Quarterly Report (10-q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2015

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to _______

Commission File Number 000-18945

GOLIATH FILM AND MEDIA HOLDINGS

(Exact name of registrant as specified in its charter)

Nevada		84-1055077
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

4640 Admiralty Way, Suite 500, Marina del Rey, California		90292
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number: (909)612-1708

Indicate by check mark whether registrant (1) has filed all reports 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. [X] Yes [ ] 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). [X] Yes [ ] No

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

Large accelerated filer	[ ]	Accelerated filer	[ ]
Non-accelerated filer (Do not check if smaller reporting company)	[ ]	Smaller reporting company	[X]

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

There were 150,188,917 shares of common stock issued and outstanding as December 9, 2015.

GOLIATH FILM AND MEDIA HOLDINGS

		Page(s)
PART I – FINANCIAL INFORMATION

Item 1. Financial Statements		3

Condensed Consolidated Balance Sheets as of October 31, 2015 (unaudited) and April 30, 2015		4

Condensed Consolidated Statements of Operations for the three and six month periods ended October 31, 2015 and 2014 (unaudited)		5

Condensed Consolidated Statements of Cash Flows for the six month periods ended October 31, 2015 and 2014 (unaudited)		6

Notes to the Condensed Consolidated Financial Statements (unaudited)		7

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		15

Item 3. Quantitative and Qualitative Disclosures About Market Risk		23

Item 4. Controls and Procedures		23

PART II – OTHER INFORMATION

Item 1. Legal Proceedings		24

Item 1A. Risk Factors		24

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		24

Item 3. Defaults Upon Senior Securities		24

Item 4. Mine Safety Disclosures		24

Item 5. Other Information		24

Item 6. Exhibits		24

Signatures		25

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

In the opinion of management, the financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.

The results for the periods ended October 31, 2015 and 2014 are not necessarily indicative of the results of operations for the full year.

GOLIATH FILM AND MEDIA HOLDINGS

CONDENSED CONSOLIDATED BALANCE SHEETS

	October 31, 2015			April 30, 2015
	(unaudited)
ASSETS
Current assets
Cash	$	2,425		$	579
Prepaid expenses		299			299
Total current assets		2,724			878

Long-term assets
Other assets		15,000			—
Film production costs		128,174			—
Total long-term assets		143,174			—

Total assets	$	145,898		$	878

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

Current liabilities
Accounts payable	$	30,526		$	30,385
Accounts payable - related party		9,000			9,000
Overdraft from bank		5,279			—
Total current liabilities		44,805			39,385

Long-term liabilities
Advance for film production costs		100,000			—
Total long-term liabilities		100,000			—

Total liabilities		144,805			39,385

Stockholders’ equity (deficit)
Preferred stock, $0.001 par value, 1,000,000 shares authorized; no shares issued and outstanding at October 31, 2015 and April 30, 2015		—			—

Common stock, $0.001 par value, 300,000,000 shares authorized; 150,188,917 and 138,964,917 shares issued and outstanding, at October 31, 2015 and April 30, 2015, respectively		150,189			138,965
Additional paid in capital		552,516			451,500
Accumulated deficit		(701,612	)		(628,972	)
Total stockholders’ equity (deficit)		1,093			(38,507	)

Total liabilities and stockholders’ equity (deficit)	$	145,898		$	878

See accompanying notes to unaudited condensed consolidated financial statements.

GOLIATH FILM AND MEDIA HOLDINGS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

	For the Six Months Ended						For the Three Months Ended
	October 31,						October 31,
	2015			2014			2015			2014
Operating expenses
General and administrative	$	71,980		$	135,823		$	29,022		$	68,903
Sales and marketing		—			29,210			—			21,084
Total operating expenses		71,980			165,033			29,022			89,987

Loss from operations		(71,980	)		(165,033	)		(29,022	)		(89,987	)

Loss before income tax		(71,980	)		(165,033	)		(29,022	)		(89,987	)

Provision for income taxes		660			540			330			330

Net loss	$	(72,640	)	$	(165,573	)	$	(29,352	)	$	(90,317	)

Net loss per share of common stock:
Basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)		(0.00	)

Weighted average shares
Outstanding – basic and diluted		144,973,368			129,785,079			148,782,005			131,690,026

See accompanying notes to unaudited condensed consolidated financial statements.

GOLIATH FILM AND MEDIA HOLDINGS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	For the Six Months Ended,
	October 31, 2015			October 31, 2014

Cash flows from operating activities
Net loss	$	(72,640	)	$	(165,573	)
Adjustments to reconcile net loss to net cash used in operating expenses
Amortization of prepaid expenses		—			68,000
Changes in operating assets and liabilities:
Prepaid assets		—			4,786
Accounts payable		141			8,241
Net cash used in operating activities		(72,499	)		(84,546	)

Cash flows from investing activities
Investment film costs		(128,174	)		—
Investment in films		(15,000	)		—
Net cash used in investing activities		(143,174	)		—

Cash flows from financing activities
Advance for film production costs		100,000			—
Proceeds from issuance of common stock		112,240			92,165
Cash overdraft		5,279			(1,894	)
Net cash provided by financing activities		217,519			90,271

Net change in cash		1,846			90,271
Cash at beginning of period		579			—
Cash at end of period	$	2,425		$	5,725

Supplemental Disclosure of non-cash investing and financing activities:
Common stock issued for services	$	—		$	136,000
Supplemental Disclosure of cash flow Information:
Cash paid for interest	$	—		$	—
Cash paid for taxes	$	—		$	—

See accompanying notes to unaudited condensed consolidated financial statements.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

NOTE 1 – CONDENSED FINANCIAL STATEMENTS

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results and operations and cash flows at October 31, 2015 and for all periods presented herein, have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s April 30, 2015 and 2014 audited financial statements filed on Form 10K on August 13, 2015. The results of operations for the periods ended October 31, 2015 and 2014 are not necessarily indicative of the operating results for the full years.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization, Nature of Business and Trade Name

On October 31, 2011 (the “Closing Date”), China Advanced Technology acquired Goliath Film and Media International, a California corporation, by issuing 47,000,000 shares of its Common Stock, constituting 70.1% of the outstanding shares after giving effect to their issuance and the cancellation of 15,619,816 shares held by China Advanced Technology’s prior control person. Immediately following the Closing, 67,100,000 shares were issued and outstanding, including the 100,000 shares sold. On the Closing Date, the name of China Advanced Technology was changed to Goliath Film and Media Holdings (“Goliath”, “GFMH”, or “the Company”). All share numbers herein have been adjusted for an eight-for-1 forward stock split affected as of the Closing Date. The forward stock split was reflected in the trading market on February 13, 2012. The transaction was accounted for as a reverse acquisition in which Goliath Film and Media International is deemed to be the accounting acquirer, and the prior operations of Goliath (formerly China Advanced Technology) are consolidated for accounting purposes. Since Goliath had no operations, assets, or liabilities as of the Closing Date, no audit of that entity was required under the materiality thresholds of Regulation S-X Rule 8-04.

The Company is engaged in the distribution of motion pictures and digital content.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its subsidiary. All intercompany accounts and transactions have been eliminated.

Basis of Presentation

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Actual results could differ from those estimates. Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that (1) recorded transactions are valid; (2) all valid transactions are recorded and (3) transactions are recorded in the period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the company for the respective periods being presented.

Use of Estimates

The preparation of financial statements in accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements’ estimates or assumptions could have a material impact on the Company’s financial condition and results of operations during the period in which such changes occurred.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

Actual results could differ from those estimates. The Company’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.

Accounts Receivable

Accounts receivable, if any are carried at the expected net realizable value. The allowance for doubtful accounts, when determined, will be based on management’s assessment of the collectability of specific customer accounts and the aging of the accounts receivables. If there were a deterioration of a major customer’s creditworthiness, or actual defaults were higher than historical experience, our estimates of the recoverability of the amounts due to us could be overstated, which could have a negative impact on operations.

The Company currently does not have any accounts receivable. The above accounting policies will be adopted upon the Company carrying accounts receivable.

Intangible Assets

The Company’s intangible assets consist of intellectual property, principally comprised of costs to produce films. The Company periodically reviews its long lived assets to ensure that their carrying value does not exceed their fair market value.

Revenue Recognition

We will recognize revenues in accordance with the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104 “Revenue Recognition”.

Under SAB 104, four conditions must be met before revenue can be recognized: (i) there is persuasive evidence that an arrangement exists, (ii) delivery has occurred or service has been rendered, (iii) the price is fixed or determinable, and (iv) collection is reasonably assured. The Company provides for an allowance for doubtful account based history and experience considering economic and industry trends. The Company does not have any off-Balance Sheet exposure related to its customers.

Goliath Film and Media International, intends to develop and license for distribution quality motion picture and television content. Revenue is recognized when the company receives a contract for the license of its content and its content is delivered to the customer.

The Company currently does not have a means for generating revenue. Revenue and cost recognition procedures will be implemented based on the type of properties required and sale contract specifications.

Advertising

Advertising expenses are recorded as general and administrative expenses when they are incurred. There was no advertising expense for the three and six months ended October 31, 2015 and 2014, respectively.

Research and Development

All research and development costs are expensed as incurred. There was no research and development expense for the three and six months ended October 31, 2015 and 2014, respectively.

Income tax

We account for income taxes under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) No. 740, Income Taxes (“ASC 740”). Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

Non-Cash Equity Transactions

Shares of equity instruments issued for non-cash consideration are recorded at the fair value of the consideration received based on the market value of services to be rendered, or at the value of the stock given, considered in reference to contemporaneous cash sale of stock.

Fair Value Measurements

Effective beginning second quarter 2010, the FASB ASC Topic 825, Financial Instruments, requires disclosures about fair value of financial instruments in quarterly reports as well as in annual reports. For the Company, this statement applies to certain investments and long-term debt. Also, the FASB ASC Topic 820, Fair Value Measurements and Disclosures , clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value and requires additional disclosures about the use of fair value measurements.

Various inputs are considered when determining the value of the Company’s investments and long-term debt. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in these securities. These inputs are summarized in the three broad levels listed below.

●	Level 1 – observable market inputs that are unadjusted quoted prices for identical assets or liabilities in active markets.

●	Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, credit risk, etc.).

●	Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).

The Company’s adoption of FASB ASC Topic 825 did not have a material impact on the Company’s consolidated financial statements.

The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. The Company had no financial assets or liabilities carried and measured on a nonrecurring basis during the reporting periods. Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. The Company had no financial assets and/or liabilities carried at fair value on a recurring basis at October 31, 2015, assets and liabilities approximate fair value due to their short term nature.

The availability of inputs observable in the market varies from instrument to instrument and depends on a variety of factors including the type of instrument, whether the instrument is actively traded, and other characteristics particular to the transaction. For many financial instruments, pricing inputs are readily observable in the market, the valuation methodology used is widely accepted by market participants, and the valuation does not require significant management discretion. For other financial instruments, pricing inputs are less observable in the market and may require management judgment. As of October 31, 2015, the Company had no assets other than prepaid expenses and cash.

Basic and diluted earnings per share

Basic earnings per share are based on the weighted-average number of shares of common stock outstanding. Diluted Earnings per share is based on the weighted-average number of shares of common stock outstanding adjusted for the effects of common stock that may be issued as a result of the following types of potentially dilutive instruments:

●

Warrants,

●	Employee stock options, and

●	Other equity awards, which include long-term incentive awards.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

The FASB ASC Topic 260, Earnings Per Share, requires the Company to include additional shares in the computation of earnings per share, assuming dilution.

Diluted earnings per share is based on the assumption that all dilutive options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options are assumed to be exercised at the time of issuance, and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

Basic and diluted earnings per share are the same as there were no potentially dilutive instruments for the three and six months ended October 31, 2015 and 2014, respectively.

Concentrations, Risks, and Uncertainties

The Company did not have a concentration of business with suppliers or customers constituting greater than 10% of the Company’s gross sales during 2015 and 2014.

Stock Based Compensation

In accordance with ASC No. 718, Compensation – Stock Compensation (“ASC 718”), we measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share appreciation rights and employee share purchase plans. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant. We apply this statement prospectively. Equity instruments (“instruments”) issued to other than employees are recorded on the basis of the fair value of the instruments, as required by ASC 718. ASC No. 505, Equity Based Payments to Non-Employees (“ASC 505”) defines the measurement date and recognition period for such instruments. In general, the measurement date is (a) when a performance commitment, as defined, is reached or (b) when the earlier of (i) the non-employee performance is complete or (ii) the instruments are vested. The measured value related to the instruments is recognized over a period based on the facts and circumstances of each particular grant as defined in the ASC 505.

Accounting for Derivative Financial Instruments

We evaluate financial instruments using the guidance provided by ASC 815 and apply the provisions thereof to the accounting of items identified as derivative financial instruments not indexed to our stock.

Accounting for Film Costs

Film production costs include the unamortized costs of films in progress which are being produced by the Company.

For films produced by the Company, capitalized costs include all direct production costs, and production overhead.

Costs of producing films are amortized using the individual-film-forecast method, whereby these costs are amortized and participations and residuals costs are accrued in the proportion that current year’s revenue bears to management’s estimate of ultimate revenue at the beginning of the current year expected to be recognized from the exploitation, exhibition or sale of the films. Ultimate revenue includes estimates over a period not to exceed ten years following the date of initial release of the motion picture.

Film production costs are stated at the lower of amortized cost or estimated fair value. The valuation of film production costs is reviewed on a title-by-title basis, when an event or change in circumstances indicates that the fair value of a film is less than its unamortized cost. During the three and six months ended October 31, 2015 and 2014, the Company recorded no impairment charges.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

NOTE 3 – RECENTLY ENACTED ACCOUNTING STANDARDS

The Company does not expect the adoption of any other recent accounting pronouncements to have a material impact on its financial statements.

NOTE 4 – INTANGIBLE ASSETS

Film Production Costs

On September 18, 2015 GFMH signed a distribution agreement with Mar Vista Entertainment, LLC to distribute a feature length motion picture currently in production by GFMH. Per the agreement, GMFH will receive $125,000 in advance payments per an agreed delivery schedule for providing distribution rights on the motion picture “Merry Exes” a Christmas holiday movie being produced by GFMH to Mar Vista Entertainment LLC. Additionally, Mar Vista Entertainment, LLC will receive 35% of the gross proceeds for a period of 25 years on the motion picture. The Company has not received any advance payments for Merry Exes.

On May 20, 2015 GFMH signed a distribution agreement with Mar Vista Entertainment, LLC to distribute a feature length motion picture currently in post-production by GFMH. Per the agreement, GMFH will receive $175,000 in advance payments per an agreed delivery schedule for providing distribution rights on the motion picture “Terror Birds” a science fiction movie being produced by GFMH to Mar Vista Entertainment LLC. Additionally, Mar Vista Entertainment, LLC will receive 30% of the gross proceeds for a period of 25 years on the film. During the six months ended October 31, 2015, the Company received $100,000 from Mar Vista Entertainment, LLC to offset certain production costs of the motion picture Terror Birds. During the six months ended October 31, 2015 the Company incurred a total of approximately $128,000 in production costs for the motion picture Terror Birds.

Other Assets

On April, 1, 2015 GFMH signed an agreement whereby the Company agreed to invest $15,000 to KKO Productions to produce a feature length motion picture known as “Forgiven”. Per the agreement GFMH will receive 15% of adjusted gross proceeds after its initial investment has been entirely recouped through adjusted gross proceed. Additionally, the Company will receive two on screen credits as Executive Producer as well as receiving credit on all advertising, publicity and packaging of the motion picture. The investment of $15,000 presented in Other assets on the balance sheet has not yet been repaid, due to the fact that no revenues will be generated until this film is released.

NOTE 5 – COMMON STOCK

The Company has authorized 1,000,000 shares of preferred stock, $0.001 par value, with such rights, preferences and designation and to be issued in such series as determined by the Board of Directors. No shares of preferred stock are issued and outstanding at October 31, 2015.

The Company has authorized 300,000,000 shares of par value $0.001 common stock, of which 150,188,917 and 138,964,917 shares are outstanding at October 31, 2015 and April 30, 2015, respectively.

During the six months ended October 31, 2015, the Company entered into separate private placement memorandums with an affiliate shareholder under which we issued 11,224,000 shares of our common stock, restricted in accordance with Rule 144, in exchange for $112,240. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was sophisticated and familiar with our operations at the time of the issuance of the shares.

During the year ended April 30, 2015, the Company entered into separate private placement memorandums with an affiliate shareholder under which we issued 11,603,250 shares of our common stock, restricted in accordance with Rule 144, in exchange for $136,365. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was sophisticated and familiar with our operations at the time of the issuance of the shares.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

On February 26, 2013, the Company filed a Certificate of Amendment to its Restated Certificate of Incorporation with the Secretary of State of the State of Nevada to increase the number of authorized common shares from 149 million to 300 million. The resolution to increase the number of shares was adopted by unanimous written consent of the board of directors.

NOTE 6 – GOING CONCERN

The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have significant cash or other current assets, nor does it have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern.

Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to laws or regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business.

Management expects to seek potential business opportunities for merger or acquisition of existing companies. Currently the Company has yet to locate any merger or acquisition candidates. Management is not currently limiting their search for merger or acquisition candidates to any industry or locations. Management, while not especially experienced in matters relating to public company management, will rely upon their own efforts and, to a much lesser extent, the efforts of the Company’s shareholders, in accomplishing the business purposes of the Company.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern.

During the next year, the Company’s foreseeable cash requirements will relate to continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with reviewing or investigating any potential business ventures. The Company may experience a cash shortfall and be required to raise additional capital.

Historically, the Company has relied upon internally generated funds and funds from the sale of shares of stock to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Company’s stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Company’s failure to do so could have a material and adverse effect upon its and its shareholders.

In the past year, the Company funded operations by using cash proceeds received through the issuance of common stock. For the coming year, the Company plans to continue to fund the Company through debt and securities sales and issuances, focus on a possible joint venture or merger until the company generates revenues through the operations of such merged company or joint venture as stated above.

NOTE 7 – RELATED PARTY TRANSACTIONS

During the six months ended October 31, 2015, the Company sold 11,224,000 (11,603,250 shares in the year ended April 30, 2015) restricted common shares to an affiliate shareholder pursuant to a private placement memorandum in exchange for $112,240 ($136,365 in the year ended April 30, 2015). During the six months ended October 31, 2014, the Company sold 7,183,250 restricted common shares to an affiliate shareholder pursuant to a private placement memorandum in exchange for $92,165.

In six months ended October 31, 2015 and 2014, the Company paid C&R Film for consulting and reimbursement of various expenses of $15,629 and $0, respectively. C&R Film is controlled by Lamont Robert, CEO and Acting CFO of the Company.

Further, Mike Criscione, Director of the Company received payments for consulting and reimbursement of various expenses of $29,925 and $4,100 in six months ended October 31, 2015 and 2014, respectively.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

The Company issued 5,000,000 restricted common shares to its Chief Financial Officer pursuant to his consulting contract dated May 1, 2014, valued at $20,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract. The Company also issued 2,000,000 restricted common shares for professional services per consulting contracts dated May 1, 2014, valued at $8,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract.

The Company issued 2,000,000 restricted common shares to its President and Chief Executive Officer, pursuant to his consulting contract dated May 1, 2014, valued at $8,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract. Further, the Company issued 25,000,000 restricted common shares to a Director of the Company and to manage sales and marketing activities for the Company pursuant to his consulting contract dated May 1, 2014, valued at $100,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract.

Related party transactions have been disclosed in the other notes to these financial statements.

NOTE 8 – COMMITMENTS AND CONTINGENCIES

Production Agreements

On May 20, 2015 GFMH signed a distribution agreement with Mar Vista Entertainment, LLC to distribute a feature length motion picture currently in post-production by GFMH. Per the agreement, the Company will receive $175,000 in advance payments per an agreed delivery schedule for providing distribution rights on the motion picture “Terror Birds” a science fiction movie being produced by GFMH to Mar Vista Entertainment LLC. Additionally, Mar Vista Entertainment, LLC will receive 30% of the gross proceeds for a period of 25 years on the film. As of October 31, 2015, the Company has received $100,000 as an advance payment.

On April, 1, 2015 GFMH signed an agreement whereby the Company agreed to invest $15,000 to KKO Productions to produce a feature length motion picture known as “Forgiven”. Per the agreement GFMH will receive 15% of adjusted gross proceeds after its initial investment has been entirely recouped through adjusted gross proceed. Additionally, the Company will receive two on screen credits as Executive Producer as well as receiving credit on all advertising, publicity and packaging of the motion picture. The investment of $15,000 presented in other assets on the balance sheet has not yet been repaid, due to the fact that no revenues will be generated until this film is released.

Distribution Agreements

On October 22, 2014 Goliath Film and Media Holdings, Inc. Goliath Film and Media Holding (“GFMH”) will distribute all foreign rights for the motion picture “Virus X,” “Film” starring Sybil Danning with some of the key terms as follows:

1. Time frame (Term) – 18 months with ability to renew at same terms for another 18 months if agreed by both parties by end of the 18 month term. Term begins October 22, 2014.

2. Markets – In all foreign media known and unknown.

3. Compensation to GFMH- 15% of gross proceeds on all foreign territories. Said 15% (of 100%) is inclusive and includes, but not limited to, all payments, fees and reimbursements of any and all kinds made and/or incurred by GFMH through the exploitation of the Film.

4. Renewals - when the contract is renewed by a particular territory, GFMH will be the entity of record to effectuate the renewals, yet only after notification is made to and approved verbally or written by Empire Films.

GOLIATH FILM AND MEDIA HOLDINGS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2015 AND 2014

(Unaudited)

On October 29,2014, Goliath Film and Media Holding entered into a Distribution and Sales Agreement with EMILIO ROSO (“Producer”) granting all domestic and foreign distribution rights, excluding digital streaming for the motion pictures “Day of Redemption,” “On Borrowed Time” and “Tumbleweed,” with some of the major terms as follows:

1. Time frame (Term) – 18 months. Term begins October 29th 2014. This contract will not automatically renew.

2. Markets – In all domestic and foreign media known and unknown and all domestic and foreign territories.

3. Compensation to Goliath Film and Media Holdings - 25% of gross proceeds on all domestic and foreign territories, except digital streaming. Said 25% (of 100%) is inclusive and includes, but not limited to, all payments, fees and reimbursements of any and all kinds made and/or incurred by Goliath Film and Media Holdings through the exploitation of the motion pictures.

Legal

The Company is not a party to or otherwise involved in any legal proceedings.

In the ordinary course of business, from time to time the Company may be involved in various pending or threatened legal actions. The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon the Company’s financial condition and/or results of operations. However, in the opinion of management, other than as set forth herein, matters currently pending or threatened against the Company are not expected to have a material adverse effect on its financial position or results of operations.

NOTE 9 – SUBSEQUENT EVENTS

On November 17, 2015, GFMH receive $10,000 from a non affiliated, non related party in the form of a promissory note with a due date of March 31, 2016 bearing an interest rate of five percent for the purposes of working capital on the feature length holiday motion picture “Merry Exes”.

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

Forward Looking Statement Notice

Certain statements made in this Quarterly Report on Form 10-Q are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Goliath Film and Media Holdings, (“we”, “us”, “our” or the “Company”) to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks and uncertainties. The Company’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. Although the Company believes its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance the forward-looking statements included in this Quarterly Report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives and plans of the Company will be achieved.

Description of Business

The Company was incorporated in Nevada on February 16, 2010 under the name “China Advanced Technology” as the successor by merger to Vitalcare Diabetes Treatment Centers, Inc. (“Vitalcare”). In February and March 2010, Vitalcare underwent a holding company reorganization under Delaware law, pursuant to which it became a wholly-owned subsidiary of Vitalcare Holding Corporation, and Vitalcare, together with its assets and liabilities, was sold to a non-affiliated third party. Vitalcare Holding Corporation subsequently reincorporated in Nevada by merger into China Advanced.

Vitalcare was in the business of administering medical clinics specializing in diabetes treatment. It was the successor to Network Financial Services, Inc. (“Network”), which went public in an underwritten offering in 1987. Network was engaged in mortgage origination, and changed its name to Westmark Group Holdings (“Westmark”) in 1993 in connection with the acquisition of Westmark Mortgage from Primark Corporation. Westmark ceased operations at some time in 2006, and in 2006 ceased filing reports under the Securities Exchange Act of 1934. The corporate entity was thereafter known as Viking Consolidated, Inc. (2006), Tailor Aquaponics World Wide, Inc. (2007) and Diversified Acquisitions (2007) until it entered the medical clinic business in early 2008. The Company has no information regarding any business activities from 2006 after the mortgage origination business closed, to early 2008.

On October 25, 2011, Goliath Film and Media International, a California corporation, entered into an Agreement and Plan of Reorganization (the “Exchange Agreement”), pursuant to which Goliath Film and Media International was acquired by China Advanced Technology. Prior to the acquisition, our principal operations consisted of internet marketing, and were conducted through a wholly owned subsidiary, Live Wise, Inc. Live Wise was disposed of on October 31, 2011 for cancellation of debt and shares described below. At the Closing Date, there were no assets or liabilities on China Advanced Technology’s balance sheets.

The transaction closed on October 31, 2011 (the “Closing Date”). On the Closing Date China Advanced Technology acquired Goliath Film and Media International by issuing 47,000,000 shares of its Common Stock, constituting 70.1% of the outstanding shares after giving effect to their issuance and the cancellation of 15,619,816 shares held by China Advanced Technology’s prior control person. Immediately following the Closing, 67,100,000 shares were issued and outstanding. On the Closing Date, the name of China Advanced Technology was changed to Goliath Film and Media Holdings. All share numbers herein have been adjusted for an eight-for-1 forward stock split affected as of the Closing Date. The forward stock split was reflected in the trading market on February 13, 2012.

Overview.

Goliath Film and Media Holdings (“Goliath”, “GFMH”, or the “Company”), through its wholly-owned subsidiary Goliath Film and Media International, intends to develop and license for distribution, domestically and internationally, quality video content with an emphasis on “niche” markets of the feature film and television content segments of the entertainment industry, such as, without limitation, education, faith-based, horror and socially responsible minority content. Goliath does not intend to engage in domestic theatrical distribution of motion pictures to any significant extent.

In qualified cases, Goliath will develop screenplays that will be outsourced to an independent entity for production, but will be licensed for distribution through the Company. Goliath plans to distribute domestically and internationally, through a wide distribution network which includes major international theatrical exhibitors, and other distributors and television networks. We plan to utilize corporate sponsorships as a means of reducing the costs of advertising and marketing in distribution. Further, we may augment our marketing efforts with a limited and strategically focused advertising campaign in traditional “print” media with press releases targeted specifically toward standard entertainment industry trade journals and publications on an “as needed” basis.

Goliath’s revenue model includes receiving revenue from distribution fees. A limited number of its video properties include projects developed by Goliath and produced by an independent third party production entity.

Questions and Answers

What is your business?

We distribute motion pictures, educational videos, and other video products. We plan to distribute video properties to television stations and networks and to private groups such as religious congregations or schools. We do not intend to engage in theatrical releases of motion pictures, due to the high up front costs of advertising and marketing theatrically. Also, theatrical releases of motion pictures has historically represented only 18% of domestic revenues for the industry (13% internationally) and potentially decreasing in the future. We intend to emphasize niche markets, commencing with faith-based, educational, responsible minority content, and low budget horror movies.

Distribution Rights

The Company has the following distribution rights:

On December 9, 2014 GFMH signed a distribution agreement with Runaway Production for the distribution of two full length motion pictures, “Halloween Party” and “Wedding Video Nightmare”. Goliath Film and Media Holding will receive 20% of gross proceeds for distributing the films. No revenue has been recognized to date.

On December 8, 2014 GFMH signed a distribution agreement with CJ Creative Productions for the distribution of three full length motion pictures, “Sharp Teeth”, “Vampire Dentist”, and “Marina Monster”. Goliath Film and Media Holding will receive 25% of gross proceeds. Goliath Film and Media Holding will have both North America and foreign distribution rights for a term of 36 months from December 8, 2014. No revenue has been recognized to date. This distribution agreement was cancelled on October, 15, 2015.

On December 8, 2014 GFMH signed a distribution agreement with Brightfilm Productions for the distribution of the full length motion pictures, “I Wish You Love”. Goliath Film and Media Holding will receive 25% of gross proceeds. Goliath Film and Media Holding will have both North America(excluding Canada) and foreign distribution rights for a term of 36 months from December 8, 2014. No revenue has been recognized to date. This distribution agreement was cancelled on October 15, 2015.

On March 9, 2015 GFMH signed a non-exclusive license to sell the feature length motion pictures: “Farewell”, “Buddies” and “The Pit.” The term is for one year expiring on March 9, 2016 with compensation to Goliath of 25% of gross proceeds from the sales of each of these films. No revenue has been recognized to date.

On October 22, 2014 GFMH will distribute all foreign rights for the motion picture “Virus X,” “Film” starring Sybil Danning with some of the key terms as follows:

1. Time frame (Term) – 18 months with ability to renew at same terms for another 18 months if agreed by both parties by end of the 18 month term. Term begins October 22, 2014

2. Markets – In all foreign media known and unknown

On October 29, 2014, GFMH entered into a Distribution and Sales Agreement with EMILIO ROSO (“Producer”) granting all domestic and foreign distribution rights, excluding digital streaming for the motion pictures “Day of Redemption,” “On Borrowed Time” and “Tumbleweed,” with some of the major terms as follows:

1. Time frame (Term) – 18 months. Term began October 29, 2014. This contract will not automatically renew.

2. Markets – In all domestic and foreign media known and unknown and all domestic and foreign territories.

On February 13, 2012 the company announced that it has acquired the distribution rights to the following motion pictures: Seducing Spirits, The Perfect Argument, Marina Murders, Film Struggle, Divorce in America, A Wonderful Summer, The Truth About Layla, Living with Cancer, and The Biggest Fan. Under the distribution agreements, Goliath will receive 30% of the gross revenues for each picture it distributes. In general, the Company’s distribution contracts cover both domestic and international licensing agreements; however, for the picture The Biggest Fan, the Company obtained limited distribution rights. No revenue has been recognized to date.

Production Agreements

On September 18, 2015 GFMH signed a distribution agreement with Mar Vista Entertainment, LLC to distribute a feature length motion picture currently in production by GFMH. Per the agreement, GMFH will receive $125,000 in advance payments per an agreed delivery schedule for providing distribution rights on the motion picture “Merry Exes” a Christmas holiday movie being produced by GFMH to Mar Vista Entertainment LLC. Additionally, Mar Vista Entertainment, LLC will receive 35% of the gross proceeds for a period of 25 years on the motion picture. We have not received any advance payments for Merry Exes.

On May 20, 2015 GFMH signed a distribution agreement with Mar Vista Entertainment, LLC to distribute a feature length motion picture currently in post-production by GFMH. Per the agreement, GMFH will receive $175,000 in advance payments per an agreed delivery schedule for providing distribution rights on the motion picture “Terror Birds” a science fiction movie being produced by GFMH to Mar Vista Entertainment LLC. Additionally, Mar Vista Entertainment, LLC will receive 30% of the gross proceeds for a period of 25 years on the motion picture. During the six months ended October 31, 2015, the Company received $100,000 from Mar Vista Entertainment, LLC to offset certain production costs of the film Terror Birds. During the six months ended October 31, 2015 the Company incurred a total of approximately $128,000 in production costs for the film Terror Birds.

On April, 1, 2015 GFMH signed an agreement whereby the Company agreed to invest $15,000 to KKO Productions to produce a feature length film known as “Forgiven”. Per the agreement GFMH will receive 15% of adjusted gross proceeds after its initial investment has been entirely recouped through adjusted gross proceed. Additionally, the Company will receive two on screen credits as Executive Producer as well as receiving credit on all advertising, publicity and packaging of the film. The investment of $15,000 presented in Other assets on the balance sheet has not yet been repaid, due to the fact that no revenues will be generated until this film is released.

The Company has yet to make the investment since production of the film has yet to begin.

What is the timeline for your activities during the next 12 months?

Over the next 90 days, our efforts will be concentrated on acquiring addition distribution agreements in the genres of faith-based, educational, responsible minority content, and low budget horrors. We hope to acquire 20 or more faith-based films, 10 or more minority films, 10 Latin films, 10 low budget horror and 10 non-niche market films, during this time period. We have entered into very preliminary discussions for international licensing of our Films.

We plan to attend all the major film trade fairs, such as, the European Film Market in Berlin, the Italian Film Market, the American Film Market in Santa Monica, and others, and the International Christian Trade Show. The film markets are where buyers and sellers of motion pictures meet. There are about 89 distinct international territories for film distribution. Typically, international and domestic buyers agree to license films in each territory, for a term of 3-5 years on a per-picture basis. We also plan to market the faith based films to the 315 US Christian television channels and to the various Christian assemblies for church releases (there are 1,400 church-operated movie theatres in the US).

What is this going to cost you?

We expect that participating in all the film markets over a period of 12 months will cost less than $100,000 and that we will acquire distribution rights to properties for little or no costs.

Why are these films not being distributed already?

The main reason why good, quality motion pictures are not distributed is that the production of a motion picture requires money and creativity, and marketing a motion picture requires an entirely different set of skills. Many people dream of making a movie; few aspire to distribute them. We estimate that there are in excess of 10,000 such motion pictures “gathering dust.” There also have been substantial tax incentives for motion picture production, so that many producers do not need to depend on successful marketing in order to find investors for their projects. A secondary factor is the difficulty of finding a reputable distributor. We think that our management has an excellent reputation in the industry and we will be able to obtain distribution rights for content. Finally, many distributors as well as buyers do not have an interest in niche market films, because they see the market as limited. Goliath sees the problem to be, rather, there is no market merely because no one has assembled a critical mass of films for these niches. Most participants in the motion picture industry are based in “Hollywood” and the major coastal metropolitan areas. Our “faith-based” films especially are targeted toward the “Bible Belt” and the “Flyover Country”: places that the industry has consistently overlooked.

Why are you able to identify and acquire these motion pictures and educational videos?

Management and our advisors have decades of experience and reputation in the motion picture industry and the Christian, horror and educational markets. We know where the motion pictures are, and we know the appropriate persons, we believe, that will deal with Goliath. Once we attain a critical mass of 100 properties or more, we think it will be not very difficult to be the “faith based,” “minority content” etc. distributor that owners of motion pictures in these genres seek out.

What does “faith based” mean?

A “faith based” motion picture is one that has Christian themes, is uplifting, and is family friendly. Faith based motion pictures do have a “Christian” or traditional religious message underlying them, but are not “preachy.” According to Gallup, more than 42% of Americans attend church regularly. Internationally, Europe has a smaller but still significant population of attending Christians; Latin America and Christian Africa are higher. This niche also conforms to the significant percentage of families worldwide who are extremely cautious regarding the viewing experiences and habits of their children.

So how are you different than Netflix, Blockbuster and Hulu, to name a few? How can you compete with them? They have a lot of money and name recognition. Why wouldn’t they jump into your niches?

We have a different approach. While we may never be as large as any of the companies named above, we still believe in our potential for profitability. These larger firms must focus on a mass market for content viewing and not on specific niche strategies. They generally acquire product by licensing content from the many medium and large film libraries owned by the major distributors for motion picture as well as television product. This formula for acquiring content is extremely expensive. As an example; NETFLIX spent over $3 billion as of fiscal year-end December 31, 2013 on the licensing of content and developing and producing original programming for subscribers/members in both domestic and international markets. With personnel exceeding 2,000 employees and offices worldwide, it is apparent that in order to cover costs and generate a profit, their best strategy is to focus on targeting the mass markets.

As far as entering our space of targeted niche markets, it is an axiom of business that big companies are less nimble than smaller concerns. If one of the larger firms mentioned decides to enter our space, it is likely that their preference would be to acquire us rather than establish divisions or subsidiaries focused on niche markets, from scratch.

Don’t cable and satellite networks already offer specialty channels like TBN (for faith based) and BET (Black Entertainment Television (for the African-American Community)?

By the nature of programming, these channels have only a relatively small number of movies and scripted and reality-based programming in their rotation at any one time, and broadcast them in a cycle.

What other niches are you looking at entering?

We believe that the trend in home entertainment is servicing niches. Many viewers have cable or satellite service with hundreds of channels, but view only a few channels that cater to their particular interests. One significant type of niche we might target are the numerous immigrant groups in the United States. Other than Spanish speaking immigrants, coverage is scarce. The last official data (2004) from the US Census Bureau is that 34.2 million persons in the US are foreign born, with 54% from Latin America, 25% from Asia and 14% from Europe. Foreign-born immigrants like to watch movies from their home countries.

There are many interest groups that might be interested in specialty movies or programming. In Southern California, for instance, Surfing is quite popular, and there exists a huge body of surfing films which would be of interest.

What about ancillary markets?

We plan to incorporate advertising in some unobtrusive fashion where possible. Some specialty interest groups (eg, Surfing) could have their own online shopping for related consumer products.

What films do you have now in inventory?

We presently have acquired the distribution rights to the following motion pictures: Wedding Video Nightmare, Halloween Party, Seducing Spirits, The Perfect Argument, Marina Murders, Film Struggle, Divorce in America, A Wonderful Summer, The Truth About Layla, Living with Cancer, and The Biggest Fan. Under the distribution agreements Goliath will receive 30% of the gross revenues for each of the pictures we distribute. In general, our distribution contracts cover both domestic and international licensing agreements; however, for the picture The Biggest Fan we obtained limited distribution rights.

How do these distribution rights work?

We enter into a Distribution Agreement for each motion picture. Terms may be perpetual or limited by years. The Films we are acquiring with the proceeds of this offering will have a term of five years. We will generally obtain a fee of 20% to 30% of gross revenues. Licensing will be flexible for usage applications on a yearly or multi-year basis. Most markets, especially foreign territories have a tendency to continuously renew content licensing.

How many employees do you have? Do you have an office?

We have just 3 employees and we believe that is sufficient during the “content aggregation” phase of our development. Our administrative office is in Marina del Rey.

Do you have a website?

Our website is www.goliathfilmandmediainternational.com. We have a mirror site at www.goliathfilmandmedia.com.

Plan of Operations

We have not yet recognized any revenues. The Company incurred a net loss of $72,640 for the six months ended October 31, 2015 compared to a net loss of $165,573 for the six months ended October 31, 2014. These factors create substantial doubt about the Company’s ability to continue as a going concern. The Company’s management plan to continue as a going concern revolves around its ability to execute its business strategy of distributing films, as well as raising the necessary capital to pay ongoing general and administrative expenses of the Company.

During the six months ended October 31, 2015, we entered into separate private placement memorandums with an affiliate shareholder under which we issued 11,224,000 shares of our common stock, restricted in accordance with Rule 144, in exchange for $112,240.

The issuances were exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was sophisticated and familiar with our operations at the time of the issuance of the shares.

Results of Operations

Three Months Ended October 31, 2015 Compared to Three Months Ended October 31, 2014

Revenue

For the three months ended October 31, 2015 and 2014, we have not generated any revenues.

Operating expenses

Operating expenses decreased by $60,965, or 67.7%, to $29,022 in the three months ended October 31, 2015 from $89,987 in the three months ended October 31, 2014 primarily due to decreases in travel costs, stock based compensation expenses, marketing costs, rent, and professional fees, offset primarily by an increase in consulting services costs.

Operating expenses for the three months ended October 31, 2015 were comprised primarily of $25,700 in consulting services costs; travel costs of $1,601, rent of $398, and $1,323 of other operating expenses.

Operating expenses for the three months ended October 31, 2014 were comprised primarily of $22,200 in consulting services costs; travel costs of $8,116, stock based compensation expense of $34,000, marketing costs of $21,084, office rent of $796, professional fees of $2,763, and $1,028 of other operating expenses.

Net loss before income taxes

Net loss before income taxes for the three months ended October 31, 2015 totaled $29,022 primarily due to consulting services costs, travel costs, and rent compared to $89,987 for the three months ended October 31, 2014 primarily due to consulting services costs, travel costs, stock based compensation expenses, marketing costs, office rent, and professional fees.

Assets and Liabilities

Total assets were $145,898 as of October 31, 2015 compared to $878 as of April 30, 2015, or an increase of $145,020, primarily the result of increases in cash of $1,846, and an investment in film costs totaling $143,174. Total liabilities as of October 31, 2015 were $144,805 compared to $39,385 as of April 30, 2015, or an increase of $105,420. The increase was the result of increases in advance for film production costs of $100,000, and an advance from bank of $5,279.

Stockholders’ Equity (Deficit)

Stockholders’ equity (deficit) was $1,093 as of October 31, 2015. Stockholder’s equity (deficit) consisted primarily of shares issued for cash in the amount of $508,955, and stock issued for services rendered of $193,750, offset primarily by the accumulated deficit of $701,612.

Six Months Ended October 31, 2015 Compared to Six Months Ended October 31, 2014

Revenue

For the six months ended October 31, 2015 and 2014, we have not generated any revenues.

Operating expenses

Operating expenses decreased by $93,053, or 56.4%, to $71,980 in the six months ended October 31, 2015 from $165,033 in the six months ended October 31, 2014 primarily due to decreases in stock based compensation expense, travel costs, and professional fees, marketing costs, and rent, offset primarily by an increase consulting services costs.

Operating expenses for the six months ended October 31, 2015 were comprised primarily of rent of $995, $66,374 in consulting services costs, travel costs of $3,007, and $1,604 of other operating expenses.

Operating expenses for the six months ended October 31, 2014 were comprised primarily of rent of $1,045, $47,181 in consulting services costs, travel costs of $10,676, audit costs and other professional fees of $7,763, stock based compensation expense of $68,000, marketing costs of $29,210, and $1,158 of other operating expenses.

Net loss before income taxes

Net loss before income taxes for the six months ended October 31, 2015 totaled $71,980 primarily due to rent, consulting services costs, and travel costs, compared to $165,033 for the six months ended October 31, 2014 primarily due to rent, consulting services costs, audit costs and other professional fees, travel costs, marketing costs, and stock based compensation expense.

Liquidity and Capital Resources

General – Overall, we had an increase in cash flows of $1,846 in the six months ended October 31, 2015 resulting from cash provided by financing activities of $217,519, offset partially by cash used in operating activities of $72,499 and cash used in investing activities of $143,174.

The following is a summary of our cash flows provided by (used in) operating, investing, and financing activities during the periods indicated:

	Six Months Ended October 31,
	2015			2014

Cash at beginning of period	$	579		$	—
Net cash used in operating activities		(72,499	)		(84,546	)
Net cash used in investing activities		(143,174	)		—
Net cash provided by financing activities		217,519			90,271
Cash at end of period	$	2,425		$	5,725

Net cash used in operating activities was $72,499 for the six months ended October 31, 2015 compared to net cash used in operations for the six months ended October 31, 2014 of $84,546 primarily due to a net loss of $72,640 for the six months ended October 31, 2015, offset primarily by the change in operating assets and liabilities of $141.

Net cash provided by investing activities was $143,174 for the six months ended October 31, 2015, compared to net cash provided by financing activities of $0 for the six months ended October 31, 2014 primarily as the result of the investment in intangible assets for production costs.

Net cash provided by financing activities was $217,519 for the six months ended October 31, 2015, compared to net cash provided by financing activities of $90,271 for the six months ended October 31, 2014 primarily as the result of the issuance of stock for cash of $112,240 the advance for film production costs of $100,000, and an advance from bank of $5,279.

Our cash needs in the year ending April 30, 2016 are estimated to be $200,000. This budget is based on the assumption that we will carry out one project at a time for which we will need about $50,000 in working capital; general and administrative expenses of $150,000 for the costs related to being public, and miscellaneous office expenses. We sold 13,699,583 shares for net proceeds of $175,365 and debt of $24,750 in offerings conducted in fiscal years 2015 and 2014. As we move forward with our business plan we will need to raise additional capital either through the sale of stock or funding from shares and or officers and directors to cover our cash needs through the end of the 2016 fiscal year.

Information included in this report includes forward looking statements, which can be identified by the use of forward-looking terminology such as may, expect, anticipate, believe, estimate, or continue, or the negative thereof or other variations thereon or comparable terminology. The statements in “Risk Factors” and other statements and disclaimers in this report constitute cautionary statements identifying important factors, including risks and uncertainties, relating to the forward-looking statements that could cause actual results to differ materially from those reflected in the forward-looking statements.

Since we have not yet generated any revenues, we are a development stage company as that term is defined in Section 915 - Development Stage Entities, of the FASB Accounting Standards Codification. Our activities have mostly been devoted to seeking capital; seeking supply contracts and development of a business plan. Our auditors have included an explanatory paragraph in their report on our financial statements, relating to the uncertainty of our business as a going concern, due to our lack of operating history or current revenues, its nature as a start up business, management’s limited experience and limited funds. We do not believe that conventional financing, such as bank loans, is available to us due to these factors. We have no bank line of credit available to us. Management believes that it will be able to raise the required funds for operations from one or more future offerings, in order to affect our business plan.

Our future operating results are subject to many factors including:

	●	our success in obtaining contracts for our services;

	●	the success of any joint marketing agreements;

	●	our ability to obtain additional financing; and

	●	other risks which we identify in future filings with the SEC.

Any or all of our forward looking statements in this filing and in any other public statements we make may turn out to be wrong. They can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Consequently, no forward looking statement can be guaranteed. In addition, we undertake no responsibility to update any forward-looking statement to reflect events or circumstances which occur after the date of this prospectus.

Equity Financing

During the six months ended October 31, 2015, we sold 11,224,000 restricted common shares to an affiliate shareholder pursuant to a private placement memorandum in exchange for $112,240. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was sophisticated and familiar with our operations at the time of the issuance of the shares.

During the six months ended October 31, 2014, we sold 7,183,250 restricted common shares to an affiliate shareholder pursuant to a private placement memorandum in exchange for $92,165. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was sophisticated and familiar with our operations at the time of the issuance of the shares.

During the year ended April 30, 2015, we entered into private placement memorandums with an affiliate under which we issued 11,603,250 shares of our common stock, restricted in accordance with Rule 144, in exchange for $136,365. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investors were sophisticated and familiar with our operations at the time of the issuance of the shares.

During the year ended April 30, 2014, we entered into private placement memorandums with an affiliate under which we issued 2,096,333 shares of our common stock, restricted in accordance with Rule 144, in exchange for $39,000 and debt of $24,750. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investors were sophisticated and familiar with our operations at the time of the issuance of the shares.

We issued 5,000,000 restricted common shares to our Chief Financial Officer pursuant to his consulting contract dated May 1, 2014, valued at $20,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract. We also issued 2,000,000 restricted common shares for professional services per consulting contracts dated May 1, 2014, valued at $8,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract.

We issued 2,000,000 restricted common shares to our President and Chief Executive Officer, pursuant to his consulting contract dated May 1, 2014, valued at $8,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract. Further, we issued 25,000,000 restricted common shares to a Director of the Company and to manage sales and marketing activities for the Company pursuant to his consulting contract dated May 1, 2014, valued at $100,000 (based on the estimated value of the services) and amortized over the one-year term of the consulting contract.

Note Payable

On November 17, 2015 GFMH signed a promissory note in the amount of $10,000 with a non affiliated, non related party for the purposes of working capital for the production of the Christmas holiday motion picture, “Merry Exes”. The note bears annual interest of 5 percent and is due on March 31, 2016.

Contractual Obligations and Off-Balance Sheet Arrangements

We do not have any contractual obligations or off balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Disclosure Controls and Procedures. We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded, processed, summarized, and reported accurately, in accordance with U.S. Generally Accepted Accounting Principles and within the required time periods, and that such information is accumulated and communicated to our management, including our Chief Executive Officer, who is also our acting Chief Financial Officer, as appropriate, to allow for timely decisions regarding disclosure. As of the end of the period covered by this report (October 31, 2015), we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer, and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e) and 15d-15(e)). Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q our disclosure controls and procedures were not effective to enable us to accurately record, process, summarize and report certain information required to be included in the Company’s periodic SEC filings within the required time periods, and to accumulate and communicate to our management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Changes in Internal Controls

There have been no changes in our internal controls over financial reporting during the quarter ended October 31, 2015 that have materially affected or are reasonably likely to materially affect our internal controls.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

We are not a party to or otherwise involved in any legal proceedings.

In the ordinary course of business, we are from time to time involved in various pending or threatened legal actions. The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon our financial condition and/or results of operations. However, in the opinion of our management, other than as set forth herein, matters currently pending or threatened against us are not expected to have a material adverse effect on our financial position or results of operations.

Item 1A. Risk Factors.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

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

During the three months ended October 31, 2015, the Company sold 3,899,000 restricted common shares to an affiliate shareholder pursuant to a private placement memorandum in exchange for $38,990. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investors were sophisticated and familiar with our operations at the time of the issuance of the shares.

Item 3. Defaults Upon Senior Securities.

There have been no events which are required to be reported under this Item.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

31. Certification of CEO and CFO.

32. Certification pursuant to 18 U.S.C. Section 1350 of CEO and CFO.

101.INS	XBRL Instance Document**
101.SCH	XBRL Taxonomy Extension Schema Document**
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document**
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB	XBRL Taxonomy Extension Label Linkbase Document**
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document**

* Filed herewith.

** In accordance with Regulation S-T, the XBRL-formatted interactive data files that comprise Exhibit 101 in this Quarterly Report on Form 10-Q shall be deemed “furnished” and not “filed”.

SIGNATURES

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

	GOLIATH FILM AND MEDIA HOLDINGS

Dated: December 17, 2015	By:	/s/ Mike Criscione
		Mike Criscione
		COO and Vice Chairman of the Board

	By:	/s/ Lamont Roberts
		Lamont Roberts
		CEO, Secretary, and Director (duly authorized officer)

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Lamont Roberts, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Goliath Film and Media Holdings;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: December 17, 2015	/s/ Lamont Roberts
	Lamont Roberts
	Chief Executive Officer
	(Principal Executive Officer)

Exhibit 31.2

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Lamont Roberts, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Goliath Film and Media Holdings;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: December 17, 2015	/s/ Lamont Roberts
	Lamont Roberts
	Chief Financial Officer Acting
	(Principal Financial Officer)

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

In connection with the Quarterly Report of Goliath Film and Media Holdings (the “Company”) on Form 10-Q for the period ending October 31, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lamont Roberts, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. {section} 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002, that, to the best of my knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Dated: December 17, 2015

By	/s/ Lamont Roberts
	Lamont Roberts
	Chief Executive Officer
	(Principal Executive Officer)

EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. {section} 1350,
AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Goliath Film and Media Holdings (the “Company”) on Form 10-Q for the period ending October 31, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lamont Roberts, Acting Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. {section} 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002, that, to the best of my knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Dated: December 17, 2015

By	/s/ Lamont Roberts
	Lamont Roberts
	Acting Chief Financial Officer
	(Principal Financial Officer)

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Oct. 31, 2015	Dec. 09, 2015
Document And Entity Information
Entity Registrant Name	Goliath Film & Media Holdings
Entity Central Index Key	0000820771
Document Type	10-Q
Document Period End Date	Oct. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--04-30
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		150,188,917
Trading Symbol	GFMH
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2016

Condensed Consolidated Balance Sheets - USD ($)	Oct. 31, 2015	Apr. 30, 2015
Current assets
Cash	$ 2,425	$ 579
Prepaid expenses	299	299
Total current assets	2,724	$ 878
Long-term assets
Other assets	15,000
Film production costs	128,174
Total long-term assets	143,174
Total assets	145,898	$ 878
Current liabilities
Accounts payable	30,526	30,385
Accounts payable - related party	9,000	$ 9,000
Overdraft from bank	5,279
Total current liabilities	44,805	$ 39,385
Long-term liabilities
Advance for film production costs	100,000
Total long-term liabilities	100,000
Total liabilities	$ 144,805	$ 39,385
Stockholders' equity (deficit)
Preferred stock, $0.001 par value, 1,000,000 shares authorized; no shares issued and outstanding at October 31, 2015 and April 30, 2015
Common stock, $0.001 par value, 300,000,000 shares authorized; 150,188,917 and 138,964,917 shares issued and outstanding, at October 31, 2015 and April 30, 2015, respectively	$ 150,189	$ 138,965
Additional paid in capital	552,516	451,500
Accumulated deficit	(701,612)	(628,972)
Total stockholders' equity (deficit)	1,093	(38,507)
Total liabilities and stockholders' equity (deficit)	$ 145,898	$ 878

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Oct. 31, 2015	Apr. 30, 2015	Oct. 31, 2011
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	150,188,917	138,964,917	67,100,000
Common stock, shares outstanding	150,188,917	138,964,917	67,100,000

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014
Operating expenses
General and administrative	$ 29,022	$ 68,903	$ 71,980	$ 135,823
Sales and marketing		21,084		29,210
Total operating expenses	$ 29,022	89,987	$ 71,980	165,033
Loss from operations	(29,022)	(89,987)	(71,980)	(165,033)
Loss before income tax	(29,022)	(89,987)	(71,980)	(165,033)
Provision for income taxes	330	330	660	540
Net loss	$ (29,352)	$ (90,317)	$ (72,640)	$ (165,573)
Net loss per share of common stock:
Basic and diluted	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
Weighted average shares Outstanding - basic and diluted	148,782,005	131,690,026	144,973,368	129,785,079

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Oct. 31, 2015	Oct. 31, 2014
Cash flows from operating activities
Net Loss	$ (72,640)	$ (165,573)
Adjustments to reconcile net loss to net cash used in operating expenses
Amortization of prepaid expenses		68,000
Changes in operating assets and liabilities:
Prepaid assets		4,786
Accounts payable	$ 141	8,241
Net cash used in operating activities	(72,499)	$ (84,546)
Cash flows from investing activities
Investment film costs	(128,174)
Investment in films	(15,000)
Net cash used in investing activities	(143,174)
Cash flows from financing activities
Advance for film production costs	100,000
Proceeds from issuance of common stock	112,240	$ 92,165
Cash overdraft	5,279	(1,894)
Net cash provided by financing activities	217,519	90,271
Net change in cash	1,846	$ 90,271
Cash at beginning of period	579
Cash at end of period	$ 2,425	$ 5,725
Supplemental Disclosure of non-cash investing and financing activities:
Common stock issued for services		$ 136,000
Supplemental Disclosure of cash flow Information:
Cash paid for interest
Cash paid for taxes

Condensed Financial Statements

6 Months Ended

Oct. 31, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Condensed Financial Statements

NOTE 1 – CONDENSED FINANCIAL STATEMENTS

Summary of Significant Accounting Policies

6 Months Ended

Oct. 31, 2015

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization, Nature of Business and Trade Name

The Company is engaged in the distribution of motion pictures and digital content.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its subsidiary. All intercompany accounts and transactions have been eliminated.

Basis of Presentation

Use of Estimates

Accounts Receivable

The Company currently does not have any accounts receivable. The above accounting policies will be adopted upon the Company carrying accounts receivable.

Intangible Assets

Revenue Recognition

We will recognize revenues in accordance with the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104 “Revenue Recognition”.

Advertising

Research and Development

All research and development costs are expensed as incurred. There was no research and development expense for the three and six months ended October 31, 2015 and 2014, respectively.

Income tax

Non-Cash Equity Transactions

Fair Value Measurements

●	Level 1 – observable market inputs that are unadjusted quoted prices for identical assets or liabilities in active markets.

●	Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, credit risk, etc.).

●	Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).

The Company’s adoption of FASB ASC Topic 825 did not have a material impact on the Company’s consolidated financial statements.

Basic and diluted earnings per share

●

Warrants,

●	Employee stock options, and

●	Other equity awards, which include long-term incentive awards.

The FASB ASC Topic 260, Earnings Per Share, requires the Company to include additional shares in the computation of earnings per share, assuming dilution.

Basic and diluted earnings per share are the same as there were no potentially dilutive instruments for the three and six months ended October 31, 2015 and 2014, respectively.

Concentrations, Risks, and Uncertainties

The Company did not have a concentration of business with suppliers or customers constituting greater than 10% of the Company’s gross sales during 2015 and 2014.

Stock Based Compensation

Accounting for Derivative Financial Instruments

Accounting for Film Costs

Film production costs include the unamortized costs of films in progress which are being produced by the Company.

For films produced by the Company, capitalized costs include all direct production costs, and production overhead.

Recently Enacted Accounting Standards

6 Months Ended

Oct. 31, 2015

Accounting Changes and Error Corrections [Abstract]

Recently Enacted Accounting Standards

NOTE 3 – RECENTLY ENACTED ACCOUNTING STANDARDS

The Company does not expect the adoption of any other recent accounting pronouncements to have a material impact on its financial statements.

Intangible Assets

6 Months Ended

Oct. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

NOTE 4 – INTANGIBLE ASSETS

Film Production Costs

Other Assets

Common Stock

6 Months Ended

Oct. 31, 2015

Equity [Abstract]

Common Stock

NOTE 5 – COMMON STOCK

The Company has authorized 300,000,000 shares of par value $0.001 common stock, of which 150,188,917 and 138,964,917 shares are outstanding at October 31, 2015 and April 30, 2015, respectively.

Going Concern

6 Months Ended

Oct. 31, 2015

Going Concern

Going Concern

NOTE 6 – GOING CONCERN

Related Party Transactions

6 Months Ended

Oct. 31, 2015

Related Party Transactions

NOTE 7 – RELATED PARTY TRANSACTIONS

Related party transactions have been disclosed in the other notes to these financial statements.

Commitments and Contingencies

6 Months Ended

Oct. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 8 – COMMITMENTS AND CONTINGENCIES

Production Agreements

On May 20, 2015 GFMH signed a distribution agreement with Mar Vista Entertainment, LLC to distribute a feature length motion picture currently in post-production by GFMH. Per the agreement, the Company will receive $175,000 in advance payments per an agreed delivery schedule for providing distribution rights on the motion picture “Terror Birds” a science fiction movie being produced by GFMH to Mar Vista Entertainment LLC. Additionally, Mar Vista Entertainment, LLC will receive 30% of the gross proceeds for a period of 25 years on the film. As of October 31, 2015, the Company has received $100,000 as an advance payment.

On April, 1, 2015 GFMH signed an agreement whereby the Company agreed to invest $15,000 to KKO Productions to produce a feature length motion picture known as “Forgiven”. Per the agreement GFMH will receive 15% of adjusted gross proceeds after its initial investment has been entirely recouped through adjusted gross proceed. Additionally, the Company will receive two on screen credits as Executive Producer as well as receiving credit on all advertising, publicity and packaging of the motion picture. The investment of $15,000 presented in other assets on the balance sheet has not yet been repaid, due to the fact that no revenues will be generated until this film is released.

Distribution Agreements

1. Time frame (Term) – 18 months with ability to renew at same terms for another 18 months if agreed by both parties by end of the 18 month term. Term begins October 22, 2014.

2. Markets – In all foreign media known and unknown.

1. Time frame (Term) – 18 months. Term begins October 29th 2014. This contract will not automatically renew.

2. Markets – In all domestic and foreign media known and unknown and all domestic and foreign territories.

Legal

The Company is not a party to or otherwise involved in any legal proceedings.

Subsequent Events

6 Months Ended

Oct. 31, 2015

Subsequent Events [Abstract]

Subsequent Events

NOTE 9 – SUBSEQUENT EVENTS

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Oct. 31, 2015

Accounting Policies [Abstract]

Organization, Nature of Business and Trade Name

The Company is engaged in the distribution of motion pictures and digital content.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its subsidiary. All intercompany accounts and transactions have been eliminated.

Basis of Presentation

Use of Estimates

Accounts Receivable

The Company currently does not have any accounts receivable. The above accounting policies will be adopted upon the Company carrying accounts receivable.

Intangible Assets

Revenue Recognition

We will recognize revenues in accordance with the guidelines of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104 “Revenue Recognition”.

Advertising

Research and Development

All research and development costs are expensed as incurred. There was no research and development expense for the three and six months ended October 31, 2015 and 2014, respectively.

Income Tax

Income tax

Non-Cash Equity Transactions

Fair Value Measurements

●	Level 1 – observable market inputs that are unadjusted quoted prices for identical assets or liabilities in active markets.

●	Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, credit risk, etc.).

●	Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).

The Company’s adoption of FASB ASC Topic 825 did not have a material impact on the Company’s consolidated financial statements.

Basic and Diluted Earnings Per Share

Basic and diluted earnings per share

●

Warrants,

●	Employee stock options, and

●	Other equity awards, which include long-term incentive awards.

The FASB ASC Topic 260, Earnings Per Share, requires the Company to include additional shares in the computation of earnings per share, assuming dilution.

Basic and diluted earnings per share are the same as there were no potentially dilutive instruments for the three and six months ended October 31, 2015 and 2014, respectively.

Concentrations, Risks, and Uncertainties

The Company did not have a concentration of business with suppliers or customers constituting greater than 10% of the Company’s gross sales during 2015 and 2014.

Stock Based Compensation

Accounting for Derivative Financial Instruments

Accounting for Film Costs

Film production costs include the unamortized costs of films in progress which are being produced by the Company.

For films produced by the Company, capitalized costs include all direct production costs, and production overhead.

Summary of Significant Accounting Policies (Details Narrative) - USD ($)		3 Months Ended		6 Months Ended
	Oct. 31, 2011	Oct. 31, 2015	Oct. 31, 2014	Oct. 31, 2015	Oct. 31, 2014	Apr. 30, 2015
Common stock, issued	67,100,000	150,188,917		150,188,917		138,964,917
Common stock, outstanding	67,100,000	150,188,917		150,188,917		138,964,917
Number of common stock shares sold	100,000
Forward stock split	eight-for-1 forward stock split
Advertising costs		$ 0	$ 0	$ 0	$ 0
Research and development expense		$ 0	$ 0	$ 0	$ 0
Potentially dilutive instruments		$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
Percentage of concentration risk gross of business with suppliers or customers				10.00%	10.00%
Impairment charges		$ 0	$ 0	$ 0	$ 0
China Advanced Technology [Member]
Stock issuing for acquisition	47,000,000
Constituting outstanding shares	70.10%
Cancellation share	15,619,816

Intangible Assets (Details Narrative) - USD ($)			6 Months Ended
Intangible Assets (Details Narrative) - USD ($)	Sep. 18, 2015	May. 20, 2015	Oct. 31, 2015	Oct. 31, 2014	Apr. 30, 2015	Apr. 01, 2015
Advance payments			$ 128,174
Incurred total production cost			128,174
Distribution Agreement [Member] \| Mar Vista Entertainment, LLC [Member]
Advance payments	$ 125,000	$ 175,000	100,000
Percentage of received as gross proceeds on films	35.00%	30.00%
Film period	25 years	25 years
Production Agreements [Member] \| Mar Vista Entertainment, LLC [Member]
Incurred total production cost			100,000
Production Agreements [Member] \| Motion Picture Terror Birds [Member]
Incurred total production cost			$ 128,000
Production Agreements [Member] \| KKO Productions [Member]
Advance payments						$ 15,000
Percentage of received as gross proceeds on films						15.00%
Investment in productions						$ 15,000
Investments in other assets						$ 15,000

Common Stock (Details Narrative) - USD ($)	6 Months Ended		12 Months Ended
Common Stock (Details Narrative) - USD ($)	Oct. 31, 2015	Oct. 31, 2014	Apr. 30, 2015	Feb. 26, 2013	Oct. 31, 2011
Preferred stock, par value	$ 0.001		$ 0.001
Preferred stock, shares authorized	1,000,000		1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.001		$ 0.001
Common stock, shares authorized	300,000,000		300,000,000
Common stock, shares issued	150,188,917		138,964,917		67,100,000
Common stock, shares outstanding	150,188,917		138,964,917		67,100,000
Minimum [Member]
Common stock, shares authorized				149,000,000
Maximum [Member]
Common stock, shares authorized				300,000,000
Affiliated Shareholders [Member] \| Private Placement [Member]
Restricted common stock shares issued during period	11,224,000	7,183,250	11,603,250
Restricted common stock issued during period	$ 112,240	$ 92,165	$ 136,365

Related Party Transactions (Details Narrative) - USD ($)		6 Months Ended		12 Months Ended
	May. 02, 2014	Oct. 31, 2015	Oct. 31, 2014	Apr. 30, 2015
Mike Criscione [Member]
Payments received		$ 29,925	$ 4,100
Restricted Common Stock [Member]
Restricted common stock shares issued during period, shares	2,000,000
Restricted common stock shares issued during period	$ 8,000
Restricted Common Stock [Member] \| Chief Financial Officer [Member]
Restricted common stock shares issued during period, shares	5,000,000
Restricted common stock shares issued during period	$ 20,000
Restricted Common Stock [Member] \| President And Chief Executive Officer [Member]
Restricted common stock shares issued during period, shares	2,000,000
Restricted common stock shares issued during period	$ 8,000
Restricted Common Stock [Member] \| Director [Member]
Restricted common stock shares issued during period, shares	25,000,000
Restricted common stock shares issued during period	$ 100,000
Affiliated Shareholders [Member] \| Private Placement [Member]
Restricted common stock shares issued during period, shares		11,224,000	7,183,250	11,603,250
Restricted common stock shares issued during period		$ 112,240	$ 92,165	$ 136,365
C&R Film [Member]
Consulting and reimbursement expenses		$ 15,629	$ 0

Commitments and Contingencies (Details Narrative) - USD ($)					6 Months Ended
	Sep. 18, 2015	May. 20, 2015	Oct. 29, 2014	Oct. 22, 2014	Oct. 31, 2015	Oct. 31, 2014	Apr. 30, 2015	Apr. 01, 2015
Advance payments					$ 128,174
Incurred total film cost					128,174
Distribution Agreement [Member] \| Mar Vista Entertainment, LLC [Member]
Advance payments	$ 125,000	$ 175,000			100,000
Percentage of received as gross proceeds on films	35.00%	30.00%
Film period	25 years	25 years
Production Agreements [Member] \| Mar Vista Entertainment, LLC [Member]
Incurred total film cost					$ 100,000
Production Agreements [Member] \| KKO Productions [Member]
Advance payments								$ 15,000
Percentage of received as gross proceeds on films								15.00%
Investment in productions								$ 15,000
Distribution Agreements [Member]
Percentage of gross proceeds on foreign territories			25.00%	15.00%
Percentage of compensation related description			Said 25% (of 100%) is inclusive and includes, but not limited to, all payments, fees and reimbursements of any and all kinds made and/or incurred by Goliath Film and Media Holdings through the exploitation of the motion pictures.	Said 15% (of 100%) is inclusive and includes, but not limited to, all payments, fees and reimbursements of any and all kinds made and/or incurred by GFMH through the exploitation of the Film.