~~U.S. Securities and Exchange~~UNITED ~~Commission~~STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form~~ FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended~~: March~~ 31September 30, 2015

[ ] ~~TRANSITION~~ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file ~~File~~number: ~~No.~~ 333190431

PULSE EVOLUTION CORPORATION

(Exact Name ~~name~~ of ~~registrant~~Registrant as ~~specified~~ Specified in ~~its~~Its ~~charter~~Charter)

Nevada		471336692
(State or Other Jurisdiction of		(~~IRS~~I.R.S. Employer
Incorporation or Organization)		Identification ~~Number~~No.)

10521 SW Village Center Drive, Suite 201 ~~Port St. Lucie, FL~~

~~(Address~~Port St. ofLucie, ~~principal~~FL ~~executive offices)~~34987

(~~772)~~Address of ~~5454100~~Principal Executive Offices)

(Registrant’s ~~telephone~~ telephone number, including area code) 772-345-4100

~~Not~~Securities registered ~~applicable.~~under Section 12(b) of the Act:

~~(Former~~Title ~~name,~~of ~~former~~each ~~address and~~class ~~former~~Name ~~fiscal~~of ~~year,~~each ifexchange ~~changed~~on ~~since~~which ~~last~~registered ~~report)~~N/A N/A

~~Indicate by check mark whether~~Securities ~~the~~registered ~~Issuer~~under ~~(1) has filed all reports required to be filed by~~ Section ~~13 or 15~~12(db) 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 days~~None. ~~Yes [ ] No [X]~~

~~Indicate by check mark whether~~Securities ~~the~~registered ~~registrant~~under ~~has~~Section ~~submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation ST~~ 12(~~§232.405~~g) of ~~this chapter) during~~ the ~~preceding~~Act: ~~12 months (or for such shorter period that the registrant was required to submit and post such files)~~None. ~~Yes [ ] No [ ]~~

Indicate by check mark ~~whether~~ if the registrant is a ~~large~~well-known ~~accelerated~~seasoned ~~filer~~issuer, anas ~~accelerated~~defined ~~filer, a nonaccelerated filer, or a smaller reporting company. See the definitions of the “large accelerated filer,” “accelerated filer,” and “smaller reporting company”~~ in Rule ~~12b2~~405 of the ~~Exchange~~Securities Act. ~~(Check~~Yes ~~one):~~[ ] No [X]

~~Large~~Indicate by ~~accelerated~~check ~~Filer~~mark [if ]the ~~Accelerated~~registrant ~~Filer~~is [not ]required ~~Nonaccelerated~~to ~~Filer~~file [reports ]pursuant ~~(Do~~to ~~not~~Section ~~check~~13 ifor aSection ~~smaller~~15(d) ~~reporting~~of ~~company)~~the ~~Smaller~~Act. ~~reporting~~Yes ~~company~~[ ] No [X]

[ ] Indicate by check mark whether the registrant is(1) afiled ~~shell~~all ~~company~~reports ~~(as~~required ~~defined~~to inbe ~~Rule~~filed ~~12b2~~by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports)., and ~~Yes~~(2) ~~[ ]~~has Nobeen ~~[X]~~subject to such filing requirements for the past 90 days.

~~APPLICABLE~~Indicate by ~~ONLY~~check TOmark ~~CORPORATE~~whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive ~~ISSUERS:~~Data File required to be submitted and posted pursuant to Rule 405 of Regulation ST (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

AsIndicate by check mark if disclosure of ~~September~~delinquent 18filers in response to Item 405 of Regulation SK is not contained herein, ~~2015~~and ~~the~~will not ~~registrant~~be ~~had~~contained, ~~135~~to the best of registrant’s knowledge,~~477,343~~ ~~shares~~in ~~issued~~definitive ~~and~~proxy ~~outstanding~~or ~~shares~~information statements incorporated by reference in Part III of ~~common~~this ~~stock~~Form 10-K or any amendment to this Form 10-K. [X]

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

~~TABLE OF~~Large ~~CONTENTS~~ Accelerated Filer [ ] Accelerated Filer [ ] Non-Accelerated Filer [ ] Smaller reporting company [X] (Do not check if a smaller reporting company)

	PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	F-1
	a) Condensed Consolidated Balance Sheets as of March 31, 2015 and June 30, 2014	F-1
	b) Condensed Consolidated Statements of Operations for the Three and Nine Months Ended March 31, 2015 and the Three Months Ended March 31, 2014 and the Period from October 10, 2013 (inception) through March 31, 2014	F-2
	c) Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 2015 and the Period from October 10, 2013 (inception) through March 31, 2014	F-3
	Notes to Condensed Consolidated Financial Statements	F-4
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3.	Quantitative and Qualitative Disclosure About Market Risk	9
Item 4.	Controls and Procedures	9
	PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	10
Item 1A.	Risk Factors	10
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	10
Item 3.	Defaults Upon Senior Securities	10
Item 4.	Mine Safety Disclosures	10
Item 5.	Other Information	10
Item 6.	Exhibits	11

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes [ ] No [X]

As of August 8, 2016 – 163,133,343 shares of the registrant’s common stock were outstanding.

PULSE EVOLUTION CORPORATION TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited)

	a ) Condensed Consolidated Balance Sheets as of September 30, 2015 and June 30, 2015	F-1

	b) Condensed Consolidated Statements of Operations for the Three Months Ended September 30, 2015 and 2014	F-2

	c) Condensed Consolidated Statements of Cash Flows for the Three Months Ended September 30, 2015 and 2014	F-3

	d) Notes to Condensed Consolidated Financial Statements	F-4

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4

Item 3.	Quantitative and Qualitative Disclosure About Market Risk	9

Item 4.	Controls and Procedures	9

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	10

Item 1A.	Risk Factors	10

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	10

Item 3.	Defaults Upon Senior Securities	10

Item 4.	Mine Safety Disclosures	10

Item 5.	Other Information	10

Item 6.	Exhibits	11

A CAUTIONARY NOTE REGARDING ~~FORWARDLOOKING~~ FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form ~~10Q~~ ~~contains~~10-Q ~~“forwardlooking~~of ~~statements~~Pulse Evolution Corporation.,” asa ~~defined~~Nevada incorporation (the ~~United~~“Company”), ~~States~~contains ~~Private Securities Litigation Reform Act~~“forward-looking ofstatements,” ~~1995.~~ In some cases, you can identify ~~forwardlooking~~forward-looking statements by terminology such as “may”, “will”, “should”, “could”, “expects”, “plans”, “intends”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These ~~forwardlooking~~forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the ~~forwardlooking~~forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these ~~forwardlooking~~forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forwardlooking statements and/or predictions are discussed in greater detail under Item 1A – “Risk Factors” of our Annual Report on Form 10K filed with the Securities and Exchange Commission (“SEC”) on October 10, 2014 and other reports we file with the SEC.

We caution that the factors described herein and other factors could cause our actual results of operations and financial condition to differ materially from those expressed in any ~~forwardlooking~~forward-looking statements we make and that investors should not place undue reliance on any such ~~forwardlooking~~ forward-looking statements. Further, any ~~forwardlooking~~forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any ~~forwardlooking~~forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New factors emerge from time to time, and it is not possible for us to predict all of such factors. Further, we cannot assess the impact of each such factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any ~~forwardlooking~~forward-looking statements.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

~~PULSE~~Pulse Evolution ~~EVOLUTION~~Corporation ~~CORPORATION AND~~and ~~SUBSIDIARIES~~Subsidiaries

~~CONDENSED~~Condensed ~~CONSOLIDATED~~Consolidated ~~BALANCE~~Balance ~~SHEETS~~Sheets

(Unaudited)

	March 31, 2015			June 30, 2014
	September 30, 2015			June 30, 2015
Assets
Current assets:
Cash	$	5331,~~538~~756		$	1899,~~539,719~~174
Prepaid legal fees		4757,~~288~~026			~~134~~54,~~675~~526
Prepaid deposits and other assets		~~578~~109,~~093~~353			6686,~~856~~673
Total current assets		~~678~~198,~~919~~135			1,~~741~~040,~~250~~373
Property and equipment, net		4443,~~301~~775			2243,~~886~~169
Intangible assets and other assets		21,~~098~~830,~~117~~517			31,~~167~~946,817
Total assets	$	2,~~821~~072,~~337~~427		$	13,~~767~~030,~~303~~359
Liabilities and shareholders’ equity
Liabilities and shareholders’ equity (deficit)
Current liabilities:
Accounts payable	$	1,~~259~~316,~~154~~064		$	~~341~~1,~~055~~243,351
Accrued expenses		~~867~~2,~~432~~199,141			~~676~~1,~~520~~663,110
Related party note payable		250,000			-
Note payable, net of deferred financing cost of $543,000 and $0 at September 30, 2015 and June 30, 2015, respectively		595,099			-
Total liabilities		2,376,586			1,017,575
Related party note payable		220,000			230,000
Total liabilities		4,330,304			3,136,461
Commitments and Contingencies
Redeemable common stock, $0.001 par value, 3,800,000 and 0 issued and outstanding at March 31, 2015 and June 30, 2014, respectively	$	1,350,000		$	-
Redeemable common stock, $0.001 par value, 3,800,000 issued and outstanding at September 30, 2015 and June 30, 2015	$	1,350,000		$	1,350,000
Shareholders’ equity:
Shareholders’ equity (deficit):
Series A Convertible Preferred stock, 100,000,000 shares authorized at par value of $0.001 per share, 5,015,200 and 0 issued and outstanding at March 31, 2015 and June 30, 2014, respectively		5,015			-
Series A Convertible Preferred stock, 100,000,000 shares authorized at par value of $0.001 per share, 19,128,910 and 18,848,184 issued and outstanding at September 30, 2015 and June 30, 2015, respectively		19,129			18,848
Common stock, 300,000,000 shares authorized at par value of $0.001 per share, 134,419,240 and 109,627,349 issued and outstanding at March 31, 2015 and June 30, 2014, respectively		134,419			109,627
Common stock, 300,000,000 shares authorized at par value of $0.001 per share, 131,677,343 and 131,758,682 issued and outstanding at September 30, 2015 and June 30, 2015, respectively		131,677			131,758
Subscription receivable		(~~621~~1,~~233~~253	)		(~~153~~1,~~276~~253	)
Additional paid in capital		1719,~~230~~807,~~835~~539			919,~~116~~745,~~789~~217
Accumulated deficit		(1723,~~255~~564,~~218~~969	)		(821,~~465~~336,~~066~~956	)
Total Pulse Evolution Corporation equity		(~~506~~3,~~182~~607,877	)		~~608~~(1,~~074~~442,386	)
Noncontrolling interests		(399,067	)		141,654
Non-controlling interests		-			(13,716	)
Total shareholders’ equity		(905,249	)		749,728
Total shareholders’ equity (deficit)		(3,607,877	)		(1,456,102	)
Total liabilities and shareholders’ equity	$	2,821,337		$	1,767,303
Total liabilities and shareholders’ equity (deficit)	$	2,072,427		$	3,030,359

The accompanying notes are an integral part of these condensed consolidated financial statements

F-1

~~PULSE~~Pulse Evolution ~~EVOLUTION~~Corporation ~~CORPORATION AND~~and ~~SUBSIDIARIES~~Subsidiaries

~~CONDENSED~~Condensed ~~CONSOLIDATED~~Consolidated ~~STATEMENTS~~Statements OFof ~~OPERATIONS~~Operations

(Unaudited)

	Three Months Ended March 31, 2015			Three Months Ended March 31, 2014			Nine Months Ended March 31, 2015			Period from October 10, 2013 (inception) through March 31, 2014
	Three Months Ended			Three Months Ended
Statement of Operations
	September 30, 2015			September 30, 2014
Revenues	$	-		$	544,285		$	88,151		$	544,285
Statement of Operations
Costs and expenses		2,394,263			5,173,302			9,419,024			5,392,511
Revenues		-			88,151
Net operating loss		(2,394,263	)		(4,629,017	)		(9,330,873	)		(4,848,226	)
Expenses:
Loss before income taxes		(2,394,263	)		(4,629,017	)		(9,330,873	)		(4,848,226	)
Stock based compensation expenses		241,082			368,305
Income tax expense		-			-			-			-
Other Costs and expenses		1,736,529			3,203,783
Net loss before non-controlling interests		(2,394,263	)		(4,629,017	)		(9,330,873	)		(4,848,226	)
Total expenses		1,977,611			3,572,088
Net loss attributable to non-controlling interests		115,646			-			540,720			-
Operating loss		(1,977,611	)		(3,483,937	)
Net loss attributable to common shareholders		(2,278,617	)		(4,629,017	)		(8,790,153	)		(4,848,226	)
Interest expense		236,686			-
Basic and Diluted loss per share attributable to Pulse Evolution Corporation common shareholders	$	(0.02	)	$	(0.05	)	$	(0.07	)	$	(0.05	)
Net loss before non-controlling interests		(2,214,297	)		(3,483,937	)
Weighted average number of common shares outstanding:
Net loss attributable to non-controlling interests		-			516,853
Basic and Diluted		135,141,160			102,649,571			126,003,783			95,054,457
Net loss attributable to common shareholders		(2,214,297	)		(2,967,084	)
Basic and Diluted loss per share attributable to Pulse Evolution Corporation common shareholders	$	(0.02	)	$	(0.03	)
Weighted average number of common shares outstanding:
Basic and Diluted		131,612,326			113,490,252

The accompanying notes are an integral part of these condensed consolidated financial statements

F-2

~~PULSE~~Pulse Evolution ~~EVOLUTION~~Corporation ~~CORPORATION AND~~and ~~SUBSIDIARIES~~Subsidiaries

~~CONDENSED~~Condensed ~~CONSOLIDATED~~Consolidated ~~STATEMENTS~~Statement OFof ~~CASH~~Cash ~~FLOWS~~Flows

(Unaudited)

	Nine Months Ended March 31, 2015			Period from October 10, 2013 (inception) through March 31, 2014
	Three Months Ended			Three Months Ended
	September 30, 2015			September 30, 2014
Cash flows from operating activities
Net loss	$	(92,~~330~~214,~~873~~297	)	$	(~~219~~3,~~209~~483,937	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		~~234~~118,~~889~~624			-50,261
Share-based compensation expense		~~488~~62,~~552~~522			-368,305
Loss on shares issued in connection with debt		148,800			-
Amortization of debt discount		77,500			-
Changes in operating assets and liabilities:
Prepaid legal fees		87(2,~~387~~500	)		-
Prepaid deposits and other assets		(1022,~~320~~680	)		(421,~~700~~999	)
Purchase of licensing rights		(1,000,000	)		(701,489	)
Accounts payable		72,713			304,479
Accounts payable		1,365,441			69,985
Accrued expenses		(232,769	)		155,237
Accrued expenses		190,912			86,535
Net cash used in operating activities		(1,992,087	)		(2,583,656	)
Net cash used in operating activities		(7,974,012	)		(768,878	)
Cash flows from investing activities:
Purchase of property and equipment		(262,~~171~~930	)		-(1,374	)
Net cash used in investing activities:		(26,171	)		-
Purchase of licensing rights		-			(1,000,000	)
Net cash used in investing activities:		(2,930	)		(1,001,374	)
Cash flows from financing activities:
Net proceeds from sales of common stock		~~4,405,331~~-			32,~~210~~308,~~648~~743
Net proceeds from sales of preferred stock		1,858,671
Proceeds of note payable, net of financing costs		1,137,599			-
Net proceeds of related party note payable		250,000			-
Repayments of related party note payable		(10,000	)		-
Net cash provided by investing activities:		6,514,002			3,210,648
Net cash provided by financing activities:		1,127,599			2,308,743
Net increase in cash and cash equivalents		(1,486,181	)		2,441,770
Net decrease in cash and cash equivalents		(867,418	)		(1,276,287	)
Cash and cash equivalents, beginning of period		1899,~~539,719~~174			-1,539,719
Cash and cash equivalents, end of period	$	5331,~~538~~756		$	2263,~~441,770~~432
Supplement cash flow information:
Payment of payable in common stock	$	~~456,653~~-		$	-456,653
Exchange warrant option issued to acquire licensing rights	$	~~476,000~~-		$	-476,000
Issuance of redeemable common stock for licensing rights	$	1,350,000		$	-
Common stock converted to Preferred stock	$	281		$	-

The accompanying notes are an integral part of these condensed consolidated financial statements

F-3

~~PULSE~~Notes to ~~EVOLUTION~~the ~~CORPORATION~~Condensed Consolidated Financial Statements

~~Notes~~NOTE to1. ~~the~~BASIS ~~Condensed~~OF ~~Consolidated~~PRESENTATION ~~Financial~~AND ~~Statements~~BUSINESS DESCRIPTION

~~March~~Nature of ~~31, 2015~~Business

~~(Unaudited)~~Pulse Evolution Corporation was incorporated on May 31, 2013, under the laws of the State of Nevada under the name QurApps, Inc., initially announcing plans to develop software applications for mobile devices. In anticipation of a change of control transaction, which closed on May 15, 2014, the Company changed its name to Pulse Evolution Corporation effective May 8, 2014.

~~NOTE~~We are 1.a ~~SUMMARY~~market OFleader ~~SIGNIFICANT~~in the emerging virtual human likeness space, and the foremost developer of hyper-realistic digital humans ~~ACCOUNTING~~– ~~POLICIES~~computer generated assets that appear to be human and can perform in live shows, virtual reality, augmented reality, holographic, 3D stereoscopic, web, mobile, interactive and artificial intelligence applications.

~~Nature~~We believe that digital humans will be ubiquitous in society, culture and industry. In the last decade, hyper-realistic digital humans have performed in movies such as The Curious Case of ~~Business~~Benjamin Button or on stage such as the virtual performance of a digital Tupac Shakur at the Coachella Valley Music Festival. We expect that, in years to come, digital humans will not only perform for audiences on stage and in film, but they will also represent individual consumers as digital likeness avatars, in realistic and fantasy form, appearing and interacting on the consumer’s behalf in electronic and mobile communication, social media, video game, virtual reality, and augmented reality. The Company’s long-term goal is to be the ‘face’ of artificial intelligence, to provide a human form to interactive artificially intelligent computer beings that will be common in society, providing useful information and services to people in diverse industries, such as education, health care, telecommunications, defense, transportation and entertainment.

~~Pulse~~Our leadership ~~Evolution~~team ~~Corporation was~~is ~~incorporated~~currently focused on ~~May~~applications ~~31,~~of ~~2013,~~digital ~~under~~humans ~~the~~in ~~laws~~entertainment. ofWe believe the ~~State~~entertainment ofindustry provides ~~Nevada~~us ~~under~~with ~~the~~attractive ~~name~~near-term ~~QurApps,~~opportunities ~~Inc.,~~to ~~initially~~put ~~announcing~~digital ~~plans~~ humans to ~~develop~~work ~~software~~in ~~applications~~proven ~~for~~performance-oriented ~~mobile~~business ~~devices.~~models, while Inalso ~~anticipation~~allowing ofus ato ~~change~~use the visibility of ~~control~~our ~~transaction,~~globally ~~which~~recognized ~~closed~~celebrities onto ~~May~~showcase ~~15,~~our digital human technologies ~~2014~~and their applications across other industries. Accordingly, ~~the~~our ~~Company~~current ~~changed~~business ~~its~~plan ~~name~~is to ~~Pulse~~generate ~~Evolution~~revenues ~~Corporation~~from ~~effective~~our ~~May~~digital human 8representations of three of the world’s best-known late celebrities – Michael Jackson, ~~2014~~Elvis Presley and Marilyn Monroe – in full length entertainment experiences, brand marketing events and digital products.

~~The Company is a recognized~~Acquisition ~~pioneer and leading developer~~ of ~~hyper-realistic~~Pulse digital humans for holographic live performances, virtual reality, augmented reality and artificial intelligence. Founded by the producers of the world’s most globally recognized digital humans, the Company is initially focused on the development of computer-generated digital humans for entertainment and media applications, such as live and holographic concerts, virtual reality, advertising, feature films and branded content. In this regard, the Company is principally focused on generating revenues from key agreements with the leading celebrity estates of Michael Jackson, Elvis Presley and Marilyn Monroe.Entertainment

The Company ~~believes~~entered ~~that digital~~into ~~humans~~a ~~will~~share beexchange ~~ubiquitous~~agreement on September 26, 2014 (the “Share Exchange Agreement”) with Pulse Entertainment in ~~society~~which the Company agreed to issue up to 58,362,708 ~~culture~~shares ~~and~~of ~~industry~~its unregistered common stock, $0.001 ~~They~~par ~~will~~value (the ~~not~~“Common ~~only~~Stock”) ~~perform~~to onthe ~~stage~~shareholders orof inPulse ~~film~~Entertainment holding 21,535,252 asshares ~~has~~of ~~already~~its issued and outstanding ~~been~~common ~~witnessed~~stock (the “Share Exchange”), ~~but~~such ~~they~~shares ~~will~~representing ~~also~~100% ~~represent~~of usthe ~~individually~~issued asand ~~digital~~outstanding ~~likeness~~common ~~avatars,~~stock inof ~~realistic~~Pulse Entertainment. ~~and~~On ~~fantasy~~September ~~form~~30, ~~appearing~~2014, the Company completed the initial closing under the Share Exchange Agreement pursuant to onwhich ~~our~~it ~~behalf~~agreed to issue 35,827,309 ~~and~~shares ~~interacting~~of inits ~~electronic~~unregistered ~~and~~Common ~~mobile~~Stock, ~~communication~~net of cancellations, ~~social~~to ~~media~~the shareholders of Pulse Entertainment in exchange for 17,466,383 ~~video~~shares ~~games~~of ~~and~~its ~~virtual~~common ~~reality~~stock. ~~The~~During the quarter ended December 31, 2014, the Company exchanged ~~believes~~additional ~~digital~~shares ~~humans~~under ~~will~~the ~~ultimately~~Share ~~provide~~Exchange aAgreement ~~relatable~~pursuant ~~human~~to ~~interface~~which ~~for~~it ~~artificial~~agreed ~~intelligence~~to ~~applications~~issue 15,135,973 ~~‘thinking’~~shares of its unregistered ~~machine~~Common ~~systems~~Stock, ~~that~~net of cancellations, ~~through~~to the ~~technology~~shareholders of Pulse Entertainment in exchange for 2,732,869 ~~will~~shares ~~appear~~of asits ~~realistic~~common stock. ~~communicating~~As ~~humans~~part ~~through~~of ~~mobile~~the ~~devices~~Share Exchange, ~~digital~~certain ~~signage~~of the Company’s shareholders who are also shareholders of Pulse Entertainment canceled 60,910,113 shares of the Company’s common stock previously issued to them in connection with the Share Exchange. ~~classrooms~~The ~~and~~remaining ~~through~~1,336,000 ~~lightweight~~shares ~~wearable~~of ~~augmented~~Pulse ~~reality~~Entertainment ~~glasses~~common stock were exchanged in June 2015 and ~~virtual~~July ~~reality~~2015 ~~headsets~~by the Pulse Entertainment Shareholders pursuant to the Share Exchange Agreement for 7,399,426 shares of the Company’s unregistered common stock. In July 2015, Pulse Entertainment became a wholly owned subsidiary of the Company.

Beyond the Company’s immediate focus on entertainment, the Company is devoting significant resources to developing the role of digital humans in virtual reality and in artificial intelligence. In the first quarter of our fiscal year 2016, the Company entered into a contract services relationship, developing digital humans and content, for a leading virtual reality industry company. Though there are no plans to pursue a business model of contract services, the project has enabled the Company to further develop its proprietary human animation technologies and efficiently enter into the highF-growth virtual reality industry. The Company has also recently consummated its first joint venture with an artificial intelligence company. Pursuant to the terms of this agreement, SpaceBoy, a leading Japan-based artificial intelligence company, made a direct equity investment into Company common stock, while also providing the Company with an opportunity to build ‘thinking’ digital humans based on SpaceBoy’s ‘AI Inside’ technology. It is the Company’s goal to be the ‘face’ of artificial intelligence, to provide a human form to interactive artificially intelligent computer beings. The Company believes the experience and vision of our leadership team, combined with existing and growing business relationships, have positioned the Company to be a leading pioneer in the worlds of virtual reality and artificial intelligence.4

The Company’s media and entertainment business model is focused on participation in intellectual property through the development, production and ownership of entertainment properties featuring globally recognized animated virtual performers and through multiyear revenueshare relationships with living celebrities and late celebrity estates. In late 2013, Pulse Entertainment Corporation (“Pulse Entertainment”), now a wholly-owned subsidiary of the Company, entered into a multiyear agreement with the estate of Michael Jackson to produce a photorealistic digital likeness of the late celebrity and to participate in a share of revenues that could be realized through performances of the ‘Virtual Michael Jackson’ in diverse entertainment and media applications. In August 2014, the Company entered into a multiyear agreement with ABG EPE IP, LLC (“ABG”), the principal owner of rights related to the estate of the late celebrity Elvis Presley to produce a photorealistic digital likeness of the late celebrity and to participate in a share of revenues that could be realized through performances of the ‘Virtual Elvis Presley’ in diverse entertainment and media applications. In October 2014, the Company entered into a multiyear agreement with the estate of the late celebrity Marilyn Monroe to produce a photorealistic digital likeness of the late celebrity and to participate in a share of revenues that could be realized through performances of the ‘Virtual Marilyn Monroe’ in diverse entertainment and media applications.Recapitalization

~~F-4~~The Company’s acquisition of Pulse Entertainment was accounted for as a recapitalization of Pulse Entertainment since the shareholders of Pulse Entertainment obtained voting and managing control of the Company. Pulse Entertainment was the acquirer for financial reporting purposes and Pulse Evolution was the acquired company. Consequently, the consolidated financial statements after completion of the acquisition include the assets and liabilities of both Pulse Evolution and Pulse Entertainment, the historical operations of Pulse Entertainment and their consolidated operations from the September 30, 2014 closing date of the acquisition. Pulse Entertainment retroactively applied its recapitalization pursuant to the terms of the Share Exchange Agreement for all periods presented in the accompanying consolidated financial statements for the three months ended September 30, 2015 and 2014 and as of June 30, 2015.

~~Acquisition of Pulse Entertainment~~Liquidity

~~In May 2014, the Company signed~~During ~~a letter of intent to exchange at least a majority of its unissued shares of common stock for 100% of~~ the ~~outstanding~~quarter common stock of Pulse Entertainment Corporation, a related party. The Company entered into a share exchange agreement on September 26, 2014 (the “Share Exchange Agreement”) with Pulse Entertainment in which the Company agreed to issue up to 58,362,708 shares of its unregistered common stock, $0.001 par value (the “Common Stock”) to the shareholders of Pulse Entertainment holding 21,535,252 shares of its issued and ~~outstanding~~subsequent common stock (the “Share Exchange”), such shares representing 100% of the issued and outstanding common stock of Pulse Entertainment. Upon closing of the transaction, Pulse Entertainment will become a subsidiary of the Company and the total shares of common stock outstanding are expected to ~~be 146,280,014. On September 30, 2014,~~ the Company completed the initial closing under the Share Exchange Agreement pursuant to which it agreed to issue 35,827,309 shares of its unregistered Common Stock, net of cancellations, to the shareholders of Pulse Entertainment in exchange for 17,466,383 shares of its common stock. During the quarter ~~ended December 31~~end, ~~2014,~~ the Company ~~exchanged~~raised ~~additional~~significant ~~shares~~capital ~~under~~in ~~the~~order ~~Share Exchange Agreement pursuant~~ to ~~which~~support ~~it agreed to issue 15,135,973 shares of its unregistered Common Stock, net of cancellations, to~~ the ~~shareholders~~ongoing ~~of Pulse Entertainment in exchange for 2,732,869 shares of its common stock. No shares were exchanged during~~development ~~the quarter ended March 31, 2015. As part~~ of the ~~Share~~core ~~Exchange,~~digital ~~certain~~human oftechnology ~~the~~and ~~Company’s shareholders who are~~ also ~~shareholders of Pulse Entertainment canceled 60,910,113 shares of the Company’s common stock previously issued~~ to ~~them~~create ~~in connection with~~ the ~~Share~~digital ~~Exchange.~~likeness ~~Upon completion~~ of ~~the~~Michael ~~initial closing~~Jackson, ~~Pulse~~Elvis ~~Entertainment~~Presley ~~became~~and aMarilyn ~~subsidiary of the Company~~ Monroe in ~~which the~~anticipation ~~Company owned a 93.8% interest at March 31, 2015. The remaining 1,336,000 shares~~ of ~~Pulse~~starting ~~Entertainment~~full ~~common~~production ~~stock were exchanged in June 2015 and July 2015 by the Pulse Entertainment Shareholders pursuant to the Share Exchange Agreement for 7,399,426 shares~~ of ~~the~~theatrical ~~Company’s unregistered common stock. In the event these shares are exchanged~~shows, ~~Pulse~~music ~~Entertainment~~concerts ~~will~~and ~~become a~~other ~~wholly owned subsidiary of the Company~~events.

~~Recapitalization~~The Company broadly consists of a Core operations, management and administration team and In-House Production Talent. Upon commencement of production of a specific concert or theatrical show, the In-House Production Talent team would be required to provide animation services related to the performance of the primary celebrity character, such services to be funded by a show-specific production entity that would likely be managed by the Company and funded materially by third-party entertainment production investors. While we intend to fund an initial portion of production costs of a show from internal sources, we expect a large portion of these costs to be funded by such third parties, including affiliated production companies, associated celebrity estates, corporate sponsors and other entertainment finance vehicles. We do not, however, currently have any such funding or financing arrangements currently in place. Our ability to fund our In-House Production Talent and meet our obligations on a timely basis relies on our ability to raise funds for the productions. If we are unable to successfully raise sufficient production capital through future debt and equity financings or strategic and collaborative ventures with potential partners, we would likely have to reduce our dependence on In-house Production Talent and limit many, if not all, of our activities as a producer.

~~The Company’s acquisition~~We ofhave ~~Pulse~~raised ~~Entertainment~~approximately ~~was~~$18.0 ~~accounted~~million ~~for~~of ascore adevelopment ~~recapitalization~~capital offrom ~~Pulse~~inception ~~Entertainment~~through ~~since~~September ~~the~~30, ~~shareholders~~2015, consisting of ~~Pulse Entertainment~~$16.6m ~~obtained~~of ~~voting~~equity and ~~managing~~$1.4m ~~control~~ of ~~the Company~~debt. ~~Pulse~~Our ~~Entertainment~~plan ~~was~~to ~~the~~develop, ~~acquirer~~produce ~~for~~and ~~financial~~operate ~~reporting~~full ~~purposes~~scale ~~and Pulse~~productions ~~Evolution~~will ~~was~~require ~~the~~significant ~~acquired~~direct ~~company. Consequently~~funding, similar ~~the~~to ~~consolidated~~that ~~financial statements after completion~~ of ~~the~~a ~~acquisition include~~mid-sized ~~the~~theatrical ~~assets~~show. ~~and~~Until ~~liabilities~~we ofsecure ~~both~~production ~~Pulse~~capital ~~Evolution~~ and ~~Pulse~~generate ~~Entertainment~~revenues, the ~~historical~~Company ~~operations~~will ofcontinue to ~~Pulse~~rely ~~Entertainment and~~on ~~their~~raising ~~consolidated~~capital ~~operations~~to ~~from~~support the ~~September~~development ~~30, 2014 closing date~~ of ~~the~~technology ~~acquisition.~~and ~~Pulse~~digital ~~Entertainment~~likenesses ~~retroactively applied~~of its ~~recapitalization~~portfolio ~~pursuant to the terms~~ of ~~the~~celebrities. ~~Share~~We believe ~~Exchange~~that ~~Agreement~~full ~~for~~scale ~~all~~shows ~~periods~~will ~~presented~~require in ~~the~~excess ~~accompanying consolidated~~of ~~financial~~$25,000,000 ~~statements~~of ~~for~~development ~~the three~~ and ~~nine~~operating ~~months~~financing ~~ended~~and ~~March~~we ~~31,~~plan ~~2015,~~to ~~for~~fund each ~~the~~of ~~three~~our ~~months~~productions ~~ended~~within ~~March~~a 31production entity, ~~2014 and~~similar ~~for~~to the ~~period~~structure ~~from~~used ~~October~~by ~~10,~~movie ~~2013 through March 31, 2014~~studios.

~~Because~~Subsequent to ~~Pulse~~the ~~Entertainment is~~quarter end, the ~~acquirer~~Company ~~for~~sourced ~~financial~~several ~~reporting~~short ~~purposes~~term bridge loans and equity investments, ~~comparative~~as ~~prior~~detailed ~~year~~in ~~data~~note is12 ~~presented~~(Subsequent Events). ~~for~~Notably, ~~the~~in ~~period~~January ~~from~~2016, ~~October~~we secured a $10,000,000 ~~2013~~equity investment from Original Force and U9 and in June 2016 we signed a term sheet for an equity investment of $50,000,000, of which $2,500,000 has been received and the remainder is to be paid in two installments through ~~March~~December 31, ~~2014~~2016. ~~due~~The toterm ~~Pulse~~sheet ~~Entertainment’s~~is ~~incorporation~~non-binding ~~occurring~~except onfor ~~October~~certain 10clauses, ~~2013~~including ina ~~the~~restriction on ~~state~~our ofability ~~Delaware~~to raise capital from 3rd parties.

~~F-5~~We have analyzed our liquidity requirements and have determined that we have sufficient liquidity or access to other sources of capital to support our core operations for the 12 months from the balance sheet date. Beyond that, the Company will need to close the remainder of the $50m investment or raise production funds, lines of credit or core capital to support the launch of our shows and for corporate operations.

~~Liquidity~~Basis of Presentation and Consolidation

The ~~Company has been highly~~ ~~dependent~~accompanying oncondensed ~~raising~~consolidated ~~capital~~financial tostatements ~~fund~~include ~~its~~the ~~startup~~accounts ~~and~~of ~~growth~~Pulse ~~strategies.~~Evolution ~~To date~~Corporation, ~~the~~its ~~Company~~majority ~~has raised capital from the sales~~owned ofsubsidiary ~~its~~Pulse ~~common~~Entertainment ~~stock~~Corporation. ~~without~~The ~~restrictive~~company ~~covenants~~has ~~from~~created ~~institutional~~various ~~investors~~wholly ~~and~~owned ~~strategic~~subsidiaries, ~~partners~~including ~~(See~~The ~~Note~~Kopp ~~7 Capitalization).~~Initiative, OnLLC, ~~September~~Pulse ~~30,~~Digital ~~2014~~Human Labs, ~~the~~Pulse ~~Company~~Japan and Pulse ~~Entertainment~~Biologic, ~~completed~~all anof ~~initial~~which ~~closing~~had ~~under~~no ~~the~~activity ~~terms~~during ofthe aquarters ~~share~~ended ~~exchange agreement~~September ~~they~~30, ~~entered~~2015 ~~into~~and ~~whereby Pulse Entertainment became a subsidiary of the Company~~2014. AsAll ofsignificant ~~March~~intercompany ~~31,~~accounts ~~2015,~~and ~~the~~transactions ~~Company~~have ~~owns~~been ~~93.8% of~~eliminated ~~Pulse~~in ~~Entertainment~~consolidation.

The Company’s ~~core~~retroactively ~~business is~~applied ~~the~~its ~~acquisition~~recapitalization ~~from~~per ~~estates~~the ~~and~~Share ~~other~~Exchange ~~rights~~Agreement ~~holders~~for ofall ~~certain~~periods ~~intellectual~~presented ~~property~~in ~~rights~~the ~~to create virtual celebrities,~~accompanying ~~and~~condensed ~~the~~consolidated ~~right~~financial ~~to present~~statements, ~~and~~which ~~license~~includes toPulse ~~others~~Entertainment ~~to present, those virtual performers in live,~~ and aall ~~variety~~other ~~of live virtual and commercial formats~~subsidiaries.

In execution of its business plan, the Company has considered various models for executing its business plan. Originally, the Company intended to focus on providing virtual performers for appearances and collecting royalties when the Company has an ownership interest in the intellectual property rights for the virtual performer (the “Talent Model”). Under the Talent Model, the Company would permit other producers to create performances that make use of virtual performers created by the Company. In addition to being available for performances in entertainment productions, the virtual performers would also be available for diverse other appearances, such as television commercials, print advertising campaigns, shortF-form content and downloadable apps. Under the Talent Model, the Company is positioned to earn revenues from its virtual performers, and through its revenue share agreements with celebrity estates, in a manner that is consistent with how the ‘actual’ celebrities would earn revenues through their direct performances and appearances.5

~~The Company has also considered~~NOTE a traditional visual effects services model, principally in response to requests by third-parties that would like to build computer generated, digital humans depicting actual historical figures, living celebrities and fictional fantasy characters2. ToSUMMARY ~~the~~OF ~~extent the~~SIGNIFICANT ~~Company~~ACCOUNTING has available human resources, whether between production contracts or otherwise, the Company believes such services projects represent an opportunity to generate additional high-margin revenue, based on our human animation specialization, and also the opportunity to see additional benefits of the services work as ‘funded research and development’. Additionally, certain of these projects also have the potential to strengthen the Company’s reputation as a leader in the field of human animation.POLICIES

~~Subsequently, the Company~~Use ~~decided to explore and develop opportunities to act as a producer~~ of events (the “Producer Model”), thereby enabling the company to exert significant creative and technological control over the performance productions, and to capture significantly greater portions of the realizable economic value created by the virtual performance.Estimates

~~Under~~The Company’s ~~both~~condensed ~~models,~~consolidated ~~the~~financial ~~Company~~statements have been prepared in accordance with accounting principles generally ~~expects~~accepted toin ~~generate~~the ~~revenues~~United ~~and/or~~States. ~~positive~~The ~~operating~~preparation ~~cashflow~~of onthese ~~all~~financial ~~digital~~statements ~~construction,~~requires ~~animation,~~the ~~and~~Company ~~production~~to ~~services~~make estimates and judgments that itaffect ~~provides,~~the ~~plus~~reported ~~royalties~~amounts ~~and~~of ~~performance~~assets, ~~fees~~liabilities, ~~when~~revenues ~~the~~and ~~work~~expenses, ~~involves~~and ~~intellectual~~related ~~property~~disclosure ~~rights~~of ~~held~~contingent byassets ~~the Company.~~and ~~Under~~liabilities. ~~both~~On ~~models~~an ongoing basis, the Company ~~has~~evaluates ~~significant~~its ~~discretion~~estimates tobased ~~determine~~on toexperience ~~what~~and ~~extent~~on ~~the~~various ~~creative~~other ~~and~~assumptions ~~production resources, which~~that are ~~primarily~~believed ~~labor~~to ~~costs~~be reasonable under the circumstances, ~~are~~the ~~engaged~~results onof anwhich asform ~~needed~~the basis for ~~each~~making ~~project~~judgments orabout ~~production~~the ~~(“Contract Staffing”),~~carrying values of assets and toliabilities ~~what~~that ~~extent~~are ~~the~~not ~~Company~~readily ~~carries~~apparent afrom ~~concentration~~other ofsources. ~~creative~~Actual ~~and~~results ~~production~~may ~~resources~~differ ~~inhouse~~from ~~(“InHouse~~these ~~Staffing”)~~estimates under different assumptions or conditions.

~~While execution of the Producer~~Cash Model enables the Company to capture more of the value created by the virtual performers, it also requires the Company to raise significant amounts of production capital, which is similar to project financed equity or nonrecourse debt into production subsidiaries. Executing this model with Inhouse Staffing gives the Company certain strategic advantages and ~~flexibility~~Cash ~~in the development of new concepts and application of new technologies, yet it also requires a higher employee headcount and the related operating overhead.~~Equivalents

The Company’s ~~ability to~~considers ~~fund~~all ~~its~~highly ~~operations~~liquid ~~and~~investments ~~meet~~with ~~its~~an ~~obligations~~original onmaturity aof ~~timely~~three ~~basis~~months isor ~~dependent~~less onat ~~its~~the ~~ability~~time toof ~~match~~purchase ~~the~~to ~~available financial~~be ~~resources~~cash toequivalents. ~~its~~At ~~operating~~September ~~model~~30, ~~(Talent~~2015, ~~vs.~~the ~~Producer)~~Company’s ~~and~~cash ~~its~~balances ~~execution~~held ~~strategy~~within ~~(Contract~~one ~~Staffing~~financial ~~vs.~~institution ~~InHouse~~were ~~Staffing).~~within ~~The~~the ~~decisions~~current ~~the~~insured ~~Company~~amounts ~~makes~~under ~~with regard to operating model and execution strategy drive~~ the ~~capital~~Federal ~~and~~Deposit ~~liquidity~~Insurance ~~requirements~~Corporation.

~~F-6~~Allowance for Doubtful Accounts

The Company ismaintains ~~currently~~a ~~operating under~~policy ~~the~~to ~~Producer~~record ~~Model~~allowances ~~with~~for ~~significant~~doubtful ~~InHouse~~accounts ~~Staffing~~for ~~resources.~~estimated ~~Consequently,~~losses ~~the~~resulting ~~Company~~from isthe ~~heavily~~inability ~~reliant~~of ~~upon raising~~its ~~equity~~customers, ~~capital~~lenders or investors to ~~finance~~make ~~our~~required ~~operations,~~payments. ~~meet~~If ~~our~~the ~~working~~financial ~~capital~~conditions ~~requirements~~of ~~and~~these ~~finance~~customers ~~productions.~~were Toto ~~the~~deteriorate and ~~extent~~impair ~~that~~their ~~full development~~ability ofto ~~the~~make ~~Company’s~~payments, ~~growth~~additional ~~opportunities~~allowances ~~also~~may ~~requires~~be ~~forming~~required. ~~strategic~~No ~~alliances,~~allowance ~~the~~for ~~Company~~doubtful isaccounts ~~prepared~~was tonecessary doat soSeptember 30, 2015 and June 30, 2015.

~~If, however, the Company is~~Intangible unable to successfully raise sufficient additional capital and generate cash flow from operations, the Company would likely have to curtail its activities as a production company, reduce its dependence on InHouse Staffing resources and downsize the scale of its operations in a manner consistent with the Talent Model.Assets

~~Basis~~Definite-lived intangibles, which are made up of ~~Presentation~~license agreements as described in Note 4 Intangible and Other Assets, are amortized on a straight- ~~Consolidation~~line basis over their useful lives. The Company reviews the intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. As of September 30, 2015, the Company has determined that there is no impairment of the intangible assets.

~~These unaudited condensed~~Revenue consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. These financial statements should be read in conjunction with the financial statements included in Form 8-K filed with the SEC on October 10, 2014.Recognition

~~The accompanying condensed~~For ~~consolidated~~Production ~~financial statements include the accounts of Pulse Evolution Corporation~~Services, ~~its~~revenue ~~majority~~is ~~owned~~recognized ~~subsidiary~~over ~~Pulse~~each ~~Entertainment Corporation~~contract ~~and~~period ~~its~~based ~~wholly~~on ~~owned~~percentage ~~subsidiaries~~of ~~The~~work ~~Kopp Initiative, LLC and Pulse Biologic~~completed. ~~All~~As ~~significant~~the ~~intercompany accounts~~production ~~and~~services ~~transactions~~are ~~have~~rendered, ~~been~~revenue ~~eliminated~~is ~~in consolidation~~recognized.

~~The Company retroactively applied its recapitalization per the Share Exchange Agreement for all periods presented in the accompanying unaudited condensed consolidated financial statements.~~F-6

~~Reclassifications~~Production Costs

~~The accompanying condensed~~Production ~~consolidated~~costs ~~financial~~consist ~~statements~~primarily ~~include certain reclassifications~~ of amounts indue ~~the~~to ~~June~~third-party ~~30,~~providers ~~2014~~that ~~financial~~the ~~statements~~Company inuses ~~order~~ to ~~conform~~help tocreate ~~the~~and ~~March~~deliver ~~31,~~the ~~2015~~Company’s digital ~~presentation.~~and ~~There~~live ~~were~~performance ~~no changes to total assets, total liabilities or total stockholders’ equity~~productions.

~~Prepaid~~ Property and ~~Other Assets~~Equipment

~~The Company had paid a launch~~Property ~~fee~~and ofequipment ~~$1,000,000~~are ~~for~~stated ~~the~~at ~~multiyear agreement with ABG~~cost, asless ~~described~~accumulated ~~in Note 3 Intangible and Other Assets~~depreciation. InDepreciation ~~April~~is ~~2015~~provided ~~this agreement~~on ~~was~~a ~~amended~~straightline tobasis ~~reduce~~over the ~~launch~~estimated useful ~~fee~~life toof ~~$500,000 and use~~ the ~~remaining~~related ~~payment~~asset. ~~made~~Computers byare ~~the~~depreciated ~~Company~~over tofive ~~fund~~years. ~~the~~Furniture ~~$500,000 service~~and ~~contract~~fixtures ~~when expenses~~ are ~~incurred.~~depreciated ~~The~~over ~~Company reclassified $500,000 of the launch fee into prepaid expenses as of March~~seven ~~31, 2015~~years.

~~Intangible Assets~~Segment Reporting

~~Definite-lived intangibles, which are made up of license agreements as described in Note 3 Intangible and Other Assets, are amortized on a straight-line basis over their useful lives.~~ The Company ~~reviews~~currently ~~the~~operates ~~intangible assets for impairment whenever events or changes~~ in ~~circumstances indicate~~only ~~that~~one ~~the carrying amount of the assets may not be recoverable~~segment. ~~As of March 31, 2015, the Company has determined that there is no impairment of the intangible assets.~~

~~Revenue~~Fair Value ~~Recognition~~of Financial Instruments

~~The Company has entered into~~ASC aTopic ~~production~~820, ~~services~~Fair ~~agreement~~Value ~~with~~Measurements ~~the~~and ~~estate~~Disclosures, ofestablishes a ~~deceased~~three ~~celebrity~~level ~~that~~fair ~~provide~~value ~~revenues~~hierarchy ~~based~~that onrequires ~~certain~~entities ~~production~~to ~~services.~~maximize ~~Revenue~~the isuse ~~recognized~~of onobservable ainputs ~~straight~~and ~~line~~minimize ~~basis~~the ~~over~~use ~~each~~of ~~contract~~unobservable ~~period,~~inputs aswhen ~~defined~~measuring infair ~~each agreement~~value. AsThe ~~the~~three ~~production~~levels ~~services~~of inputs ~~are~~used ~~rendered,~~to ~~revenue~~measure isfair ~~recognized.~~value are as follows:

~~F-7~~Level 1: Observable inputs such as quoted prices in active markets;

~~Stock~~Level 2: ~~based~~Inputs, ~~Compensation~~other than the quoted prices in active markets, that are observable either directly or indirectly; and

~~Accounting Standard Codification~~Level ~~(“ASC”) 718, “Compensation~~3: ~~Stock~~Unobservable ~~Compensation”~~inputs ~~requires recognition~~ in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). The Company measures the cost of employee services received in exchange for an award based on the grant date fair value of the award. The Company accounts for nonemployee share based awards based upon ASC 505-50, “Equity Based Payments to Non Employees.” ASC 505-50 requires the costs of goods and services received in exchange for an award of equity instruments to be recognized using the fair value of the goods and services or the fair value of the equity award, whichever is more reliably measurable. The fair value of the equity award is determined on the measurement date, which isthere ~~the earlier of the date that a performance commitment~~ is ~~reached~~little or ~~the~~no ~~date~~market ~~that~~data ~~performance is~~and ~~complete.~~require ~~Generally,~~ the ~~Company’s awards do not entail performance commitments. When an award vests over time such that performance occurs over multiple~~ reporting ~~periods,~~entity the Company estimates the fair value of the award as of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date. When the award vests, the Company adjusts the cost previously recognized so that the cost ultimately recognized is equivalent to ~~the~~develop ~~fair~~its ~~value~~own ~~on the vesting date, which is presumed to be the date performance is complete~~assumptions.

~~Income~~The carrying ~~Taxes~~amount of prepaid expenses, subscriptions receivable, accounts payable, and accrued expenses approximates fair value due to the short-term nature of these instruments.

~~The Company uses the asset~~Income and liability method of accounting for income taxes. Under this method, deferred income taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date.Taxes

~~Earnings~~The Company ~~per~~utilizes ~~Share~~the asset and liability method of accounting for deferred income taxes. Under this method, deferred tax liabilities and assets are recognized for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. A valuation allowance is established against deferred tax assets because, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company’s policy is to record interest and penalties on uncertain tax positions as income tax expense. For the three months ended September 30, 2015 and 2014, the Company does not believe any material uncertain tax positions are present. Accordingly, interest and penalties have not been accrued due to an uncertain tax position and the fact the Company has reported tax losses since inception.

~~Basic earnings per share are~~Stock ~~computed~~ based upon the weighted average number of shares outstanding, including nominal issuances of common share equivalents, for each period presented. Fully diluted, earnings per share is computed based upon the weighted average number of shares and dilutive share equivalents outstanding for each period presented. Due to the Company’s net losses for the three and nine months ended March 31, 2015, for the three months ended March 31, 2014 and for the period from October 10, 2013 through March 31, 2014 the inclusion of dilutive common share equivalents in the calculation of diluted earnings per share would be antidilutive. Thus, the common share equivalents have been excluded from the computation of diluted earnings per share for the three and nine months ended March 31, 2015, for the three months ended March 31, 2014 and for the period from October 10, 2013 through March 31, 2014. These common stock equivalents include warrants for shares of the Company’s common stock and rights to exchange shares of Pulse Entertainment Corporation common stock for shares of the Company’s common stock.Compensation

Accounting Standard Codification (“ASC”) 718, “Compensation: Stock Compensation” requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). The ~~potential~~Company ~~dilutive~~measures ~~securities~~the cost ~~outstanding~~of ~~that~~employee ~~were~~services ~~excluded~~received ~~from~~in exchange for an award based on the ~~computation~~grant date fair value of ~~diluted~~the ~~net~~award. ~~loss~~The ~~per~~Company accounts for nonemployee share based awards based upon ASC 505-50, “Equity Based Payments to Non Employees.” ASC 505-50 requires the costs of goods and services received in exchange for an award of equity instruments to be recognized using the ~~three~~fair value of the goods and ~~nine~~services ~~months~~or ~~ended~~the ~~March~~fair 31value of the equity award, whichever is more reliably measurable. The fair value of the ~~2015~~equity award is determined on the measurement date, ~~because~~which ~~their~~is ~~inclusion~~the ~~would~~earlier ~~have~~of ~~had~~the date that a performance commitment is reached or the date that performance is complete. Generally, the Company’s awards do not entail performance commitments. When an award ~~antidilutive~~vests ~~effect~~over time such that performance occurs over multiple reporting periods, ~~are~~the ~~summarized~~Company estimates the fair value of the award as ~~follows:~~of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date. When the award vests, the Company adjusts the cost previously recognized so that the cost ultimately recognized is equivalent to the fair value on the vesting date, which is presumed to be the date performance is complete.

	As of March 31, 2015		As of June 30, 2014
Share exchange right of subsidiary shareholders		7,399,426		22,535,399
Unvested restricted stock		1,152,000		-
Unvested stock options		1,152,006		-
Warrants		2,800,000		-
Total		12,503,432		22,535,399

F-7

~~F-8~~Recent Accounting Pronouncements

~~Recent~~In April ~~Accounting~~2015, ~~Pronouncements~~the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs. The guidance requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The standard also aligns the GAAP presentation with International Financial Reporting Standards and will remedy the long-standing conflict with the guidance in FASB Concepts Statement No. 6, Elements of Financial Statements, which indicates that debt issuance costs do not meet the definition of an asset, because they provide no future economic benefit. For public entities, the standard is effective for financial statements issued for fiscal years beginning after December 15, 2014, and interim periods within fiscal years beginning after December 15, 2015. Early adoption is permitted for financial statements that have not been previously issued. The Company has implemented ASU 2015-03 at September 30, 2015.

On In May ~~28,~~ 2014, the ~~Financial Accounting Standards Board (~~FASB) issued ~~Accounting~~guidance ~~Standards~~that ~~Update~~requires ~~No.~~companies ~~2014-09~~to ~~(ASU~~recognize ~~2014-09),~~revenue ~~Revenue~~to ~~from~~depict ~~Contracts~~the ~~with~~transfer ~~Customers. ASU~~of ~~2014-09~~goods ~~will~~and ~~eliminate~~services ~~transaction~~to customers ~~and~~in ~~industry~~amounts ~~specific~~that ~~revenue~~reflect ~~recognition~~the ~~guidance~~consideration ~~under~~to ~~current~~which ~~U.S.~~the ~~GAAP~~company ~~and~~expects ~~replace it~~to ~~with~~be aentitled ~~principle~~in ~~based~~exchange ~~approach~~ for ~~determining~~those ~~revenue~~goods ~~recognition~~and services. ~~ASU~~It ~~2014-09~~also ~~will~~requires ~~require~~enhanced ~~that~~disclosures ~~companies~~about ~~recognize~~ revenue ~~based~~, onprovides ~~the~~guidance ~~value~~for oftransactions ~~transferred~~that ~~goods~~were ornot ~~services~~previously asaddressed comprehensively, ~~they~~and ~~occur~~improves inguidance ~~the~~for ~~contract~~multiple-element arrangements. The ~~ASU~~guidance ~~also~~applies ~~will~~to ~~require~~any ~~additional~~entity ~~disclosure~~that either enters ~~about~~into ~~the~~contracts ~~nature,~~with ~~amount,~~customers ~~timing~~to transfer goods and ~~uncertainty~~services ofor ~~revenue~~enters ~~and~~into ~~cash~~contracts ~~flows~~for ~~arising~~the ~~from~~transfer ~~customer~~of nonfinancial assets unless those contracts, ~~including~~are ~~significant judgments~~within ~~and~~the ~~changes~~scope inof ~~judgments~~other ~~and~~standards. ~~assets~~In ~~recognized~~July ~~from~~2015, ~~costs~~the ~~incurred~~FASB todelayed ~~obtain~~the oreffective ~~fulfill~~date aof ~~contract~~this guidance by one year. ~~ASU~~The ~~2014-09~~guidance is now effective for ~~reporting~~public companies for annual periods beginning after December 15, ~~2016~~2017, ~~and~~as ~~early~~well as ~~adoption~~interim isperiods ~~not~~within ~~permitted.~~those ~~Entities~~annual ~~can~~periods ~~transition~~using toeither the ~~standard either~~full ~~retrospectively~~retrospective approach or asmodified aretrospective ~~cumulative effect adjustment as of the date of adoption~~approach. The ~~Management~~Company is currently evaluating the ~~impact,~~ ifimpacts ~~any,~~of onthe ~~adopting~~new ~~ASU~~guidance ~~2014-09~~ on ~~our~~its ~~results of operations or~~ financial ~~condition~~statements.

In September ~~August 2014~~2015, the ~~FABS~~FASB issued ASU ~~No. 2014~~2015-~~15,~~16 ~~Disclosure~~– ofBusiness ~~Uncertainties~~Combinations, ~~about~~which anrequires ~~Entity’s~~adjustments ~~Ability~~ to ~~Continue~~provisional asamounts recorded ain ~~Going~~business ~~Concern~~combinations ~~(“ASU~~to ~~2014-15”). ASU~~be ~~2014-15~~recognized ~~will~~in ~~explicitly~~the ~~require~~reporting ~~management~~period toin ~~assess~~which anthey ~~entity’s~~are ~~ability~~identified, toeither ~~continue~~separately ason the aface ~~going~~of ~~concern,~~the ~~and~~income tostatement ~~provide related~~or ~~footnote~~in ~~disclosure~~the innotes ~~certain~~to ~~circumstances.~~the ~~The~~financial ~~new~~statements. ~~standard~~ASU ~~will~~2015-16 beis effective for ~~all~~annual ~~entities~~reporting ~~in the first annual~~periods ~~period~~beginning ~~ending~~ after December 15, ~~2016.~~2015 ~~Earlier~~and any interim periods within that period, and early adoption is permitted. ~~The~~We ~~Company~~are is currently evaluating ~~the~~ASU 2105-16 to determine if this guidance will have a material impact ofon ~~the~~our ~~adoption~~ financial position, results of ~~ASU~~operations or ~~2014-15~~cash flows.

~~NOTE~~There have 2.been ~~PROPERTY~~no &developments to recently issued accounting standards, including the expected dates of adoption and estimated effects ~~EQUIPMENT~~on the Company’s condensed consolidated financial statements, from those disclosed in the Company’s 2015 Annual Report on Form 10-K.

~~Property and equipment as~~NOTE of3. ~~March~~PROPERTY ~~31,~~& ~~2015 and June 30, 2014 consist of the following:~~EQUIPMENT

	March 31, 2015			June 30, 2014
Computers and other equipment	$	35,976		$	9,805
Furniture and fixtures		14,061			14,061
Total property and equipment, cost		50,037			23,866
Less accumulated depreciation		(5,736	)		(980	)
Total property and equipment, net	$	44,301		$	22,886

Property and equipment as of September 30, 2015 and June 30, 2015 consist of the following:

The range of estimated useful lives for property and equipment at March 31, 2015, and June 30, 2014 was five to seven years.

	September 30, 2015			June 30, 2015			Useful Life
Computers and other equipment	$	3,900		$	3,900		5 years
Furniture and fixtures		50,285			47,355		7 years
Total property and equipment, cost		54,185			51,255
Less accumulated depreciation		(10,410	)		(8,086	)
Total property and equipment, net	$	43,775		$	43,169

~~Depreciation~~The range ~~expense~~of onestimated ~~property and~~useful ~~equipment~~lives ~~totaled~~for ~~$1,984~~property and ~~$4,756~~equipment ~~for~~at ~~the~~September ~~three~~30, 2015, and ~~nine~~June ~~months~~30, ~~ended~~2015 ~~March~~was ~~31,~~five ~~2015,~~to ~~respectively~~seven years.

~~NOTE~~Depreciation expense 3.on ~~INTANGIBLE~~property ~~AND OTHER~~and ~~ASSETS~~equipment totaled $2,324 and $7,160 for the three months ended September 30, 2015 and 2014, respectively.

In August 2014, the Company entered into a multiyear agreement with ABG to develop for ABG, entertainment projects to utilize a realistic computer generated image of Elvis Presley. The likeness will be used to create entertainment and branding revenue opportunities for the Company, generated from holographic performances in live shows and commercials. There was a launch fee valued at $500,000 paid for in cash and an additional warrant issued. The warrant was valued based on the fair value at the time of issuance.F-8

~~The Company determines the~~NOTE ~~fair~~4. ~~value~~INTANGIBLE ofAND ~~its~~OTHER ~~financial instruments using the BlackScholes option pricing model and utilized the following assumptions for determination of the fair value of its financial instrument as of March 31, 2015:~~ASSETS

Fair value of exchange warrants option	March 31, 2015			June 30, 2014
Number of shares		2,800,000			-
Fair value of warrant	$	476,000			-
Term in years		1.61			-
Risk free interest rate		3.4	%		-
Volatility		76.63	%		-
Dividend rate		0.00	%		-

In August 2014, the Company entered into a multiyear agreement with Authentic Brands Group (“ABG”) to develop for ABG, entertainment projects to utilize a realistic computer generated image of Elvis Presley. The likeness will be used to create entertainment and branding revenue opportunities for the Company, generated from holographic performances in live shows and commercials. The initial value has been capitalized and is being amortized over the length of the agreement. At September 30, 2015, forty-six months remain unamortized on the agreement.

FIn October 2014, the Company entered into a multiyear agreement with the Estate of Marilyn Monroe, LLC (“the Monroe Estate”) to develop for the Monroe Estate entertainment projects to utilize a realistic computer generated image of Marilyn Monroe. The likeness will be used to create entertainment and branding revenue opportunities for the Company, generated from holographic performances in live shows and commercials. The Monroe Estate holds the likeness, appearance, and publicity rights of Marilyn Monroe. The initial value has been capitalized and is being amortized over the length of the agreement. At September 30, 2015, forty-9eight months remain unamortized on the agreement.

~~The initial value has been~~Intangible ~~capitalized~~assets ~~and~~as isSeptember ~~being amortized over the length of the agreement. At March 31~~30, 2015~~, fifty-two months remain unamortized on the agreement. The net value of the intangible asset is $845,867 at March 31, 2015.~~:

In October 2014, the Company entered into a multiyear agreement with the Estate of Marilyn Monroe, LLC (“the Monroe Estate”) to develop for the Monroe Estate entertainment projects to utilize a realistic computer generated image of Marilyn Monroe. The likeness will be used to create entertainment and branding revenue opportunities for the Company, generated from holographic performances in live shows and commercials. The Monroe Estate holds the likeness, appearance, and publicity rights of Marilyn Monroe. Under the terms of the agreement, the Company issued 2,800,000 shares of common stock to the Monroe Estate. On March 31, 2015, the Company issued an additional 1,000,000 shares to the Monroe Estate for a total of 3,800,000 shares issued. The initial value has been capitalized and is being amortized over the length of the agreement. At March 31, 2015, fifty-four months remain unamortized on the agreement. The net value of the intangible asset is $900,000 at March 31, 2015.

	Cost		Accumulated Amortization		Net Book Value
Licensing fees: Elvis	$	976,000	$	227,733	$	748,267
Licensing fees: Marilyn		1,350,000		270,000		1,080,000
	$	2,326,000	$	497,733	$	1,828,267

~~Additionally, the Company’s~~Intangible ~~amended~~assets ~~agreement,~~as ~~effective~~June ~~March 31~~30, 2015, with the Monroe Estate included a provision where the Company was to cause the 3,800,000 shares issued to be registered by a specified date. If this did not occur, the Company would be liable to the Monroe Estate for $1,350,000 in order to pay them back for the shares issued. The amended agreement reflects the redemption value that the Company may be required to pay should the Monroe Estate chose to exercise its redemption rights. Since these shares are redeemable at the option of the holder, they have been classified outside of permanent equity.:

NOTE 4. ACCRUED LIABILITIES

	Cost		Accumulated Amortization		Net Book Value
Licensing fees: Elvis	$	976,000	$	178,933	$	797,067
Licensing fees: Marilyn		1,350,000		202,500		1,147,500
	$	2,326,000	$	381,433	$	1,944,567

~~Accrued liabilities as of~~NOTE ~~March~~5. ~~31,~~ACCRUED ~~2015 and June 30, 2014 consist of the following:~~LIABILITIES

	March 31, 2015		June 30, 2014
Payroll and payroll related liabilities	$	526,820	$	132,732
Due to advisor		-		456,653
Shares to be issued for services		204,780		-
Other accrued expenses		135,832		87,135
Total accrued expenses	$	867,432	$	676,520

Accrued liabilities as of September 30, 2015 and June 30, 2015 consist of the following:

NOTE 5. NONCONTROLLING INTERESTS

	September 30, 2015		June 30, 2015
Payroll and payroll related liabilities	$	238,842	$	678,791
Due to advisor		75,000		75,000
Shares to be issued for services		1,428,450		456,101
Legal settlement accrual		450,000		450,000
Other accrued expenses		6,849		3,218
Total accrued expenses	$	2,199,141	$	1,663,110

~~Changes in the noncontrolling interest amounts of our subsidiaries for the three and nine months ended March 31, 2015 were as follows:~~F-9

Balance at June 30, 2014	$	141,654
Net loss attributable to noncontrolling interests		(516,853	)
Balance at September 30, 2014		(375,199	)
Adjust for share exchange		252,079
Net loss attributable to noncontrolling interests		(160,300	)
Balance at December 31, 2014	$	(283,420	)
Net loss attributable to noncontrolling interests		(115,646	)
Balance at March 31, 2015	$	(399,066	)

NOTE 6. NON-CONTROLLING INTERESTS

~~During~~Changes in the ~~three~~non-controlling ~~and~~interest ~~nine months~~amounts ~~ended~~of ~~March~~our ~~31,~~subsidiaries ~~2015,~~for the ~~Company’s~~three ~~subsidiary~~months ~~Pulse~~ended ~~Entertainment~~September ~~realized~~30, a2015 ~~net~~were ~~loss~~as ~~of $1,865,261 and~~follows:

$7,185,419 respectively. Pursuant to the requirements under FASB ASC Topic 810, Consolidation, the Company allocates Pulse Entertainment’s earnings to noncontrolling interests based on the percentage of common stock of Pulse Entertainment not owned by the Company. Intercompany transactions are eliminated in consolidation but impact the net earnings of each of the respective entities and as such affect amounts allocated to noncontrolling interests. During the three months ended December 31, 2014, the Company completed additional closings under the Share Exchange Agreement pursuant to which it agreed to issue 15,135,973 shares of its unregistered Common Stock, net of cancellations, to the shareholders of Pulse Entertainment in exchange for 2,732,869 shares of its common stock. There was an increase of $115,646 to the allocation of Pulse Entertainment’s net loss after the share exchanges that occurred during the three months ended March 31, 2015. The Pulse Entertainment’s net loss allocated to non- controlling interests were $115,646 and $540,720 for the three and nine months ended March 31, 2015, respectively.

Balance at June 30, 2015	$	(13,716	)
Adjust for Share Exchange		13,716
Net loss attributable to non-controlling interests		-
Balance at September 30, 2015	$	-

FAs of September 30, 2015, the remaining non-10controlling shares in Pulse Entertainment were exchanged for Pulse Evolution shares and Pulse Entertainment became a wholly owned subsidiary of Pulse Evolution.

NOTE 6 7. COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company ~~leases~~leased office space in Florida under a non-cancellable operating lease with an expiration date of March 31, 2015. The Company negotiated a month to month lease commencing on March 1, 2015 at the same location. The monthly lease expense through March 1, 2015 was approximately $12,000. Beginning on March 1, 2015, the negotiated rate is $6,000 each month.

The Company also leases office space on a month to month basis for its production operations. Monthly lease expense is approximately $7,300. On January 1, 2015, the Company signed an operating sub-lease with an expiration date of December 31, 2015. The monthly lease expense beginning on January 1, 2015 is approximately $14,000 and increased to $15,252 on January 1, 2016.

Total rent expense for the three ~~and nine~~ months ended ~~March~~September 3130, 2015 and September 30, 2014 was approximately $5057,~~286~~473 and $~~151~~53,~~957~~152, respectively.

Advisory Agreements

~~The Company’s majority~~In ~~owned~~October ~~subsidiary~~2014, ~~Pulse~~the ~~Entertainment~~Company ~~Corporation,~~ entered into ana ~~Investor~~consulting ~~Introduction~~agreement ~~Agreement (“the Agreement”)~~ with ana ~~international~~third ~~advisory~~party ~~services~~to ~~group~~provide ~~(“the~~executive ~~Advisor”)~~leadership in ~~March~~the ~~2014.~~formation of ~~The~~a ~~Advisor~~new isdivision toof ~~support~~ the Company in. ~~its~~Under ~~fund~~the ~~raising~~terms ~~process through introductions~~ of ~~potential~~the ~~investors~~agreement, ~~and~~the toconsultant ~~assist~~will ~~the~~provide ~~Company~~services in ~~developing~~the ~~its~~development ~~investor~~of ~~relations~~a ~~strategy.~~business ~~The~~plan, ~~Agreement~~technology ~~calls~~planning, ~~for~~and ~~the~~fundraising. ~~Advisor~~Under tothe beterm ~~paid~~of athe ~~success~~agreement, ~~fee~~the inconsultant ~~cash~~is ~~equal~~ to ~~six~~provide ~~percent~~services for ofsix ~~all~~months ~~investments introduced~~and byis ~~the~~to ~~Advisor.~~be Inpaid ~~addition~~a ~~the~~monthly ~~Advisor~~base ~~shall~~payment beof ~~entitled~~$10,000, towith ~~shares~~additional ~~equal~~amounts to ~~three~~be ~~percent~~paid ofunder ~~the~~certain ~~underlying shares~~performance ~~issued~~conditions. inIf ~~any~~certain ~~such~~performance ~~transactions.~~targets, Asas ofdefined ~~June~~in 30the agreement, ~~2014~~are met, the ~~Advisor~~Company ~~had~~would ~~earned~~create ~~488,830~~a ~~shares~~newly offormed ~~Pulse Entertainment common stock,~~subsidiary ofand ~~which~~the ~~224,869~~consultant ~~shares~~would ofbecome ~~common~~the ~~stock~~Chief ~~were~~Executive ~~issued.~~Officer Aof ~~liability~~the ~~had~~newly ~~been~~developed ~~recognized~~subsidiary. byAdditionally, ~~Pulse~~beginning ~~Entertainment~~upon ~~for~~ the ~~portion of~~ ~~shares~~execution ~~not issued as~~ of ~~June~~this 30agreement, ~~2014~~the ~~totaling~~consultant ~~$456,653.~~became Ina ~~September~~member ~~2014,~~of the Company’s ~~issued~~advisory board and was granted 1,~~461~~152,~~946~~000 shares of ~~its~~the Company’s restricted common stock which vest quarterly in ~~payment~~equal ofinstallments ~~the~~over ~~liability~~a astwo ifyear ~~Pulse~~period. ~~Entertainment~~As ~~had~~of ~~paid~~September 30, ~~the~~2015 ~~Advisor~~there inwere ~~its~~144,000 shares, ~~and~~issued ~~the~~related ~~Advisor~~to ~~immediately~~this ~~exchanged the~~contract. ~~shares~~There inwas ~~the~~$89,245 ~~company’s~~expensed ~~stock~~during ~~under~~ the ~~Share~~three ~~Exchange~~months ~~Agreement~~ended asSeptember 30, ~~further~~2015 ~~described~~included in ~~Note~~accrued 7expenses ~~Capitalization~~as ~~below~~of September 30, 2015.

Pulse Entertainment entered into a business development advisory agreement (the “Business Development Agreement”) with a consulting firm (the “Consultant”) in May 2014, wherein the Consultant agreed to provide certain production and promotion services to Pulse Entertainment in exchange for consideration including cash, equity, an operating budget and production credits as specified in the Business Development Agreement. The Business Development Agreement provides for certain performance milestones and for termination by either party with 30 days’ notice. The maximum potential equity consideration is comprised of up to 200,000 stock options with an exercise price of $1.73 per share as follows:F-10

~~● 100,000 options immediately upon execution of the Agreement~~Contractual Commitments

●The Company Uphas toentered ~~50,000~~into ~~options~~a ~~each~~production ~~quarter~~related ~~for~~contract with ABG. Under the ~~following~~terms ~~two~~of ~~quarters~~the contract, ~~beginning~~the ~~three~~Company ~~months~~is ~~from~~required to make an initial payment to the ~~date~~third ofparty as well as commitments to profit sharing requiring minimum future payments to the ~~Agreement~~third party ratably over the next five years beginning at the end of calendar 2015. At September 30, if2015, ~~certain~~the ~~performance~~future ~~targets~~minimum payments due for future profit sharing under the contract are ~~achieved~~$4,000,000. The contract was amended subsequent to the quarter end (see Note 13 – Subsequent events).

The Company ~~Business~~has ~~Development~~entered ~~Agreement was~~into ~~terminated~~a inproduction ~~September~~related ~~2014~~contract with the Estate of Marilyn Monroe. AsUnder the terms of ~~March~~the ~~2015~~contract, ~~125,000~~the Company ~~stock~~is ~~options~~required to make an initial payment to the ~~Consultant~~third inparty ~~Pulse~~as ~~Entertainment~~well ~~were~~as ~~vested~~commitments to profit sharing requiring minimum future ~~but~~payments ~~not~~to ~~yet~~the ~~issued~~third party ratably over the next five years beginning at the end of calendar 2015. At September 30, 2015, the future minimum payments due for future profit sharing under the contract are $2,100,000.

InThe Company ~~September~~had ~~2014, the Company~~ entered into ana ~~agreement~~one year contract with athe ~~consulting~~former ~~company~~Chief ~~whose~~Financial ~~managing~~Officer ~~member~~through isApril ~~the~~30, ~~Executive~~2015. ~~Chairman~~His ofemployment was terminated on January 30, 2015. Although the Company. ~~The~~believes ~~consulting company~~that isno toamounts ~~provide~~are ~~services~~owed ~~related~~in toconnection ~~story~~with ~~art~~this ~~development.~~contract, ~~Under~~the Company accrued approximately $87,500 at the ~~term~~time of ~~the~~his ~~agreement~~termination, representing its estimate of the ~~consulting~~Company’s ~~company~~maximum istotal tocash ~~provide~~exposure, ~~services~~should ~~for~~the ~~one~~former ~~year~~employee elect to ~~and~~exercise ishis contractual right to bedispute ~~paid~~such inamount ~~monthly~~through ~~payments~~arbitration. As of the ~~$12~~date of this filing,~~500.~~ ~~This~~the ~~agreement~~Company ~~was~~has ~~terminated~~received asno notice of ~~December 31,~~a ~~2014~~filing for arbitration.

In March ~~September 2014~~2015, the Company entered into ana ~~exclusive~~three ~~financial~~month ~~services~~contract ~~and advisory agreement~~ with aan ~~consultant~~advisor to ~~assist~~support the Company inwith ~~its~~strategic ~~capital market~~relationships, ~~strategies.~~business ~~Under~~development, ~~the~~revenue ~~terms~~opportunities, ofand ~~the~~sponsorship ~~agreement,~~and ~~the~~investor ~~Company~~introduction iswith toa ~~pay~~strong ~~the~~initial ~~consultant~~focus ~~three~~on ~~nonrefundable~~the ~~monthly~~Elvis show. ~~payments~~During ofthe ~~$30~~term,~~000, and~~ ~~quarterly~~the ~~restricted~~Company ~~stock~~shall ~~grants~~pay ~~equal~~ to ~~one~~the ~~half~~advisor ofa ~~one~~retainer ~~percent~~in of the ~~outstanding~~amount ~~shares~~ of ~~common~~$10,000 ~~stock~~per ofmonth, ~~the~~payable ~~Company~~monthly in ~~each~~advance. ~~quarter~~In toaddition, athe ~~maximum~~advisor ofshall ~~two~~be ~~and~~entitled ~~one~~to ~~half~~receive ~~percent~~a ofshare ~~the~~grant ~~outstanding~~equal ~~shares~~to of$50,000 ~~common~~per ~~stock.~~month ~~The~~at ~~agreement~~a ~~also~~valuation ~~calls~~equal ~~for~~to a$0.62/share ~~ten~~(241,935 ~~percent~~shares ~~fee~~for in the ~~event~~term). ~~that~~As aof ~~qualified~~September ~~financing~~30, ~~transaction~~2015, asthere ~~defined~~have innot ~~the~~been ~~agreement,~~shares isissued ~~closed.~~to ~~The~~the ~~fee~~advisor. isThere ~~payable~~was ~~equally~~$150,000 expensed in ~~cash~~a ~~and~~prior ~~stock.~~period ~~This~~and ~~agreement~~included ~~has~~in ~~been~~accrued ~~terminated~~expenses as of ~~December~~September 3130, ~~2014~~2015.

~~F-11~~Effective April 1, 2015, the Company entered into an employment agreement with the Managing Director of the Company where the employee will be paid $12,000 a month. The employee was previously an advisor of the Company who had a stock grant of 1,152,000 of shares, and the Company granted another stock grant for an additional 1,152,000 shares for a total of 2,304,000 shares, both grants to vest over a period of 24 months. Subsequent to the year end, the employee and the Company agreed to terminate the employment agreement while retaining his vesting shares. As of September 30, 2015, 864,000 shares had been vested and his balance of unvested shares was 1,440,000. As of June 30, 2015 and September 30, 2015, $268,000 and $446,000 was accrued respectively.

In June ~~October 2014~~2015, the Company entered into aan ~~consulting~~ agreement with aan ~~third~~Executive ~~party~~Production Company to ~~provide~~explore ~~executive~~the ~~leadership~~creation inand ~~the~~financing ~~formation~~ of a ~~new~~theatrical ~~division~~stage ofproduction ~~the Company.~~for ~~Under~~one ~~the terms~~ of ~~the~~its ~~agreement,~~celebrity ~~the~~estates. ~~consultant~~The ~~will~~agreement ~~provide~~provides ~~services~~for ina ~~the~~fee ~~development~~ of ~~a business plan, technology planning, and fundraising~~1.5% ~~Under the term~~ of ~~the~~amounts ~~agreement~~raised, ~~the consultant is to provide services for six months and is to be~~with ~~paid~~ a ~~monthly~~minimum ~~base~~advance ~~payment~~ of $10150,000, ~~with~~payable ~~additional~~by ~~amounts~~April to1, ~~be paid under certain performance conditions~~2016. IfIn ~~certain performance targets~~addition, ~~as defined in~~ the ~~agreement,~~Executive ~~are~~Production ~~met, the~~ Company ~~would~~is ~~create~~entitled to a ~~newly~~fixed ~~formed subsidiary and the consultant would become~~share ~~the Chief Executive Officer~~ of ~~the~~net ~~newly~~profits ~~developed subsidiary. Additionally, beginning upon the execution~~ of ~~this agreement,~~ the ~~consultant~~ ~~became a member of the Company’s advisory board and was granted 1,152,000 shares of the Company’s restricted common stock which vest quarterly in equal installments over a two year period~~production. ~~As of March 31, 2015 there were no shares issued related to this contract. There was $89,245 expensed during the three months ended March 31, 2015 included in accrued expenses as of March 31, 2015.~~

~~Contractual~~In July ~~Commitments~~2015, the Company entered into an agreement with a service provider to assist the Company and provide expertise as it relates to producing a live stage musical featuring digital performances. The service provider shall receive 3% of all money received by the Company from the service providers sources for producing and presenting the performances. Additionally, the service provider shall receive 3,000,000 shares of the Company’s common stock on a pro-rata basis as funds are received by the Company for the performances. As of September 30, 2015, these shares have not yet been earned or issued and the agreement is no longer active.

The Company has entered into a production related contract with ABG. Under the terms of the contract, the Company is required to make an initial payment to the third party as well as commitments to profit sharing requiring minimum future payments to the third party ratably over the next five years beginning at the end of calendar 2015. At March 31, 2015, the future minimum payments due for future profit sharing under the contract are $4,000,000.F-11

The Company has entered into a production related contract with the Estate of Marilyn Monroe. Under the terms of the contract, the Company is required to make an initial payment to the third party as well as commitments to profit sharing requiring minimum future payments to the third party ratably over the next five years beginning at the end of calendar 2015. At March 31, 2015, the future minimum payments due for future profit sharing under the contract are $2,100,000.Litigation

On May 29, 2014, Hologram USA, Inc., Musion Das Hologram Limited and Uwe Maass (the “Plaintiffs”) filed an amended complaint in the U.S. District Court for the District of Nevada (Case No. 2:14cv00772GMNNJK). The ~~Company~~complaint ~~had~~alleged ~~entered~~that ~~into~~Plaintiffs own, aor ~~one~~control, ~~year~~certain ~~contract~~patents ~~with~~related to the ~~former~~projection ~~Chief~~illusion ~~Financial~~technique, ~~Officer~~historically ~~through~~known ~~April~~as 30“Pepper’s Ghost.” The Plaintiffs further alleged that Pulse Evolution Corporation, ~~2015~~Pulse Entertainment Corporation, John Textor, Dick Clark Productions, Inc., ~~His~~John ~~employment~~Branca ~~was~~and ~~terminated~~John onMcClain, ~~January~~as 30executors of the Estate of Michael Jackson, MJJ Productions, Inc. Musion Events, Ltd. Musion ~~2015~~3D, Ltd., ~~Although~~William James Rock and Ian Christopher O’Connell (collectively, the ~~Company~~“Defendants”) ~~believes~~infringed ~~that~~on nothe Plaintiffs’ ~~amounts~~patent ~~are~~rights ~~owed~~by using the Plaintiffs’ projection illusion system to project the visual imagery developed and conceived by our company in connection with ~~this~~the ~~contract,~~a musical performance at the ~~Company~~2014 ~~accrued~~Billboard ~~approximately~~Music Awards in Las Vegas Nevada ~~$133,000~~featuring atan image of the ~~time~~late ofMichael ~~his~~Jackson. ~~termination,~~The ~~representing~~Plaintiffs ~~its~~did ~~estimate~~not ofallege that the Company’s ~~maximum~~core ~~total~~business, ~~cash~~the ~~exposure~~production of visual effects or human animation imagery infringes their intellectual property rights. In March 2016, ~~should~~the parties reached an amicable settlement agreement of all claims and counterclaims. As part of the ~~former~~settlement, ~~employee~~our ~~elect~~Executive Chairman also agreed to ~~exercise~~dismiss ~~his~~and ~~contractual~~release ~~right~~all toclaims ~~dispute~~against ~~such~~the ~~amount~~principal shareholder of Hologram USA that remained pending through ~~arbitration.~~separate Asactions brought ofin the ~~date~~state of ~~this filing,~~Florida. All costs associated with the ~~Company~~settlement ~~has~~and ~~received~~litigation nohave ~~notice~~been ofaccrued aas ~~filing~~of ~~for~~September ~~arbitration~~30, 2015.

InOn May ~~March~~27, 2015, ~~the~~William ~~Company entered~~Krueger ~~into~~(“Mr. aKrueger”) ~~three~~filed ~~month~~a ~~contract~~petition ~~with~~against anPulse ~~advisor~~Evolution toCorporation ~~support~~(“Pulse”) in the ~~Company~~14th ~~with~~Judicial ~~strategic~~District ~~relationships,~~Court ~~business~~of ~~development~~Dallas County, ~~revenue~~ ~~opportunities~~Texas, ~~and~~for ~~sponsorship~~violation ~~and~~of ~~investor~~Texas’s ~~introduction~~Deceptive ~~with~~Trade aPractices ~~strong~~Act ~~initial~~and a ~~focus~~temporary oninjunction. ~~the Elvis show~~Mr. ~~During~~Krueger’s ~~the~~claims ~~term, the~~relate ~~Company~~to ~~shall~~Pulse’s ~~pay~~failure to ~~the~~remove ~~advisor~~references ato ~~retainer~~Mr. inKrueger ~~the~~as ~~amount~~Pulse’s Chief ofFinancial ~~$10,000~~Officer ~~per~~on ~~month,~~the ~~payable~~company’s ~~monthly~~Web ~~in advance. In addition~~site, ~~the advisor~~in ~~shall be entitled to receive~~ a ~~share~~timely ~~grant~~fashion, ~~equal~~subsequent to ~~$50,000~~the ~~per~~termination ~~month~~of athis ~~a valuation equal to $0~~employment.~~62/share (241,935 shares~~ ~~for the term)~~Mr. AsKrueger ofhas ~~March~~stipulated ~~31,~~that ~~2015,~~he ~~there~~is ~~have~~seeking ~~not~~less ~~been~~than ~~shares issued to the advisor. There was~~ $5074,~~000~~500 ~~expensed~~in ~~during~~damages. Since the ~~three months~~quarter ~~ended March 31~~end, ~~2015~~the ~~included~~case inhas ~~accrued~~been ~~expenses as of March 31, 2015~~dismissed.

InThe Company ~~March~~is ~~2015,~~involved ~~the~~from ~~Company contracted~~time ato ~~vendor~~time ~~for~~in aroutine ~~term~~litigation arising in the ordinary course of ~~three~~conducting ~~years~~its business. ~~For~~In ~~each~~the opinion ~~year~~of ~~ending~~the onCompany’s ~~March 31~~management, ~~future~~no ~~payments~~pending ~~per~~routine ~~the~~litigation ~~contract~~will ~~are~~have ~~$57,260 for~~a ~~the~~material ~~year~~adverse ~~ended~~effect ~~2016,~~on ~~$65,000~~the ~~for~~Company’s financial ~~the~~condition, ~~years~~results ~~ended~~of ~~2017~~operations ~~and~~or ~~2018~~cash flows.

~~F-12~~NOTE 8. CAPITALIZATION

~~Litigation~~Common Stock Issued in Private Placements

~~On May 29, 2014, Hologram~~For ~~USA, Inc., Musion Das Hologram Limited and Uwe Maass (~~the ~~“Plaintiffs”)~~three ~~filed~~months anended ~~amended~~September ~~complaint in the U.S. District Court for the District of Nevada (Case No. 2:14cv00772GMNNJK). The complaint alleges that Plaintiffs own~~30, ~~or control~~2015, ~~certain patents related to~~ the ~~projection~~Company ~~illusion~~did ~~technique,~~not ~~historically~~sell ~~known~~any asshares ~~“Pepper’s~~of ~~Ghost.”~~its ~~The~~common ~~Plaintiffs further allege that Pulse Evolution Corporation, Pulse Entertainment Corporation, John Textor, Dick Clark Productions, Inc~~stock., ~~John Branca~~For ~~and John McClain, as executors of~~ the ~~Estate~~three ofmonths ~~Michael J. Jackson, MJJ Productions, Inc. Musion Events, Ltd. Musion 3D,~~ended ~~Ltd.,~~September ~~William James Rock and Ian Christopher O’Connell (collectively~~30, the “Defendants”) infringed on the Plaintiffs’ patent rights by using the Plaintiffs’ projection illusion system to project the visual imagery developed and conceived by our company in connection with the a musical performance at the 2014, ~~Billboard Music Awards in Las Vegas Nevada featuring an image of~~ the ~~late Michael Jackson. The Plaintiffs have not alleged that the~~ Company’s ~~core~~sold ~~business~~4,127,696 ~~the~~shares ~~production~~ of ~~visual effects~~its orcommon ~~human~~stock ~~animation~~at ~~imagery infringes their intellectual property rights. The complaint sought~~ an ~~order~~average price of ~~the Court temporarily and permanently enjoining the Defendants from carrying out the Michael Jackson performance, a judgment for infringement, damages, attorneys’ fees and costs~~$1.19 ~~The~~per ~~Plaintiffs’~~share ~~Emergency Motion~~ for ~~Temporary Restraining Order filed in connection with~~proceeds ~~its~~of ~~May 15~~$2, ~~2014 complaint was denied on May 16~~308, ~~2014 as the Court found that the Plaintiffs’ failed to establish that they are likely to succeed on the merits of their patent infringement claims and that they are likely to suffer irreparable harm~~743.

OnThe Company ~~January~~entered 9,into ~~2015,~~a ~~the~~stock ~~Court modified~~purchase ~~the~~agreement ~~Revised~~with ~~Discovery~~Mr. ~~Plan~~Taku ~~and~~Toguichi, ~~Scheduling~~Chairman ~~Order~~and ~~confirming~~CEO ~~both~~of ~~the~~SpaceBoy, ~~discovery~~a ~~cutoff~~Japan-based ~~date~~artificial intelligence ascompany ~~December~~with ~~22,~~which ~~2015 and~~ the ~~deadline~~ ~~for~~Company ~~dispositive~~intends ~~motions~~to asbe ~~January~~engaged ~~29,~~in ~~2016.~~the ~~The~~development ~~Court~~of ~~did~~digital ~~not~~humans ~~set~~for aartificial ~~trial date~~intelligence. Pursuant ~~Motions~~ to ~~Dismiss~~the ~~made~~terms ~~pursuant~~of ~~to FRCP~~this ~~Rule~~agreement, ~~12(b)(6)~~Mr. ~~and~~Toguichi ~~12(b)(3)~~funded ~~filed~~$806,000 byin ~~Pulse~~exchange ~~Evolution~~for ~~Corporation~~1,300,000 ~~Pulse~~shares ~~Entertainment~~of ~~Corporation~~unregistered ~~and~~common stock, ~~John~~which ~~Textor~~was ~~remain~~in ~~pending. The~~transit ~~defendants~~at ~~anticipate~~June ~~filing~~30, a2015 ~~Motion~~and ~~for~~received ~~Summary~~in ~~Judgment~~the asquarter ~~soon~~ended asSeptember is30, ~~practicable.~~2015

~~The Company believes that~~Common ~~its~~Stock ~~claims~~Issued ~~and defenses~~ in ~~this~~Share case are substantial because the visual imagery the Company develops and conceives is distinct from the Plaintiffs’ projection system allowing the Company to use a variety of projection systems in its productions. Litigation is, however, inherently unpredictable. The outcome of this lawsuit is subject to significant uncertainties and, therefore, determining the likelihood of a loss and/or the measurement of any loss is complex. Consequently, the Company is unable to estimate the range of reasonably possible loss. The Company’s assessments are based on estimates and assumptions that have been deemed reasonable by management, but the assessment process relies heavily on estimates and assumptions that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause the Company to change those estimates and assumptions.Exchange

~~The~~On September 30, 2014, the Company iscompleted ~~involved~~the ~~from~~initial closing under the Share Exchange Agreement pursuant to which it agreed to ~~time~~issue 35,827,309 shares of its unregistered Common Stock, net of cancellations, to ~~time~~the inshareholders ~~routine~~of ~~litigation~~Pulse ~~arising~~Entertainment in exchange ~~the~~for ~~ordinary~~17,466,383 ~~course~~shares of ~~conducting~~ its ~~business~~common stock. InFollowing the ~~opinion~~initial ofclosing, the ~~Company’s~~remaining shares of Pulse Entertainment ~~management,~~common nostock ~~pending~~were ~~routine~~exchanged ~~litigation~~by ~~will~~the ~~have~~Pulse aEntertainment ~~material~~shareholders ~~adverse~~for ~~effect~~stock onin the Company’s. ~~financial~~The ~~condition,~~Company ~~results~~ owned 99.8% and 100%of Pulse ~~operations~~Entertainment orat ~~cash~~June ~~flows~~30, 2015 and September 30, 2015 respectively.

~~NOTE~~Preferred Stock 7.Issued ~~CAPITALIZATION~~

In August 2015, one holder of Common Stock ~~Issued~~cancelled their Common Shares in the Company and instead was issued Preferred Shares in ~~Private~~the ~~Placements~~Company. The total of 280,726 of Common Shares were cancelled and 280,726 of Preferred Shares were issued.

For the three and nine months ended March 31, 2015, the Company sold 0 and 8,391,185, respectively, shares of its common stock at an average price of $0 and $0.52 per share for proceeds of $0 and $4,253,309 which are net of fees of $0 and $114,750 for the three and nine months ended March 31, 2015, respectively.F-12

~~Common~~NOTE 9. ~~Stock~~STOCK ~~Issued~~BASED ~~in Share Exchange~~COMPENSATION

On ~~September 30, 2014, the~~ ~~Company~~March ~~completed the initial closing under the Share Exchange Agreement pursuant to which it agreed to issue 35~~27,~~827,309~~ ~~shares of~~2015 ~~its unregistered Common Stock, net of cancellations, to~~ (the ~~shareholders~~“Effective ~~of Pulse Entertainment in exchange for 17~~Date”),~~466,383 shares~~ ~~of its common stock. As part of~~ the ~~Share Exchange, certain of the~~ Company’s ~~shareholders~~awarded ~~who~~an ~~are~~advisor ~~also~~directly ~~shareholders of~~related ~~Pulse~~to ~~Entertainment~~ABG ~~agreed~~options to ~~cancel 60~~purchase 1,~~910~~152,~~113~~006 ~~shares~~ of the Company’s common stock, ~~issuable~~of towhich ~~them~~would vest in ~~connection~~equal ~~with the~~quarterly ~~Share~~installments ~~Exchange.~~over ~~Upon~~two ~~completion of the initial closing~~years, ~~Pulse~~beginning ~~Entertainment~~three months ~~became~~after ~~a subsidiary of~~ the ~~Company~~Effective ~~in which the Company owned a 93~~Date.8% ~~interest~~On atJanuary ~~March 31~~1, ~~2015. The remaining 1~~2016,~~366,000~~ ~~shares of Pulse Entertainment common stock may be exchanged by~~ the ~~Pulse~~Company ~~Entertainment~~consented ~~shareholders pursuant~~ to the ~~Share~~entire ~~Exchange~~agreement ~~Agreement~~be ~~for~~assigned ~~7,399,426~~from ~~shares of~~ the ~~Company’s unregistered~~advisor ~~common~~to ~~stock.~~ABG, Inon ~~the~~whose ~~event~~behalf ~~these~~this ~~shares~~advisor ~~are exchanged, Pulse Entertainment~~ will ~~become~~continue ato ~~wholly~~render ~~owned~~services ~~subsidiary~~to of the Company.

InThe weighted ~~April~~average ~~2015,~~exercise ~~June~~price ~~2015~~is $0.25 per share and ~~July~~ ~~2015~~288,002 ~~under~~shares ~~the~~have ~~terms~~vested as of ~~the~~September ~~Share~~30, ~~Exchange~~2015. ~~Agreement~~The asgrant ~~more~~date ~~fully~~fair value ~~disclosed~~of inthe ~~Note~~stock 5options –was ~~Noncontrolling~~$0.43. ~~Interests, the~~The Company ~~issued~~recognized ~~7,399,426~~stock-based ~~shares~~compensation expense of ~~its~~$62,522 ~~unregistered~~for ~~common~~the ~~stock~~three tomonths ended ~~shareholders~~September of30, ~~Pulse~~2015. ~~Entertainment~~Unrecognized instock ~~exchange~~compensation ~~for~~expense 1was $375,~~336,000 shares~~129 ofat ~~its~~September ~~common~~30, ~~stock~~2015, ~~raising~~which ~~its~~the ~~ownership~~Company ~~percentage~~expects to inrecognize ~~Pulse~~over ~~Entertainment~~a toperiod ~~100%,~~of or1.5 ~~wholly owned~~years.

~~F-13~~Warrants

~~Common~~In August ~~Stock~~2014, ~~Issued~~the inCompany entered into a multiyear agreement with ABG to develop for ABG, entertainment projects to utilize a realistic ~~Payment~~computer generated image of ~~Subsidiary~~Elvis ~~Payable~~Presley. There was a cash fee and 2,800,000 warrants issued with an exercise price of $0.35 per share. The warrants will expire 10 days after the delivery of an audited financial statement of activities by the Company for the period ended December 31, 2015. Due to the fact that no revenue has been generated to date, no audited financial statements have been prepared.

~~Pulse~~On June ~~Entertainment~~30, ~~Corporation~~2015, ~~entered~~ ~~into~~the anCompany ~~Investor~~issued ~~Introduction~~warrants ~~Agreement~~to ~~(“the~~a ~~Agreement”)~~shareholder ~~with~~for antheir ~~international advisory~~ services ~~group~~provided ~~(“the Advisor”)~~during ~~in March 2014. The Advisor is to support~~ the ~~Company~~capital inraise ~~its fund raising process through introductions~~ of ~~potential~~the preferred ~~investors~~stock ~~and~~purchased toduring ~~assist~~ the ~~Company~~period inof ~~developing~~January ~~its~~through ~~investor~~June ~~relations strategy~~2015. The ~~Agreement~~shareholder ~~calls~~was ~~for~~issued ~~the~~a ~~Advisor~~warrant to bepurchase ~~paid~~324,000 shares aof ~~success~~common ~~fee~~stock inat ~~cash~~a ~~equal~~price toper ~~six~~share ~~percent~~equal ofto ~~all~~$0.01. ~~investments~~The ~~introduced~~warrants byhave ~~the~~a ~~Advisor.~~term Inof ~~addition~~5 ~~the~~years ~~Advisor~~but ~~shall~~has bebeen ~~entitled to~~accounted ~~shares~~for ~~equal~~as tofully ~~three~~exercised in ~~percent of~~ the ~~underlying~~quarter ~~shares~~ended ~~issued~~September in30, ~~any such transactions~~2015.

AsIn July ~~of June 30~~2015, ~~2014,~~ the ~~Advisor had~~Company ~~earned~~granted ~~488~~200,~~830~~000 ~~shares~~vesting ~~of Pulse Entertainment common~~ stock, ofoptions ~~which~~to ~~224,869~~a ~~shares~~3rd ofparty ~~common~~services ~~stock~~provider ~~were~~for ~~issued.~~consulting ~~A liability~~services ~~had~~relating ~~been~~to ~~recognized~~one byof ~~Pulse~~our ~~Entertainment~~celebrity ~~for~~estates. ~~the~~The ~~portion~~stock ofoptions ~~shares~~have ~~not~~an ~~issued~~exercise asprice of ~~June 30, 2014 totaling~~ $~~456,653~~0.62 Inper ~~September 2014,~~share ~~the Company issued 1,461,946 shares of its common stock in payment of the liability as if Pulse Entertainment had paid the Advisor in its shares,~~ and ~~the~~vests ~~Advisor~~over ~~immediately~~a ~~exchanged the shares in the company’s stock under the Share Exchange~~two-year ~~Agreement described above~~term. ~~As of March 31, 2015, the Company recorded the par value of the stock at $1,462 and additional paid in capital of $455,191.~~

~~In September 2014, the Advisor had earned 30,000 shares of the Company’s common stock under the terms of the Agreement.~~F-13

~~Common~~NOTE 10. ~~Stock~~EARNINGS ~~Issued~~(LOSS) ~~to Service~~PER ~~Providers~~SHARE

InBasic earnings ~~determining~~per share are computed based upon the ~~fair~~weighted ~~value~~ average number of ~~the~~shares ~~services~~outstanding, ~~rendered~~including bynominal ~~third~~issuances ~~parties~~of common share equivalents, for each period presented. Fully diluted, earnings per share is computed based upon the weighted average number of shares and dilutive share equivalents outstanding for each period presented. Due to the Company’s ~~uses~~net losses for the three ~~value~~months ended September 30, 2015 and 2014, the inclusion of dilutive common share equivalents in the ~~services~~calculation orof diluted earnings per share would be antidilutive. Thus, the ~~fair~~common ~~value~~share equivalents have been excluded from the computation of diluted earnings per share for the three months ended September 30, 2015 and 2014. These common stock atequivalents include warrants for ~~the~~shares ~~time~~of the Company’s common stock ~~was~~and ~~issued~~rights ~~whichever~~to isexchange ~~more~~shares ~~readily~~of ~~determinable~~Pulse atEntertainment ~~the~~Corporation ~~time~~common stock for shares of the ~~services~~Company’s ~~are~~common ~~rendered~~stock.

~~In September 2014, the Company~~The ~~entered~~potential ~~into~~dilutive ansecurities ~~exclusive~~outstanding ~~financial~~that ~~services~~were ~~and~~excluded ~~advisory~~from ~~agreement with a consultant to assist~~ the ~~Company~~computation ~~in its capital market strategies. Under the terms~~ of ~~the~~diluted ~~agreement,~~net ~~the~~loss ~~Company~~per isshare tofor ~~pay~~ the ~~consultant~~ three months ~~nonrefundable~~ended ~~monthly~~September ~~payments of $~~30,~~000, and~~ ~~quarterly~~2015 ~~restricted stock grants equal to one half of one percent of the outstanding shares of common stock of the Company each quarter to a maximum of two~~ and ~~one half percent of the outstanding shares of common stock. The fee is payable equally in cash and stock. The Company recorded stock compensation expense of $368~~2014,~~305~~ ~~upon~~because ~~issuance~~their ofinclusion ~~594,039~~would ~~shares~~have ofhad ~~its~~an ~~common~~antidilutive ~~stock. The agreement also calls for a ten percent fee in the event that a qualified financing transaction~~effect, asare ~~defined~~summarized ~~in the agreement, is closed. No such qualified financing transaction was contemplated~~ as ~~of December 31, 2014. This agreement has been terminated as of December 31, 2014.~~follows:

In November 2014, the Company issued 69,680 shares of its common stock to the Advisor in payment of the services provided under the Agreement. As of March 31, 2015, the Company recorded the par value of the stock at $70 and additional paid in capital of $43,132.

	September 30, 2015			September 30, 2014
Share exchange right of subsidiary shareholders		-	22,535,399		199,380	22,535,399
Unvested restricted stock		2,160,000	-		2,160,000	-
Unvested stock options		1,064,004	-		1,152,006
Series A Preferred Stock		18,848,184	-		18,848,184
Warrants		3,124,000	2,800,000		3,124,000	-
Total		25,196,188	25,335,399		25,483,570	22,535,399

~~In November 2014, the Company~~The ~~issued~~net ~~124,268~~loss ~~shares~~and ofweighted ~~its~~average common stock tooutstanding afor ~~consultant~~purposes inof ~~payment~~calculating ofnet ~~the~~loss ~~services~~per tocommon ~~the~~share ~~Company’s~~were ~~fundraising~~computed ~~efforts.~~as Asfollows offor ~~March 31, 2015,~~ the ~~Company~~three ~~recorded~~months ~~the par value of the stock at $124 and additional paid in capital of $76,922.~~ended:

Preferred Stock Issued

	September 30, 2015			September 30, 2014

Net loss	$	(2,214,297	)	$	(3,483,937	)
Weighted average number of common shares outstanding in computing basic and diluted earnings per share		131,612,326			113,490,252
Total	$	(0.02	)	$	(0.03	)

~~In February, 2015 the Company~~NOTE ~~created 18,848,184 shares of the preferred stock, par value $0~~11.~~001~~ ~~per~~RELATED ~~share,~~PARTY of the Corporation as Series A Preferred Stock, The Series A Preferred Stock shall be subdivided into two classes: (i) class “A-1” of Series A Preferred Stock and (ii) class “A-2” of Series A Preferred Stock. The Series A-1 Preferred Stock and the Series A-2 Preferred Stock shall be treated identically for all intents and purposes hereof, but for the different original issuance price of each class. The Series A-1 Preferred Stock and Series A-2 have issuance prices of $0.31 and $0.62 per share, respectively. Each holder of outstanding shares of Series A Preferred Stock shall be entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Series A Preferred Stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter. The holders of record of the shares of Series A Preferred Stock, exclusively and as a separate class, shall be entitled to elect one (1) director of the Corporation. Upon any liquidation (voluntary or otherwise), dissolution, or winding up of the Corporation or a Deemed Liquidation Event, no distribution shall be made to the holders of shares of stock ranking junior (either as to dividends or upon liquidation, dissolution or winding up) to the Series A Preferred Stock unless, prior thereto, the holders of shares of Series A Preferred Stock shall have received per share, an amount equal to one (1) times the original stated value, plus an amount equal to accrued and unpaid dividends and distributions thereon, whether or not declared, to the date of such payment. Each share of Series A Preferred Stock shall be convertible, at the option of the holder, at any time and from time to time, and without the payment of additional consideration by the holder. Holders of preferred shares, who are also entitled to convert the preferred shares into an equal amount of common shares, are entitled to vote with the common class of shareholders, on any company matters requiring a vote of the shareholders, on an “as if converted” basis. The conversion rights shall terminate at the close of business on the last full day preceding the date fixed for the payment of any such amounts distributable on such event to the holders of Series A Preferred Stock.TRANSACTIONS

FPulse Entertainment Corporation, entered into an Investor Introduction Agreement (“the Agreement”) with an international advisory services group (“the Advisor”) in March 2014. The Advisor is to support the Company in its fund raising process through introductions of potential non-14U.S. investors under Regulation S and to assist the Company in developing its investor relations strategy. The Agreement calls for the Advisor to be paid a success fee in cash equal to six percent of all investments introduced by the Advisor. In addition the Advisor shall be entitled to shares equal to three percent of the underlying shares issued in any such transaction.

All outstanding shares of Series A Preferred Stock are subject to a mandatory conversion requirement and shall automatically be converted into shares of Common Stock, upon either (a) the closing of the sale of shares of Common Stock to the public at a price of at least $5.00 per share (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Common Stock), or (b) the completion of an underwritten public offering pursuant to an effective registration statement under the Securities Act, resulting in at least $25,000,000.00 of proceeds, net of the underwriting discount and commissions, to the Company or (c) the vote or written consent of the preferred. Regardless of the manner of conversion, any conversion of the preferred shares shall occur on a oneF-~~to-one basis into an equal amount of common shares.~~14

~~In March 2015, the Company~~NOTE entered into a revenue participation rights and stock purchase agreement with a third party, Holotrack AG of Switzerland, a special purpose company organized principally by a film and entertainment distribution company in Europe11. ~~Among~~RELATED ~~the~~PARTY ~~principal~~TRANSACTIONS terms of the agreement is the right of Holotrack AG to participate in the revenue generated from the Company’s planned live theatrical show featuring the digital likeness of Elvis Presley, effectively as a distributor, in an amount equal to 10% of the Company’s participation as a producer of the Elvis show. The agreement also required Holotrack AG to fund development and operating expenses of the Company of $3,720,000, in six equal monthly installments of $620,000, from January to June of 2015, in exchange for 6,000,000 newly issued preferred shares and the right to exchange 12,848,184 of its affiliates’ common shares for preferred shares. As of March 31, 2015, there have been 4,000,000 preferred shares issued to Holotrack AG and cash received of $1,859,980.(Continued)

InOn December ~~March~~10, ~~2015~~2014, ~~two~~the ~~holders~~Company entered into a secured promissory note with a related party. The Company received cash of $250,000 which bears interest at a rate of ~~Common~~8% ~~Stock~~a ~~exercised~~year. ~~their~~The ~~conversion~~note ~~rights~~is tocollateralized ~~exchange~~by ~~their~~certain ~~Common~~property ~~Shares~~owned inby the Company. ~~for~~As ~~Preferred~~of ~~Shares~~June in30, 2015 and September 30, 2015, the Company~~. The~~ ~~total~~had ~~Preferred~~unpaid ~~Shares~~principal ~~issued~~of ~~were~~$230,000 1and $220,~~015,~~000. inAs ~~exchange~~of ~~for~~June 130,~~015~~ 2015 and September 30,~~000~~ 2015, the Company had unpaid interest of ~~Common~~$6,849 ~~Shares~~and $3,218. The note was fully repaid subsequent to the quarter end.

~~NOTE~~Please refer 8.to ~~STOCK~~Note ~~BASED~~13 ~~COMPENSATION~~– Subsequent Events for additional related party transactions that occurred after September 30, 2015.

~~During the nine months ended~~NOTE ~~March 31, 2015, the Company awarded options to purchase 1,152,006 of the Company’s common stock, of which would vest over two years beginning three months after the effective date~~12. ~~The~~NOTES ~~fair value of the grant was estimated on the date of grant using the following assumptions:~~PAYABLE

Risk-free interest rate	1.42	%
Dividend yield	0	%
Expected stock price volatility	53.25	%
Expected term (in years)	5
Expected forfeiture rate	0	%

In June 2015, the Company entered into a stock purchase agreement with Mr. Taku Toguichi, Chairman and CEO of SpaceBoy, a Japan-based artificial intelligence company with which the Company intends to be engaged in the development of digital humans for artificial intelligence. Pursuant to the terms of this agreement, Mr. Toguichi funded $806,000 in exchange for 1,300,000 shares of unregistered common stock. The Share Purchase Agreement, dated June 25, 2015, allowed for the right but not an obligation of the buyer to invest an additional $3.2 million by August 3, 2015 (the “Second Installment”). During the quarter ended September 30, 2015, Mr Toguichi provided further funding of $161,000 but did not complete the second installment. The Company treated the amount as an unsecured loan and repaid the loan plus interest in January 2016. As of September 30, 2015, there has been $1,008 of interest expense accrued.

~~The~~In August ~~risk-free~~2015, ~~interest~~the ~~rate is~~Company ~~based~~entered oninto ~~the~~an ~~zero~~agreement ~~coupon~~for Ua $620,000 bridge loan which bears interest at 7% each year.S. ~~Treasury~~Interest ~~rates~~will be payable at the ~~date~~end of ~~grant~~each ~~with~~calendar ~~maturity~~year ~~dates~~and ~~approximately~~calculated ~~equal~~on toa ~~the~~pro ~~expected~~rata ~~term at~~basis. ~~the~~All ~~grant~~unpaid ~~date.~~principal ~~The~~plus ~~dividend~~accrued ~~yield~~interest is due ~~based~~at onthe earliest of the Company’s ~~historical~~receipt ~~and~~of ~~expected~~a ~~dividend~~certain ~~yield~~type of proceeds or on the first anniversary of the note. As of September 30, 2015, there has been $4,963 of interest expense accrued. The ~~expected~~Company ~~term~~incurred financing costs of 1,240,000 shares isto ~~based~~be onissued with a value of $768,800 during the ~~expected~~three ~~time~~months ended September 30, 2015. Of this, $148,800 was expensed immediately to ~~exercise~~interest expense and $620,000 capitalized as deferred financing costs. ~~The~~At September 30, 2015, the Company ~~uses~~had ~~historical~~$542,500 ~~volatility~~of unamortized deferred financing costs. Future amortization of ~~similar~~the ~~public~~deferred ~~companies~~financing tocosts ~~estimate~~will ~~expected~~be $155,000 each quarter through the maturity ~~volatility~~date of the loan. During the three months ended September 30, 2015, the Company amortized $77,500, which is included in interest expense in the consolidated statements of operations.

~~The~~In September ~~weighted~~2015, ~~average~~the ~~exercise price~~Company isentered into an agreement for a $~~0.25~~620,000 ~~per~~bridge ~~share~~loan ~~and~~with ~~there~~a ~~have~~party ~~been~~which nobears ~~shares~~interest ~~exercisable~~at as15% ofeach year ~~March~~along 31with equity coverage of 248,000 ~~2015~~shares of Common Stock. ~~The~~Subsequent ~~grant~~to ~~date~~signing, ~~fair~~only ~~value~~$356,000 of the ~~stock options~~note was $0financed.~~43.~~ In ~~The~~January ~~Company~~2016, ~~did~~due ~~not~~to ~~recognize any stock~~non-~~based~~completion ~~compensation~~of ~~expense~~the ~~for~~loan, the ~~three~~agreement was terminated and ~~nine~~the ~~months~~loan ~~ended~~plus ~~March 31,~~interest ~~2015.~~was ~~Unrecognized~~returned ~~stock~~to ~~compensation~~the lender. ~~expense~~Because the loan was ~~$500,172~~not atcompletely ~~March~~funded ~~31,~~and ~~2015~~subsequently terminated, ~~which~~no ~~the~~equity ~~Company~~was ~~expects~~issued. toAs ~~recognize~~of ~~over~~September 30, 2015, athere ~~period~~has been $878 of 2interest ~~years~~expense accrued.

NOTE 9 13. ~~INCOME~~SUBSEQUENT ~~TAXES~~EVENTS

~~Deferred~~In October ~~income~~2015, ~~taxes reflect~~ the ~~net~~Company ~~tax~~entered ~~effects~~into ofan ~~temporary~~agreement ~~differences~~for ~~between~~a ~~the~~$1,000,000 ~~carrying~~bridge ~~amount~~loan ofwith ~~assets~~Holotrack ~~and~~AG, ~~liabilities~~which ~~for~~bears ~~financial~~interest ~~reporting~~at ~~purposes~~7% ~~and~~each ~~for~~year. ~~income~~Interest ~~tax~~will ~~purposes.~~be Apayable ~~deferred~~at ~~income~~the ~~tax~~end ~~asset~~of iseach ~~recognized~~calendar ifyear ~~realization~~and ofcalculated ~~such~~on ~~asset~~a ispro ~~more~~rata ~~likely~~basis. ~~than~~All ~~not,~~unpaid ~~based~~principal ~~upon~~plus ~~the~~accrued ~~weight~~interest ofis ~~available~~due ~~evidence~~at ~~which~~the ~~includes~~earliest ~~historical~~of ~~operating performance and~~ the Company’s ~~forecast~~receipt of ~~future operating performance. The Company evaluates the realizability of its deferred income tax assets and~~ a ~~valuation~~certain ~~allowance~~type ~~is provided, as necessary. During this evaluation, the Company reviews its forecasts~~ of ~~income~~proceeds inor ~~conjunction~~on ~~with~~ the ~~positive~~first ~~and~~anniversary ~~negative~~of ~~evidence surrounding~~ the ~~realizability of its deferred income tax assets to determine if a valuation allowance is needed~~note.

~~The~~In November ~~Company~~2015, ~~files~~the ~~income~~Company ~~tax returns~~entered ininto ~~the~~an ~~U.S.~~Associate ~~federal~~Producer ~~jurisdiction,~~agreement ~~various~~with ~~U.S.~~Holotrack ~~states.~~AG ~~Because~~to ofprovide ~~the~~financing ~~Company’s~~and ~~history~~production support offor ~~tax~~“The ~~losses,~~King”. ~~all~~In ~~income tax~~conjunction ~~returns~~with ~~filed~~this ~~remain~~agreement, ~~open~~the toCompany ~~examination~~will byissue ~~U.S~~12,000,000 ~~federal~~shares ~~and~~of ~~state~~Series ~~tax~~A ~~authorities~~Preferred Stock. The ~~Company~~Board ~~believes~~has ~~that~~approved ita ~~has~~change ~~made~~to ~~adequate provision~~the ~~for~~Company’s ~~all~~charter ~~income~~to ~~tax~~accordingly ~~uncertainties~~increase ~~pertaining~~the toauthorized ~~these~~capital ~~open~~Series ~~tax~~A Preferred ~~years~~Stock.

NoAs of ~~federal~~August 13, ~~state~~2015, ~~and~~the ~~local~~Company had 100,000,000 shares of capital stock authorized, of which 18,848,184 were designated as Series ~~tax~~A ~~benefit~~convertible ~~was~~preferred ~~recorded~~stock. ~~during~~As ~~the~~of ~~three~~August 13, 2015, 18,848,184 shares of Series A convertible preferred stock issued and ~~nine~~outstanding, representing ~~months~~100% ~~ended~~of ~~March~~the 31authorized Series A convertible preferred stock. On August 13, 2015 ~~for~~and November 1, 2015, the Company’s agreed ~~pretax~~to ~~loss~~issue 280,726 ~~because~~and ~~the~~12,000,000, respectively, shares of Series A convertible preferred stock. Such amounts represented ~~future~~an ~~realizability~~over issue of ~~such~~an ~~benefits~~aggregate ~~was~~of ~~not~~12,280,726 ~~considered~~shares of Series A convertible preferred stock. In order to becorrect ~~more~~the ~~likely~~error, ~~than~~in July ~~not~~2016 ~~and~~the ~~accordingly~~Company filed an amended certificate of designation with the Nevada Secretary of State, awhich ~~full~~had ~~valuation~~the ~~allowance~~effect of ~~against~~increasing the ~~tax~~number ~~benefit~~of ~~has~~authorized ~~been~~Series ~~recorded~~A preferred shares from 18,848,184 shares to 31,128,910 shares.

~~F-15~~In November 2015, the Board of Directors approved a limited share repurchase program for the Company to repurchase up to $5,000,000 of Common Stock of the Company from the public float though June 30, 2016. Through June 24, 2016, the Company repurchased 479,000 shares at a cost of $687,000, an average of $1.44 per share.

~~NOTE~~In December 102015, the Company entered into an agreement for a $1,000,000 bridge loan with Mr Bernhard Burgener, a board member, which bears interest at 7% each year. ~~RELATED~~Interest ~~PARTY~~will be payable at the end of each calendar year and calculated on a pro rata basis. ~~TRANSACTIONS~~All unpaid principal plus accrued interest is due at the earliest of the completion of the Elvis Presley theatrical concert production (“The King”) or 18 months.

Pulse Entertainment Corporation entered into an Asset Transfer and Assignment Agreement (the “Transfer Agreement”) with Tradition Studios I.P. Acquisition Inc., (“Tradition”) in April 2014. The agreement is effective as of the inception date of Pulse Entertainment and included the transfer of property and equipment with a historical cost of approximately $14,000 and general liabilities with a historical cost of approximately $81,100, resulting in a transfer of net liabilities of approximately $67,000. As of the effective date of the Transfer Agreement, the Executive Chairman of Pulse Entertainment had a majority control of Pulse Entertainment and also had majority control of Tradition. The transfer of assets and liabilities was considered a common control transaction in accordance with the accounting guidance in ASC Topic 60535, Business Combinations. As such, Pulse Entertainment recorded the assets and liabilities at historical cost at the time of the transfer with a charge against equity in additional paid in capital for the net liabilities at the time of transfer. The liability of $81,100 was paid in July 2014 to another entity controlled by the Executive Chairman.F-15

In ~~August~~December ~~2014~~2015, the Company’s ~~board~~entered ofinto ~~directors~~an ~~approved~~agreement ~~payments~~for ofa ~~director~~$500,000 ~~fees~~bridge ~~for~~loan ~~fiscal~~with ~~year~~a ~~2015.~~Third ~~All~~Party ~~director~~which ~~fees for~~bears ~~the~~interest ~~fiscal~~at 10% each year ~~2015~~along ~~totaling~~with ~~$100~~equity coverage of 1,000,000 ~~were~~shares ~~paid~~of asthe ofCompany’s ~~March~~Common ~~31,~~Stock. ~~2015~~The loan plus accrued interest was repaid in February 2016.

OnIn December 102015, ~~2014,~~ the Company entered into aan ~~secured~~Executive ~~promissory~~Producer ~~note~~agreement with aMr ~~related~~Bernhard ~~party.~~Burgener ~~The~~for ~~Company received cash of $250,000 which bears interest at a rate of 8% a year.~~ “The ~~note~~King” ~~is collateralized by certain property owned by the Company. All remaining unpaid principal~~ and ~~accrued interest is due on January 31, 2015. The Company must also pay an additional $25,000 if paid before~~ ~~December~~committed ~~31,~~to ~~2014~~issue orMr anBurgener ~~additional $50~~12,000 ~~if paid after December 31~~, ~~2014. The Company did not pay the note at December 31, 2014 and therefore an additional $50,~~000 ~~was~~common ~~payable at that time~~shares. ~~In March 2015, there was $50,000 paid on this note. As of March 31, 2015, the Company had unpaid principal and interest of $250,000 and $6,166.~~

~~NOTE~~In ~~11.~~January ~~SUBSEQUENT~~2016, ~~EVENTS~~the Company entered into amendments with Authentic Brands Group to extend the rights of exclusivity for Marilyn Monroe and Elvis Presley through the end of the agreements (December 2021).

In ~~April~~January ~~2015~~2016, anthe ~~amendment,~~Company ~~effective~~entered ~~October~~into 1a Stock Purchase Agreement with Original Force and U9. The parties purchased a total of 14,760,000 ~~2014~~Common Shares for $10,000,000 toand received an initial 50% share in the ~~ABG~~production ~~contract~~vehicle ~~was~~for Elvis Presley theatrical concert. In addition, the parties entered into ~~with~~a ~~the~~3 ~~Company~~year technology license agreement for certain rights to ~~reduce~~use the ~~launch~~Company’s ~~fee~~Digital ~~from~~Human ~~$1,000,000~~Animation ~~to $500,000~~technology.

AsIn ofJanuary ~~June 2015~~2016, the ~~Company~~Board ~~issued~~approved ~~the remaining 2,000,000 preferred shares to Holotrack AG of Switzerland and received $1,859,940. Therefore, all such installments have been received and Holotrack and its affiliates now hold~~ a ~~total~~stock ofoption ~~18,848,184~~plan ~~preferred shares,~~providing ~~the~~for ~~principal rights and benefits of which include~~ a ~~priority~~pool ~~return~~ of ~~capital~~up ~~in the event of a liquidation or sale event~~25, ~~weighted average anti-dilution rights and the right to appoint one individual to the Company’s board of directors. Holders of preferred shares~~000,000 ~~who are also entitled to convert the preferred~~ shares ~~into an equal amount~~ of common ~~shares, are entitled to vote with the common class of shareholders, on any company matters requiring a vote of the shareholders, on an “as if converted” basis~~stock.

~~Subsequent~~On toJanuary ~~March~~28, 312016, ~~2015~~the ~~through~~Company ~~September~~entered ~~18,~~into ~~2015,~~an ~~the~~agreement ~~Company~~with ~~has~~XIX ~~issued~~Entertainment ~~1,375,000~~and ~~shares~~Simon inFuller ~~exchange~~to ~~for~~be ~~cash,~~the ~~597,387~~Executive ~~shares~~Producer inof ~~exchange~~The ~~for~~King. ~~service~~The ~~and~~agreement includes a cash payment over the course of ~~accrued~~the ~~expenses~~production and 7a share of the “off the top” profits of the show. In addition,~~399~~ XIX Entertainment was issued a warrant to purchase approximately 36,~~426~~678,000 shares ~~issued~~of ~~from~~Common Stock in the Company at $1 a share, ~~exchange~~with cashless exercise rights and certain anti-dilution protections.

~~Subsequent~~On toFebruary ~~March 31~~26, ~~2015~~2016, the Company ~~granted~~entered into an agreement to purchase 100% of the share ~~grants~~capital of Float Hybrid Entertainment, Inc. (“Float”), a developer of interactive experiences for ~~services~~brands ~~totaling~~such 1as Pepsi,~~152~~ Microsoft,~~000~~ ~~shares~~GE, ~~valued~~AKQA, $0Ericsson, XBOX and Anheuser-Busch.62 ~~per~~Float ~~share~~was ~~and~~also a ~~vesting~~founding developer of the Kinect depth sensor platform and has deep experience of development ~~period~~for upa number of yet-to-be-released 2Virtual ~~years.~~and ~~Additionally,~~Augmented ~~the~~Reality Platforms. The Company ~~granted~~will ~~stock~~issue ~~options~~to ~~for~~the ~~services~~shareholders ~~totaling~~of Float, 7,250,000 ~~with~~common anshares ~~exercise~~and ~~price~~will of pay up to $~~0.62~~1,000,000 ~~per~~in ~~share~~a ~~and~~cash-based ~~vesting~~earn out over a ~~two~~period of 36 months. The Company anticipates the closing to occur in the first quarter of the year ~~term~~ended June 30, 2017.

~~Effective~~On ~~April~~February 127, ~~2015~~2016, the Company entered into anmerger ~~employment~~ agreement with ~~the~~After ~~Managing~~August, ~~Director~~Inc., ofa ~~the~~California ~~Company~~based ~~where~~animation ~~the~~technology company, ~~employee~~primarily ~~will be~~to ~~paid~~acquire ~~$12,000~~ownership aof ~~month,~~certain ~~which~~technologies ~~could~~and ~~increase~~software astools that we believe will support the Company’s continuing ~~closes~~strategy ~~additional~~to ~~financing.~~be ~~The~~the ~~employee~~world’s ~~was~~leading ~~previously~~developer ~~an advisor~~ of hyper-realistic digital humans. As consideration, the Company paid ~~who~~$300,000 ~~had~~in acash ~~stock~~at ~~grant~~closing, ofissued 1a 3-year,~~152~~ $2,700,000 ofpromissory ~~shares~~note, ~~and~~secured specifically by the ~~Company~~acquired ~~granted~~technology assets, ~~another~~and ~~stock~~is ~~grant~~committed ~~for~~to anissue ~~additional~~4.8 ~~1,152,000~~ million shares ~~for~~of athe ~~total~~Company’s ofcommon 2stock. The transaction was closed on April 20,~~304,000~~ ~~shares~~2016.

In ~~June~~March ~~2015~~2016, ~~Pulse~~the ~~Entertainment,~~Company aentered ~~wholly~~into ~~owned~~an ~~subsidiary~~amicable ofsettlement ~~Pulse~~agreement ~~Evolution,~~with ~~organized~~Hologram ~~and~~USA, ~~operated~~Inc., asMDH ~~the~~Hologram ~~sole Member~~Ltd., aand ~~limited~~Pulse Evolution ~~liability~~Corporation ~~company~~reached ~~called~~an ~~Pulse~~amicable ~~EPLS~~resolution ~~Production~~of ~~LLC. The~~the ~~subsidiary~~litigation ~~was~~related ~~created~~to asthe a2014 ~~special~~Billboard ~~purpose~~Music ~~vehicle~~Awards. toCosts ~~raise~~associated ~~production~~with ~~capital~~the ~~for~~litigation have been accrued during the ~~Company’s~~period ~~production~~ended ofJune “30, 2015. The ~~King”,~~Company aalso ~~planned~~committed ~~$25~~to issue 1,000,000 ~~theatrical~~shares ~~production,~~of Common ~~featuring~~Stock ~~the digital~~to ~~likeness~~a ofprofessional services firm in connection with the ~~late~~legal ~~Elvis~~services ~~Presley~~relating to this settlement.

~~On June~~In ~~30,~~March ~~2015~~2016, the Company ~~issued~~entered ~~warrants~~into to a 2 ~~shareholder~~year ~~for~~contract ~~their~~with ~~services~~Driftwood ~~provided~~Invest ~~during~~Corporation, ~~the~~a ~~capital~~company ~~raise~~related ofto ~~the~~our ~~preferred stock~~Vice ~~purchased~~Chairman ~~during~~in ~~the~~connection ~~period~~with his provision of consulting ~~January~~services ~~through~~to ~~June~~the ~~2015~~Company. The ~~shareholder~~contract ~~was~~provides ~~issued~~for a ~~warrant~~2 toyear ~~purchase~~consulting ~~324,000~~contract ~~shares of~~with ~~common~~a ~~stock~~monthly atretainer aof ~~price~~$41,666.67 with ~~per~~either ~~share~~party ~~equal~~able to $0terminate the contract with 3 months notice.~~01.~~ The ~~warrants~~contract ~~have~~also agranted ~~term~~6,000,000 ofshares 5to ~~years~~Driftwood Invest Corporation from its stock option pool.

In ~~July~~April ~~2015~~2016, the Company ~~entered~~issued ~~into~~1,033,200 awarrants, ~~stock purchase agreement~~ with ~~Mr.~~an ~~Taku~~exercise ~~Toguichi,~~price ~~Chairman and CEO~~ of ~~SpaceBoy~~$0.75, ~~a Japan-based artificial intelligence company with which the Company intends~~ to bean ~~engaged~~advisor in ~~the~~relation ~~development of digital humans for artificial intelligence. Pursuant~~ to the ~~terms~~Original Force/U9 ~~of this agreement, Mr~~investment. ~~Toguichi~~The ~~funded~~warrant ~~$806,000~~agreement inallows ~~exchange~~ for ~~1,300,000~~the ~~shares~~right of ~~unregistered common~~cashless ~~stock~~exercise.

In ~~July~~May ~~2015~~2016, the Company entered into ana ~~agreement~~contract with aan ~~service~~Agency ~~provider~~ to ~~assist~~provide ~~the~~pre-sale ~~Company~~ and ~~provide~~marketing ~~expertise~~services asfor itour ~~relates~~shows. The contract toprovides ~~producing~~for a ~~live~~fixed ~~stage~~monthly ~~musical~~fee ~~featuring~~of ~~digital~~$65,000 ~~performances.~~per ~~The~~month ~~service~~and ~~provider~~the ~~shall~~grant ~~receive~~of 3%1,000,000 shares of ~~all~~common ~~money~~stock. ~~received by~~In addition, the ~~Company~~Agency may ~~for~~earn ~~producing~~a ~~and~~commission ~~presenting~~on ~~the~~sales ~~performances.~~and ~~Additionally,~~sponsorship ~~the~~revenues ~~service~~and ~~provider~~addition ~~shall~~equity ~~receive~~of 3up to 1,~~000~~500,000 shares of ~~the~~Common ~~Company’s~~Stock ~~common~~based ~~stock~~ on revenue atargets. ~~pro-rata~~Mr ~~basis~~Burgener, asone ~~funds~~of ~~are~~our ~~received~~Directors, byis ~~the~~an ~~Company~~investor ~~for~~in the ~~performances~~Agency.

InOn ~~August~~June ~~2015~~2, ~~one~~2016, ~~holder~~the ofCompany ~~Common~~entered ~~Stock~~into ~~exercised~~a ~~their~~term ~~conversion~~sheet ~~rights~~with toan ~~exchange~~investor ~~their~~for ~~Common~~the ~~Shares~~sale inof ~~the~~55,000,000 ~~Company~~shares ~~for~~of Series B Preferred Stock ~~Shares~~for a total investment of $50 million, payable in three tranches, a convertible bridge note and two direct investments. The shares will be issued upon the ~~Company~~completion of the investment. The ~~total~~bridge ~~Preferred~~note, ~~Shares~~payable ~~issued~~upon ~~were~~signature ~~280~~of the agreement,~~726~~ is a convertible promissory note of $2.5 million that shall be converted into Series B Stock upon completion of the direct investment or into common stock if the direct investment does not occur. The direct investment is anticipated to close in ~~exchange~~two ~~for~~tranches: ~~280~~during the quarter ended September 30,~~726~~ of2016 ~~Common~~and ~~Shares~~December 31, 2016. The agreement is non-binding, except for a “no shop/exclusivity” period that ends on December 31, 2016.

In ~~August~~June ~~2015~~2016, ~~the~~Authentic ~~Company~~Brand ~~entered~~Group ~~into~~notified anthe ~~agreement~~Company ~~for~~that ait ~~$620,000~~wished ~~bridge~~to ~~loan~~execute ~~which~~its ~~bears~~put ~~interest~~right, atrequiring 7%the ~~each~~Company ~~year.~~to ~~Interest will~~purchase befrom ~~payable~~it at3,800,000 ~~the~~shares ~~end~~for ~~of each calendar year and calculated on~~ a ~~pro~~total ~~rata~~cash ~~basis.~~price ~~All unpaid principal plus accrued interest is due at the earliest~~ of ~~the~~$1,350,000 ~~Company’s~~no ~~receipt~~later ofthan aJune ~~certain~~22, ~~type~~2016. ofAs ~~proceeds or on the first anniversary~~ of ~~the~~July ~~note.~~26, ~~In conjunction with the bridge loan~~2016, ~~the Company shall issue 1~~$500,~~240,~~000 ~~additional~~has ~~shares~~been paid ~~of Series A Preferred Stock~~ to ~~the~~Authentic ~~lender~~Brands Group.

FIn July 2016 the Company entered into a Joint Venture agreement with a third party to act as co-16production partners on one of our live shows. Under this agreement, the third party will receive 15% of the participation earned by the Joint Venture from the live show. In addition, the third party will pay to the Company an advance of $1,500,000 against the Company’s participation from the Joint Venture.

~~Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations~~F-16

~~The~~Item ~~following~~2. ~~discussion~~Management’s Discussion and ~~analysis~~Analysis of ~~our~~Financial ~~consolidated~~Condition ~~financial condition as of March 31, 2015~~ and ~~June~~Results ~~30, 2014, and results~~ of operations and cash flows for the three and nine months ended March 31, 2015 should be read in conjunction with the consolidated financial statements and other information presented in this Quarterly Report on Form 10 Q.Operations

WeThe ~~have~~following ~~defined~~discussion ~~various~~and ~~periods~~analysis ~~that~~of ~~are~~our ~~covered~~consolidated financial condition as of September 30, 2015 and June 30, 2015, and results of operations and cash flows for the three months ended September 30, 2015 and September 30, 2014 should be read in conjunction with the consolidated financial statements and other information presented in this ~~report~~Quarterly asReport ~~follows:~~on Form 10 Q.

~~“fiscal~~We ~~2015”~~have —defined ~~July~~various 1,periods ~~2014~~that ~~through~~are ~~June~~covered ~~30,~~in ~~2015~~this report as follows:

“fiscal ~~2014~~2015” — ~~October~~July 101, ~~2013~~2014 ~~(inception date)~~ through June 30, ~~2014~~2015

“~~nine~~fiscal ~~months ended March 31, 2015~~2016” –— July 1, ~~2014~~2015 through ~~March~~June 3130, ~~2015~~2016

~~Overview~~“fiscal 2017” — July 1, 2016 through June 30, 2017

~~Pulse~~“three ~~Evolution~~months ~~Corporation~~ended ~~(“we”,~~September ~~“us”~~30, ~~“our~~2015”, ~~the~~– ~~“Company”)~~July ~~was incorporated on May 31~~1, ~~2013~~2015 ~~under~~through ~~the~~September ~~laws of the State of Nevada under the name QurApps~~30, Inc. During fiscal 2014 our controlling shareholder sold his interest in our Company on May 15, 2014. In anticipation of this change of control, we changed our name to Pulse Evolution Corporation effective May 8, 2014 to better reflect our plans to produce specialized, high impact applications of computer generated human likeness for utilization in entertainment, life sciences, education and telecommunication.2015

On September 30, 2014, we completed the initial closing under the Share Exchange Agreement we entered into with Pulse Entertainment and certain of its shareholders, some of whom are officers and directors of our company, pursuant to which we agreed to issue 35,827,309 shares of our unregistered common stock, net of cancellations, to certain shareholders of Pulse Entertainment in exchange for 17,466,383 shares of its common stock (the “Share Exchange”). Upon completion of the initial closing, Pulse Entertainment became a subsidiary of our company in which we own an 81.11% interest. In October 2014, under the terms of the Share Exchange Agreement, the Company issued 15,135,973 shares of its unregistered common stock to shareholders of Pulse Entertainment in exchange for 2,732,869 shares of its common stock raising its ownership percentage in Pulse Entertainment to 93.8% from 81.1%.Overview

WePulse ~~produced~~Evolution aCorporation ~~computer~~(“we”, ~~generated~~“us”, ~~and~~“our”, ~~animated human likeness of~~ the ~~late~~“Company”) ~~popular~~was ~~entertainer~~incorporated ~~Michael Jackson that appeared in a live performance at the Billboard Music Awards~~ on May 18 31, ~~2014.~~2013 ~~The~~under ~~virtual~~the ~~performance~~laws of ~~Michael contributed to~~ the ~~award~~State ~~show’s highest television viewership in 13 years and an 11year high in advertising in the demographic~~ of ~~viewers~~Nevada ~~age~~under ~~18 to 49. This production reached approximately 11 million television viewers during~~ the ~~initial~~name ~~ABC network broadcast~~QurApps, ~~followed~~Inc. byDuring ~~more~~fiscal ~~than~~2014 51our ~~million online~~controlling ~~views~~shareholder ~~through YouTube and Vevo and generated more than 2,400 news articles and an estimated 98 billion internet impressions~~sold ~~for~~his ~~the~~interest ~~Michael~~in ~~Jackson hologram and more than 300 million internet impressions estimated for~~ our ~~company~~Company ~~and~~on ~~members~~May ~~of our management. Further~~15, ~~in August and October,~~ 2014. ~~respectively,~~In weanticipation ~~entered~~of ~~into~~this ~~multiyear~~change ~~agreements with the owners~~ of ~~the likeness~~control, ~~appearance, and~~we ~~publicity~~changed ~~rights~~our ofname ~~Elvis Presley and Marilyn Monroe~~ to ~~develop~~Pulse ~~entertainment projects that utilize a realistic computer generated~~Evolution ~~image~~Corporation ofeffective ~~these~~May ~~celebrities.~~8, ~~These~~2014 ~~celebrities~~to ~~are~~better ~~among~~reflect ~~the~~our ~~world’s~~plans ~~most~~to ~~famous~~produce ~~talent.~~specialized, Wehigh ~~plan~~impact toapplications ~~use~~of ~~the~~ computer generated human likeness tofor ~~create~~utilization in entertainment, ~~and~~life ~~branding revenue opportunities for us~~sciences, ~~generated~~education ~~from holographic performances in live shows~~ and ~~commercials~~telecommunication.

~~Revenues~~On ~~from~~September ~~the~~30, ~~estates~~2014, ofwe ~~these~~completed ~~three~~the ~~late~~initial ~~celebrities~~closing ~~rank~~under ~~them among~~ the ~~top~~Share ~~earning~~Exchange ~~celebrity~~Agreement ~~estates~~we inentered ~~the~~into ~~world,~~ with ~~estimated~~Pulse Entertainment ~~aggregate~~and ~~earnings~~certain inof ~~2013~~its inshareholders, ~~excess~~some of ~~$200,000,000~~whom asare ~~stated~~officers byand ~~Forbes.com~~directors inof anour ~~October 23~~company, ~~2013~~pursuant ~~web~~to ~~article.~~which ~~The~~we ~~revenues of~~agreed ~~these~~to ~~estates~~issue 35,827,309 ~~have~~shares ~~been~~of ~~derived~~our ~~primarily~~unregistered ~~from~~common ~~licensing~~stock, ~~the~~net ~~still~~of ~~and~~cancellations, ~~motion~~to ~~picture~~certain ~~images~~shareholders ~~and~~of ~~recordings~~Pulse ~~captured~~Entertainment ~~when~~in ~~the~~exchange ~~respective~~for ~~celebrities were alive. Further~~17, ~~they are based on clippings~~466,383 ~~outtakes~~shares ~~and~~of ~~performances~~its ~~from~~common ~~the~~stock ~~lives and careers of~~ (the ~~historical~~“Share ~~celebrities~~Exchange”). WeUpon ~~believe~~completion ~~that our first live presentation~~ of the ~~Virtual~~initial ~~Michael~~closing, ~~Jackson~~Pulse ~~performance demonstrated~~Entertainment ~~that~~became wea ~~are~~subsidiary ~~able to relaunch the careers~~ of ~~deceased~~our ~~celebrities.~~company ~~More~~in ~~than~~which ~~staging~~we own an ~~encore~~81.11% tointerest. ~~their~~As ~~historical careers~~ of ~~Michael Jackson~~September 30, ~~Elvis Presley and Marilyn Monroe~~2015, ~~the~~all ~~virtual~~remaining ~~performances~~shares ~~will~~were ~~be judiciously and compellingly contemporized and made~~exchanged ~~relevant~~raising toits ~~whole~~ownership ~~new~~percentage ~~audiences~~in ~~through~~Pulse ~~new~~Entertainment ~~performance forms and media. We are poised~~ to ~~create virtual celebrities that can do things and go places their historical originals never could, while remaining true to their original values, identities, personalities and preferences~~100%.

We ~~believe~~produced ~~that~~a ~~our~~computer ~~digital~~generated and animated human likeness ~~rights~~of ~~agreements~~the ~~and~~late ~~our~~popular ~~plans~~entertainer ~~for~~Michael Jackson that appeared in a live performance at the Billboard Music Awards on May 18, 2014. The virtual ~~performances~~performance of Michael contributed to the award show’s highest television viewership in 13 years and an 11year high in advertising in the demographic of viewers age 18 to 49. This production reached approximately 11 million television viewers during the initial ABC network broadcast, followed by more than 51 million online views through YouTube and Vevo and generated more than 2,400 news articles and an estimated 98 billion internet impressions for the Michael Jackson hologram and more than 300 million internet impressions estimated for our company and members of our management. Further, in August and October, 2014 respectively, we entered into multiyear agreements with the owners of the likeness, appearance, and publicity rights of Elvis Presley and Marilyn Monroe ~~provide~~to usdevelop ~~with~~entertainment projects that utilize a realistic computer generated image of these celebrities. These celebrities are among the ~~foundation~~world’s most famous talent. We plan to use the computer generated likeness to create entertainment and branding revenue opportunities for ~~significant~~us, ~~growth~~generated from holographic performances in ~~our~~live ~~core~~shows and ~~business~~commercials.

~~Plan~~Revenues from the estates of ~~Operations~~these three late celebrities rank them among the top earning celebrity estates in the world, with estimated aggregate earnings in 2013 in excess of $200,000,000 as stated by Forbes.com in an October 23, 2013 web article. The revenues of these estates have been derived primarily from licensing the still and ~~Liquidity~~motion picture images and recordings captured when the respective celebrities were alive. Further, they are based on clippings, outtakes and performances from the lives and careers of the historical celebrities. We believe that our first live presentation of the Virtual Michael Jackson performance demonstrated that we are able to relaunch the careers of deceased celebrities. More than staging an encore to their historical careers of Michael Jackson, Elvis Presley and Marilyn Monroe, the virtual performances will be judiciously and compellingly contemporized and made relevant to whole new audiences through new performance forms and media. We are poised to create virtual celebrities that can do things and go places their historical originals never could, while remaining true to their original values, identities, personalities and preferences.

AsWe ofbelieve ~~the~~that ~~date~~our ofdigital ~~this~~likeness ~~report,~~rights weagreements ~~have raised approximately $18.8 million since our inception~~ and ~~are highly dependent on raising capital to fund~~ our ~~startup~~plans ~~and~~for ~~growth~~virtual ~~strategies.~~performances ~~Our~~of ~~core~~Michael ~~business~~Jackson, isElvis ~~the~~Presley ~~acquisition from estates~~ and ~~other rights holders~~ ofMarilyn ~~certain~~Monroe ~~intellectual~~provide ~~property~~us ~~rights~~with ~~to create virtual celebrities, and~~ the ~~right~~foundation tofor ~~present,~~significant ~~and~~growth ~~license to others to present, those virtual performers~~ in ~~live,~~our ~~and~~core ~~a variety of live virtual and commercial formats~~business.

4Plan of Operations and Liquidity

InWe ~~execution~~have ofraised ~~our~~approximately ~~business~~$18.0 ~~plan~~million from inception through September 30, we2015, ~~have~~consisting ~~considered~~of ~~various~~$16.6m ~~execution~~in ~~models~~equity and $1.4m ~~Originally~~in debt, and we ~~intended~~are tohighly ~~focus~~dependent on ~~providing~~raising ~~virtual performers~~capital ~~for~~to ~~appearances~~fund our startup and ~~collecting~~growth ~~royalties~~strategies. ~~when~~Our ~~our~~core ~~Company~~business ~~has~~is aninitially focused ~~ownership~~on ~~interest~~the inmedia and entertainment business, principally the ~~intellectual~~acquisition ~~property~~from estates and other rights holders of certain ~~for~~intellectual ~~the~~property ~~virtual~~rights ~~performer~~to ~~(the~~create ~~“Talent~~virtual ~~Model”).~~celebrities, ~~Under~~and the ~~Talent~~right ~~Model~~to present, weand ~~would~~license ~~permit~~others ~~other~~to ~~producers~~present, tothose ~~create~~virtual ~~performances~~performers ~~that~~in ~~make~~live, ~~use~~and a variety of live virtual ~~performers~~and ~~created~~commercial ~~by us~~formats.

~~Subsequently,~~We weintend ~~decided~~ to ~~explore~~fund ~~and~~an ~~develop~~initial ~~opportunities~~portion toof ~~act~~show asspecific aproduction ~~producer~~costs offrom ~~events~~internal ~~(the~~sources. Once a live show is “~~Producer~~green ~~Model~~lit”), we ~~thereby~~will ~~enabling us~~set toup ~~exert~~a ~~significant~~production ~~creative~~entity ~~and~~for ~~technological~~the ~~control~~purposes ~~over~~of producing and operating the ~~performance~~show. ~~productions,~~We ~~and~~anticipate tothat ~~capture~~a ~~significantly~~large ~~greater portions~~portion of these ~~the~~show ~~realizable~~specific ~~economic~~costs ~~value~~will ~~created~~be funded by ~~the~~third ~~virtual~~parties, ~~performance~~including affiliated production companies, associated celebrity estates, corporate sponsors and other entertainment finance vehicles. We do not, however, currently have any such funding or financing arrangements currently in place.

Under both models, we expect to generate revenues and/or positive operating cashflow on all digital construction, animation, and production services that it provides, plus royalties when the work involves intellectual property rights held by our Company. Under both models, we have significant discretion to determine to what extent the creative and production resources, which are primarily labor costs, are engaged on an asneeded basis for each project or production (“Contract Staffing”), and to what extent the Company carries a concentration of creative and production resources inhouse (“InHouse Staffing”).4

~~While~~Results ~~execution~~ of the Producer Model enables our Company to capture more of the value created by the virtual performers, it also requires that we raise significant amounts of production capital, which is similar to project financed equity or nonrecourse debt into production subsidiaries. Executing this model with Inhouse Staffing gives us certain strategic advantages and flexibility in the development of new concepts and application of new technologies, yet it also requires a higher employee headcount and the related operating overhead.Operations

~~Our~~Three ~~ability~~Months toEnded ~~fund~~September ~~operations~~30, ~~and~~2015 ~~meet obligations on a timely basis is dependent on our ability to match the available financial resources to our operating model (Talent vs. Producer)~~ and ~~our~~September ~~execution~~30, ~~strategy (Contract Staffing vs. InHouse Staffing). The decisions we make with regard to operating model and execution strategy drive our Company’s capital and liquidity requirements.~~2014

WeThe ~~are~~following ~~currently~~analysis ~~operating~~on ~~under~~results ~~the~~of ~~Producer~~operations ~~Model~~was ~~with~~based ~~significant~~primarily ~~InHouse~~on ~~Staffing~~the ~~resources.~~comparative ~~Consequently,~~consolidated ~~our~~financial ~~Company~~statements, ~~is heavily~~footnotes ~~reliant~~and ~~upon~~related ~~raising~~information ~~equity~~for ~~capital~~the toperiods ~~finance~~identified ~~our~~below ~~operations,~~and ~~meet~~should ~~our~~be ~~working~~read ~~capital~~in ~~requirements~~conjunction ~~and~~with ~~finance~~the ~~productions.~~consolidated financial statements Toand the ~~extent~~notes to those statements that ~~full~~are ~~development~~included ofelsewhere ~~the~~in ~~Company’s~~this ~~growth~~report. ~~opportunities~~The ~~also~~results ~~requires~~discussed ~~forming~~below ~~strategic~~are ~~alliances,~~for wethe three months ~~are~~ended ~~prepared~~September to30, do2015 soand September 30, 2014.

If, however, we are unable to successfully raise sufficient additional capital and generate cash flow from operations, we would likely have to reduce our dependence on InHouse Staffing and limit many, if not all, of our Company’s activities as a producer.Revenues

~~Accounting~~Revenues ~~Treatment~~during ofthe three months ended September 30, 2015 and September 30, 2014 were $0 and $88,151, respectively. Revenues in 2014 included amounts received by the ~~Merger~~Company for work on the Michael Jackson Billboard Awards presentation, whereas in 2015 the Company focused on core technology development in preparation for large scale theatrical productions.

~~For~~Costs ~~financial reporting purposes, the Share Exchange represents a “reverse merger” rather than a business combination~~ and Pulse Entertainment is deemed to be the accounting acquirer in the transaction. The Share Exchange is being accounted for as a reverse merger and recapitalization effective as of September 30, 2014. Pulse Entertainment is the acquirer for financial reporting purposes and Pulse Evolution Corporation is the acquired company. Consequently, in reports we file with the SEC covering accounting periods after September 30, 2014, the assets and liabilities and the operations will reflect the historical financial statements prior to the Share Exchange will be those of Pulse Entertainment and will be recorded at the historical cost basis of Pulse Entertainment, and the consolidated financial statements after completion of the Share Exchange will include the assets and liabilities of our company and Pulse Entertainment, and the historical operations of Pulse Entertainment and the combined operations with our company from the initial closing date under the Share Exchange Agreement.Expenses

~~Results~~For the three months September 30, 2015 and September 30, 2014, we incurred operating expenses of ~~Operations~~$1,977,611 and $3,572,088, respectively. The principal components of operating expenses for the three months ended September 30, 2015 and 2014, respectively, are payroll and contract services of $970,605 and $2,002,102, professional fees of $285,493 and $1,146,992, public company costs of $4,212 and $30,727, stock based compensation charges of $241,082 and $0, and general & administrative expenses of $476,219 and $392,267. In 2014, a significant portion of our operating cost related to the development and physical production of the Michael Jackson Billboard Awards show. In 2015, the majority of our operating expenses are devoted to the development of digital likeness assets and entertainment properties related to our revenue share agreements with the estates of Michael Jackson, Elvis Presley and Marilyn Monroe. The decrease in operating expenses from 2014 to 2015 is a result of a decreased payroll and contract services and professional fees during the year.

~~Three~~Though ~~Months~~it ~~Ended~~would ~~March~~be 31customary in the entertainment industry to capitalize such expenses as assets available for future use, ~~2015~~thus far we have expensed the material portions of the costs of building our principal character assets and ~~2014~~developing our shows. We anticipate continuing this practice until such time as there is either a proven business model for the continuing performance and appearance of our digital celebrities, or upon our entering into an agreement to commence a specific theatrical production featuring one of our digital celebrities.

~~The~~Net following analysis on results of operations was based primarily on the comparative consolidated financial statements, footnotes and related information for the periods identified below and should be read in conjunction with the consolidated financial statements and the notes to those statements that are included elsewhere in this report. The results discussed below are for the three months ended March 31, 2015 and 2014.Loss

~~Revenues~~Net loss during the three months ended September 30, 2015 and September 30, 2014 was $2,214,297 and $3,483,937, respectively.

~~There~~Liquidity ~~were no revenues during the three months ended March 31, 2015~~ and ~~$544,285~~Capital ~~for the three months ended March 31, 2014.~~Resources

5Liquidity is the ability of an enterprise to generate adequate amounts of cash to meet its needs for cash requirements. At September 30, 2015 and June 30, 2015, we had a cash balance of $31,756 and $899,174, respectively, and working capital (deficit) of ($4,132,169) and ($2,096,088), respectively.

~~Costs~~Net cash used in operating activities was $1,992,087 and ~~Expenses~~$2,583,656 for the three months ended September 30, 2015 and 2014, respectively. The decrease in cash used in operating activities was primarily a result of the net loss of $2,214,297 for the three months ended September 30, 2015, compared to $3,483,937 for the three months ended September 30, 2014, as well as an increase of $22,680 in prepaid deposits and other assets for the three months ended September 30, 2015, compared to a decrease of $21,999 in prepaid deposits and other assets for the three months ended September 30, 2014.

~~Total~~Net ~~operating~~cash ~~expenses~~used ~~during~~in ~~the~~investing ~~three~~activities ~~months~~was ~~ended March 31, 2015 and 2014 were~~ $2,~~394,263~~930 and $51,~~173~~001,~~302,~~374 ~~respectively. The principal components of operating expenses~~ for the three months ended ~~March~~September 3130, 2015, ~~are payroll~~ and ~~contract services of $1~~2014,~~501,170,~~ ~~professional fees of $336,253, public company costs of $144,945 and general & administrative expenses of $411,895~~respectively. ~~Significant portions~~ ofThe ~~our~~decrease ~~operating~~was ~~expenses~~primarily ~~are~~a ~~devoted~~result ~~to the development~~ of ~~digital likeness assets and entertainment properties related to our revenue share agreements with~~ the ~~estates~~purchase of ~~Michael~~licensing ~~Jackson,~~rights ~~Elvis~~during ~~Presley and Marilyn Monroe. Though it would be customary in~~ the ~~entertainment~~three ~~industry~~months toended ~~capitalize~~September ~~such expenses as assets available for future use~~30, ~~thus~~2014 ~~far have expensed the material~~with ~~portions~~no ofsimilar ~~the~~transactions ~~costs~~being ofincurred ~~building~~during ~~our principal character assets and developing our shows. We anticipate continuing this practice until such time as there is either a proven business model for~~ the ~~continuing~~three ~~performance~~months ~~and~~ended ~~appearance~~September ~~of our digital celebrities~~30, or ~~upon our entering into an agreement to commence a specific theatrical production featuring one of our digital celebrities~~2015.

~~Net Loss~~5

Net ~~loss~~cash ~~during~~provided by financing activities was $1,127,599 and $2,308,743 for the three months ended ~~March~~September 3130, 2015 and 2014, respectively. The decrease was primarily a result of sales of common stock of $2,~~394~~308,~~263~~743 ~~and~~during the three months ended September 30, 2014 compared to proceeds on notes payable of $41,~~629~~137,~~017~~599 during the three months ended September 30, ~~respectively~~2015.

~~Nine~~Issuances ~~Months~~of ~~Ended~~our ~~March~~Common ~~31,~~Stock ~~2015~~ and ~~Period From October 10, 2013 through March 31, 2014~~Debt

~~The~~As ~~following~~is ~~analysis~~more onfully ~~results~~described of operations was based primarily on the comparative consolidated financial statements, footnotes and related information for the periods identified below and should be read in conjunction with the consolidated financial statements and the notes to those statements that are included elsewhere in this quarterly report. ~~The~~on ~~results~~Form ~~discussed below are for the nine months ended March 31~~10-Q, ~~2015 and the period from the date~~ we ~~began~~have ~~our~~raised ~~operations~~approximately on$18 ~~October~~million ~~10,~~from ~~2013~~ inception through ~~March~~September 3130, ~~2014~~2015.

~~Revenues~~Common Stock and Preferred Stock Issued in Private Placements

~~Revenues~~From ~~during~~July ~~the~~2014 ~~nine~~until ~~months~~September ~~ended~~30, ~~March~~2015, 31we sold (i) an aggregate of 9,691,185 ~~2015~~shares ~~and~~of ~~for~~our ~~the~~common ~~period~~stock ~~from~~at ~~October~~an 10average price of $0.53 per share, ~~2013~~for ~~through~~total ~~March~~proceeds 31of $5,059,308, ~~2014~~which ~~were~~are net of fees of $88116,~~151~~060, and ~~$544~~(ii) an aggregate of 6,~~285~~000,000 shares of our ~~respectively~~preferred shares at an average price of $0.62, for total proceeds of $3,718,613.

~~Costs~~Common ~~and~~Stock ~~Expenses~~Issued in Share Exchange

~~Total~~On ~~operating~~September ~~expenses~~30, ~~during~~2014, the ~~nine~~Company ~~months~~completed ~~ended~~the ~~March~~initial ~~31,~~closing ~~2015~~under ~~and~~the ~~period~~Share ~~from~~Exchange ~~October~~Agreement ~~10,~~pursuant ~~2013~~to ~~through~~which ~~March~~it ~~31,~~agreed ~~2014 were $9,419,024~~to ~~and~~issue $535,~~392~~827,~~511,~~309 ~~respectively.~~shares ~~The principal components~~ of ~~operating~~its ~~expenses~~unregistered ~~for~~Common ~~the nine months ended March 31~~Stock, ~~2015,~~net ~~are payroll and contract services~~ of $5cancellations,~~423,794,~~ ~~professional~~to ~~fees~~the ofshareholders ~~$1,540,435, public company costs~~ of ~~$949,470~~Pulse ~~and~~Entertainment ~~general & administrative~~in ~~expenses~~exchange offor $117,~~505~~466,~~325.~~383 ~~Significant~~shares ~~portions~~ of ~~our~~its ~~operating~~common ~~expenses~~stock. ~~are~~Following ~~devoted to~~ the ~~development~~initial ofclosing, ~~digital likeness assets and entertainment properties related to our revenue share agreements with~~ the ~~estates~~remaining shares of ~~Michael~~Pulse ~~Jackson, Elvis Presley and Marilyn~~Entertainment ~~Monroe.~~common ~~Though~~stock itwere ~~would~~exchanged beby ~~customary in~~ the ~~entertainment~~Pulse ~~industry~~Entertainment toshareholders ~~capitalize such expenses as assets available~~ for ~~future use,~~stock ~~thus~~in ~~far we have expensed~~ the ~~material~~Company. ~~portions~~The ofCompany ~~the~~owned ~~costs~~99.8% ~~of building our principal character assets~~ and ~~developing our~~100%of ~~shows.~~Pulse WeEntertainment ~~anticipate~~at ~~continuing~~June ~~this~~30, ~~practice~~2015 ~~until such time as there is either a proven business model for the continuing performance~~ and ~~appearance~~September ~~of our digital celebrities~~30, or2015 ~~upon our entering into an agreement to commence a specific theatrical production featuring one of our digital celebrities~~respectively.

~~Net~~Common ~~Loss~~Stock Issued in Payment of Subsidiary Payable

~~Net~~Pulse ~~loss~~Entertainment ~~during~~entered into an Investor Introduction Agreement (the ~~nine~~“Introduction ~~months~~Agreement”) ~~ended~~with an international advisory services group (the “Advisor”) in March 312014. Pursuant to the terms of the Introduction Agreement, ~~2015~~the Advisor agreed to support the Company in its fund raising process through introductions of potential investors and ~~period~~to assist the Company in developing its investor relations strategy. Pulse Entertainment agreed to pay the Advisor a success fee in cash equal to 6% of all investments resulting from ~~October~~introductions ~~10,~~by ~~2013~~the ~~through~~Advisor. ~~March~~In 31addition, ~~2014~~the ~~was~~Advisor ~~$9,330,873~~is ~~and~~entitled ~~$4,848,226,~~to Pulse Entertainment shares ~~respectively~~equal to 3% of the underlying shares issued in any such transactions.

~~Liquidity~~As of June 30, 2014, the Advisor had earned 488,830 shares of Pulse Entertainment common stock, of which 224,869 shares of common stock were issued. A liability had been recognized by Pulse Entertainment for the portion of shares not issued as of June 30, 2014 totaling $456,653. In September 2014, the Company issued 1,461,946 shares of its common stock in payment of the liability as if Pulse Entertainment had paid the Advisor in its shares, and ~~Capital~~the ~~Resources~~Advisor immediately exchanged the shares in the company’s stock under the Share Exchange Agreement described above. As of September 30, 2015, the Company recorded the par value of the stock at $1,492 and additional paid in capital of $455,191.

~~Liquidity~~6

~~Liquidity~~Common isStock ~~the~~and ~~ability~~Stock ofOptions anIssued ~~enterprise~~ to ~~generate~~Service adequate amounts of cash to meet its needs for cash requirements. At March 31, 2015 and June 30, 2014, we had a cash balance of $53,538 and $1,539,719, respectively and working capital (deficit) of ($1,697,667) and $723,675, respectively.Providers

~~Net~~In ~~cash~~determining ~~used~~the infair ~~operating~~value ~~activities~~of ~~was $7,974,012 and $768,878 for~~ the ~~nine~~services ~~months~~rendered ~~ended~~by ~~March~~third 31parties, ~~2015~~the ~~and~~Company ~~period~~uses ~~from~~the ~~October 10,~~value ~~2013~~of ~~(inception)~~the ~~through~~services ~~March~~or ~~31,~~the ~~2014,~~fair ~~respectively. The increase in cash used in operating activities was primarily a result~~value of the ~~net~~common ~~loss~~stock ~~from~~at ~~operations~~the ~~before~~time ~~noncontrolling interests of $9,330,873 and~~ the ~~purchase~~common ofstock ~~$1,000,000~~was ofissued ~~licensing~~whichever ~~rights, offset~~is bymore ~~accounts~~readily ~~payable~~determinable ofat ~~$1,365,441~~the ~~mainly~~time ~~due~~the ~~to shares to be issued for~~ services ~~as well as the changes in various other~~are ~~balances~~rendered.

6Pulse Entertainment entered into a business development advisory agreement (the “Business Development Agreement”) with a consulting firm (the “Consultant”) in May 2014 to provide certain production and promotion services to Pulse Entertainment. The equity consideration comprised of up to 200,000 stock options with an exercise price of $1.73 per share, with 100,000 options issued immediately upon execution of the Agreement and up to 50,000 options each quarter based on agreed targets. The agreement was terminated in September 2014 and as of September 2015, 125,000 stock options to the Consultant in Pulse Entertainment were vested but not yet issued.

~~Net~~In ~~cash~~October ~~used~~2014, the Company entered into a consulting agreement with a third party to provide executive leadership in ~~investing~~the ~~activities~~formation of ~~was~~a ~~$26~~new division of the Company. Under the terms of the agreement,~~171~~ ~~and~~the $0consultant ~~for~~will provide services in the ~~nine~~development ~~months~~of a ~~ended~~business ~~March~~plan, 31technology planning, ~~2015~~and fundraising. Under the term of the agreement, the consultant is to provide services for six months and ~~period~~is ~~from~~to ~~October~~be paid a monthly base payment of $10,000, ~~2013~~with additional amounts to be paid under certain performance ~~(inception)~~conditions. ~~through~~If ~~March~~certain 31performance targets, ~~2014~~as defined in the agreement, ~~respectively~~are met, the Company would create a newly formed subsidiary and the consultant would become the Chief Executive Officer of the newly developed subsidiary. ~~The~~Additionally, ~~increase~~beginning upon the execution of this agreement, the consultant became a member of the Company’s advisory board and was ~~primarily~~granted 1,152,000 shares of the Company’s restricted common stock which vest quarterly in equal installments over a ~~result~~two year period. As of September 30, 2015 there were 144,000 shares issued related to this contract. There was $89,245 expensed during the ~~purchase~~three months ended September 30, 2015 included in accrued expenses as of ~~property~~September ~~and~~30, ~~equipment~~2015.

~~Net~~In ~~cash~~June ~~provided~~30, by2015, ~~financing~~the ~~activities~~Company ~~was~~issued $6124,~~514,002~~268 ~~and~~shares ~~$3,210,648~~of ~~for~~its ~~the~~common ~~nine~~stock ~~months~~to ~~ended~~a ~~March~~consultant ~~31,~~in ~~2015~~payment ~~and~~of ~~period~~the ~~from~~services ~~October~~to the Company’s ~~10,~~fundraising ~~2013~~efforts. ~~(inception)~~As ~~through~~of ~~March~~June 3130, ~~2014~~2015, ~~respectively.~~the ~~The~~Company ~~increase~~recorded ~~was~~the ~~primarily~~par avalue ~~result~~ of ~~additional~~the ~~sales~~stock ofat ~~our~~$124 ~~common~~ and ~~preferred~~additional ~~stock,~~paid ~~net~~in capital of ~~stock issuance costs~~$76,922.

~~Issuances~~On June 30, 2015, the Company issued warrants to a shareholder for their services provided during the capital raise of ~~our~~the ~~Common~~preferred stock ~~Stock~~purchased during the period of January through June 2015. The shareholder was issued a warrant to purchase 324,000 shares of common stock at a price per share equal to $0.01. The warrants have a term of 5 years but has been accounted for as fully exercised in the quarter ended September 30, 2015.

AsCommon isStock ~~more~~Issued ~~fully described~~ in ~~Note~~Private ~~7 to our Consolidated Financial statements contained elsewhere in this quarterly report, we have raised approximately $18.8 million to date through the issuances of our common stock.~~Placement

~~Common~~In ~~Stock~~June 2015, the Company entered into a stock purchase agreement with Mr. Taku Toguichi, Chairman and ~~Preferred~~CEO ~~Stock~~of ~~Issued~~SpaceBoy, a Japan- based artificial intelligence company with which the Company intends to be engaged in ~~Private~~the ~~Placements~~development of digital humans for artificial intelligence. Pursuant to the terms of this agreement, Mr. Toguichi funded $806,000 in exchange for 1,300,000 shares of unregistered common stock.

~~Beginning~~Cash in July 2014, we have sold 8,391,185 shares of our common stock at an average price of $0.52 per share for proceeds of $4,253,309 which are net of fees of $114,750. Subsequent to March 31, 2015, we have sold 1,375,000 shares of our common stock at an average price of $0.62 for aggregate gross proceeds of $852,500 and have sold 3,000,000 shares of our preferred shares at an average price of $0.62 for aggregate proceeds of $1,860,000.Requirements

~~Common~~During ~~Stock~~the ~~Issued~~quarter and subsequent to the quarter end, the Company raised significant capital in ~~Share~~order ~~Exchange~~to support the ongoing development of the core digital human technology and also to create the digital likeness of Michael Jackson, Elvis Presley and Marilyn Monroe in anticipation of starting full production of theatrical shows, music concerts and other events.

OnThe ~~September 30, 2014, the~~ Company ~~completed~~broadly ~~the~~consists ~~initial closing under the Share Exchange Agreement pursuant to which it agreed to issue 35,827,309 shares~~ of ~~its~~a ~~unregistered~~Core ~~Common Stock~~operations, ~~net~~management ofand ~~cancellations,~~administration toteam ~~the~~and ~~shareholders~~In-House ofProduction ~~Pulse~~Talent. ~~Entertainment~~Upon incommencement ~~exchange~~of ~~for~~production ~~17,466,383 shares~~ of ~~its~~a ~~common~~specific ~~stock.~~concert Asor ~~part~~theatrical ~~of the Share Exchange~~show, ~~certain of~~ the ~~Company’s~~In-House ~~shareholders who~~Production ~~are~~Talent ~~also~~team ~~shareholders~~would ofbe ~~Pulse~~required ~~Entertainment agreed~~ to ~~cancel~~provide ~~60,910,113~~animation services ~~shares~~related ~~of the Company’s common stock issuable~~ to ~~them in connection with~~ the ~~Share~~performance ~~Exchange. Upon completion~~ of the ~~initial~~primary ~~closing~~celebrity character, ~~Pulse~~such ~~Entertainment~~services ~~became~~to abe ~~subsidiary of~~funded ~~the~~by ~~Company~~a inshow-specific ~~which~~production entity ~~the Company owned an 81.1% interest at~~ that ~~time.~~would Inlikely ~~October~~be ~~2014,~~managed ~~under~~by the ~~terms~~Company ofand ~~the~~funded ~~Share~~materially ~~Exchange Agreement,~~by ~~the~~third-party ~~Company~~entertainment ~~issued~~production ~~15,135,973~~investors. ~~shares~~While we ofintend ~~its~~to ~~unregistered~~fund ~~common~~an ~~stock~~initial toportion ~~shareholders~~ of ~~Pulse~~production ~~Entertainment~~costs ~~in exchange for 2,732,869 shares~~ of ~~its~~a ~~common~~show ~~stock~~from ~~raising~~internal ~~its~~sources, ~~ownership~~we ~~percentage~~expect ina ~~Pulse~~large ~~Entertainment~~portion toof ~~93.8%~~these ~~from 81.1%. In April~~costs ~~2015,~~to ~~under~~be ~~the~~funded ~~terms~~by ofsuch ~~the~~third ~~Share Exchange Agreement~~parties, ~~the~~including ~~Company~~affiliated ~~issued~~production 6companies,~~801,268~~ ~~shares~~associated ofcelebrity ~~its~~estates, ~~unregistered~~corporate ~~common stock to~~sponsors ~~shareholders~~and ofother ~~Pulse~~entertainment ~~Entertainment~~finance invehicles. ~~exchange~~We ~~for~~do 1not,~~228~~ however,~~000~~ ~~shares~~currently ofhave ~~its~~any ~~common~~such ~~stock~~funding ~~raising~~or ~~its~~financing ~~ownership~~arrangements ~~percentage~~ currently in ~~Pulse Entertainment~~place. toOur ~~99.5%~~ability ~~from~~to ~~93.8%.~~fund our In-House ~~June~~Production ~~2015,~~Talent ~~the~~and ~~Company~~meet ~~issued~~our ~~398,772~~obligations ~~shares~~on ofa ~~its~~timely ~~unregistered~~basis ~~common~~relies ~~stock~~on toour ~~shareholders~~ability ofto ~~Pulse~~raise ~~Entertainment~~funds ~~in exchange~~ for ~~72,000~~the ~~shares~~productions. ofIf ~~its~~we ~~common~~are ~~stock,~~unable ~~raising~~to ~~its~~successfully ~~ownership~~raise ~~percentage~~sufficient inproduction ~~Pulse~~capital ~~Entertainment to~~through ~~99.9%.~~future Indebt ~~July~~and equity ~~2015,~~financings ~~the~~or ~~remaining~~strategic ~~36,000~~and ~~shares~~collaborative ofventures ~~Pulse~~with ~~Entertainment~~potential ~~common~~partners, ~~stock~~we ~~were~~would ~~exchanged~~likely byhave ~~the~~to ~~Pulse~~reduce ~~Entertainment~~our dependence ~~shareholder~~on ~~pursuant~~In-house toProduction ~~the~~Talent ~~Share~~and ~~Exchange~~limit ~~Agreement for 199~~many,~~386~~ ~~shares~~if ofnot ~~the Company’s unregistered common stock. In July 2015~~all, ~~Pulse~~of ~~Entertainment~~our ~~became~~activities as a ~~wholly owned subsidiary of the Company~~producer.

~~Common Stock Issued in Payment of Subsidiary Payable~~7

~~Pulse~~We ~~Entertainment~~have ~~Corporation,~~raised ~~entered~~approximately ~~into~~$18 anmillion ~~Investor~~of ~~Introduction~~core ~~Agreement~~development ~~(“the~~capital ~~Agreement”)~~from ~~with~~inception anthrough ~~international advisory~~September ~~services~~30, ~~group~~2015,. ~~(“the~~Our ~~Advisor”)~~plan into ~~March~~develop, produce ~~2014.~~and ~~The~~operate ~~Advisor~~full isscale toproductions ~~support~~will ~~the~~require ~~Company~~significant indirect ~~its~~funding, ~~fund~~similar ~~raising~~to ~~process~~that of a mid-sized theatrical ~~through~~show. ~~introductions~~Until ofwe ~~potential~~secure ~~investors~~production capital and togenerate ~~assist~~revenues, the Company inwill ~~developing~~continue ~~its~~to ~~investor~~rely ~~relations~~on ~~strategy.~~raising ~~The~~capital ~~Agreement calls~~to ~~for~~ support the ~~Advisor~~development toof betechnology ~~paid~~and adigital ~~success~~likenesses ~~fee~~of inits ~~cash~~portfolio ~~equal~~of tocelebrities. ~~six~~We ~~percent~~believe ofthat ~~all~~full ~~investments~~scale ~~introduced~~shows bywill ~~the~~require in ~~Advisor.~~excess Inof ~~addition the~~$25,000,000 ~~Advisor~~of ~~shall~~development beand ~~entitled~~operating tofinancing ~~shares~~and ~~equal~~we plan to ~~three~~fund ~~percent~~each of ~~the~~our ~~underlying~~productions ~~shares~~within ~~issued~~a inproduction entity, ~~any~~similar ~~such~~to ~~transactions~~the structure used by movie studios.

AsSubsequent ofto ~~June~~the ~~30,~~quarter ~~2014~~end, the ~~Advisor~~Company ~~had~~sourced ~~earned~~several ~~488,830~~short ~~shares~~term ofbridge ~~Pulse~~loans ~~Entertainment~~and ~~common~~equity ~~stock~~investments, ofas ~~which~~detailed ~~224,869~~in ~~shares~~note of13 ~~common~~(Subsequent ~~stock were issued~~Events). ANotably, ~~liability~~in ~~had~~January ~~been~~2016, ~~recognized~~we bysecured ~~Pulse~~a ~~Entertainment~~$10,000,000 ~~for~~equity ~~the~~investment ~~portion~~from ofOriginal ~~shares~~Force ~~not~~and ~~issued~~U9 asand ofin June ~~30, 2014~~2016 ~~totaling~~we ~~$456,653.~~signed a Interm ~~September~~sheet ~~2014,~~for ~~the~~an ~~Company~~equity ~~issued~~investment 1of $50,~~461~~000,~~946~~000, ~~shares~~ of ~~its~~which ~~common~~$2,500,000 ~~stock~~has inbeen ~~payment~~received ofand the ~~liability as~~remainder ifis ~~Pulse~~to ~~Entertainment~~be ~~had~~ paid ~~the Advisor~~ in ~~its shares, and the Advisor immediately exchanged the shares in the company’s~~ ~~stock~~two ~~under~~installments ~~the~~through ~~Share~~December ~~Exchange~~31, ~~Agreement described above~~2016. AsThe ofterm ~~March~~sheet ~~31,~~is ~~2015,~~non-binding ~~the~~except ~~Company~~for ~~recorded~~certain ~~the~~clauses, ~~par~~including ~~value~~a ~~of the stock~~restriction aton ~~$1,462~~our ~~and~~ability ~~additional~~to ~~paid~~raise in capital offrom ~~$455,191~~3rd parties.

~~During~~We have analyzed its liquidity requirements and have determined that we have sufficient liquidity or access to other sources of capital to support our core operations for the ~~quarter~~12 ~~ended~~months ~~September~~from ~~30,~~the ~~2014~~balance sheet date. Beyond that, the ~~Advisor~~Company ~~had~~will ~~earned~~need ~~30,000~~to ~~shares~~close the remainder of the ~~Company’s~~$50m ~~common~~investment ~~stock~~or ~~under~~raise ~~the~~production ~~terms~~ funds, lines of credit or core capital to support the ~~Agreement~~launch of our shows and for corporate operations.

7Off-Balance Sheet Arrangements

~~Common~~We ~~Stock~~have ~~Issued~~no tooff-balance ~~Service~~sheet ~~Providers~~arrangements including arrangements that would affect liquidity, capital resources, market risk support and credit risk support or other benefits.

InCritical ~~determining~~Accounting the fair value of the services rendered by third parties, the Company uses the value of the services or the fair value of the common stock at the time the common stock was issued whichever is more readily determinable at the time the services are rendered.Policies

~~Pulse~~We ~~Entertainment~~prepare ~~entered~~our ~~into~~financial astatements ~~business~~in ~~development~~conformity ~~advisory~~with ~~agreement~~GAAP. ~~(the~~The ~~“Business~~preparation ~~Development~~of ~~Agreement”) with a consulting firm (~~the ~~“Consultant”)~~financial instatements ~~May~~requires ~~2014,~~us ~~wherein the Consultant agreed~~ to ~~provide~~make ~~certain production~~ estimates and ~~promotion services~~assumptions tothat ~~Pulse~~affect ~~Entertainment~~the inreported ~~exchange~~amounts ~~for~~of ~~consideration~~assets ~~including~~and ~~cash,~~liabilities ~~equity,~~and andisclosure ~~operating~~of ~~budget~~contingent assets and ~~production credits~~liabilities as ~~specified~~of in the ~~Business~~date ~~Development~~of ~~Agreement.~~the ~~The~~financial ~~Business~~statements, ~~Development~~and ~~Agreement~~the ~~provides~~reported ~~for~~amount ~~certain~~of ~~performance~~revenues ~~milestones~~ and ~~for~~expenses ~~termination~~during bythe ~~either~~reporting ~~party with 30 days’ notice~~period. ~~The maximum potential equity consideration is comprised of up~~Actual toresults ~~200,000~~could ~~stock~~differ ~~options~~from ~~with~~those ~~an exercise price of $1~~estimates.~~73 per share as follows:~~

●		100,000 options immediately upon execution of the Agreement
●		Up to 50,000 options each quarter for the following two quarters, beginning three months from the date of the Agreement, if certain performance targets are achieved.

Critical accounting policies are those we believe are both most important to the portrayal of our financial condition and results, and require our most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Judgments and uncertainties affecting the application of those policies may result in materially different amounts being reported under different conditions or using different assumptions. We believe the following policies to be the most critical in understanding the judgments that are involved in preparing our financial statements.

~~The~~Intangible ~~Business Development Agreement was terminated in September 2014. As of March 2015, 125,000 stock options to the Consultant in Pulse Entertainment were vested but not yet issued.~~Assets

InDefinite-lived ~~September 2014~~intangibles, ~~the~~which ~~Company~~are ~~entered~~made ~~into~~up anof ~~exclusive~~license ~~financial~~agreements ~~services~~as ~~and~~described ~~advisory agreement with a consultant to assist the Company~~ in ~~its~~Note ~~capital~~3 ~~market~~Intangible ~~strategies.~~and ~~Under~~Other ~~the terms of the agreement~~Assets, ~~the~~are ~~Company~~amortized ison toa ~~pay the consultant three nonrefundable~~straight-line ~~monthly~~basis ~~payments~~over oftheir ~~$30,000,~~useful ~~and~~lives. ~~quarterly~~We ~~restricted~~review ~~stock~~our ~~grants~~intangible ~~equal~~assets tofor ~~onehalf~~impairment ofwhenever ~~one~~events ~~percent~~or ofchanges ~~the~~in ~~outstanding~~circumstances ~~shares of~~indicate ~~common~~that ~~stock of~~ the ~~Company~~carrying ~~each~~amount ~~quarter to a maximum~~ of ~~two and onehalf percent of~~ the ~~outstanding~~assets ~~shares~~may ofnot ~~common~~be ~~stock~~recoverable. ~~The fee~~At isSeptember ~~payable equally in cash and stock. The Company recorded stock compensation expense of $368~~30,~~305~~ ~~upon issuance of 594~~2015,~~039 shares~~ ofwe ~~its~~have ~~common~~determined ~~stock. The agreement also calls for a ten percent fee in the event~~ that athere ~~qualified financing transaction, as defined in the agreement,~~ is ~~closed.~~no ~~No such qualified financing transaction was contemplated as of December 31, 2014. This~~impairment ~~agreement has been terminated as~~ of ~~December~~the ~~31,~~intangible ~~2014~~assets.

InStock ~~November~~based 2014, the Company issued 69,680 shares of its common stock to the Advisor in payment of the services provided under the Agreement. As of March 31, 2015, the Company recorded the par value of the stock at $70 and additional paid in capital of $43,132.Compensation

InASC ~~November 2014~~718, “Compensation Stock Compensation” requires recognition in the ~~Company~~financial ~~issued~~statements ~~124,268~~of ~~shares~~the cost of ~~its~~employee ~~common~~services received ~~stock~~in exchange for an award of equity instruments over the period the employee is required to aperform ~~consultant~~the services in ~~payment~~exchange for the award (presumptively the vesting period). We measure the cost of employee services received in exchange for an award based on the grant date fair value of the award. We account for nonemployee share based awards based upon ASC 505-50, “Equity Based Payments to Non Employees.” ASC 505-50 requires the costs of goods and services received in exchange for an award of equity instruments to be recognized using the ~~Company’s~~fair value of the goods and services or the fair value of the equity award, whichever ~~fundraising~~is ~~efforts~~more reliably measurable. AsThe fair value of ~~March~~the ~~31,~~equity ~~2015~~award is determined on the measurement date, which is the ~~Company~~earlier ~~recorded~~of the date that a performance commitment is reached or the ~~par~~date that performance is complete. Generally, our awards do not entail performance commitments. When an award vests over time such that performance occurs over multiple reporting periods, we estimate the fair value of the ~~stock~~award atas ~~$124~~of the end of each reporting period and ~~additional~~recognize ~~paid~~an inappropriate ~~capital~~ portion of ~~$76~~the cost based on the fair value on that date. When the award vests,~~922~~ we adjust the cost previously recognized so that the cost ultimately recognized is equivalent to the fair value on the vesting date, which is presumed to be the date performance is complete.

We have relied on the registration exemptions in Rule 506 of Regulation D, Regulation S and/or Section 4(a)(2) under the Securities Act of 1933, as amended, in the issuance of all shares of common stock.8

~~Cash~~Item ~~Requirements~~3. Quantitative and Qualitative Disclosures About Market Risk

~~Our ability~~This toitem ~~fund our operations and meet our obligations on a timely basis~~ is ~~dependent~~not ~~on our ability to match our available financial~~applicable ~~resources~~ to ~~our~~smaller ~~operating~~reporting ~~model (Talent vs~~companies. Producer) and our execution strategy (Contract Talent vs. InHouse Talent). The decisions we make with regard to operating model and execution strategy drive the level of capital required and the level of its financial obligations.

IfItem we are unable to generate cash flow from operations and successfully raise sufficient additional capital through future debt and equity financings or strategic and collaborative ventures with potential partners, we would likely have to reduce our dependence on InHouse Talent and limit many, if not all, of our activities as a producer4. WeControls ~~have analyzed its liquidity requirements~~ and ~~have~~ ~~determined that we have sufficient liquidity to execute our business plan under the Talent Model for the next 12 months.~~Procedures

8Evaluation of Disclosure Controls and Procedures

~~Off~~A ~~Balance~~control ~~Sheet~~system, ~~Arrangements~~no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company, or any company, can be detected. Because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.

WeThe Company’s Executive Chairman and principal financial and accounting officer, with the participation of other members of the Company’s management, have noevaluated ~~off~~the ~~balance~~effectiveness ~~sheet~~of ~~arrangements~~the ~~including~~Company’s ~~arrangements~~disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities and Exchange Act of 1934, as amended) as of the end of the period covered by this report (the “Evaluation Date”), to assess whether information that ~~would~~is ~~affect~~required ~~liquidity~~to be disclosed in its reports under the Securities and Exchange Act of 1934 is recorded, ~~capital~~processed, ~~resources~~summarized and reported within the time periods specified in the SEC’s rules and forms, ~~market~~and ~~risk~~that ~~support~~such information is accumulated and communicated to management, including the Company’s Executive Chairman and ~~credit~~principal ~~risk~~financial ~~support~~and oraccounting ~~other~~officer, ~~benefits~~as appropriate, to allow timely decisions regarding required disclosure.

~~Critical~~Based ~~Accounting~~on ~~Policies~~this evaluation and the identification of our internal controls over financial reporting described below, the Executive Chairman and principal financial and accounting officer, have concluded that for the quarter ended September 30, 2015, the Company’s disclosure controls and procedures were not effective and required improvement.

WeManagement ~~prepare~~determined ~~our~~that ~~financial~~at ~~statements~~August 1, 2016 the Company did not have a sufficient number of personnel, especially in ~~conformity~~leadership positions within the finance department, with an appropriate level of knowledge and experience of generally accepted accounting principles in the United States of America (U.S. GAAP) that are commensurate with the Company’s financial reporting requirements. The internal ~~preparation~~controls have not changed other than the departure of the ~~financial~~Chief ~~statements~~Financial ~~requires~~Officer. usThe toExecutive ~~make~~Chairman ~~estimates~~assumed the ~~and~~roles ~~assumptions~~previously ~~that~~performed ~~affect~~by the ~~reported~~Chief ~~amounts~~Executive ofOfficer ~~assets~~ and ~~liabilities~~the ~~and~~Chief ~~disclosure~~Financial ofOfficer. ~~contingent~~In ~~assets~~addressing ~~and~~these ~~liabilities~~needs, the Company took the following actions so that it’s consolidated financial statements as of, and for the ~~date~~quarter ended August 1, 2016, are presented in accordance with U.S. GAAP. These actions included (i) supplementing existing resources with technically qualified third party consultants, (ii) performing additional procedures and analyses in preparation for the review of the ~~financial~~Company’s quarterly ~~statements~~financials, and (iii) the ~~reported~~commencement ~~amount~~ of ~~revenues~~a recruiting process to identify and ~~expenses~~hire ~~during~~a ~~the~~Chief ~~reporting~~Financial ~~period.~~Officer ~~Actual~~with significant ~~results~~public ~~could~~company ~~differ~~accounting ~~from~~leadership ~~those estimates~~experience.

~~Intangible~~PART ~~Assets~~II - OTHER INFORMATION

~~Definite-lived intangibles,~~Item ~~which are made up of license agreements as described in Note 3 Intangible and Other Assets, are amortized on a straight-line basis over their useful lives~~1. WeLegal review our intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. As of March 31, 2015, we have determined that there is no impairment of the intangible assets.Proceedings

~~Stock~~On May 29, 2014, Hologram USA, Inc., Musion ~~based~~Das ~~Compensation~~Hologram Limited and Uwe Maass (the “Plaintiffs”) filed an amended complaint in the U.S. District Court for the District of Nevada (Case No. 2:14cv00772GMNNJK). The complaint alleged that Plaintiffs own, or control, certain patents related to the projection illusion technique, historically known as “Pepper’s Ghost.” The Plaintiffs further alleged that Pulse Evolution Corporation, Pulse Entertainment Corporation, John Textor, Dick Clark Productions, Inc., John Branca and John McClain, as executors of the Estate of Michael Jackson, MJJ Productions, Inc. Musion Events, Ltd. Musion 3D, Ltd., William James Rock and Ian Christopher O’Connell (collectively, the “Defendants”) infringed on the Plaintiffs’ patent rights by using the Plaintiffs’ projection illusion system to project the visual imagery developed and conceived by our company in connection with the a musical performance at the 2014 Billboard Music Awards in Las Vegas Nevada featuring an image of the late Michael Jackson. The Plaintiffs did not allege that the Company’s core business, the production of visual effects or human animation imagery infringes their intellectual property rights. In March 2016, the parties reached an amicable settlement agreement of all claims and counterclaims. As part of the settlement, our Executive Chairman also agreed to dismiss and release all claims against the principal shareholder of Hologram USA that remained pending through separate actions brought in the state of Florida. All costs associated with the settlement and litigation have been accrued as of September 30, 2015.

~~ASC 718,~~On ~~“Compensation~~May ~~Stock~~27, ~~Compensation”~~2015, ~~requires~~William ~~recognition~~Krueger ~~in the financial statements of the cost of employee services~~(“Mr. ~~received~~Krueger”) infiled ~~exchange~~a ~~for~~petition anagainst ~~award~~Pulse ofEvolution ~~equity~~Corporation ~~instruments over the period the employee is required to perform the services in exchange for the award~~ (~~presumptively the vesting period~~“Pulse”). ~~We measure the cost of employee services received~~ in ~~exchange for an award based on~~ the ~~grant~~14th ~~date~~Judicial ~~fair~~District ~~value~~ Court of ~~the~~Dallas ~~award.~~County, WeTexas, ~~account~~ for ~~nonemployee~~violation ~~share~~of ~~based~~Texas’s ~~awards~~Deceptive ~~based~~Trade ~~upon~~Practices ~~ASC~~Act ~~505-50,~~and ~~“Equity Based~~a ~~Payments~~temporary toinjunction. ~~Non Employees~~Mr.” ~~ASC 505-50 requires the costs of goods and services received in exchange for an award~~Krueger’s ofclaims ~~equity~~relate ~~instruments~~ to bePulse’s ~~recognized~~failure ~~using~~to ~~the~~remove ~~fair~~references ~~value~~to ~~of the goods and services or the fair value of the equity award, whichever is more reliably measurable~~Mr. ~~The~~Krueger ~~fair~~as ~~value~~Pulse’s ofChief ~~the~~Financial ~~equity~~Officer ~~award is determined~~ on the ~~measurement~~company’s Web ~~date~~site, ~~which~~in ~~is the earlier of the date that~~ a ~~performance~~timely ~~commitment~~fashion, issubsequent ~~reached~~to or the ~~date~~termination ~~that~~of ~~performance~~his ~~is complete~~employment. ~~Generally, our awards do not entail performance commitments~~Mr. ~~When~~Krueger anhas ~~award~~stipulated ~~vests over time such~~ that ~~performance~~he ~~occurs~~is ~~over~~seeking less ~~multiple~~than ~~reporting periods~~$74,500 wein ~~estimate the fair value of the award as of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date~~damages. ~~When~~Since the ~~award~~quarter ~~vests~~end, ~~we adjust~~ the ~~cost~~case ~~previously~~has ~~recognized~~been ~~so that the cost ultimately recognized is equivalent to the fair value on the vesting date, which is presumed to be the date performance is complete~~dismissed.

~~Item~~The Company is involved from time to time 3in routine litigation arising in the ordinary course of conducting its business. ~~Quantitative~~In ~~and~~the ~~Qualitative~~opinion ~~Disclosures~~of ~~About~~the ~~Market~~Company’s ~~Risk~~management, no pending routine litigation will have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

~~This item~~Item is1A. ~~not~~Risk ~~applicable to smaller reporting companies.~~Factors

~~Item 4.~~Not ~~Controls~~applicable ~~and~~to ~~Procedures~~smaller reporting companies.

~~Evaluation of~~Item. ~~Disclosure~~2. ~~Controls~~Unregistered Sales of Equity Securities and ~~Procedures~~Use of Proceeds

~~A control~~The ~~system,~~following nosets ~~matter~~forth ~~how~~information ~~well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives~~regarding ofsecurities ~~the~~sold ~~control~~or ~~system~~issued ~~are~~by ~~met. Further,~~ the ~~design~~Company ofwithout aregistration ~~control~~under ~~system must reflect~~ the ~~fact~~Securities ~~that~~Act ~~there~~during ~~are resource constraints and~~ the ~~benefits~~period ofcommencing ~~controls~~on ~~must~~July ~~be considered relative to costs. Because of the inherent limitations in all control systems~~1, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company, or any company, can be detected. Because of the inherent limitations in a cost- effective control system, misstatements due to error or fraud may occur and not be detected.2015:

The Company’s Executive Chairman and principal financial and accounting officer, with the participation of other members of the Company’s management, have evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(ea) ~~under~~Sales ~~the Securities and Exchange Act~~ of ~~1934,~~Unregistered as amended) as of the end of the period covered by this report (the “Evaluation Date”) and, based on that evaluation, concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures were effective to ensure that information that is required to be disclosed in its reports under the Securities and Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company’s Executive Chairman and principal financial and accounting officer, as appropriate, to allow timely decisions regarding required disclosure.

~~Based on~~For ~~this~~the ~~evaluation~~three ~~and~~month ~~the~~period ~~identification~~ of ~~our internal controls over financial reporting described below, the Executive Chairman~~July ~~and principal financial and accounting officer~~1, ~~have~~2015 ~~concluded~~through ~~that~~September ~~for the quarter ended March 31~~30, 2015, the Company~~’s disclosure~~ ~~controls~~did ~~and~~not ~~procedures~~sell ~~were~~any ~~not~~shares ~~effective~~of ~~and~~its ~~required~~common ~~improvement~~stock.

~~Management determined~~Item that at March 31, 2015 the Company did not have a sufficient number of personnel, especially in leadership positions within the finance department, with an appropriate level of knowledge and experience of generally accepted accounting principles in the United States of America (U3.S. ~~GAAP)~~Defaults ~~that~~Upon ~~are~~Senior commensurate with the Company’s financial reporting requirements. The internal controls have not changed other than the departure of the Chief Financial Officer. The Executive Chairman assumed the roles previously performed by the Chief Financial Officer. In addressing these needs, the Company took the following actions so that it’s consolidated financial statements as of, and for the quarter ended March 31, 2015, are presented in accordance with U.S. GAAP. These actions included (i) supplementing existing resources with technically qualified third party consultants, (ii) performing additional procedures and analyses in preparation for the review of the Company’s quarterly financials, and (iii) the commencement of a recruiting process to identify and hire a Chief Financial Officer with significant public company accounting leadership experience.Securities

9None.

~~PART II~~Item -4. ~~OTHER~~Mine ~~INFORMATION~~Safety Disclosures

~~Item 1.~~Not ~~Legal Proceedings~~applicable.

~~On May~~Item ~~29, 2014, Hologram USA, Inc~~5., ~~Musion~~Other Das Hologram Limited and Uwe Maass (the “Plaintiffs”) filed an amended complaint in the U.S. District Court for the District of Nevada (Case No. 2:14cv00772GMNNJK). The complaint alleges that Plaintiffs own, or control, certain patents related to the projection illusion technique, historically known as “Pepper’s Ghost.” The Plaintiffs further allege that Pulse Evolution Corporation, Pulse Entertainment Corporation, John Textor, Dick Clark Productions, Inc., John Branca and John McClain, as executors of the Estate of Michael J. Jackson, MJJ Productions, Inc. Musion Events, Ltd. Musion 3D, Ltd., William James Rock and Ian Christopher O’Connell (collectively, the “Defendants”) infringed on the Plaintiffs’ patent rights by using the Plaintiffs’ projection illusion system to project the visual imagery developed and conceived by our company in connection with the a musical performance at the 2014 Billboard Music Awards in Las Vegas Nevada featuring an image of the late Michael Jackson. The Plaintiffs have not alleged that the Company’s core business, the production of visual effects or human animation imagery infringes their intellectual property rights. The complaint sought an order of the Court temporarily and permanently enjoining the Defendants from carrying out the Michael Jackson performance, a judgment for infringement, damages, attorneys’ fees and costs. The Plaintiffs’ Emergency Motion for Temporary Restraining Order filed in connection with its May 15, 2014 complaint was denied on May 16, 2014 as the Court found that the Plaintiffs’ failed to establish that they are likely to succeed on the merits of their patent infringement claims and that they are likely to suffer irreparable harm.Information

On January 9, 2015, the Court modified the Revised Discovery Plan and Scheduling Order confirming both the discovery cutoff date as December 22, 2015 and the deadline for dispositive motions as January 29, 2016None. The Court did not set a trial date. Motions to Dismiss made pursuant to FRCP Rule 12(b)(6) and 12(b)(3) filed by Pulse Evolution Corporation, Pulse Entertainment Corporation and John Textor remain pending. The defendants anticipate filing a Motion for Summary Judgment as soon as is practicable.

The Company believes that its claims and defenses in this case are substantial because the visual imagery the Company develops and conceives is distinct from the Plaintiffs’ projection system allowing the Company to use a variety of projection systems in its productions. Litigation is, however, inherently unpredictable. The outcome of this lawsuit is subject to significant uncertainties and, therefore, determining the likelihood of a loss and/or the measurement of any loss is complex. Consequently, the Company is unable to estimate the range of reasonably possible loss. The Company’s assessments are based on estimates and assumptions that have been deemed reasonable by management, but the assessment process relies heavily on estimates and assumptions that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause the Company to change those estimates and assumptions.10

~~The Company~~Item ~~is involved from time to time in routine litigation arising in the ordinary course of conducting its business~~6. ~~In the opinion of the Company’s management, no pending routine litigation will have a material adverse effect on the Company’s financial condition, results of operations or cash flows.~~Exhibits

Item 1A. Risk Factors

Exhibit		Furnished
Number	Description	Herewith
31.1	Certification of the Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a- 14(a)/15d-14(a).	X
32.1	Certification of the Principal Executive Officer and Principal Financial and Accounting Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	X
101.INS**	XBRL INSTANCE DOCUMENT	X
101.SC**	XBRL TAXONOMY EXTENSION SCHEMA	X
101.CA**	XBRL TAXONOMY EXTENSION CALCULATION LINKBASE	X
101.DE**	XBRL TAXONOMY EXTENSION DEFINITION LINKBASE	X
101.LA**	XBRL TAXONOMY EXTENSION LABEL LINKBASE	X
101.PR**	XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE	X

~~Not~~** XBRL (Extensible Business Reporting Language) ~~applicable~~information is furnished and not filed or a part of this Quarterly Report on Form 10-Q for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to ~~smaller~~liability under ~~reporting~~these ~~companies~~sections.

~~Item. 2. Unregistered Sales of Equity Securities and Use of Proceeds~~11

~~The following sets forth information regarding securities sold or issued by the Company without registration under the Securities Act during the period commencing on July 1, 2014:~~SIGNATURES

~~a) Sales~~Pursuant to the requirements of ~~Unregistered~~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.

~~For~~Date: ~~the~~August ~~nine month period of July 1~~10, 2014 through March 31, 2015, we sold 8,391,185 shares of our common stock at an average price of $0.52 per share for proceeds of $4,253,309 which are net of fees of $114,750. Additionally, we issued 2,279,933 shares in exchange for services valued at $945,205 and 50,963,282 shares issued from the share exchange.2016

~~Subsequent to~~PULSE ~~March~~EVOLUTION ~~31,~~CORPORATION ~~2015~~(Registrant) ~~through~~By: ~~September~~/s/ ~~18,~~John ~~2015,~~Textor weName: ~~issued~~John ~~1,375,000~~Textor ~~shares~~Title: inExecutive ~~exchange~~Chairman ~~for~~(principal ~~cash,~~financial ~~597,387 shares in exchange for service~~ and ~~payment~~accounting ~~of accrued expenses and 7,399,426 shares issued from the share exchange.~~officer)

Each of the above described transactions was exempt from the registration requirements of the Securities Act pursuant to Section 4(2) thereof or Regulation D or Rule 701 promulgated thereunder, as transactions not involving a public offering or involving the issuance of securities in certain compensatory circumstances. With respect to each transaction listed above, no general solicitation was made by either us or any person acting on our behalf; the securities sold are subject to transfer restrictions; and the certificates representing the securities contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold other than pursuant to an effective registration statement under the Securities Act or an applicable exemption from the registration requirements thereof.12

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

Incorporated by Reference

Filed or

Exhibit

File

Filing

Furnished

Number

Description

Form

Number

Exhibit

Date

Herewith

2.1

Share Exchange Agreement among Pulse Evolution Corporation and Pulse Entertainment Corporation dated September 25, 2014.

333190431

2.1

9/26/2014

10.1

Lease Agreement between Pulse Entertainment Corporation and Inland Diversified Port St. Lucie Square, LLC dated March 1, 2014.

333190431

10.1

10/7/14

10.2

Asset Transfer and Assignment Agreement between Pulse Entertainment Corporation and Tradition Studios I.P. Acquisition Inc. dated April 4, 2014.

333190431

10.2

10/7/14

10.3

Form of Share Purchase Agreement between Alon Nigri and certain purchasers.

333190431

10.2

5/16/14

10.4

Form of Securities Purchase Agreement.

333190431

10.1

9/26/14

10.5

* Partner Agreement between ABG EPE IP, LLC and Pulse Evolution Corporation effective as of August 1, 2014.

333190431

10.2

9/26/14

10.6

* Partner Agreement between The Estate of Marilyn Monroe LLC and Pulse Evolution Corporation effective as of October 1, 2014.

333190431

10.1

10/10/14

31.1

Certification of the Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a- 14(a)/15d-14(a).

32.1

Certification of the Principal Executive Officer and Principal Financial and Accounting Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS**

XBRL INSTANCE DOCUMENT

101.SC**

XBRL TAXONOMY EXTENSION SCHEMA

101.CA**

XBRL TAXONOMY EXTENSION CALCULATION LINKBASE

101.DE**

XBRL TAXONOMY EXTENSION DEFINITION LINKBASE

101.LA**

XBRL TAXONOMY EXTENSION LABEL LINKBASE

101.PR**

XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE

+ Management contract or compensatory plan or arrangement.

* Portions of this agreement have been omitted and redacted and separately filed with the Securities and Exchange Commission with a request for confidential treatment.

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of this Quarterly Report on Form 10-Q for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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.

Date: September 21, 2015	PULSE EVOLUTION CORPORATION (Registrant)
	By:	/s/ John Textor
	Name:	John Textor
	Title:	Executive Chairman (principal financial and accounting officer)

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