ..............................    $        37
                                                                    -----------
TOTAL CURRENT ASSETS ...........................................    $        37
                                                                    ===========

         LIABILITIES AND STOCKHOLDERS' (DEFICIT)

CURRENT LIABILITIES
        Accounts payable .......................................    $   228,191
        Accrued liabilities ....................................        272,199
        Accrued liabilities to related parties .................        759,762
        Notes payable ..........................................        688,000
        Notes payable related party ............................         53,619
        Convertible notes payable, related party ...............        917,800
        Accrued litigation settlement ..........................        100,000
                                                                    -----------
TOTAL CURRENT LIABILITIES ......................................      3,019,571

MINORITY INTEREST ..............................................           --

COMMITMENTS AND CONTINGENCIES ..................................           --

STOCKHOLDERS' (DEFICIT)
        Preferred stock, $0.001 par value, 5,000,000
          shares authorized; 0 shares issued and outstanding ...           --
        Common stock; $0.001 par value; 100,000,000
          shares authorized; 75,709,133 shares
          issued and outstanding ...............................         75,709
        Deferred Compensation ..................................        (54,327)
        Additional paid-in capital .............................      2,267,867
        Deficit accumulated during the development
        stage ..................................................     (5,308,783)

                                                                    -----------
TOTAL STOCKHOLDERS' (DEFICIT) ..................................     (3,019,534)
                                                                    -----------

TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) ..................    $        37
                                                                    ===========


                                       2
<PAGE>


<TABLE>
               NT Media Corp. of California, Inc. and Subsidiaries
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<CAPTION>
                                                                                            CUMULATIVE
                                                                                           FROM JUNE 4,
                                                                                              1999
                                                           THREE MONTHS ENDED MARCH 31,    (INCEPTION)
                                                           ----------------------------    TO MARCH 31,
                                                               2007            2006            2007
                                                           ------------    ------------    ------------
<S>                                                        <C>             <C>             <C>
REVENUE ................................................   $       --      $       --      $    385,997
                                                           ------------    ------------    ------------
COSTS AND EXPENSES
      General and administrative .......................         77,548           4,632       4,298,738
      Depreciation and amortization ....................           --              --           132,077
      Impairment of film costs .........................           --              --           156,445
      Impairment of related party receivables ..........           --              --            35,383
      Inventory Write-down .............................           --              --            24,820
      Loss on litigation settlement ....................           --              --           100,000

                                                           ------------    ------------    ------------
TOTAL COSTS AND EXPENSES ...............................         77,548           4,632       4,747,463
                                                           ------------    ------------    ------------

LOSS FROM OPERATIONS ...................................        (77,548)         (4,632)     (4,361,466)

OTHER INCOME (EXPENSE)
      Interest income, related party ...................           --             1,042          23,154
      Interest expense .................................        (19,748)        (19,296)       (277,381)
      Interest expense, related party ..................        (13,767)        (13,767)       (308,629)
      Loan fees ........................................           --              --          (616,000)
      Debt forgiven ....................................           --              --           290,595
      Legal fees forgiven ..............................           --              --            12,296
      Provision for common stock subscription receivable           --              --           (91,552)

                                                           ------------    ------------    ------------
TOTAL OTHER INCOME (EXPENSE) ...........................        (33,515)        (32,021)       (967,517)
                                                           ------------    ------------    ------------

NET (LOSS) BEFORE MINORITY INTEREST
      AND PROVISION FOR INCOME TAXES ...................       (111,063)        (36,653)     (5,328,983)

MINORITY INTEREST ......................................           --              --            33,000

NET (LOSS)  BEFORE PROVISION
      FOR INCOME TAXES .................................       (111,063)        (36,653)     (5,295,983)

PROVISION FOR INCOME TAXES .............................            800            --            12,800
                                                           ------------    ------------    ------------

NET (LOSS) .............................................   $   (111,863)   $    (36,653)   $ (5,308,783)
                                                           ============    ============    ============

NET (LOSS) PER SHARE:

      BASIC AND DILUTED ................................   $      (0.00)   $      (0.00)
                                                           ============    ============

WEIGHTED AVERAGE SHARES OUTSTANDING:
      BASIC AND DILUTED ................................     71,083,046      38,503,500
                                                           ============    ============
</TABLE>


                                       3
<PAGE>


<TABLE>
               NT Media Corp. of California, Inc. and Subsidiaries
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<CAPTION>
                                                                                             CUMULATIVE
                                                            THREE MONTHS ENDED MARCH 31,    FROM JUNE 4,
                                                            ----------------------------        1999
                                                                                           (INCEPTION) TO
                                                                2007            2006        MARCH 31,2007
                                                            ------------    ------------    ------------
<S>                                                         <C>             <C>             <C>
CASH FLOWS FROM (TO) OPERATING ACTIVITIES:
  Net loss before minority interest .....................   $   (111,863)   $    (36,653)   $ (5,341,783)
  Adjustment to reconcile net loss to net cash
    used in operating activities:
      Depreciation and amortization expense .............           --              --           132,077
      Impairment loss ...................................           --              --           336,773
      Inventory write-down ..............................           --              --            24,820
      Impairment of related party receivables ...........           --              --            35,383
      Operating expenses paid by reducing note receivable           --              --            10,000
      Stock issued for services .........................         39,690            --           494,693
      Stock issued for loan fees ........................           --              --           423,000
      Stock options issued for services .................           --              --            60,370
      Legal fees forgiven ...............................           --              --           (12,296)
      Debts forgiven ....................................           --              --          (290,595)
      Provision for common stock subscription receivable            --              --            89,468
  Changes in assets and liabilities:
    Interest receivable .................................           --            (1,042)        (19,986)
    Inventory ...........................................           --              --           (24,820)
    Other assets ........................................           --              --           (24,000)
    Litigation settlement ...............................           --              --           100,000
    Accounts payable and accrued expenses ...............           (374)        (22,190)        819,513
    Accrued expenses, related party .....................         33,944          26,817         635,960
                                                            ------------    ------------    ------------
Net cash (used in) operating activities .................        (38,603)        (33,068)     (2,551,423)
                                                            ------------    ------------    ------------

CASH FLOWS FROM (TO) INVESTING ACTIVITIES:
      Notes receivable from officer .....................           --              --           (45,048)
      Collection of notes receivable from officer .......           --              --            35,048
      Notes receivable, related parties .................           --              --           (50,000)
      Collection of notes receivable, related parties ...           --              --            50,000
      Investment in property and equipment ..............           --              --           (18,879)
      Investment in film costs ..........................           --              --          (133,005)
      Investment in web site development costs ..........           --              --          (292,968)
                                                            ------------    ------------    ------------
Net cash (used in) investing activities .................           --              --          (454,852)
                                                            ------------    ------------    ------------

CASH FLOWS FROM (TO) FINANCING ACTIVITIES:
      Proceeds from issuance of common stock ............           --              --         1,254,154
      Proceeds from equity investment of minority int ...           --              --            33,000
      Payment of offering costs .........................           --              --           (66,450)
      Proceeds from notes payable .......................         41,000            --           742,000
      Proceeds from note payable, related party .........         35,276          32,500         286,561
      Payment of note payable, related party ............        (38,051)           --          (160,753)
      Proceeds from issuance of convertible notes .......           --              --           917,800
                                                            ------------    ------------    ------------
Net cash provided by financing activities ...............         38,225          32,500       3,006,312
                                                            ------------    ------------    ------------

NET INCREASE (DECREASE) IN CASH AND
      CASH EQUIVALENTS ..................................           (378)           (568)             37

CASH AND CASH EQUIVALENTS,
      Beginning of period ...............................            415             947            --
                                                            ------------    ------------    ------------
CASH AND CASH EQUIVALENTS,

      End of period .....................................   $         37    $        379    $         37
                                                            ============    ============    ============

SUPPLEMENTAL DISCLOSURES OF
      CASH FLOW INFORMATION:

      Interest paid .....................................   $       --      $       --      $      1,911
                                                            ============    ============    ============
      Income taxes paid .................................   $       --      $       --      $      4,000
                                                            ============    ============    ============
</TABLE>


                                       4
<PAGE>


                NT MEDIA CORP. OF CALIFORNIA INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2007

NOTE 1.  BASIS OF PRESENTATION

The unaudited  consolidated  financial statements have been prepared by NT Media
Corp. of California,  Inc. and Subsidiary  (the  "Company"),  in accordance with
generally accepted accounting  principles for interim financial  information and
with the  instructions  for Form 10-QSB and Regulation S-B as promulgated by the
Securities and Exchange  Commission  ("SEC").  Accordingly,  these  consolidated
financial statements do not include all of the disclosures required by generally
accepted  accounting  principles  in the United  States of America for  complete
financial statements.  These unaudited interim consolidated financial statements
should be read in conjunction with the audited consolidated financial statements
and the notes thereto  include on Form 10-KSB for the period ended  December 31,
2006. In the opinion of management, the unaudited interim consolidated financial
statements  furnished  herein  include  all  adjustments,  all of which are of a
normal recurring  nature,  necessary for a fair statement of the results for the
interim period  presented.  The results of the three months ended March 31, 2007
are not  necessarily  indicative of the results to be expected for the full year
ending December 31, 2007.

RECLASSIFICATIONS

Certain  prior year  amounts  have been  reclassified  to conform to the current
year's presentation,  none of which had an impact on total assets, stockholders'
equity (deficit), net loss, or net loss per share.

NOTE 2.  GOING CONCERN AND MANAGEMENT'S PLAN

The  accompanying  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. As of
and for the period ended March 31, 2007, the Company incurred a net loss, had an
accumulated deficit,  and had a working capital deficit.  These conditions raise
substantial  doubt as to the Company's  ability to continue as a going  concern.
These  consolidated  financial  statements do not include any  adjustments  that
might result from the outcome of this uncertainty.  These consolidated financial
statements do not include any  adjustments  relating to the  recoverability  and
classification  of recorded  asset  amounts,  or amounts and  classification  of
liabilities  that might be necessary should the Company be unable to continue as
a going concern.

In order for the Company to meet its financial obligations,  it will continue to
attempt to sell equity or incur debt,  although  there  cannot be any  assurance
that the Company will be successful in doing so.

The Company plans to take advantage of the growth in the mobile digital  content
and digital  music  distribution  sectors  through joint  ventures.  The Company
intends to enter  into  agreements  with  consultants  to assist the  Company in
locating  potential  joint  venture  partners  throughout  the


                                       5
<PAGE>


                NT MEDIA CORP. OF CALIFORNIA INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2007

United  States and abroad  with  concentration  in Europe,  the Middle  East and
China. The Company will attempt to enter into partnership  agreements with other
entities in order to manage some of the  financial  risk.  The Company looks for
development and production  cycles which are relatively  shorter in nature.  The
Company's ability to develop any project is principally dependent on its ability
to raise capital to fund the project, which is very difficult due to its current
financial condition and lack of history in the market. Accordingly,  the Company
is very limited in its ability to develop or produce  projects that it finds are
commercially appealing and financially viable.

The  Company's  current  business  operations  are  focused on the  development,
production  and  distribution  of  programming  in the  entertainment  industry,
including  creating  music  platforms,  skilled  gaming in the United States and
abroad and vertical  social and  professional  network.  The Company  intends to
continue to develop media and  entertainment  assets and channels going forward.
However,  the Company is also currently exploring business  opportunities in the
technology and sciences areas to augment the Company's primary line of business.
To that end, the Company engages  consultants  from time to time to assist it in
identifying and evaluating new technology business ventures that would be either
complimentary or additive to the Company's  operations.  In the future, when the
Company retains consultants it may compensate them in cash or equity.  While the
board of directors has not determined to acquire or invest in any new technology
opportunities  to date,  it may in the  future,  seek to  expand  the  Company's
operations by engaging in acquisitions,  joint ventures or strategic investments
in technology ventures.

NOTE 3.  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In February 2007, the Financial  Accounting  standard Board ("FASB") issued SFAS
No. 159, "The Fair Value Option for Financial Assets and Financial  Liabilities-
Including an amendment of FASB Statement No. 115" ("SFAS No. 159"). SFAS No. 159
permits  entities to choose to measure many  financial  instruments  and certain
other items at fair value.  The objective is to improve  financial  reporting by
providing  entities  with the  opportunity  to mitigate  volatility  in reported
earnings caused by measuring related assets and liabilities  differently without
having to apply complex hedge accounting provisions.  This Statement is expected
to expand the use of fair value  measurement  and is effective  for fiscal years
beginning  after  November 15, 2007.  Management  is  currently  evaluating  the
effect, if any, of this pronouncement on the Company's financial statements.

NOTE 4.  NOTES PAYABLE RELATED PARTY

In January,  2007, the Company  borrowed $61 from its President having no stated
interest rate.

In February,  2007, the Company borrowed $65 from its President having no stated
interest  rate.  This note was due on or before  August 22,  2007,  but has been
extended to December 31, 2007.


                                       6
<PAGE>


                NT MEDIA CORP. OF CALIFORNIA INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2007

In February,  2007,  the Company  borrowed  $35,000 from a related party with no
stated interest rate. This note was fully repaid in April, 2007.

In March,  2007, the Company  borrowed $150 from its President  having no stated
interest rate. This note is due on or before March 29, 2008.

NOTE 5.  NOTES PAYABLE

On January 2, 2007,  the Company  issued a note payable in the amount of $16,000
with an  interest  rate of 10% per annum.  This note is due on or before July 2,
2007.

On March 1, 2007,  the  Company  issued a note  payable in the amount of $25,000
with an interest rate of 10% per annum.  This note is due on or before September
1, 2007.

NOTE 6.  CONVERTIBLE NOTES PAYABLE - RELATED PARTY

As of March 31, 2007, the Company had outstanding  convertible notes of $917,800
with two shareholders, with $287,200 and $630,600 of 6% subordinated convertible
notes  outstanding to  shareholders  who owned 5% and 15%,  respectively  of the
issued and outstanding  stock of the Company as of March 31, 2007. All notes are
convertible  to common  shares,  $0.001 par value,  at a  conversion  price that
equals the  average  bid price of the  common  stock for the five  trading  days
immediately  preceding the conversion  date. The notes are convertible  when the
Company's  securities  are  trading  publicly  and the  underlying  stock of the
debenture  has  been  registered  with  the SEC and  declared  effective.  It is
mandatory  that the notes be  converted on the extended due dates or are due and
payable in the event that the Company's  shares of common stock are not publicly
traded.  All of these notes are  classified as a current  liability at March 31,
2007,  and must be converted  within one year.  The proceeds were primarily used
for  operating  activities  as well as for  investing  in Web site  development.
Interest  expense  accrued for the periods ended March 31, 2007 and 2006 totaled
$13,767 and $13,767,  respectively.  As of March 31, 2007,  interest  accrued on
convertible notes totaled $337,497.

During the period ended March 31,  2007,  convertible  notes as described  above
totaling  $237,900 reached their maturity date. These notes were extended for an
additional period of one year under the same terms and conditions.

NOTE 7.  EARNINGS PER SHARE

The Company  computes  earnings per common share in accordance with Statement of
Financial Accounting Standards No. 128, "Earnings per Share" (SFAS No. 128). The
Statement requires dual presentation of basic and diluted EPS on the face of the
income statement for all entities with complex capital structures and requires a
reconciliation  of the numerator and denominator of the basic EPS computation to
the numerator and  denominator  of the diluted EPS  computation.  Basic loss per
share is computed by  dividing  loss  available  to common  shareholders  by the


                                       7
<PAGE>


                NT MEDIA CORP. OF CALIFORNIA INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2007

weighted average number of common shares outstanding. The computation of diluted
loss per share is  similar to the basic  loss per share  computation  except the
denominator  is increased to include the number of additional  shares that would
have been  outstanding if the dilutive  potential common shares had been issued.
In addition,  the,  numerator is adjusted for any changes in income or loss that
would result from the assumed  conversions of those potential  shares.  However,
such presentation is not required if the effect is anti-dilutive.  There were no
warrants and options outstanding at March 31, 2007 and 2006.

NOTE 8.  STOCKHOLDERS' EQUITY

On February  23, 2007,  the Company  entered  into two  agreements  with outside
parties to provide consulting  services over a 90 day period for an aggregate of
7,800,000  shares of common  stock  under the  consultant  stock plan  valued at
$83,600, the fair market value of the shares on the date of the agreement.

NOTE 9.  SUBSEQUENT EVENTS

On April 2, 2007, the Company issued a promissory note for $30,000 received from
an unrelated party. The note carries a 10% per annum interest rate and is due on
or before October 2, 2007.

On April 13, 2007,  the Company  issued a promissory  note for $20,000  received
from an unrelated  party.  The note carries a 10% per annum interest rate and is
due on or before October 13, 2007.

On April 25, 2007,  the Company  issued a promissory  note for $10,000  received
from an unrelated  party.  The note carries a 10% per annum interest rate and is
due on or before October 25, 2007.


                                       8
<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

FORWARD-LOOKING STATEMENTS

THE INFORMATION IN THIS QUARTERLY REPORT ON FORM 10-QSB CONTAINS FORWARD-LOOKING
STATEMENTS  WITHIN THE MEANING OF SECTION 27A OF THE  SECURITIES ACT OF 1933, AS
AMENDED,  AND SECTION 21E OF THE  SECURITIES  EXCHANGE ACT OF 1934,  AS AMENDED.
THESE  FORWARD-LOOKING  STATEMENTS  INVOLVE RISKS AND  UNCERTAINTIES,  INCLUDING
STATEMENTS  REGARDING OUR CAPITAL NEEDS,  BUSINESS PLANS AND EXPECTATIONS.  SUCH
FORWARD-LOOKING  STATEMENTS INVOLVE RISKS AND UNCERTAINTIES REGARDING THE MARKET
PRICE OF GOLD,  AVAILABILITY  OF FUNDS,  GOVERNMENT  REGULATIONS,  COMMON  SHARE
PRICES, OPERATING COSTS, CAPITAL COSTS, OUTCOMES OF GOLD RECOVERY ACTIVITIES AND
OTHER FACTORS.  FORWARD-LOOKING  STATEMENTS  ARE MADE,  WITHOUT  LIMITATION,  IN
RELATION TO OPERATING PLANS,  PROPERTY EXPLORATION AND GOLD RECOVERY ACTIVITIES,
AVAILABILITY  OF FUNDS,  ENVIRONMENTAL  RECLAMATION,  OPERATING COSTS AND PERMIT
ACQUISITION.  ANY  STATEMENTS  CONTAINED  HEREIN  THAT  ARE  NOT  STATEMENTS  OF
HISTORICAL FACTS MAY BE DEEMED TO BE FORWARD-LOOKING  STATEMENTS. IN SOME CASES,
YOU CAN  IDENTIFY  FORWARD-LOOKING  STATEMENTS  BY  TERMINOLOGY  SUCH AS  "MAY",
"WILL",  "SHOULD",   "EXPECT",   "PLAN",  "INTEND",   "ANTICIPATE",   "BELIEVE",
"ESTIMATE",  "PREDICT", "POTENTIAL" OR "CONTINUE", THE NEGATIVE OF SUCH TERMS OR
OTHER COMPARABLE TERMINOLOGY. ACTUAL EVENTS OR RESULTS MAY DIFFER MATERIALLY. IN
EVALUATING THESE STATEMENTS,  YOU SHOULD CONSIDER VARIOUS FACTORS, INCLUDING THE
RISKS OUTLINED BELOW,  AND, FROM TIME TO TIME, IN OTHER REPORTS WE FILE WITH THE
SEC.  THESE FACTORS MAY CAUSE OUR ACTUAL RESULTS TO DIFFER  MATERIALLY  FROM ANY
FORWARD-LOOKING  STATEMENT.  WE DISCLAIM ANY OBLIGATION TO PUBLICLY UPDATE THESE
STATEMENTS,  OR DISCLOSE  ANY  DIFFERENCE  BETWEEN ITS ACTUAL  RESULTS AND THOSE
REFLECTED  IN THESE  STATEMENTS.  THE  INFORMATION  CONSTITUTES  FORWARD-LOOKING
STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995.  GIVEN  THESE  UNCERTAINTIES,  READERS  ARE  CAUTIONED  NOT TO PLACE UNDUE
RELIANCE ON SUCH FORWARD-LOOKING STATEMENTS.

OVERVIEW

We  primarily  are  engaged  in  the  business  of  developing,   producing  and
distributing  programming for the  entertainment  industry.  We are pursuing the
development  of  independent  feature  films  and  production  of direct to home
viewing programs. We also continue to explore new opportunities that may emerge.

Obtaining  outside financing will continue to be necessary to meet the Company's
anticipated working capital needs for the foreseeable future. We anticipate that
the  Company's  major  stockholders  will make capital  investments  or loans of
convertible  debt to pay the Company's  operating  expenses for the  foreseeable
future but, we cannot  assure you that they will commit to making the  necessary
capital  investments or loans.  Given the Company's current financial  position,
for the immediate  future,  we expect to operate the Company's  current lines of
business under strict budgetary  constraints in order to keep operating expenses
as low as possible until new core  businesses  are acquired.  We will attempt to
negotiate  extensions of the  Company's  debt  obligations  or negotiate for the
conversion of some or all of the Company's debt into equity,  however, there can
be no assurances that we will be successful.


                                       9
<PAGE>


PLAN OF OPERATIONS

The Company plans to take advantage of the growth in the mobile digital  content
and digital music  distribution  sectors through joint  ventures.  Over the last
several months, the Company has joined the affiliate programs of Apple's iTunes,
Bango PLC,  Blockbuster,  and Shelter From The Store  Records.  These deals have
given NT Media a foothold in the fast growing digital media space. Areas that we
see the most growth potential are different music  platforms,  skilled gaming in
the U.S. and abroad and vertical social and professional networking. The Company
anticipates to have cash requirements of approximately  $4.2 million in the next
12 months,  the bulk of which  would be put toward the  repayment  of notes that
would be due and  servicing our debt.  The remainder  will be used for marketing
and  professional  services  and  personnel.  We expect to raise the said  funds
through private placements of debt and equity throughout the year, but there can
be no assurance that we will be successful in such endeavors.

Over the next twelve-month period, we anticipate needing the following operating
capital amounts, broken down as follows:

Purpose                                                                 Amount
                                                                      ----------
Growth Capital for Acquired Subsidiaries .......................      $  500,000
Additional Employees ...........................................      $  100,000
Marketing and Public Relations Campaigns .......................      $  300,000
Participation in Industry and Trade Functions ..................      $   50,000
Ongoing Operations .............................................      $  300,000
Capital needed for total amount of convertible
  notes reaching maturity (unless notes are extended) ..........      $  918,000
Capital needed for total amount of notes payable
  reaching maturity (unless notes are extended) ................      $  742,000
Capital needed to pay accounts payable and accrued
  expenses owing ...............................................      $1,260,000

Our research and  development  will primarily  consist of finding  knowledgeable
agents that can analyze the business of our  potential  joint  venture  partners
throughout the U.S. and abroad with a concentration  in Europe,  the Middle East
and China.

OFF-BALANCE SHEET ARRANGEMENTS

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

LIQUIDITY AND SOURCES OF CAPITAL

We have incurred operating losses since inception.  As of March 31, 2007, we had
an accumulated  deficit of $5,308,783.  At March 31, 2007, we had $37 in cash or
cash equivalents and a net working capital deficit of $3,019,534


                                       10
<PAGE>


During the last three years,  both the Company and its wholly-owned  subsidiary,
eCast Media  Corporation,  Inc.  ("eCast"),  have been  dependent on borrowed or
invested  funds in order to finance  their ongoing  operations.  As of March 31,
2007,  eCast owed $620,000 in  outstanding  debt  represented  by 6% convertible
notes and the Company  owed  $297,800 in  outstanding  debts  represented  by 6%
convertible  notes.  These  notes  were  issued  to two of the  Company's  major
stockholders.  The  entire  balance of  $917,800  is now  classified  as current
liabilities.  During the three months ended March 31, 2007,  we borrowed a total
of $35,276 from the Company's President and a related party through non-interest
bearing  notes,  of which $25,000 was repaid during the quarter  covered by this
report and an additional $10,000 was repaid shortly  thereafter.  We also issued
two notes totaling  $41,000 to an unrelated  party during the quarter covered by
this  report to fund  operating  and  financing  needs.  We  anticipate  we will
continue  borrowing funds or obtain  additional  equity financing to provide the
Company working capital.

The audit report of the Company's independent  registered public accounting firm
for the year ended December 31, 2006 includes a "going concern" explanation.  In
the  auditor's  opinion,   the  Company's  limited  operating  history  and  the
accumulated net deficit as of December 31, 2006, raised  substantial doubt about
the Company's ability to continue as a going concern.  We require  $2,920,000 in
capital  over the next  twelve  months to pay off  accounts  payable and accrued
expenses,  and the convertible  notes and notes payable reaching maturity unless
we are able to obtain additional extensions.

Due to our limited cash flow,  operating  losses and  intangible  assets,  it is
unlikely that we could obtain financing  through  commercial or banking sources.
Consequently,  we are  dependent on  continuous  cash  infusions  from our major
stockholders and other outside sources in order to fund our current  operations.
If these outside  sources are unwilling or unable to provide  necessary  working
capital to us, we will probably not be able to sustain our  operations.  We have
no written  agreements or  contractual  obligations in place which would require
our outside  sources to continue  to finance  our  operations.  The NT Media and
eCast notes are voluntarily  convertible when our or eCast's  securities (as the
case may be) are trading  publicly and the underlying  stock of the  convertible
notes have been registered with the SEC and declared  effective.  If they remain
unpaid,  the notes  will  automatically  convert  to  common  stock on the fifth
anniversary  of  their  respective  issuances.   Unless  extended,  the  current
outstanding  convertible notes will convert during 2007 and 2008 to common stock
with a fair market value in the total amount of $917,800.

As of March 31, 2007, we are using the offices of the Company's  President,  Ali
Moussavi,  at no cost,  as the  Company's  office.  We expect to  maintain  this
arrangement  until adequate funds are available to lease an office.  If adequate
funds  do not  become  available,  management  believes  that its  officers  and
directors  will  contribute  capital  amounts  necessary  to fund the  Company's
ongoing  expenses;  however,  the Company's  officers and directors are under no
obligation  to do so. If we are unable to pay the  Company's  debt as it becomes
due and are unable to obtain  financing on terms acceptable to us, or at all, we
will not be able to accomplish any or all of the Company's  initiatives and will
be forced to consider  steps that would  protect the  Company's  assets  against
creditors.


                                       11
<PAGE>


CRITICAL ACCOUNTING POLICIES

There were no critical  accounting  policies that by the nature of the estimates
or  assumptions  are  material  due to the levels of  subjectivity  and judgment
necessary to account for highly uncertain matters or the  susceptibility of such
matters to change.

ITEM 3.  CONTROLS AND PROCEDURES

As required by SEC rules, we have evaluated the  effectiveness of the design and
operation of our  disclosure  controls and  procedures  at the end of the period
covered by this report.  The evaluation  was carried out by our Chief  Executive
Officer and Acting  Principal  Financial  Officer (the  "Certifying  Officers").
Based upon this  evaluation,  the  Certifying  Officers have  concluded that the
design and operation of our  disclosure  controls and  procedures are effective.
Such  disclosure  controls and  procedures  are designed to ensure that material
information is made known to the Certifying  Officers,  particularly  during the
period in which this report was prepared. The Certifying Officers have evaluated
the effectiveness of our disclosure controls and procedures as of the end of the
period  covered by this  report and believe  that our  disclosure  controls  and
procedures  are effective  based on the required  evaluation.  During the period
covered  by this  report,  there  were no  changes  in  internal  controls  that
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

While  management  believes that our disclosure  controls and procedures and our
internal control over financial  reporting are effective,  no system of controls
can  prevent  all error and all  fraud.  A control  system,  no matter  how well
designed and operated, can provide only reasonable, not absolute, assurance that
the control system's  objectives will be met.  Further,  the design of a control
system  must  reflect  the fact that  there are  resource  constraints,  and the
benefits of controls must be considered relative to their costs.  Because of the
inherent  limitations  in all control  systems,  no  evaluation  of controls can
provide  absolute  assurance that all control issues and instances of fraud,  if
any, within our company have been detected.  These inherent  limitations include
the  realities  that  judgments  in  decision-making  can be  faulty,  and  that
breakdowns  can occur  because of simple error or mistake.  Controls can also be
circumvented by the individual acts of some persons, by collusion of two or more
people, or by management  override of the controls.  The design of any system of
controls  is based in part upon  certain  assumptions  about the  likelihood  of
future  events,  and there can be no  assurance  that any design will succeed in
achieving its stated goals under all  potential  future  conditions.  Over time,
controls may become inadequate because of changes in conditions or deterioration
in the degree of  compliance  with its  policies or  procedures.  Because of the
inherent  limitations in a cost-effective  control system,  misstatements due to
error or fraud may occur and not be detected.


                                       12
<PAGE>


                                     PART II
                                OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

We are aware of a threatened  litigation  matter  involving  the  nonpayment  of
certain legal fees. The claim for this matter is approximately $9,000.

There are no other past, pending or, to our knowledge,  threatened litigation or
administrative  actions  which in our opinion have had or are expected to have a
material  adverse  effect upon our business,  prospects  financial  condition or
operations.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES

The Company completed the following sales of unregistered  securities to foreign
investors  in  reliance  upon  the  exemption  from  registration   provided  by
Regulation S of the  Securities  Act of 1933, as amended,  on the basis that the
sale of such securities was completed in an "offshore  transaction,"  as defined
in Rule 902(h) of Regulation S.

As of March 31, 2007, the Company had outstanding  convertible notes of $917,800
with two shareholders, with $287,200 and $630,600 of 6% subordinated convertible
notes  outstanding to  shareholders  who owned 5% and 15%,  respectively  of the
issued and outstanding  stock of the Company as of March 31, 2007. All notes are
convertible  to common  shares,  $0.001 par value,  at a  conversion  price that
equals the  average  bid price of the  common  stock for the five  trading  days
immediately  preceding the conversion  date. The notes are convertible  when the
Company's  securities  are  trading  publicly  and the  underlying  stock of the
debenture  has  been  registered  with  the SEC and  declared  effective.  It is
mandatory  that the notes be  converted on the extended due dates or are due and
payable in the event that the Company's  shares of common stock are not publicly
traded.  All of these notes are  classified as a current  liability at March 31,
2007, and must be converted within one year.

During the period ended March 31, 2007, these convertible notes in the amount of
$237,900 reached their maturity date and were extended for an additional  period
of one year under the same terms and conditions.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

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

         None.

ITEM 5.  OTHER INFORMATION

         None.

ITEM 6.  EXHIBITS

  EXHIBIT
   NUMBER         DESCRIPTION
------------      --------------------------------------------------------------
Exhibit 2.1       Stock Exchange Agreement dated April 17, 2001 (1)

Exhibit 3.1       Certificate of Incorporation dated March 14, 2000 (2)

Exhibit 3.2       Bylaws dated March 14, 2000 (2)


                                       13
<PAGE>


Exhibit 3.3       Amendment to Certificate of Incorporation dated April 24, 2001
                  (1)

Exhibit 4.1       2006 Consultant Stock Plan (6)

Exhibit 10.1      Executive Employment Agreement with Chris Mehringer (3)

Exhibit 10.2      Office Lease (3)

Exhibit 10.3      Operating  Agreement  between  NT  Media  Corp.  of CA  and SU
                  Productions, LLC dated April 9, 2004 (5)

Exhibit 10.4      Homie Doroodian Consulting Agreement, filed herewith

Exhibit 10.5      Amir Pirnia Consulting Agreement, filed herewith

Exhibit 14.1      Code of Business Conduct and Ethics of Registrant (4)

Exhibit 31.1      Certification  Pursuant to Section  302 of the  Sarbanes-Oxley
                  Act of 2002, filed herewith

Exhibit 32.1      Certification  Pursuant to 18 U.S.C.  Section 1350, As Adopted
                  Pursuant  to Section  906 of the  Sarbanes-Oxley  Act of 2002,
                  filed herewith.


(1)      Incorporated  by  reference  to exhibits  2.1 and 3.3 to the  Company's
         Current Report on Form 8-K filed on May 1, 2001.

(2)      Incorporated  by  reference  to exhibits  3.1 and 3.2 to the  Company's
         Registration Statement on Form SB-2 filed on June 1, 2000.

(3)      Incorporated  by reference to exhibits  10.1 and 10.2 to the  Company's
         Annual Report on Form 10-KSB filed on April 9, 2002.

(4)      Incorporated  by  reference  to exhibit  14.1 to the  Company's  Annual
         Report on Form 10-KSB filed on April 14, 2004.

(5)      Incorporated  by  reference  to exhibit  10.3 to the  Company's  Annual
         Report on Form 10-KSB filed on May 20, 2005.

(6)      Incorporated by reference to exhibit 4.1 to the Company's  Registration
         Statement on Form S-8 filed on July 6, 2006.


                                       14
<PAGE>


                                   SIGNATURES

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


Dated:  May 15, 2007              NT MEDIA CORP. OF CALIFORNIA, INC.

                                  /s/ Ali Moussavi
                                  ----------------------------------------------
                                  Ali Moussavi,
                                  President, Chief Executive Officer (Principal
                                  Executive Officer), and Acting Chief Financial
                                  Officer (Acting Principal Financial Officer)


                                       15