SecProbe.io

October 18, 2011
 Via E-Mail

Richard MacPherson President China Youth Media, Inc. 3301 30th Avenue S Grand Forks, North Dakota 58201-6009
Re: China Youth Media, Inc.
 Amendment no. 2 to Form 8-K
Filed October 5, 2011 Amendment no. 1 to Form 10-Q for the period ended June 30, 2011 Filed October 5, 2011
  File No.  000-33067

Dear Mr. MacPherson:
 We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
            1. Your response to prior comment 1 states th at your operations have  been “real” and not
“existing in name only.”  Your response fu rther states that the assets you held are
“consistent with a media and advertising company.”  However, given your prior
disclosures regarding the impact of the “Termination Agreements” on your operations
and subsequently entering into an agreement to assist you in effecting a reverse merger
“with an operating business,” it continue s to appear that you abandoned your prior
business activities and that the assets referen ced in your response were unrelated to the
activities you were conducting at l east as of the date of that agreement.  Therefore, it also
continues to appear that your a ssets and operations were nominal at least as of that date.
Please revise your disclosure accordingly.

Richard MacPherson China Youth Media, Inc. October 18, 2011 Page 2

 Item 1.01 Entry into a Material Definitive Agreement

 2. Please expand your revisions in response to pr ior comment 3 to clarify how Eastern Sky
facilitated negotiations and a ssisted professionals.  Also  revise to clarify which
professionals were introduced by Eastern Sky.
 Exhibit 2.1

 3. We note your response to prior comment 8;  however, it appears you have not yet
provided all attachments to th e merger agreement.  Likewise, you have not yet filed the
agreement with Latitude 20, contrary to your response to prior comment 1.   Therefore,
we reissue the last senten ce of prior comments 1 and 8.
 Exhibit 99.3

Pro Forma Financial Information, page 1

4. We may have further comments on the account ing for the merger under FASB ASC 805
and the related pro forma information under Article 8 of Regulation S-X once our comments regarding whether the legal acqui rer is a shell company as defined in
Exchange Act Rule 12b-2 are resolved.

Amendment no. 1 to Form 10-Q fo r the period ended June 30, 2011

Exhibits 31.1 and 31.2

5. We refer to your response to comment 18.  In future filings, please revise the
certifications so that the wording is exactly as specified in Item 601(31) of Regulation S-
K.  In that regard, in paragraph 4(a), after the phrase “relating to the registrant,” insert the
phrase “including its conso lidated subsidiaries.”

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

Richard MacPherson China Youth Media, Inc. October 18, 2011 Page 3

  the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Leigh Ann Schultz at (202)  551-3628 or Brian Cascio at (202) 551-
3676 if you have questions regarding comments on th e financial statements and related matters.
Please contact Allicia Lam at (202) 551-3314 or Geoffrey Kruczek at (202) 551-3641 with any
other questions.
Sincerely,
   /s/ Geoffrey Kruczek for
Amanda Ravitz Assistant Director
 cc (by e-mail): Brian A. Lebrecht,  Esq. – The Lebrecht Group, APLC