UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): ~~October~~September 1722, ~~2014~~2015

IDLE MEDIA, INC.

(Exact name of registrant as specified in its charter)

Nevada		000-54736	26-2818699
(State or other jurisdiction of incorporation)		(Commission File Number)	(I.R.S. Employer Identification No.)

216 S. Centre Avenue Leesport, PA			19533
(Address of principal executive offices)			(Zip Code)

	(484) 671-2241

	(Registrant’s telephone number, including area code)


(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item~~SECTION ~~1.01.~~4 ~~Entry~~– ~~into~~MATTERS ~~Material~~RELATED ~~Agreement.~~TO ACCOUNTANTS AND FINANCIALS STATEMENTS

OnITEM ~~February 1, 2014, Idle Media, Inc~~4.01 ~~(“we”~~CHANGES orIN ~~the~~REGISTRANT’S ~~“Company”)~~CERTIFYING ~~entered~~ACCOUNTANT into an Advertising Representation Agreement with Woven Digital, LLC (the “Agreement”). This Agreement was amended on September 29, 2014 (the “Amendment”). Below is a summary of the material provisions of such Agreement and Amendment, which summary is qualified in its entirety by reference to the full text of the Agreement and Amendment, which are attached as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated by reference herein. Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement and Amendment.

~~Under~~(a) ~~the~~On ~~Agreement~~October 5, ~~we had originally granted Woven Digital~~2015, ~~LLC (“Woven”)~~ the ~~(i)~~Company ~~exclusive~~notified ~~right~~its toindependent ~~represent~~registered ~~certain~~accountants, ofDe ~~our~~Joya ~~Properties~~Griffith ~~(each~~LLC a (“~~Property”~~De asJoya ~~defined in the Agreement and herein the “Properties~~Griffith”) ~~to Advertisers~~, tothat ~~negotiate with Advertisers and sell all Premium Advertisements on~~ the ~~Properties~~Company ~~within~~was ~~the~~dismissing ~~United~~De ~~States~~Joya ~~for~~Griffith aas ~~period~~its ofindependent ~~eleven~~registered months; and (ii) non-exclusive right to negotiate with Advertisers and sell all Premium Advertisements on the Properties outside the United States for a period of eleven months. As compensation for the foregoingaccountant, ~~Woven~~after ~~agreed~~learning tothat ~~guarantee~~De usJoya ~~minimum~~Griffith ~~payment~~had ofceased ~~$70,000 per month~~operations.

OnDuring ~~September~~the 29two most recent fiscal years and during the interim period preceding De Joya Griffith’s dismissal, ~~2014~~there wehave ~~amended~~been no disagreements that have been brought to the ~~Agreement~~attention of the Company between the Company and De Joya Griffith with ~~Woven~~respect asto ~~set~~(a) ~~forth~~any inmatter of accounting principles, practices, financial statement disclosure, auditing scope or procedure for the ~~Amendment.~~reporting ~~Pursuant~~and filings completed prior to ~~the~~this ~~Amendment~~date, ~~Woven~~nor ~~has~~have ~~agreed~~there tobeen ~~guarantee~~any us“reportable ~~minimum~~events” ~~payments~~as ofdefined ~~$35,000~~by ~~per~~Regulation ~~month~~S-K section 304(a)(1)(v) during that same period, other than the ~~final~~required ~~three~~restatement ~~months~~of each of ~~the~~such ~~Agreement~~reports ~~Term,~~due ~~and~~to weerrors ~~have~~made ~~agreed~~in ~~with~~such ~~Woven~~Reports by De Joya Griffith that ~~its~~has ~~exclusivity~~been ~~shall~~previously bereported ~~limited~~and disclosed as required, which disagreements, if not resolved to ~~advertisements~~De ~~that~~Joya ~~relate~~Griffith’s satisfaction, would have caused De Joya Griffith to ~~spirits~~make reference to the subject matter thereof in connection with its reports for such years; or ~~alcohol~~(b) reportable events, ~~beer~~as described under Item 304(a)(1)(v) of Regulation S-K, ~~movies~~nor has De Joya Griffith’s report on the financial statements for either of the past two years contained an adverse opinion, ~~television~~a disclaimer of opinion, or ~~telecommunication~~was qualified or modified as to uncertaintly, audit scope or accounting principals.

~~Item~~De ~~5.02. Departure~~Joya ofGriffith ~~Directors~~has orbeen ~~Certain~~provided ~~Officers;~~with ~~Election~~a copy of ~~Directors;~~the ~~Appointment~~disclosures ofit ~~Certain~~is ~~Officers;~~making ~~Compensatory~~in ~~Arrangements~~this ofCurrent ~~Certain~~Report ~~Officers~~on Form 8-K and requested from De Joya Griffith a letter addressed to the Securities and Exchange Commission indicating whether it agrees with such and statements made in this Item 304(a) and, if not, stating the respects in which it does not agree. De Joya Griffith's letter has been filed as an exhibit to this report.

On(b) ~~October~~The ~~17,~~Company ~~2014,~~intends weto ~~entered~~interview ~~into~~and anengage ~~Employment~~new ~~Agreement~~independent ~~with~~certifying ~~our~~accountants ~~Chief Executive Officer~~immediately, ~~Marcus~~and ~~Frasier.~~will ~~Mr.~~file ~~Frasier also serves as our sole Director. Below is~~ a summary of the material provisions of such Employment Agreement which summary is qualified in its entirety by reference to the full text of the Employment Agreement which is attached as Exhibit 10.3 to this Current Report on Form 8-K ~~and~~detailing ~~incorporated~~such byengagement ~~reference~~when ~~herein.~~it ~~Capitalized~~completes ~~terms not defined herein shall have~~ the ~~meaning~~interview ~~ascribed~~and toengagement ~~them in the Employment Agreement~~process.

The ~~Employment~~Company ~~Agreement~~does ~~provides~~not ~~for~~have an ~~annual~~audit ~~base~~committee ~~salary~~and ~~of $450,000 for Mr. Frasier, subject to a 10% increase per annum. The initial term of employment under~~ the ~~Employment~~dismissal ~~Agreement is three (3) years, unless earlier terminated by us or Mr. Frasier by reason~~ of ~~disability,~~De ~~death,~~Joya ~~for~~Griffith ~~cause,~~was ~~for~~therefore ~~“good~~approved ~~reason,” change of control or otherwise. In addition to his base salary, Mr. Frasier will be eligible to earn a bonus (“Bonus”) and receive Options, as determined~~ by ~~our~~the Company’s Board of the Directors.

~~Upon~~Item ~~termination of Mr~~8. ~~Frasier without “cause”, upon his resignation for “good reason”, or upon his termination following a “change of control” (each as defined in the Employment Agreement) Mr~~01. ~~Frasier~~Other ~~will be entitled to receive from us a severance payment equal to 2.99 times his then current base salary. Mr. Frasier shall also be entitled to any unpaid Bonus from the preceding year of employment.~~Events

OnAs ~~October~~previously 17reported, ~~2014,~~the weUS ~~entered~~Securities ~~into~~& anExchange ~~Employment~~Commission ~~Agreement~~(the ~~with~~“Commission”) ~~Kyle~~had ~~Reilly,~~previously ~~our~~initiated ~~Executive~~administrative ~~Vice-President~~cease ofand ~~Music.~~desist ~~Below~~proceedings isagainst aIdle ~~summary~~Media, ofInc. (the ~~material~~“Company”) ~~provisions~~and ofits ~~such~~CEO, ~~Employment~~Marcus ~~Agreement~~Frasier ~~which~~(the ~~summary~~“Proceedings”). isThe ~~qualified~~Proceedings inwere ~~its~~initiated ~~entirety~~ by ~~reference to~~ the ~~full~~Commission ~~text~~after ofit ~~the~~was ~~Employment~~determined ~~Agreement~~that ~~which~~there iswere ~~attached~~accounting aserrors ~~Exhibit~~in ~~10.4~~the toCompany’s ~~this~~financial ~~Current~~statements ~~Report~~from onfiscal ~~Form~~years ~~8-K~~2010 and ~~incorporated~~2011 byas ~~reference~~well ~~herein.~~as ~~Capitalized~~its ~~terms~~second ~~not~~and ~~defined~~third ~~herein~~quarters ~~shall~~of ~~have~~fiscal ~~the~~year ~~meaning ascribed to them in the Employment Agreement~~2012.

~~The~~On ~~Employment~~September ~~Agreement~~22, ~~provides for an annual base salary of $200~~2015,~~000~~ ~~for Mr. Reilly. The initial term of employment under~~ the ~~Employment~~Company ~~Agreement~~and isMarcus ~~one~~Frasier ~~(1) year, unless earlier terminated by us or Mr. Reilly. If we terminate Mr. Reilly without Cause, we have~~ agreed to ~~pay~~an ~~Mr.~~Offer ~~Reilly~~of ~~all~~Settlement ~~accrued~~with ~~but~~the ~~unpaid~~Commission ~~expenses~~for ~~plus~~the apurpose ~~lump~~of ~~sum~~settling ~~payment~~the inProceedings anand ~~amount~~each ~~equal~~consented to the ~~lesser~~entry of ~~(i)~~an ~~six~~Order ~~month’s~~by ~~salary; or (ii) any unpaid salary through~~ the ~~end~~Commission ofas ~~the Term of the Agreement.~~follows:

~~Appointment~~A. finding that Respondent Idle Media, Inc. violated Sections 12(g), 13(a), 13(b)(2)(A), and 13(b)(2)(B) of ~~Secretary~~the Exchange Act and Rules 13a-13 and 12b-20 thereunder;

OnB. ~~October~~Ordering ~~17,~~Respondent ~~2014~~Idle ~~Craig~~Media, ~~DeFranco was appointed Secretary of the Company~~Inc. ~~Mr.~~to ~~DeFranco~~cease ~~has~~and ~~been~~desist ~~the~~from ~~Company’s~~committing ~~Controller~~or ~~since~~causing ~~July~~any ~~2012.~~violations ~~Mr.~~and ~~DeFranco~~any ~~has~~future ~~over~~violations ~~25 years~~ of ~~experience~~Sections 12(g), ~~both public and private~~13(a), ~~in corporate finance~~13(b)(2)(A), ~~accounting~~ and ~~reporting.~~13(b)(2)(B) ~~From May 2008 through August 2010, Mr. DeFranco was Chief Financial Officer~~ of ~~British~~the ~~American~~Exchange ~~Auctions,~~Act ~~LLC,~~and aRules ~~world~~13a-~~wide~~13 ~~purveyor of fine art~~ and ~~collectables~~12b-20 thereunder.

~~From~~C. ~~July~~Ordering ~~2004~~Respondent toIdle ~~October 2010~~Media, MrInc. ~~DeFranco~~to ~~was~~pay ~~SVP~~a ~~Finance~~civil ~~and~~money ~~Corporate~~penalty ~~Secretary~~in ofthe ~~Edentify,~~amount ~~Inc., a leading provider~~ of ~~identity~~$50,000 ~~theft~~to ~~solutions throughout~~ the ~~United States~~Commission.

~~From 2002 to 2004 Mr~~D. ~~DeFranco~~finding ~~was~~that ~~Division~~Respondent ~~Controller~~Marcus ofFrasier ~~HMX~~violated ~~Sportswear~~Sections 12(g), 13(a), ~~subsidiary of Hartmarx Corp.~~13(b)(2)(A), aand ~~former~~13(b)(2)(B) ~~Fortune~~of ~~500 company. The HMX Sportswear division manufactured~~ the ~~sportswear~~Exchange ~~lines~~Act ofand ~~Jack~~Rules ~~Nicklaus,~~13a-13 ~~Ted~~and ~~Baker,~~12b-20 ~~Pringle~~thereunder and ~~Austin~~violated ~~Reed~~Rule ~~sportswear~~13a-14 inof ~~addition~~the toExchange ~~various accessories.~~Act;

InE. ~~addition,~~Ordering ~~from~~Respondent ~~2001~~Marcus Frasier to ~~2002,~~cease ~~Mr.~~and ~~DeFranco~~desist ~~was~~from ~~Chief~~committing ~~Financial~~or ~~Officer~~causing ofany ~~Across~~violations ~~Frontiers,~~and ~~Inc.,~~any anfuture ~~international~~violations ~~media~~of ~~company~~Sections ~~based~~12(g), in13(a), ~~New~~13(b)(2)(A), ~~York specializing in the development~~ and ~~distribution~~13(b)(2)(B) of ~~educational DVD’s focusing on~~ the ~~cultural~~Exchange ~~nuances~~Act ofand ~~other~~Rules ~~countries~~13a-13, to13a-14 ~~assist business travelers acclimate themselves to customs~~ and ~~practices~~12b-20 ~~while visiting abroad~~thereunder.

MrF. ~~DeFranco~~Ordering isRespondent aMarcus ~~graduate~~Frasier ofto ~~Villanova~~pay ~~University with~~ a ~~B.S.~~civil inmoney ~~Accounting~~penalty ~~and a certificate~~ in ~~Criminal~~the ~~Justice.~~amount ~~DeFranco~~of ~~has also completed course work in executive communication from Penn State University and Six Sigma from Villanova University. Additionally~~$50,000 ~~DeFranco was nominated~~ to the ~~Pennsylvania Pharmacy Licensing Board by Governor Tom Corbett and approved by the Pennsylvania Senate in 2014~~Commission.

Item 9.01. Financial ~~Statements~~Statments and Exhibits.

~~(d)~~16.1 Letter ~~Exhibits~~from De Joya Griffith, LLC

Exhibits

10.1 February 1, 2014 Agreement between Woven and the Company

10.2 September 29, 2014 Amending Agreement between Woven and the Company

10.3 2014 Employment Agreement between the Company and Marcus Frasier dated October 17, 2104.

10.4 2014 Employment Agreement between the Company and Kyle Reilly dated October 17, 2104.

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 hereunto duly authorized.

	IDLE MEDIA, INC.
Date: October 20, 2014	By:	/s/ Marcus Frasier
Date: October 7, 2015	By:	/s/ Marcus Frasier
		Name: Marcus Frasier
		Title: Chief Executive Officer

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