UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

9345 Falls Peak Ave.

Las Vegas, Nevada 89178

(702) 308-9670

(Address and telephone number of registrant’s principal executive offices)

Joseph L. Pittera, Esq.

Law Offices of Joseph L. Pittera, Esq.

1308 Sartori Avenue, Suite 109

Torrance, California 90501

Telephone: (310) 328-3588

Email: jpittearlaw@gmail.com

(Name, address and telephone number of agent for service)

Approximate date of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: [X]

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. [  ]

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. [  ]

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act Registration Statement number of the earlier effective Registration Statement for the same offering. [  ]

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

PART I: INFORMATION REQUIRED IN PROSPECTUS

SUMMARY INFORMATION AND RISK FACTORS

3.

Work on our website.

4.

Defining initial short-term and long-term marketing efforts including planned internet marketing, pricing, potential clients.

PC Mobile Media Corp. is attempting to become operational and estimates to start generating revenue approximately three months after the closing of the public offering.  Investors should note that generating revenue approximately three months after the closing of the offering may be an ambitious goal and the Company may not be in a position to generate revenue for a much longer period of time and we may need additional funding in order to sustain our business.  In order to generate revenues, PC Mobile Media Corp. must address the following areas:

1.

Successfully execute our marketing and promotions plan.    

2.

Secure client base.

3.

Develop and offer market desirable products.     

4.

Offer competitively priced services.

5.

Continuously review our corporate structure and marketing efforts in an effort to nurture sustained growth of the Company.     

6.

Adapt our corporate principles for expanding into complementing services and new markets.

The Company believes that the net offering proceeds after offering expenses of $32,600 is sufficient for the company to become operational and sustain operations through the next twelve (12) months. The money we hope to raise through this stock offering has been budgeted to market our services, pay for the lease on the mobile billboard truck, pay for maintenance of the truck and to become a fully reporting company.  Unfortunately, there can be no assurance that the actual expenses incurred will not materially exceed our estimates or that cash flow from services will be adequate to maintain our business. The company has incurred a net loss of $2,975 as of audit date September 30, 2015.  As a result, our independent auditors have expressed substantial doubt about our ability to continue as a going concern in the independent auditors’ report to the financial statements included in the registration statement.    As of audit date September 30, 2015 the Company had $5,025 in cash on hand.  We believe the cash we have available and the commitment from our sole shareholder to provide additional advances is sufficient to meet the obligations of the Company until we can initiate the offering.  There is no written commitment from Mr. Conforte to provide funds to the Company to further its business plans.  Please see section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sub-section “Plan of Operation” for a detailed discussion on management’s commitment to advance funds to the Company.  Our President Mr. Conforte, has agreed to provide funds to the Company to further its business plans and meet its obligations until the Company can complete this raise.  The funds Mr. Conforte has agreed to provide will not be repaid from the raised funds.   The costs of being public are included in the accounting and legal and professional line items in the “Use of Proceeds” section.  Please see section titled “Management’s Discussion and Analysis of Financial Conditions and Results of Operations” sub-section “Proposed Milestones to Implement Business Operations” for a quarterly detailed description of the reporting requirements.   

We estimate $5,000 is sufficient to keep the Company in compliance with regulatory agencies and meet its obligations to prudently further the business of the Company for the 180 date period the raise may take.  While management estimates $5,000 for such costs; there is no maximum amount of funds that Mr. Conforte has agreed to provide.  Mr. Conforte, because he is the sole officer and director, and although he has orally agreed to fund such amounts, as the sole officer and director such agreement is not binding and therefore it is within his sole discretion to provide such funds.  

PC Mobile Media Corp. currently has one officer and director. This individual allocates time and personal resources to PC Mobile Media Corp. on a part-time basis and devotes approximately 15 hours a week to the Company.  The Company is a small and growing company.    With the additional funds from this offering the rate of expansion will increase however not to the point of requiring our sole officer to devote full time and attention to the corporation until sometime in the future.   Once the public offering is closed, Mr. Conforte plans to spend the time necessary to oversee business development, marketing campaigns, continued website design, and direct the primary operations of the business.  Mr. Conforte plans to become a full-time employee of the Company once it starts to generate sufficient revenue.

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As of the date of this prospectus, PC Mobile Media Corp. has 8,000,000 shares of $0.001 par value common stock issued and outstanding.

PC Mobile Media Corp. has administrative offices located at 9345 Falls Peak Ave., Las Vegas, Nevada 89178.  Mr. Conforte, our sole office and director, provides the office on a rent-free basis.

PC Mobile Media Corp. fiscal year end is September 30.

The Company is an emerging growth company under the Jumpstart Our Business Startups Act.

The Company shall continue to be deemed an emerging growth company until the earliest of--

‘(A) the last day of the fiscal year of the issuer during which it had total annual gross revenues of $1,000,000,000 (as such amount is indexed for inflation every 5 years by the Commission to reflect the change in the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics, setting the threshold to the nearest 1,000,000) or more;

‘(B) the last day of the fiscal year of the issuer following the fifth anniversary of the date of the first sale of common equity securities of the issuer pursuant to an effective registration statement under the title;

‘(C) the date on which such issuer has, during the previous 3-year period, issued more than $1,000,000,000 in non-convertible debt; or

‘(D) the date on which such issuer is deemed to be a ‘large accelerated filer’, as defined in section 240.12b-2 of title 17, Code of Federal Regulations, or any successor thereto.’.

As an emerging growth company the company is exempt from Section 404(b) of Sarbanes Oxley.   Section 404(a) requires Issuers to publish information in their annual reports concerning the scope and adequacy of the internal control structure and procedures for financial reporting. This statement shall also assess the effectiveness of such internal controls and procedures.

Section 404(b) requires that the registered accounting firm shall, in the same report, attest to and report on the assessment on the effectiveness of the internal control structure and procedures for financial reporting.

 As an emerging growth company the company is exempt from Section 14A and B of the Securities Exchange Act of 1934 which require the shareholder approval of executive compensation and golden parachutes.   

The Company has irrevocably opted out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the Act.

The Offering

The following is a brief summary of this offering.  Please see the “Plan of Distribution” section for a more detailed description of the terms of the offering.

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The offering price of the common stock bears no relationship to any objective criterion of value and has been arbitrarily determined. The price does not bear any relationship to PC Mobile Media Corp.’ assets, book value, historical earnings, or net worth.

PC Mobile Media Corp. will apply the proceeds from the offering to pay for accounting fees, legal and professional fees, marketing, business development, website design fees, and other administrative related costs.

The Company has not presently secured an independent stock transfer agent. PC Mobile Media Corp. has identified several agents to retain that will facilitate the processing of the certificates upon closing of the offering.  The Company will deliver stock certificates attributable to shares of common stock purchased directly to the purchasers within ninety (90) days of the close of the offering, or as soon thereafter as practicable.

The purchase of the common stock in this offering involves a high degree of risk. The common stock offered in this prospectus is for investment purposes only and currently no market for PC Mobile Media Corp. common stock exists. Please refer to the sections herein titled “Risk Factors” and “Dilution” before making an investment in this stock.

Summary Financial Information

The following table sets forth the summary financial data derived from PC Mobile Media’s’ audited financial statements from inception (August 22, 2015) to September 30, 2015.  The accompanying notes are an integral part of these financial statements and should be read in conjunction with the financial statements, related notes and other financial information included in this prospectus.

As shown in the financial statements accompanying this prospectus, PC Mobile Media Corp. has had no revenues to date and has incurred only losses since its inception.  The Company has had no operations and has been issued a “going concern” opinion from our accountants, based upon the Company’s reliance upon the sale of our common stock as the sole source of funds for our future operations.

Audited Statement of Operations data

Risk Factors

An investment in these securities involves an exceptionally high degree of risk and is extremely speculative in nature. Following are what we believe are material risks involved if you decide to purchase shares in this offering.

RISKS ASSOCIATED WITH OUR COMPANY:

PAUL CONFORTE, THE SOLE OFFICER AND DIRECTOR OF THE COMPANY, CURRENTLY DEVOTES APPROXIMATELY 15 HOURS PER WEEK TO COMPANY MATTERS.  

Our business plan does not provide for the hiring of any additional employees and may never generate enough revenue to support the hiring of additional employees.  Therefore, the responsibility of developing and furthering the company's business, offering and selling of the shares through this prospectus, and fulfilling the reporting requirements of a public company all fall upon Paul Conforte.  Once the public offering is closed, Mr. Conforte plans to spend the necessary time to finalize business development, direct the marketing efforts, to secure clients, and oversee the primary operations of the business.  Mr. Conforte, our sole officer has no experience in our intended line of business.  While Mr. Conforte does not intend to quit his current sales job upon the closing of the offering, he does intend to limit the hours at his job so he can dedicate the necessary time to the operation of this business.  It is anticipated that as the business grows Mr. Conforte will eventually fully quit his current sales job.  

MR. CONFORTE DOES NOT HAVE ANY PUBLIC COMPANY EXPERIENCE AND IS INVOLVED IN OTHER BUSINESS ACTIVITIES.  

The Company’s needs could exceed the amount of time or level of experience Mr. Conforte may have.  This could result in his inability to properly manage company affairs, resulting in our remaining a start-up company with no revenues or profits.  Mr. Conforte does not have experience serving as the CEO of a public company, reviewing financial statements or serving as the CFO of a public company or being responsible for the preparation of the various Exchange Act reports required to be filed by public companies.  We have budgeted the cost to prepare and file the various Exchange Act reports in our “Use of Proceeds” section.  These activities will be done by independent third party contractors.

OUR SOLE OFFICER AND DIRECTOR OF THE COMPANY OCCUPIES ALL THE POSITIONS.

A risk exists that the Company may not have adequate internal controls because one person occupies all of the corporate positions.  A risk also exists that there may not be funds available for net income because the sole director and officer will determine their salary and perquisites.   

MR. CONFORTE IS INVOLVED IN OTHER BUSINESS ACTIVITIES WHICH MAY POTENTIALLY RESULT IN A CONFLICT OF INTEREST.

We have not formulated a plan to resolve any possible conflict of interest with his other business activities. Mr. Conforte’s other business activities are limited to being employed as a Real Estate Agent working for Xpand Realty.  His responsibilities include listing and selling of homes, coordinating appointments to show properties to prospective buyers, confer with title companies, lenders, and home inspectors to ensure that the terms and conditions of purchase agreements are met before closing.  In the event he is unable to fulfill any aspect of his duties to the company we may experience a shortfall or complete lack of revenue resulting in little or no profits and eventual closure of the business.  

THE COMPANY HAS GENERATED NO REVENUES AND DOES NOT HAVE AN OPERATING HERTORY; AN INVESTMENT IN THE SHARES OFFERED HEREIN IS HIGHLY RISKY AND COULD RESULT IN A COMPLETE LOSS OF YOUR INVESTMENT IF WE ARE UNSUCCESSFUL IN OUR BUSINESS PLAN.

The Company was incorporated on August 22, 2015; we have not yet commenced our full-scale business operations and we have not yet realized any revenues. We have minimal operating history upon which an evaluation of our future prospects can be made. Based upon current plans, we expect to incur operating losses in future periods as we incurred significant expenses associated with the initial startup of our business. Further, we cannot guarantee that we will be successful in realizing revenues or in achieving or sustaining positive cash flow at any time in the future.

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Any such failure could result in the possible closure of our business or force us to seek additional capital through loans or additional sales of our equity securities to continue business operations, which would dilute the value of any shares you purchase in this offering.

WE ARE A SHELL COMPANY AND THEREFORE INVESTORS SHOULD BE AWARE OF THE HIGHLY ILLIQUID NATURE OF THEIR INVESTMENT.

The Company is a Shell Company as defined by as defined in Rule 405. As such, no shares will be eligible to be sold or transferred under Rule 144 until in excess of one year from the filing of the equivalent of Form 10 information by the Company with the SEC.

OUR SHARES WILL BE SUBJECT TO THE PENNY STOCK RULES

A purchaser is purchasing penny stock which limits the ability to sell the stock.  The shares offered by this prospectus constitute penny stock under the Securities and Exchange Act.  The shares will remain penny stocks for the foreseeable future.  The classification of penny stock makes it more difficult for a broker-dealer to sell the stock into a secondary market, which makes it more difficult for a purchaser to liquidate her/her investment.  Please see section titled “Market for Common Equity and Related Stockholder Matters” for additional information regarding penny stock rules and investor implications.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS.

This prospectus contains forward-looking statements about PC Mobile Media Corp.’ business, financial condition, and prospects that reflect PC Mobile Media Corp. management’s assumptions and beliefs based on information currently available. PC Mobile Media Corp. can give no assurance that the expectations indicated by such forward-looking statements will be realized. If any of PC Mobile Media Corp. assumptions should prove incorrect, or if any of the risks and uncertainties underlying such expectations should materialize, the actual results may differ materially from those indicated by the forward-looking statements.

The key factors that are not within PC Mobile Media Corp.’ control and that may have a direct bearing on operating results include, but are not limited to, acceptance of our products, effectiveness of our marketing, our ability to attract new customers, management’s ability to raise capital in the future, and the retention of key employees.

There may be other risks and circumstances that management may be unable to predict to sustain operations. When used in this prospectus, words such as, “believes,” “expects,” “intends,” “plans,” “anticipates,” “estimates” and similar expressions are intended to identify and qualify forward-looking statements, although there may be certain forward-looking statements not accompanied by such expressions.

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USE OF PROCEEDS

The following Use of Proceeds is based on estimates made by management.  The Company planned the Use of Proceeds after deducting estimated offering expenses estimated to be $7,400.  Management prepared the milestones based on placement of the entire offering of $40,000.  The costs associated with operating as a public company are included in our budget and management is responsible for the preparation of the required documents to keep the costs to a minimum.  We anticipate to begin generating revenues late second quarter or early in the third quarter following closing of the offering.  Investors should note that generating revenue approximately six months after the closing of the offering may be an ambitious goal and the Company may not be in a position to generate revenue for a much longer period of time and we may need additional funding in order to sustain our business.

PC Mobile Media Corp. intends to use the proceeds from this offering as follows:

Notes:

1.

None of the proceeds allocated are intended to pay the CEO or Directors of the Company.

The foregoing represents our best estimate of the allocation of the proceeds of this offering based on planned use of funds for our operations and current objectives. Any line item amounts not expended completely shall be held in reserve as working capital and subject to reallocation to other line item expenditures as required for ongoing operations.

We currently consider the foregoing project our priority and intend to use the proceeds from this offering for such projects.

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DILUTION

Dilution figures based on Unaudited Financial Statements dated September 30, 2015

“Dilution” represents the difference between the offering price of the shares of common stock and the net book value per share of common stock immediately after completion of the offering. “Net Book Value” is the amount that results from subtracting total liabilities from total assets. In this offering, the level of dilution is increased as a result of the relatively low book value of PC Mobile Media Corp.’ issued and outstanding stock. This is due in part because of the common stock issued to the PC Mobile Media Corp.’ officer, director, and employee totaling 8,000,000 shares at par value $0.001 per share versus the current offering price of $0.01 per share. PC Mobile Media Corp.’ net book value as of September 30, 2015 was $5,025. Assuming all 4,000,000 shares offered are sold, and in effect PC Mobile Media Corp.’ receives fixed amount of estimated proceeds of this offering from shareholders, PC Mobile Media Corp.’ net book value will be approximately $0.0031 per share. Therefore, any investor will incur an immediate and substantial dilution of approximately $0.0069 per share while the PC Mobile Media Corp.’ present stockholder will receive an increase of $0.0025 per share in the net tangible book value of the shares that he holds. This will result in a 69% dilution for purchasers of stock in this offering.

This table represents a comparison of the prices paid by purchasers of the common stock in this offering and the individual who purchased and received shares in PC Mobile Media Corp. previously:

Note:

(1)

Calculations based on after deducting Offering Expenses estimated in aggregate, at $7,400.

SELLING SHAREHOLDERS

There are no selling shareholders in this offering.  

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PLAN OF DISTRIBUTION

The subscription proceeds from the sale of the shares in this offering will be payable to “Law Offices of Joseph L. Pittera, Esq., Client Trust Account f/b/o PC Mobile Media Corp.” and will be deposited in a separate (limited to funds received on behalf of PC Mobile Media Corp.) non-interest bearing law office trust bank account until the all-or-none fixed amount of proceeds are raised.  No interest will be available for payment to either the Company or the investors (since the funds are being held in a non-interest bearing account).  All subscription funds will be held in trust pending placement of the all-or-none fixed amount of 4,000,000 shares of common stock (see the section titled "Plan of Distribution" herein).  Release of the funds to the Company is based upon our escrow agent, Law Offices of Joseph L. Pittera, Esq. reviewing the records of the depository institution holding the escrow to verify that that the checks have cleared prior to releasing the funds to the Company.  Written notice will be mailed to each investor that the fixed amount has been received and the offering proceeds have been distributed to the Company.  All subscription agreements and checks should be delivered to Law Office of Joseph L. Pittera, Esq.  Failure to do so will result in checks being returned to the investor who submitted the check.  PC Mobile Media Corp.s’ escrow agent, Law Offices of Joseph L. Pittera, Esq. acts as legal counsel for PC Mobile Media Corp. and is therefore not an independent third party.

The officer and director of the issuer and any affiliated parties thereof will not participate in this offering.

There can be no assurance that all, or any, of the shares will be sold. As of the date of this Prospectus, PC Mobile Media Corp. has not entered into any agreements or arrangements for the sale of the shares with any broker/dealer or sales agent. However, if PC Mobile Media Corp. were to enter into such arrangements, PC Mobile Media Corp. will file a post-effective amendment to disclose those arrangements because any broker/dealer participating in the offering would be acting as an underwriter and would have to be so named in the Prospectus.

In order to comply with the applicable securities laws of certain states, the securities may not be offered or sold unless they have been registered or qualified for sale in such states or an exemption from such registration or qualification requirement is available and with which PC Mobile Media Corp. has complied. The purchasers in this offering and in any subsequent trading market must be residents of such states where the shares have been registered or qualified for sale or an exemption from such registration or qualification requirement is available.  As of the date of this Prospectus, PC Mobile Media Corp. has identified Nevada, and California as the states where the offering will be sold.

All payments are required in the form of United States currency either by personal check, bank draft, bank wire, or by cashier’s check. There is no minimum number of shares required to be purchased by any individual investor.  PC Mobile Media Corp. reserves the right to either accept or reject any subscription. Any subscription rejected will be returned to the subscriber within five business days of the rejection date. Furthermore, once a subscription agreement is accepted, it will be executed without reconfirmation to or from the subscriber. Once PC Mobile Media Corp. accepts a subscription, the subscriber cannot withdraw it.

DESCRIPTION OF SECURITIES TO BE REGISTERED

PC Mobile Media Corp.’ authorized capital stock consists of nil shares of preferred stock with a par value $.001, and 75,000,000 shares of common stock with a par value $.001 per share.

INTERESTS OF NAMED EXPERTS AND COUNSEL

None of the below described experts or counsel have been hired on a contingent basis and none of them will receive a direct or indirect interest in the Company.

Our audited financial statements for the period from inception (August 22, 2015) to September 30, 2015 are included in this prospectus.  They were audited by Stevenson & Company CPAS LLC, 12421 N. Florida Avenue, Suite 113, Tampa, Florida 33612.  We included the financial statements and report in their capacity as authority and experts in accounting and auditing.

Law Offices of Joseph L. Pittera, Esq., 1308 Sartori Avenue, Suite 109, Torrance, California 90501, has passed upon the validity of the shares being offered and certain other legal matters and is representing us in connection with this offering.  Law Offices of Joseph L. Pittera, Esq. is the named escrow agent for establishing a non-interest bearing bank account at the branch of Bank of America and bearing the title set forth on the Information.  The Escrow Agent fee is $2,500 and is payable upon establishing the escrow account.

Alternative media is everywhere from product advertisements on the floors of grocery stores, to audio monitors on gas station pumps, and pop-up ads on automated teller machines.  PC Mobile Media takes the advertisers message to the target audience anytime, anywhere.  Our planned 10’ X 20’ four-color banners will get the attention of your target market by traveling along strategically chosen routs or penetrating and setting up stationary at special events or at specific locations.  Whether the client is geographically specific such as local political campaigns or a national product that seeks maximum exposure, PC Mobile Media takes the message to the customer.  

PRODUCT OVERVIEW

Mobile Billboard Truck

The Company has allocated sufficient funds from the private placement to lease a 2001 Isuzu 4000 Series Medium Duty Turbo Diesel Truck custom built as a promotional/advertising exhibit and display vehicle.  The display sides of the truck measure a definite attention getting 10’ X 20’.  We will utilize the quick mounting system that is located outside the trim to install banners.  This system insures a clean, tight and wrinkle-free installation.  As if our vibrant color 10’ X 20’ signage is not impressive enough, once the sun sets our illuminated system makes for a truly aesthetically pleasing and eye-catching advertisement display.

Other features we offer include GPS Tracking and Audio.  The GPS tracking system is in place for multiple reasons, but most importantly, it provides documented proof that your advertising campaign is getting delivered as designed.  The system tracks the route taken and produces detailed time-stamped “bread crumb” reports.  The reports are detailed and available in map version and or line item version.  Line item reports detail and time-stamp every stop and turn.  Reports are delivered to the client at the end of the campaign, on a weekly basis or as requested.  This type of reporting provides an invaluable tool to track the progress of your campaign and make changes and variations to the routes if desired.

The audio system is comprised of speakers that can broadcast your message or simply play music.  The audio works while our truck is moving or stationary.  This added feature is a way of getting people to turn their heads.  Whether the client wants to broadcast a message about their products and or services, or just play music to serve as an attention getter; the goal is get noticed and make an indelible impression on the targeted customer.   

Signage/Banners

The signage is printed on long-lasting vinyl banner material.  We have identified a full service, state-of-the-art printing plant that offers digital composition, scanning, color correction, and digital proofing.  We plan to offer through our website our clients the ability to upload their graphics.  We will review the content to ensure that it meets at least the minimum specifications and then we will forward it to the printer.  Once the advertisement is proofed and printed, we can install.  The turnaround time for this process is as quick as 48 hours.  The cost for two 10’ X 20’ size banners is approximately $1,500 and the cost is paid for directly by the client.  This is an approximate cost as there may be a variance depending upon if the client desires a higher resolution image.

PC Mobile Media offers a one-stop shop solution to all our clients’ needs.  We plan to provide a proven and cost effective out-of-home advertising solution to get your message to your targeted audience.  

MARKETING

The Company has formulated a multifaceted marketing plan.  The initial phase of operations relies on the efforts of our President to market our services and procure sales.  Methods to market our services include word-of-mouth, established relationships, an email campaign to targeted potential customers, and direct mailing.  The web site will serve as a marketing tool as well as an operations tool.  The site we are developing will feature our products and services with pictures, testimonials, and statistics supporting the effectiveness and cost effectiveness of mobile billboard advertising.  The site will serve as an operations tool where advertising departments can view all the technical aspects and graphic specifications required for production of banners.  The web site will also feature an option to upload banner graphics.  Typically, the files of high-resolution advertisement graphics are very large and this feature serves to expedite the entire process from delivery to proofing the final layout.   

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PC Mobile Media Corp. plans to generate revenue from the sale of advertisement banners placed on the sides of our mobile billboard trucks.  Payment for services is due on a monthly basis and is paid a month in advance of the campaign commencing.  The mobile billboard rate is $60 per hour with a minimum run of six hours per day.  Our stationary mobile billboard rate is $30 per hour and a minimum of 8 hours per day.  We plan to offer weekly and monthly rates.  

We have performed due diligence on the market and we have identified several business and market segments that we plan to market our services.  We believe our medium is an excellent tool for promoting products and services including:

·

Grand Openings - stores, restaurants, new neighborhood developments, etc.

·

Festivals - Local communities have ethnic related festivals such as San Gennero, Ice Cream Socials, Cinco de Mayo, etc.

·

Seasonal shows - Nutcracker Ballets, lighting ceremonies, light shows, 4 ^th of July Celebrations, Easter Egg Hunts, etc.

·

Sales - Car dealerships, appliance stores, mattress stores, etc.

·

Concerts - park setting or hit band based

·

Movies - cinema featured movies

·

Trade Shows - conventions and trade shows where vendors advertise their products and services to conventioneers and businesses

·

Brand awareness - national products and service that need regional and local exposure

·

Sporting Events - baseball teams, hockey teams, basketball teams, boxing events, marathons, etc.

·

Political Advertising - local counsel, mayor, congressional, senate, judges, propositions, other government elect positions, etc.

Joint Venture Opportunities

Joint venture opportunities exist within the advertising industry and we plan to pursue and nurture this option.  We consider that our advertising medium is unique in the fact that we can deliver an impression by taking the message where it is most likely going to be view by the intended target market.  Networking with other advertising agencies can provide a revenue stream that mutually benefits both parties.  Typically, an advertising agency provides service for the client that involves exposure of their products and or services through multiple mediums.  They budget the advertising dollars by allocating it to diverse advertising mediums to try to ensure exposure for the clients’ products or services.  For example, when a convention comes to town a client may only be interested in marketing their products and services for that particular timeframe because their targeted customer is in town.  We provide a medium to seek out the customer by locating the advertisement at the airport when they arrive, then positioning the advertisement at the convention hall, and finally moving the truck to outside their hotel.  This campaign may only last a few days but it is effective and its advertising the clients can see for themselves.    

Web Site

The Company plans to secure a web domain and develop a web site within the first 90 days after closing the private placement.  We have budgeted funds for a modest, but efficient web site.  As discussed under the Marketing section of the Business Plan, the site will feature our products and services with pictures, testimonials, and statistics supporting the effectiveness and cost effectiveness of the mobile billboard advertising.  The site will serve as an operations tool where advertising departments can view all the technical aspects and graphic specifications required for production of banners.  The web site will also feature an option to upload banner graphics and proofing is available on-line.

Marketing of the site will consist of linking our site to complementary sites and search engines.  We plan to place a banner on complementary and related topic sites.  Placing our site with search engines is another valuable tool that is relatively inexpensive and has the potential to generate revenue with little maintenance.     

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INDUSTRY ANALYSIS

Out-of-Home Advertising Media

Arbitron is an internationally recognized media and marketing research firm that describes the outdoor media as a growing medium for the following reasons.    

·

The reach of outdoor media is significant because it reaches consumers that do not have significant exposure to newspapers or local television.  

·

The out-of-home media has an impressive reach because it has the ability to make an impression on a core group of consumers repeatedly.

·

Consumers are more likely to recall the advertiser and purchase the advertisers products/services when exposed repeatedly to messages.  

We are a society that is getting busier and busier.  The trend is that people watch less television and read fewer newspapers, leaving advertisers and agencies looking to the outdoor medium in an effort to reach targeted consumers.  Our out-of-home mobile medium is the solution by delivering an impression to your targeted audience repeatedly and at the right time.  

Medium Effectiveness

The advertising industry agrees that out-of-home advertising is one of the lowest “cost per thousand” advertising.  Cost per thousand, or as its most commonly referred to as CPM, has a far lower CPM that all other more tradition forms of advertising including print and radio.  This equates to greater viewers for less money.  In addition to its cost effectiveness, out-of-home advertising received a high retention score.  Many other advertising mediums are stationary and repetitive thus our sub-conscious tends to filter the impression, if one is registered at all, it’s not as indelible.  Our mobile medium is in different places at different times and its size alone commands attention.  Other notable reasons for its effectiveness include:

·

Repetition: Your advertisement is seen repeatedly by your customers.  Image recognition begins and customers remember your message. Image recognition equates to customers may not need your products or services today, but when they do, they will think of you!

·

Local: Depending on the product or service, in general most of your customers come from within a 3-10 mile radius. Targeting the immediate local market gets your message across to the customers most likely to become yours on a regular basis.  

GROWTH STRATEGY OF THE COMPANY

The growth strategy of the Company is to build a strong portfolio of notable clients that provides a diversified revenue stream.  Having clients in diverse business and markets should allow the Company to weather changes in consumer trends, fads and the economic climate.  We want to establish a solid foundation for the pillars of long-term growth.  The goal of the Company is to expand operations by acquiring additional mobile billboard trucks and adapting to market changes.  A prudent and methodical growth strategy will secure market share for long-term success.  

COMPETITOR ANALYSIS

PC Mobile Media Corp. has many potential competitors in the out-of-home media industry.  We consider the competition is competent, experienced, and they have greater financial and technical, and marketing resources than we do at the present.  Our ability to compete effectively may be adversely affected by the ability of these competitors to devote greater resources to the development, sales, and marketing of their products and services than are available to us.  

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Some of the Company's competitors also offer a wider range of services and products and have greater name recognition and more extensive customer bases than our Company.  These competitors may be able to respond more quickly to new or changing opportunities, technologies and customer requirements than the Company.  They may be able to undertake more extensive promotional activities, offer terms that are more attractive to customers and adopt more aggressive pricing policies than the Company.  Moreover, current and potential competitors have established or may establish cooperative relationships among themselves or with third parties to enhance their services and products.  The Company expects that new competitors or alliances among competitors have the potential to emerge and may acquire significant market share.

12 Month Growth Strategy and Milestones

The following growth strategy and milestones are based on the estimates made by management.  The Company planned the goals and milestones after deducting estimated offering expenses estimated to be $7,400.  The costs associated with operating as a public company are included in our budget and management is responsible for the preparation of the required documents to keep the costs to a minimum.

The working capital requirements and the projected milestones are approximations and subject to adjustments.  The Company believes that the net offering proceeds after offering expenses of $32,600 is sufficient for the company to become operational and sustain operations through the next twelve (12) months.   If we begin to generate profits, we plan to increase our marketing activities accordingly.  We anticipate to begin generating revenues late second quarter or early in the third quarter following closing of the offering. Investors should note that generating revenue approximately six months after the closing of the offering may be an ambitious goal and the Company may not be in a position to generate revenue for a much longer period of time and we may need additional funding in order to sustain our business.

Note: The Company planned the milestones and estimated expenditures based on quarters following the closing of the public offering.  

12 MONTH GROWTH STRATEGY AND MILESTONES

The Company planned the goals and milestones based on raising $32,600 through the offering.  We have prudently budgeted the $32,600 to sustain operations for a twelve-month period.  We anticipate to begin generating revenues late second quarter or early in the third quarter following closing of the offering.

Note: The Company planned the milestones based on quarters following the closing of the offering.

Quarter

0-3 Months

·

Complete due diligence on mobile billboard trucks

·

Secure web domain

·

Evaluate and hire web site designer

·

Research and acquire any city licenses for business

·

Finalize relationship with print house

·

Initiate Direct marketing efforts

4-6 Months

·

Finalize web site development

·

Continue with direct marketing efforts

·

Establish joint venture contacts

·

Develop plan for seasonal marketing

·

Interview and hire (based on clients advertising campaign) part-time mobile billboard truck drivers

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7-9 Months

·

Further nurture joint venture opportunities

·

Develop two year marketing plan with commissioned sales force

10-12 Months

·

Analyze web-site leads/revenue generating effectiveness and make necessary adjustments/changes

0-3 Months (estimated expenditures $7,425)

·

Initiate and Finalize web site development.

·

Initiate web site marketing activity.

·

Initiate printed material for brochures and flyers for handing out at meetings and potential mailers.

·

Research industry related conventions and associations.

·

Address accounting, audit and legal requirements to remain in compliance with governmental and regulatory agencies.

4-6 Months (estimated expenditures $7,975)

·

Finalize printed marketing material.

·

Finalize calendar for attending any conventions or association meetings.

·

Continue with web site marketing efforts.

·

Address accounting, audit and legal requirements to remain in compliance with governmental and regulatory agencies.

7-9 Months (estimated expenditures $8,225)

·

Continue with marketing and promotional activities.

·

Review web site “ hits ” and marketing effectiveness.

·

Initiate drafting of a two-year business plan utilizing knowledge gained from the first nine months of operations.

·

Address accounting, audit and legal requirements to remain in compliance with governmental and regulatory agencies.

10-12 Months (estimated expenditures $8,975)

·

Analyze year to date web site effectiveness.  Analyze marketing generated leads and their revenue generating effectiveness.  Make necessary adjustments/changes.

·

Analyze overall marketing effectiveness and address deficiencies.

·

Finalize detailed two-year marketing and business plan

·

Initiate research and development activities on new products.

·

Address accounting, audit and legal requirements to remain in compliance with governmental and regulatory agencies.

Description of Property

PC Mobile Media Corp. uses an administrative office located at 9345 Falls Peak Ave., Las Vegas, Nevada 89178.  Mr. Conforte, the sole officer and director of the Company, provides the office space free of charge and no lease exists.  We consider our current principal office space arrangement adequate and will reassess our needs based upon the future growth of the company.

Legal Proceedings

We are not involved in any pending legal proceeding nor are we aware of any pending or threatened litigation against us.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders

We have audited the accompanying balance sheet of PC Mobile Media Corp. as of September 30, 2015, and the related statement of operations, stockholders’ deficiency, and cash flows for the period from Inception (August 22, 2015) through September 30, 2015.  These financial statements are the responsibility of the Company’s management.  Our responsibility is to express an opinion on these financial statements based on our audit.  

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of PC Mobile Media Corp. as from Inception (August 22, 2015) through September 30, 2015, and the results of its operations and its cash flows for the period then ended in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  As shown in the accompanying financial statements, the Company has significant net losses and cash flow deficiencies.  Those conditions raise substantial doubt about the Company’s ability to continue as a going concern.  Management’s plans regarding those matters are described in Note 2.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Stevenson & Company CPAS LLC

Stevenson & Company CPAS LLC

Tampa, Florida

January 7, 2016

Audited Financial Statements as of September 30, 2015

PC MOBILE MEDIA CORP.

PC MOBILE MEIDA CORP.

PC MOBILE MEDIA CORP.

PC MOBILE MEDIA CORP.

NOTES TO THE AUDITED FINANCIAL STATEMENTS

September 30, 2015

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

PC Mobile Media Corp. (“PC Mobile Media Corp.” or the “Company”) was incorporated in the State of Nevada on August 22, 2015.  The primary business of the company is to offer mobile billboard display advertising.  Our mobile displays deliver a visual presentation that leaves the audience with an indelible impression.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.

Recent Accounting Pronouncements

In September 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10, which eliminated certain financial reporting requirements of companies previously identified as “Development Stage Entities” (Topic 915). The amendments in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for development stage entities. The amendments also reduce data maintenance and, for those entities subject to audit, audit costs by eliminating the requirement for development stage entities to present inception-to-date information in the statements of income, cash flows, and shareholder equity.   Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued (public business entities) or made available for issuance (other entities). Upon adoption, entities will no longer present or disclose any information required by Topic 915.  The Company has not adopted this standard at this time.  Future adoption is not considered, by management, to have any material impact to the financial statements.

In August 2014, FASB issued Accounting Standards Update (ASU) No. 2014-15 Preparation of Financial Statements - Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. Under generally accepted accounting principles (GAAP), continuation of a reporting entity as a going concern is presumed as the basis for preparing financial statements unless and until the entity’s liquidation becomes imminent. Preparation of financial statements under this presumption is commonly referred to as the going concern basis of accounting. If and when an entity’s liquidation becomes imminent, financial statements should be prepared under the liquidation basis of accounting in accordance with Subtopic 205-30, Presentation of Financial Statements-Liquidation Basis of Accounting. Even when an entity’s liquidation is not imminent, there may be conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern. In those situations, financial statements should continue to be prepared under the going concern basis of accounting, but the amendments in this Update should be followed to determine whether to disclose information about the relevant conditions and events.  The amendments in this Update are effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early application is permitted.  The Company will evaluate the going concern considerations in this ASU, however, at the current period, management does not believe that it has met conditions which would subject these financial statements for additional disclosure.

The company has evaluated all the recent accounting pronouncements and believes that none of them will have a material effect on the company’s financial statement.

NOTE 4 - CAPITAL STOCK

The Company is authorized to issue an aggregate of 75,000,000 common shares with a par value of $0.001 per share.  No preferred shares have been authorized or issued.  At September 30, 2015, 8,000,000 common shares are issued and outstanding.

On September 22, 2015, the Company issued 5,750,000 Founder’s shares at $0.001 per share (par value) for total cash of $5,750.

On September 22, 2015, the Company issued 2,250,000 shares for services provided since inception.  These shares were issued at par value ($0.001 per share) for services valued at $2,250.

At September 30, 2015, there are no warrants or options outstanding to acquire any additional shares of common stock of the Company.

The components of the Company’s deferred tax asset and reconciliation of income taxes computed at the statutory rate to the income tax amount recorded as of 2015 is as follows:

The net federal operating loss carry forward will expire in 2035.  This carry forward may be limited upon the consummation of a business combination under IRC Section 381.

NOTE 6 - RELATED PARTY TRANSACTIONS

In support of the Company’s efforts and cash requirements, it has relied on advances from its sole shareholder until such time that the Company can support its operations through merger or acquisition, or attains adequate financing through sales of its equity or traditional debt financing. The sole shareholder has pledged his support to fund continuing operations; however, there is no written commitment to this effect.  The Company is dependent upon this continued support.  Amounts shown represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note; they are non-interest bearing and payable on demand.  At September 30, 2015, the shareholder has paid expenses on behalf of the Company in the amount of $725 which is represented in the shares issued for cash.

The Company has limited need for office facilities and does not own or lease property or lease office space. The office space used by the Company was arranged by the sole shareholder of the Company to use at no charge.

The Company does not have employment contracts with its key employees, including the sole shareholder who is the sole officer of the Company.

The amounts and terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.

Market for Common Equity and Related Stockholder Matters

No public market currently exists for shares of our common stock.  Following completion of this offering, we intend to apply to have our common stock listed for quotation on the Over-the-Counter Bulletin Board.

PENNY STOCK RULES

The Securities and Exchange Commission has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks.  Penny stocks are generally equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system).

A purchaser is purchasing penny stock which limits the ability to sell the stock.  The shares offered by this prospectus constitute penny stock under the Securities and Exchange Act.  The shares will remain penny stocks for the foreseeable future.  The classification of penny stock makes it more difficult for a broker-dealer to sell the stock into a secondary market, which makes it more difficult for a purchaser to liquidate her/her investment.  Any broker-dealer engaged by the purchaser for the purpose of selling his or her shares will be subject to Rules 15g-1 through 15g-10 of the Securities and Exchange Act.  Rather than creating a need to comply with those rules, some broker-dealers will refuse to attempt to sell penny stock.

The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, to deliver a standardized risk disclosure document, which:

·

Contains a description of the nature and level of risk in the market for penny stock in both Public offerings and secondary trading;

·

Contains a description of the broker ’ s or dealer ’ s duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the Securities Act of 1934, as amended;

·

Contains a brief, clear, narrative description of a dealer market, including “ bid ” and “ ask ” price for the penny stock and the significance of the spread between the bid and ask price;

·

Contains a toll-free number for inquiries on disciplinary actions;

·

Defines significant terms in the disclosure document or in the conduct of trading penny stocks; and,

·

Contains such other information and is in such form (including language, type, size and format) as the Securities and Exchange Commission shall require by rule or regulation.

·

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, to the customer:

·

The bid and offer quotations for the penny stock;

·

The compensation of the broker-dealer and its salesperson in the transaction;

·

The number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and

·

Monthly account statements showing the market value of each penny stock held in the customer ’ s account.

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In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written acknowledgement of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitability statement.  These disclosure requirements will have the effect of reducing the trading activity in the secondary market for our stock because it will be subject to these penny stock rules.  Therefore, stockholders may have difficulty selling their securities.

REGULATION M

Our officer and director, who will offer and sell the Shares, is aware that he is required to comply with the provisions of Regulation M promulgated under the Securities Exchange Act of 1934, as amended.  With certain exceptions, Regulation M precludes the officers and directors, sales agents, any broker-dealer or other person who participate in the distribution of shares in this offering from bidding for or purchasing, or attempting to induce any person to bid for or purchase any security which is the subject of the distribution until the entire distribution is complete.

REPORTS

We are subject to certain reporting requirements and will furnish annual financial reports to our stockholders, certified by our independent accountants, and will furnish un-audited quarterly financial reports in our quarterly reports filed electronically with the SEC.  All reports and information filed by us can be found at the SEC website, www.sec.gov.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The Company is currently operating out of office space provided by our President Mr. Conforte.  We believe that this space is adequate until we start to generate sufficient reviews with a need to expand operations.  

The Company is an emerging growth company under the Jumpstart Our Business Startups Act.

The Company shall continue to be deemed an emerging growth company until the earliest of—

‘(A) the last day of the fiscal year of the issuer during which it had total annual gross revenues of $1,000,000,000 (as such amount is indexed for inflation every 5 years by the Commission to reflect the change in the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics, setting the threshold to the nearest 1,000,000) or more;

‘(B) the last day of the fiscal year of the issuer following the fifth anniversary of the date of the first sale of common equity securities of the issuer pursuant to an effective registration statement under this title;

‘(C) the date on which such issuer has, during the previous 3-year period, issued more than $1,000,000,000 in non-convertible debt; or

‘(D) the date on which such issuer is deemed to be a ‘large accelerated filer’, as defined in section 240.12b-2 of title 17, Code of Federal Regulations, or any successor thereto.’

As an emerging growth company the company is exempt from Section 404(b) of Sarbanes Oxley.   Section 404(a) requires Issuers to publish information in their annual reports concerning the scope and adequacy of the internal control structure and procedures for financial reporting. This statement shall also assess the effectiveness of such internal controls and procedures.

Section 404(b) requires that the registered accounting firm shall, in the same report, attest to and report on the assessment on the effectiveness of the internal control structure and procedures for financial reporting.

As an emerging growth company the company is exempt from Section 14A and B of the Securities Exchange Act of 1934 which require the shareholder approval of executive compensation and golden parachutes.   

The Company has irrevocably opted out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the Act.  

The balance of the proceeds budgeted for this timeframe amounts to $200 is allocated for office supplies.  The cost for the Company to keep in compliance is budgeted at a fee of $1,500 for the quarter review fee, $400 for Legal and Accounting fees, and $425 for Edgar and XBRL fees. Our overall goal for this timeframe is to finalize our corporate planned structure and initiate forward movement of the Company.

4-6 MONTHS

The Company plans to finalize the web site development and implementation at an additional cost of $250.  This amount is allocated for in the Website line item in the “Use of Proceeds” section.  The Company also plans to finalize the marketing and promotional material and we have budgeted $3,000 in the Sales and Marketing line item for this cost.  We have budgeted $1,700 in the Equipment Lease/Maintenance line item in the “Use of Proceeds” section for the monthly lease payment, insurance and maintenance fees.  The balance of the proceeds budgeted for this timeframe amounts to $200 is allocated for office supplies and $500 for outside contractors or third party professional fees.  The cost for the Company to keep in compliance is budgeted at a fee of $1,500 for the quarter review fee, $400 for Accounting and any Legal, and $425 for Edgar and XBRL fees.  Our overall goal for this timeframe is to finalize our calendar for attending any conventions or association meetings, secure longer range and seasonal associated clients such as election related clients.

Towards the end of this quarter or at the beginning of the next we anticipate to start generating revenue from our services.

7-9 MONTHS

The Company plans to solidify a productive marketing campaign to increase our exposure in the marketplace.  We have budgeted $3,000 in the Sales and Marketing line item in the “Use of Proceeds” section towards these efforts during this timeframe.  We have budgeted $250 in the Website line item for the continued development of our website.  An additional $750 is budgeted for outside contractors and professional guidance.  We have budgeted $1,700 in the Equipment Lease/Maintenance line item in the “Use of Proceeds” section for the monthly lease payment, insurance and maintenance fees.  The Company has budgeted $200 in the Office and Supplies line item for office supplies.  The cost for the Company to keep in compliance is budgeted at a fee of $1,500 for the quarter review fee and $425 for Edgar and XBRL fees.  We budgeted $400 for Accounting and any Legal related fees.  Additional planned responsibilities include initiating the drafting of a two-year overall business plan and reviewing the option of hiring a commissioned sales person.  

10-12 MONTHS

By the fourth quarter of operations, we hope to have a base of clients to sustain operations.  During this timeframe, we plan to analyze our past nine months of operations including our web sites lead/revenue generating effectiveness.  This review of our operations to date will allow the Company to make the necessary adjustments and changes to further the growth of the Company.  In addition, this review will provide valuable information for finalizing our two-year overall business plan with emphasis on expanding into other markets. The Company has budgeted $2,000 in the Sales and Marketing line item for continuing our marketing and promoting efforts.  We have budgeted an additional $750 for outside professional fees and third party contractor support and $200 for office supplies. We have budgeted $1,700 in the Equipment Lease/Maintenance line item in the “Use of Proceeds” section for the monthly lease payment, insurance and maintenance fees.  In addition, we have allocated $400 for Legal and compliance expenses.  During this period we expect to incur $3,500 for accounting and audit fees and $425 for Edgar and XBRL fees to remain in compliance with governmental and regulatory agencies.

Note: The Company’s planned milestones are based on quarters following the closing of the offering.  We currently consider the foregoing project our priority and intend to use the proceeds from this offering for such projects.  Any line item amounts not expended completely, as detailed in the Use of Proceeds, shall be held in reserve as working capital and subject to reallocation to other line item expenditures as required for ongoing operations.

LIQUIDITY

As of September 30, 2015, we are not aware of any demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in a material increases or decreases in our liquidity.

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As of audit date September 30, 2015 the Company had $5,025 in cash on hand.  Our President Mr. Conforte, has agreed to provide funds to the Company to further its business plans and meet its obligations until the Company can complete this raise.  The funds Mr. Conforte has agreed to provide will not be repaid from the raised funds.  There is no maximum amount of funds that Mr. Conforte has agreed to provide.  The costs of being public are included in the accounting and legal and professional line items in the “Use of Proceeds” section.  Please see section titled “Management’s Discussion and Analysis of Financial Conditions and Results of Operations” sub-section “Proposed Milestones to Implement Business Operations” for a quarterly detailed description of the reporting requirements.

CAPITAL RESOURCES

As of September 30, 2013 we had no material commitments for capital expenditures.

OFF-BALANCE SHEET ARRANGEMENTS

As of September 30, 2013 we had no off-balance sheet arrangements.

* For period from August 22, 2015 (date of inception) through current Mr. Paul Conforte is the President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, Principal Accounting Officer and sole Director of the Company.  

The term of office of each director of the Company ends at the next annual meeting of the Company's stockholders or when such director's successor is elected and qualifies.  No date for the next annual meeting of stockholders is specified in the Company's bylaws or has been fixed by the Board of Directors.  The term of office of each officer of the Company ends at the next annual meeting of the Company's Board of Directors, expected to take place immediately after the next annual meeting of stockholders, or when such officer's successor is elected and qualifies.

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Directors are entitled to reimbursement for expenses in attending meetings but receive no other compensation for services as directors. Directors who are employees may receive compensation for services other than as director. No compensation has been paid to directors for services.

Mr. Conforte devotes approximately 15 hours per week to the Company.

BACKGROUND INFORMATION ABOUT OUR OFFICER AND DIRECTOR

The following information sets forth the backgrounds and business experience of the directors and executive officers.

Paul Conforte - President, Secretary, Treasurer and Director - From 2010 - Present, Real Estate Agent, Xpand Realty, Las Vegas, Nevada.  Responsibilities include listing and selling of homes, coordinating appointments to show properties to prospective buyers, confer with title companies, lenders, and home inspectors to ensure that the terms and conditions of purchase agreements are met before closing.  From 2005 - 2010 Realtor, Century 21 JR Realty, Henderson, Nevada.  Responsibilities include listing and selling of homes, coordinating appointments to show properties to prospective buyers, confer with title companies, lenders, and home inspectors to ensure that the terms and conditions of purchase agreements are met before closing.  From 1996 - 2005, Sales Associate, Ace Industrial Supply, Burbank, California.  Sales Associate responsible for developing and maintaining customer accounts with our in-house sales force as well as prospecting and networking in the field.  Mr. Conforte has a Bachelor Degree in Business Management from University of Nevada Las Vegas 2004 and a Associates of Arts and Business Degree from Tri-C University, Cleveland, Ohio 1999.

Mr. Conforte’s experience in sales and marketing we believe is an invaluable asset for leading PC Mobile Media Corp..

Mr. Conforte has not held any other directorships in the past five years.

Mr. Conforte has not been involved in any legal proceedings in the past ten years.

The Company does not pay Mr. Conforte a salary and has no plans to pay him a salary.  In the event the Company starts to generated revenues then the Board of Directors may decide to pay him an appropriate salary based on the revenue.

Executive Compensation

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to our President, Secretary, Treasurer, and Director who occupied such position as of the date of this Prospectus, for all services rendered in all capacities to us for the period from Inception (August 22, 2015) through September 30, 2015.  The Company does not have employment agreements with any of the persons named below (and has not presently entered into such agreements with any such persons), and does not pay them a salary or other compensation at the present time. We also do not currently have any benefits, such as health or life insurance, available to our employees.  

*   For period from August 22, 2015 (date of inception) through current.  

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COMPENSATION OF DIRECTORS

Our directors did not receive any compensation for their services as directors from our inception to the date of this Prospectus. We have no formal plan for compensating our directors for their services in the future in their capacity as directors; however we will reimburse any director for out-of-pocket expenses incurred with board meetings.

1.  The address of each executive officer and director is c/o PC Mobile Media Corp., 9345 Falls Peak Ave., Las Vegas, Nevada 89178.

2.  As used in this table, “beneficial ownership” means the sole or shared power to vote, or to direct the voting of, a security, or the sole or share investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of a security).

3.  Assumes the sale of the fixed amount of this offering (4,000,000 shares of common stock) by PC Mobile Media Corp. The aggregate amount of shares to be issued and outstanding after the offering is 12,000,000.

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Transactions with Related Persons, Promoters and Certain Control Persons

Paul Conforte is our sole officer and director.  We are currently operating out of the office space that Mr. Conforte provides on a rent-free basis for administrative purposes.  There is no written agreement or other material terms or arrangements relating to said arrangement.

Ms. Paul Conforte is a promoter of the Company and shall receive no compensation for the placement of the offering.

We do not currently have any conflicts of interest by or among our current officer, director, key employee or advisors.  We have not yet formulated a policy for handling conflicts of interest, however, we intend to do so upon completion of this offering and, in any event, prior to hiring any additional employees.

On August 22, 2015, Paul Conforte, our officer and director, paid for expenses involved with the incorporation of the Company with personal funds on behalf of the Company in the amount of $75.  On September 15, 2015, Paul Conforte, our officer and director, paid for expenses involved with the incorporation of the Company with personal funds on behalf of the Company in the amount of $650.  On September 18, 2015 Mr. Conforte made a $25 equity investment in the Company and on September 21, 2015 Mr. Conforte made a $5,000 equity investment in the Company.  On September 22, 2015 the Company issued 5,750,000 shares of common stock at $0.001 par value to Paul Conforte, the Company’s founder, for the expenses and equity investments paid from personal funds.

On September 22, 2015 the Company issued 2,250,000 shares of common stock at $0.001 par value to Paul Conforte, the Company’s founder, for services including formation of the Company and for work performed over the last eight weeks developing and furthering the business of the Company.  These services were valued in the amount of $2,250.

The Company plans to commence operations and execute its business plan as discussed in the “Use of Proceeds” section upon receipt of the first proceeds received from the raise.  Release of the funds to the Company is based upon our escrow agent, Lwa Offices of Joseph L. Pittera, Esq., reviewing the records of the depository institution holding the escrow to verify that that the checks have cleared prior to releasing the funds to the Company.  Until the Company receives funds from the raise, Mr. Conforte, our sole office and director, has agreed to advance the Company funds to meet its obligations.  Mr. Conforte has agreed to advance the funds to the Company and does not expect repayment of the funds as they will be booked as capital contribution.  We anticipate the costs of these obligations could total approximately $5,000 and these advances will not be repaid from the raised funds.  While management estimates $5,000 for such costs; there is no maximum amount of funds that Mr. Conforte has agreed to provide.  Mr. Conforte, because he is the sole office and direct, and although he has orally agreed to fund such amounts, as the sole officer and director such agreement is not binding and therefore it is within his sole discretion to provide such funds.

Our sole shareholder has pledged his support to fund continuing operations; however there is no written commitment to this effect.  The Company is dependent upon the continued support of this member.

The Company utilizes space provided by our sole shareholder without charge.  Rent was $0 for all periods presented.  

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The Company does not have an employment contract with its key employee, the sole shareholder who is the Chief Executive Officer and Chief Financial Officer.

The amounts and terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.

DEALER PROSPECTUS DELIVERY OBLIGATION

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Las Vegas, Nevada on December 16, 2015.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement was signed by the following persons in the capacities and on the dates indicated:

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