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EX-31.1 - CERTIFICATION - Writ Media Group, Inc.wrgc_ex311.htm
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2010


 
a Delaware corporation

1752 East Avenue J  #266
Lancaster, CA  93535
213-694-1888
 
Commission file number: 333-156832
I.R.S. Employer I.D. #: 56-2646829

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 day. x Yes  o No

We are not required to submit electronically nor post on our website any Interactive Date Files pursuant to Rule 405 of Regulation S-T.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
 
 Large accelerated filer o  Accelerated filer o
 Non-accelerated filer o  (Do not check if a 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 Act).  o Yes   x No
 
The number of shares outstanding of our Common Stock is 130,519,822 as of November 22, 2010. Of these, 56,169,822 shares are unrestricted shares held by non-affiliates.

The number of shares outstanding of our Preferred Stock is 18,500 as of November 22, 2010.

There are no other classes of stock.



 
 

 
TABLE OF CONTENTS
 
 Unaudited Financial Statements     3  
         
 Management’s Discussion and Analysis of Financial Condition and Results of Operations     8  
         
 Controls and Procedures     11  
         
 Legal Proceedings     12  
         
 Exhibits     12  
         
 Signatures     13  
 
 
2

 
 
WRITERS' GROUP FILM CORP.
[A Development Stage Company]
CONSOLIDATED BALANCE SHEETS
(Unaudited)
 
       
September 30,
2010
   
March 31,
2010
 
                 
        $ -     $ -  
ASSETS
                   
                     
Current Assets
                 
 
Cash
    $ 667     $ 427  
                     
                     
Total Current Assets
    667       427  
                     
 
Total Assets
  $ 667     $ 427  
                     
LIABILITIES AND STOCKHOLDERS' DEFICIT
               
                     
Current Liabilities
                 
 
Accounts Payable
  $ 6,000     $ 5,075  
 
Accrued Liabilities
    1,169       1,169  
 
Notes Payable, net of unamortized discount of $0      and   $15,467
    21,640       6,173  
                     
Total Liabilities
      28,809       12,417  
                     
Stockholders' Deficit
               
                     
 
Preferred stock:
               
 
Series A convertible preferred stock, $.00001 par,    130,000,000 shares authorized, 10,000 and 0 shares         issued and outstanding, respectively
    -       -  
 
Series B convertible preferred stock, $.00001 par 70,000,000 shares authorized, 8,500 and 0 shares issued and outstanding, respectively
    -       -  
 
Series C convertible preferred stock, $.00001 par, 20,000,000 shares authorized, 0, and 0 shares issued and outstanding, respectively
    -       -  
 
Common stock, $0.00001 par, 175,000,000
               
 
   shares authorized, 130,519,822 shares
               
 
   issued and outstanding
    1,305       1,305  
 
Additional paid-in capital
    5,115,402       5,100,252  
 
Deficit accumulated during the development stage
    (5,144,849 )     (5,113,547  
                     
 
Total Stockholders' Deficit
    (28,142 )     (11,990  
                     
   
Total Liabilities and Stockholders' Deficit
  $ 667     $ 427  
 
See Notes to Unaudited Consolidated Financial Statements

 
3

 
 
WRITERS' GROUP FILM CORP.
[A Development Stage Company]
CONSOLIDATED STATEMENTS OF EXPENSES
(Unaudited)
 
                           
March 9, 2007 
 
   
Three Months
   
Three Months
   
Six Months
   
Six Months
    (inception)  
     Ended       Ended      Ended      Ended       through  
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
 
                               
                               
Revenues
  $ -     $ - -     $ - -     $ - -     $ 9,425  
                                         
General and administrative
    15,326       225,990       15,835       235,062       5,121,045  
                                         
                                         
Interest expense
    5,760       86,080       15,467       86,080       33,229  
                                         
Net loss
  $ (21,086 )   $ (312,070 )   $ (31,302 )   $ (321,142 )   $ (5,144,849 )
Preferred stock dividend
    (10,000 )     -       (15,000 )     -       (17,000 )
Net loss available to common shareholders
  $ (31,086 )   $ (312,070 )   $ (46,302 )   $ (321,142 )   $ (5,161,849 )
                                         
Basic and diluted Net Loss per share
  $ (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )     n/a  
Weighted average common shares oustanding
    130,519,822       65,501,876       130,519,822       68,629,112       n/a  
 
See Notes to Unaudited Consolidated Financial Statements

 
4

 
 
WRITERS' GROUP FILM CORP.
[A Development Stage Company]
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

   
Six Months Ended
   
Six Months Ended
   
March 9, 2007 (inception) through
 
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
 
CASH FLOWS FROM OPERATING
                 
ACTIVITIES
                 
Net loss
  $ (31,302 )   $ (321,142 )   $ (5,144,849 )
Adjustments to reconcile
                       
net loss to cash used
                       
in operating activities:
                       
Stock issued for services
            210,000       4,983,248  
Amortization of BCF Discount
    15,467               32,000  
Change in fair value of derivative liabilities
            86,080       0  
Changes in:
                       
Accounts Payable
    925       (857 )     5,999  
Other Liabilities
    0               1,169  
Accounts Receivable
    0       0       0  
NET CASH USED IN OPERATING ACTIVITIES
    (14,910 )     (25,919 )     (122,433 )
                         
                         
CASH FLOWS FROM FINANCING
                       
ACTIVITIES
                       
Proceeds from convertible notes
    -       22,000       32,000  
Proceeds from subscriptions receivable
    -       -       13,500  
Capital contributions
    150       12,900       22,350  
Preferred stock issued for cash
    15,000       -       17,000  
Stock issued for cash
    -       -       38,250  
NET CASH PROVIDED BY FINANCING ACTIVITIES
    15,150       34,900       123,100  
                         
                         
NET CHANGE IN CASH
    240       8,981       667  
                         
Cash balance, beginning
    427       1,136       -  
Cash balance, ending
  $ 667     $ 10,117     $ 667  
                         
CASH PAID FOR:
                       
Interest
    -       -       -  
Income taxes
    -       -       -  
                         
NON-CASH TRANSACTIONS
                       
Shares issued for conversion of debt
    -       -       10,360  
Beneficial conversion feature on convertible  notes payable
    -       12,000       22,000  
Beneficial conversion feature on convertible  notes payable- Related Party
    -       10,000       10,000  
Change in par value of common stock
    -       -       63,875  

See Notes to Unaudited Consolidated Financial Statements

 
5

 


WRITERS’ GROUP FILM CORP.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.  BASIS OF PRESENTATION

The accompanying unaudited interim consolidated financial statements of Writers’ Group Film Corp., have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Writers’ Group's annual report filed with the SEC on Form 10-K on July 14, 2010. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited consolidated financial statements for fiscal 2010 as reported in the Form 10-K have been omitted.

Accounting Policies

Convertible Debt

Writers Group Film Corp has issued convertible instruments which contained embedded conversion features. The Company has evaluated the application of ASC 815-15, “Accounting for Derivative Instruments and Hedging Activities,” and ASC 815-40, “Accounting for Derivative Financial Instruments Indexed to and Potentially Settled in a Company’s Own Stock,” to its embedded conversion feature within its convertible debt instruments. Writers Group has determined that, for all of the instruments, the conversion feature did not meet the definition of a liability and therefore did not bifurcate the conversion feature and account for it as a separate derivative liability.

The Company evaluated the conversion feature under ASC 815-40 for a beneficial conversion feature at inception. The effective conversion price was then computed based on the allocation of the proceeds to the convertible debt to determine if a beneficial conversion feature exists. The effective conversion price was compared to the market price on the date of the original note and was deemed to be less than the market value of Writers Group Film Corp’s stock at the inception of the note. A beneficial conversion feature was recognized and gave rise to a debt discount that is amortized over the stated maturity of the convertible debt instrument or the earliest potential conversion date.
 
Recent Accounting Pronouncement
 
Writers’ Group does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flows.

NOTE 2.  GOING CONCERN

Writers’ Group has generated nominal revenues since inception and is unlikely to generate earnings in the immediate or foreseeable future. The continuation of Writers’ Group as a going concern is dependent upon the continued financial support from its shareholders, the ability of Writers’ Group to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As of September 30, 2010, Writers’ Group has accumulated losses. These factors raise substantial doubt regarding Writers’ Group's ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should Writers’ Group be unable to continue as a going concern.

NOTE 3.  CONVERTIBLE DEBT
 
 Proceeds from convertible notes issued since inception          $ 32,000  
 Notes converted into common stock since inception         (10,360 )
 Less unamortized debt discount           
 Convertible notes outstanding on September 30, 2010         $ 21,640  
                                                                                                                                                                                                                                            
Notes I, totaling $12,000, are convertible notes payable, interest rate at 8%, due August, 2010, convertible at $.0001 per share into an aggregate of 12,000,000 common shares.  Notes II, totaling $9,640, are convertible notes payable, interest rate at 8%, due September, 2010, convertible at $.00001 per share into an aggregate of 964,000,000 common shares.  The notes are in default as of September 30, 2010.

 
6

 

Writers Group evaluated the application of ASC 815-15 and ASC 815-40 for Notes I and II listed above and concluded these instruments were not required to be accounted for as derivatives. Writers Group also evaluated the application of ASC 470-30 & ASC 470-05, "Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios," and ASC 470-30 & ASC 470-05, " ASC 470-30 & ASC 470-05 to Certain Convertible Instruments" and concluded that the conversion option was a beneficial conversion feature with intrinsic value. Writers Group determined the intrinsic value of the conversion options on these notes to be $32,000 and recorded a discount on the notes in this amount. The discount will be amortized over the life of the loans using the effective interest rate method.  As of September 30, 2010, the discount was fully amortized.

During the quarter ended September 30, 2010, no portion of any convertible note was converted into any class or series of Writers’ Group equity.

NOTE 4. EQUITY - PREFERRED STOCK

On June 28, 2010, Writer’s group sold 2,500 shares of its Preferred Stock Class, Series B to an investor for $2 per share for $5,000 cash.
On August 9, 2010, Writer’s Group sold 5,000 shares of its Preferred Stock Class, Series B to an investor for $2 per share or $10,000 cash.

Each share of Series B preferred stock is convertible into the number of common shares equal to the designated $2 initial price of the Series B preferred stock divided by one hundred times the par value of the common stock subject to adjustments as may be determined by the Board of Directors from time to time. The holders of Series B preferred stock are entitled to receive dividends when, and if declared by the Board of Directors, in its sole discretion. Upon liquidation, dissolution or winding up of the corporation, whether voluntarily or involuntarily, before any distribution or payment shall be made to the holders of any stock ranking junior to the Series B preferred stock, the holders of the Series B preferred stock are entitled to be paid out of the assets of the corporation an amount equal to $1.00 per share or in the event of an aggregate subscription by a single subscriber for Series B preferred stock in excess of $100,000, $0.997 per share (as adjusted for any stock dividends, combinations, splits and recapitalization), plus all declared but unpaid dividends, for each share of Series B preferred stock held.  After the payment of the full applicable preference value of each share of the Series B preferred stock, the remaining assets of the corporation legally available for distribution, if any, will be distributed ratably to the holders of the corporation’s common stock.

Writer Group evaluated the application of ASC 815-15 and ASC 815-40 for the preferred stock listed above and concluded these instruments were not required to be accounted for as derivatives. Writers Group also evaluated the application of ASC 470-30 and ASC 470-505, “Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios,” and ASC 470-30 and  ASC 470-05, “ASC 470-30 & ASC 470-05 to Certain Convertible Instruments, and concluded that the conversion option was a beneficial conversion feature with intrinsic value. Writers Group determined the intrinsic value of the conversion options on the preferred stock to be $15,000 and recorded a deemed dividend on the preferred stock in this amount.

 
7

 

Management's Discussion and Analysis of Financial Condition and Results of Operations.

Overview.  The recent market downturn has negatively impacted the entertainment industry, and this company in particular. Right now, we are pinning our hopes for revenue on the production and success of “Writers’ Assistants”, but the third-party financier who verbally agreed to put up the $150,000 incentive money we needed to attract a well-known actor has pulled his commitment in the last year, citing the poor economic climate, leaving us to raise that money through other third-party financiers – who have not materialized yet – and/or future private placements or registered offerings. Further, even if we raised $150,000 and attracted a star actor, film financing companies are tightening their belts and are financing fewer films, even those that may be quite viable with a well-known actor attached, leaving us few options in financing the film.

We have decided to explore the possibilities provided by web-based entertainment as a source of future growth, perhaps even as a revenue source. Historically, we have not been of the opinion that web-based entertainment provides much opportunity for anything but use as a marketing vehicle for our talents as filmmakers and as a way to positively brand the company as a whole. However, two web-based serials – “Quarterlife” and, very recently,  “In the Motherhood” – have been picked up as programs for broadcast television, and several more – out of admittedly thousands – have managed to earn small profits, including “Paradise Cove”, “Easy to Assemble”, “Web Therapy” and “Tiki Bar”, mostly through sponsorships and merchandise sales. In addition, a musical comedy web serial, “Dr. Horrible’s Sing-Along Blog,” more than re-couped its $200,000 production costs outlay through sale and rental of DVDs, which contained the serial as well as DVD-exclusive content, although it should be noted that Dr. Horrible’s Sing-Along Blog had built-in advantages, not least of which was its relatively well-known cast and the already-established, extremely loyal fanbase of its creator Joss Whedon, who was the showrunner for Buffy, The Vampire Slayer and Firefly television shows.

Adding to the evidence of increased success in web-based programming include: Actress Felicia Day’s web series about online role-playing game, “The Guild,” is now in its 3rd season and is distributed by Xbox Live and Microsoft and sponsored by Sprint. “Dorm Life,” a mockumentary web series about dorm life, went on to be sponsored by Carl’s Jr. in its second season. The creators of the web video diary “Lonelygirl13” were signed by a major talent agency, and the actress who played Lonely Girl herself went on to have a role on ABC Family’s “Greek”. After the first episode of “Red vs. Blue,” a series using animation directly from the popular video game Halo, the producers were contacted by the video game’s production company to arrange a deal so the series could continue to use game properties without license fees.

The benefits to producing a web-based serial is that it is significantly cheaper, requiring far less start-up capital, and would get the company at least in production on something, rather than just working on administration and raising capital.

The concept of a business model based at least in part on web-based programming presents many challenges for us, however. The first challenge would be raising money: web-based programming may be cheaper than producing feature films, but it still requires some capital – see the estimates under our “Web Strategy” subsection below – and so far, we have not been successful in raising sufficient capital for production of any kind. Another challenge would be securing sponsorships. Because of our relatively unknown status, it would take significant recognition by the public of any web-based program we produced first, before we could hope to successfully sign sponsorship deals with advertisers. Further, sponsors we approach may already be sponsoring a competing web content provider, or not approve of the content we produce. The inexperience of our management working with this medium is another factor in our consideration of this venture, particularly as it relates to strategies to generate web traffic to the content. Just posting such content on our website and a few video-sharing sites like YouTube is not likely to generate the millions of “views” we would likely need to have a successful business model. Therefore, more advanced strategies are necessary, including the use of more sophisticated web promotional tools such as Tube Mogul and Virtual Property – see our “Web Strategy” subsection below. Additional challenges, currently unknown to us, may also present themselves once we have conducted a more thorough study of web programming and its related business models over the next several months.

Financial Condition.  The amount of cash we currently have on hand, as of September 30, 2010, is $667, and the amount of negative working capital we have as of September 30, 2010 is ($28,142). The amount of cash we will need to operate our business over the next 12 months is estimated at $19,200. Therefore, the amount of cash we have on hand is insufficient to satisfy our cash requirements. We received $15,000 in cash from the private sale of shares of our preferred stock, and we also received $150 in contributed capital from our President, Tal L. Kapelner. However, without an infusion of cash from additional revenues or future registered offerings or private placements, management will likely have to continue to contribute money to pay our expenses.

 
8

 
 
Changes in Financial Condition – Fiscal Year 2010.  Generally-speaking, our financial condition has remained approximately the same this most recent fiscal year, relative to our 2009 fiscal year. While we again this year failed to generate revenues, we received $15,000 in cash from the private sale of shares of our preferred stock, and we also received $150 in contributed capital from our President, Tal L. Kapelner to allow us to maintain our basic administrative responsibilities. Our cumulative loss continues to grow, however, standing now at $5,144,849. And our cash position has not significantly improved.

For our most recent completed fiscal year, which ended March 31, 2010, we spent less than $1,600 on maintaining our offices and we spent no money on marketing. Most of our expenses were related to filing our quarterly and annual reports on Forms 10-Q and 10-K, respectively, and having our local accountants and our audit firm prepare our unaudited quarterly  and audited annual consolidated financial statements.

Liquidity and Capital Resources.  We announced earlier our intention to issue shares under an equity line of credit in the next 12 months. However, we no longer have such an intention and have cancelled any further negotiations with the would-be provider of such equity line.

We have a working capital deficit of $28,142 and a total deficit accumulated during development stage of $5,144,849 as of September 30, 2010, and total deficit of $5,113,547 as of March 31, 2010, compared to a working capital deficit of $11,990as of March 31, 2009. The huge jump in our deficit was as a result of a one-time charge in the fourth quarter of our fiscal year ended March 31, 2010, associated with the issuance of shares of our Preferred Stock Class, Series A to our President Tal L. Kapelner. These Series A shares can be converted into 80% of the total outstanding shares of common stock at any time, regardless of the amount of common shares that are outstanding.

We had $14,910 of net cash used in operating activities for the quarter ended September 30, 2010, compared with $25,919 used during the quarter ended September 30, 2009.

We had $15,150 of net cash provided by financing activities for the six months ended September 30, 2010, as compared with $34,900 provided by financing activities for the six months ended September 30, 2009. The $15,150 in cash from financing activities for the six months ended September 30, 2010 came from a $15,000 investment in our Preferred Stock Class, Series B, with an additional $150 contributed by management, while the $34,900 provided by financing activities for the same period last year came from $12,900 in contributed capital from our management, as well as $22,000 in convertible notes sold.

Plan for the next 12 months.  In Fiscal Year 2011, which began April 1, 2010, we plan to continue pitching our pilot script for “Flagged”, as well as produce our film “Writers’ Assistants” and finish developing a web strategy which may include producing a web-based serial (“webisodic programming”) and/or producing short vignettes and skits for use solely as a marketing and branding tool.

Flagged

“Flagged” is our concept for a new half-hour television sit-com, exploring the world of sports and scandal through a mixed male/female perspective. Pitched as “30 Rock with a sports theme,” the show tells the story of a long-time assistant to a famous retired basketball player and how she becomes the president of a brand-new crisis management agency for pro athletes.
 
We have completed the pilot script, and feedback so far has been uniformly positive. The Director of Development at cable channel Bravo TV remarked that the script was “funny and original,” though Bravo is not currently buying scripted television, while an Academy Award nominated actress to whom we sent the script enjoyed it also, saying that “the dialogue was very funny and real.”

 
9

 
 
The writers of the pilot script, our President Tal L. Kapelner and his writing partner Duffy Dibley, pitched the show to several producers at the InkTip Pitch Summit held in Universal City, California on September 24-26, 2010, with several producers responding positively to the pitch and requesting the script. However, none of these producers have followed up with us, and at this juncture, we do not expect any to do so.

We continue to submit the script to personal contacts in the entertainment industry as well as through more formal pitch facilitators, such as VirtualPitchFest.com. We further anticipate attendance at other pitch symposiums throughout the year.

Writers’ Assistants

The major challenge in producing Writers’ Assistants is the financing. Our timetable, then, in producing Writers’ Assistants is:

·  
December, 2010 – February, 2011: Raise $150,000 through private and public stock offerings.
·  
February – April, 2011: Identify, approach, negotiate and sign an agreement with a well-known actor to have him or her appear in the film.
·  
April - July, 2011: Identify studios, distributors, large production companies and other financiers who may finance the remainder of the film’s budget, submit applications and secure financing.
·  
July - August, 2011: Complete development and pre-production on the film.

Web Strategy

Our web strategy will focus on answering the following questions: Is it possible to make a profit from content produced specifically for, and distributed on, the web? If so, how significant a profit is possible, or has been historically achieved? Besides sponsorships from advertisers and merchandise sales, what are the other keys to profiting from web-based content? What type and genre of programming has had the most success, and how has the content been organized and distributed?

We hope to answer those questions through a) our own market research consisting of attendance at seminars and related symposia on the topic, study of web news journals such as “TubeFilter”, study of revenue-sharing and licensing deals currently being made, and interviews with consultants who have an expertise in web-based programming; as well as b) market research data we compile provided by web programming monetization sites such as TubeMogul, Visible Measures and Brightcove. “Rich analytics”, which refers to the breakdown and analysis of any given website’s popularity, is provided by these web programming monetization sites for no fee or a small fee.

Once we have answered those questions, we will develop a comprehensive web strategy that, depending on the answers we get from our questions, will either focus on developing the type of content that will seek to make a profit, but is generally more expensive and time-consuming to produce and distribute, or the type of content that is geared only towards our marketing and branding efforts, which would likely be cheaper and easier to produce and simpler to distribute.

In other words, if our web strategy calls for us to produce content for profit on the web, the type of content will necessarily be of a higher quality, both in terms of appeal and in the quality of the various production elements, such as camera, lighting, etc.

For example, we are currently focusing on one candidate for development into webisodic programming, that being a musical comedy web serial adaptation of our “Writers’ Assistants” project. Our belief is that we may both be able to profit from this venutre, as well as perhaps use the publicity and public momentum from this project to produce the feature-length “Writers’ Assistants” film.

While we have done no market research yet, anecdotally we understand that professionally-produced webisodes can cost about $1,000 per minute, which would make Buckeye Marhaba a $30,000 project and the Writers’ Assistants musical web serial a $56,000 - $91,000 project. This cost estimate was provided verbally by a consensus of web programming producers at a Screen Actors Guild symposium on producing content for the web held in Los Angeles in February of 2009. This is significantly cheaper than financing a feature film, but would still present challenges in financing. Distribution would be through more complex and professional sites that are geared towards monetization of web content, such as TubeMogul, Virtual Property and Dogma Studios.

 
10

 
 
On the other hand, if our web-based strategy calls for us to produce simple video vignettes and sketches, solely for marketing and branding purposes and without attention on profiting from the content itself, we would look to produce those products more cheaply and distribute them more simply, such as through our own website, and video-sharing websites such as YouTube, Veoh and FunnyorDie.com.

Two examples of these sketches are “A&F”, in which an overweight man takes off his shirt and pretends to be one of the live male models at an Abercrombie and Fitch store, and “Stalk Another Day”, about a lazy celebrity stalker.

Our timetable for our web strategy is:

·  
April – September, 2011: Conduct market research on cost, and on answering the questions identified above. Develop comprehensive web strategy.
·  
September – October, 2011: Develop ideas and scripts for either a) for-profit web content; or b) sketches and vignettes for marketing purposes only.
·  
October – December, 2011: Raise financing through registered offerings or private placements. If we are financing for-profit web content, financing needs may be anywhere from $30,000 to almost $100,000, as noted above. Since inception, we have not successfully raised $100,000 in cash, and at this time have no special ideas to raise the necessary funds, other than approaching venture capitalists and other private equity firms who invest in entertainment projects. While subject to the results of our web strategies research, we do not intend at this time to offer any profit participation or other significant financial incentives to entice well-known actors or directors to participate in these productions, although we may nevertheless approach well-known actors and directors, to participate in our web-based projects without significant financial incentives.
·  
December, 2011 – March, 2012: Produce either for-profit web content or the video sketches and vignettes for marketing purposes only.
·  
March – April, 2012: Distribute the material that we produced.
 
We have no purchases or sales of plant or significant equipment planned in the next 12 months.

We do not anticipate any significant changes in the number of employees. We currently have zero and anticipate having zero employees in the next 12 months.
 
Controls and Procedures.

Our principal executive and financial officers have evaluated the effectiveness of our disclosure controls and procedures as of the end of our second quarter (September 30, 2010) for fiscal year 2011, and have concluded that they are not effective to ensure that information required to be disclosed in the reports that we file pursuant to Section 15(d) of the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules under the Exchange Act. We based the material weakness noted below in our assessment of our internal control over financial reporting.

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim consolidated financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of September 30, 2010, the Company determined that we had a material weakness, as described below and therefore our internal controls over financial reporting were not effective.

We noted we have a material weakness regarding proper segregation of duties for the preparation of our consolidated financial statements. As of September 30, 2010, the majority of the preparation of consolidated financial statements was carried out by one person, who is an independent CPA to the Company. Additionally, the Company currently only has one officer/director having oversight on all transactions.  We plan to remedy the material weakness once operations expand to include employees, and/or the production of self-generated and owned entertainment products.

 
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There have been no changes in our internal control over financial reporting during the first quarter of our current fiscal year 2011 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
 
Legal Proceedings.

We are not a party to any pending legal proceeding, nor are we aware of any proceeding contemplated by any governmental authority.
 
Exhibits.

Consolidated Financial statements are included in the body of this report.

Exhibit Index:
 
* Rule 15d-14(a) Certifications   Exhibit (31)(i)and(ii)
   
* Section 1350 Certification  Exhibit (32)
                                                                                                                                                                                                   
 
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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.
 
  WRITERS’ GROUP FILM CORP.  
       
November 22, 2010    
By:
/s/ Tal L. Kapelner  
    Name: Tal L. Kapelner,  
    Title: President and Chairman  
       
       
November 22, 2010     
By:
/s/ Ariella Kapelner  
    Name: Ariella Kapelner,  
    Title: Principal Financial Officer and Director  
 
 
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