UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 10-K/A

Amendment No. 1

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

For the fiscal year ended December 31, 2013

Commission File Number 000-54359

IN Media Corporation

(Exact name of Registrant as specified in its charter)

4920 El Camino Real, Suite 100, Los Altos, CA 94022

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to section 12(g) of the Act:

Common Stock, $.001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes      . No  X .

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act

Yes      . No  X .

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 (§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      . No  X .

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.      .

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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):

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes      . No  X .

As of February 20, 2014, the registrant had 63,293,476 shares of common stock issued and outstanding.  The current market value of our common stock as of February 20, 2014 is $0.04 per share. The aggregate market value of the common stock held by non-affiliates, as of June 30, 2013 (the last business day of the registrant’s most recently completed second fiscal quarter) was $6,985,000 based on the closing price of the common stock of $0.21.

Documents Incorporated by Reference:  None

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EXPLANATORY NOTE

The purpose of this Amendment No. 1 to the Annual Report of IN Media Corporation (the “Company”) on Form 10-K for the year ended December 31, 2013, filed with the Securities and Exchange Commission on April 15, 2014 (the “Form 10-K”), is to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T.  Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language).

Other than the aforementioned, no other changes have been made to the Form 10-K.  This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

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 PART IV

Item 15.  Exhibits

The following exhibits are included with this filing:

*Incorporated by reference to the Company’s Amended Annual Report on Form 10-K/A, filed November 14, 2011.

**Incorporated by reference to the Company’s Annual Report on Form 10-K, filed April 15, 2014.

***Filed herein.

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SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

April 16, 2014

IN Media Corporation

/s/ Nitin Karnik

By: Nitin Karnik

Chief Executive Officer and Director (Principal Executive Officer)

/s/ Simon P. Westbrook

By: Simon P. Westbrook

Chief Financial Officer, Chief Financial Officer (Principal Accounting Officer)

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

/s/ Nitin Karnik

April 16,  2014

Nitin Karnik

Date

Chief Executive Officer and Director

(Principal Executive Officer)

/s/ Simon P. Westbrook

April 16, 2014

Simon P. Westbrook

Date

Chief Financial Officer, Principal Accounting Officer

(Principal Financial Officer)

/s/ Danny Mabey

April 16, 2014

Danny Mabey

Date

Director

/s/ Fred Wilson

April 16, 2014

Fred Wilson

Date

Director

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