SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


       Date of Report (date of earliest event reported): October 20, 2011


                               IMAGINE MEDIA, LTD.
                ------------------------------------------------
             (Exact name of Registrant as specified in its charter)


     Delaware                       000-53316                  26-0731818
-------------------------------------------------------------------------------
(State or other jurisdiction   (Commission File No.)         (IRS Employer
of incorporation)                                           Identification No.)



                        3030 Old Ranch Parkway, Suite 350
                              Seal Beach, CA 90740
                         -----------------------------
          (Address of principal executive offices, including Zip Code)


       Registrant's telephone number, including area code: (562) 280-0483



                            7750 N. Union Blvd., #201
                           Colorado Springs, CO 80920
                       ----------------------------------
          (Former name or former address if changed since last report)




<PAGE>

Item 4.01   Changes in Registrant's Certifying Accountant.

     On October 20,  2011,  the Company  engaged  Ronald  Chadwick,  P.C. as its
independent registered public accounting firm.

     Prior to engaging  Chadwick,  the Company  did not  consult  with  Chadwick
regarding the  application of accounting  principles to a specific  completed or
contemplated  transaction  or regarding  the type of audit opinion that might be
rendered by Chadwick on the Company's financial statements, and Chadwick did not
provide any written or oral advice that was an important  factor  considered  by
the Company in reaching a decision as to any  accounting,  auditing or financial
reporting issue.


                                       2

<PAGE>


                                   SIGNATURES


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


Date:  October 20, 2011

                                 IMAGINE MEDIA, LTD.


                                 By:/s/ Charles Bennington
                                    -------------------------------------------
                                    Charles Bennington, Chief Executive Officer

                                       3

<PAGE>
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{"company-data": {"conformed-name": "IMAGINE MEDIA LTD", "cik": "0001425627", "assigned-sic": "2721", "irs-number": "260731818", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-53316", "film-number": "111151860"}, "business-address": {"street1": "7750 NORTH UNION BLVD.", "street2": "SUITE 201", "city": "COLORADO SPRINGS", "state": "CO", "zip": "80920", "phone": "719-590-4900"}, "mail-address": {"street1": "7750 NORTH UNION BLVD.", "street2": "SUITE 201", "city": "COLORADO SPRINGS", "state": "CO", "zip": "80920"}}
SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of Report (date of earliest event reported): October 20, 2011

                               IMAGINE MEDIA, LTD.
                ------------------------------------------------
             (Exact name of Registrant as specified in its charter)

     Delaware                       000-53316                  26-0731818
-------------------------------------------------------------------------------
(State or other jurisdiction   (Commission File No.)         (IRS Employer
of incorporation)                                           Identification No.)

                        3030 Old Ranch Parkway, Suite 350
                              Seal Beach, CA 90740
                         -----------------------------
          (Address of principal executive offices, including Zip Code)

       Registrant's telephone number, including area code: (562) 280-0483

                            7750 N. Union Blvd., #201
                           Colorado Springs, CO 80920
                       ----------------------------------
          (Former name or former address if changed since last report)
Item 4.01   Changes in Registrant's Certifying Accountant.

     On October 20,  2011,  the Company  engaged  Ronald  Chadwick,  P.C. as its
independent registered public accounting firm.

     Prior to engaging  Chadwick,  the Company  did not  consult  with  Chadwick
regarding the  application of accounting  principles to a specific  completed or
contemplated  transaction  or regarding  the type of audit opinion that might be
rendered by Chadwick on the Company's financial statements, and Chadwick did not
provide any written or oral advice that was an important  factor  considered  by
the Company in reaching a decision as to any  accounting,  auditing or financial
reporting issue.

                                       2
SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

Date:  October 20, 2011

                                 IMAGINE MEDIA, LTD.

                                 By:/s/ Charles Bennington
                                    -------------------------------------------
                                    Charles Bennington, Chief Executive Officer

                                       3