SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. ______)*
WATCHIT MEDIA, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
94110U103
(CUSIP Number)
April 28, 2006
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b) |
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þ |
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Rule 13d-1(c) |
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o |
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Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting persons initial filing on
this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosure provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for
the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to
the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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(b) |
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Percent of Class: |
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12.3% (2) |
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(c) |
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Number of shares as to which such person has: |
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(i) |
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sole power to vote or to direct the vote: |
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5,000,001 |
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(ii) |
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shared power to vote or to direct the vote:
0 |
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(iii) |
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sole power to dispose or to direct the disposition of: |
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5,000,001 |
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(iv) |
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shared power to dispose or to direct the disposition of:
0 |
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Item 5. |
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Ownership of Five Percent or Less of a Class. |
Not Applicable.
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Item 6. |
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Ownership of More than Five Percent on Behalf of Another Person. |
Not Applicable.
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Item 7. |
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent
Holding Company or Control Person. |
Not Applicable.
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Item 8. |
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Identification and Classification of Members of the Group. |
Not Applicable.
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Item 9. |
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Notice of Dissolution of Group. |
Not Applicable.
By signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any transaction having that purpose or effect.
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(2) |
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See Footnote (2) above. |
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
May 8, 2006
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/s/ Colton R. Melby
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Colton R. Melby |
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