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 17, 2003
                                                   --------------------------



                            PACIFIC INTERMEDIA, INC.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)




          Colorado                    333-74846                 84-1480636
----------------------------   ------------------------   ----------------------
(State or Other Jurisdiction   (Commission File Number)       (IRS Employer
       Incorporation)                                     Identification Number)



65 Enterprise Road, Suite 420, Aliso Viejo, CA                    92656
----------------------------------------------                  ----------
        (Address of Principal Executive Offices)                (Zip Code)


Registrant's telephone number, including area code:           (949) 330-6540
                                                          ----------------------


3354 South Flower Street, Suite 61, Lakewood, CO                    80227
-------------------------------------------------------------    ------------
(Former Name or Former Address, If Changed Since Last Report)     (Zip Code)








                                     Page 1
<PAGE>








Item 1. Change in Control of Registrant.
----------------------------------------

(a)    October 17, 2003,  the  Registrant  completed a merger  transaction  with
       Raptor Networks Technology,  Inc. ("Raptor"),  a closely-held  California
       corporation, through acquisition of all of the capital stock of Raptor in
       exchange for authorized but previously  unissued  restricted Common Stock
       of the  Registrant.  Immediately  prior to completion of the  acquisition
       transaction, the Registrant had a total of 4,034,000 shares of its Common
       Stock issued and  outstanding  comprised of 1,034,000  registered  shares
       held on October 14, 2003 by  approximately  25 stockholders and 3,000,000
       shares of  restricted  stock held by the  Registrant's  founder  and sole
       officer  and  director,  Ms.  Tina  Bogani.  Ms.  Bogani's  inside  stock
       represented 74.4% of the Registrant's voting capital stock on October 14,
       2003.

       As a  material  aspect of the  acquisition  transaction,  the  Registrant
       re-acquired  and  cancelled  its officer and  director's  Common Stock as
       consideration for transfer of its remaining, meager assets to Ms. Bogani,
       leaving only the Registrant's  registered Common Stock, 1,034,000 shares,
       as all of its issued and outstanding capital stock prior to completion of
       the Raptor acquisition transaction.

       Also,  immediately  prior to completion of the  acquisition  transaction,
       there were a total of  19,161,256  shares of the  common  stock of Raptor
       issued and outstanding  privately held by  approximately 33 stockholders.
       52.2% of the Raptor common stock was held in the aggregate on October 15,
       2003 by its officers and directors,  Messrs. Lyle Pearson,  Edwin Hoffman
       and Ananda Perera.

       Pursuant to the terms of the acquisition agreement, all of the issued and
       outstanding  common  stock of  Raptor  was  acquired  by the  Registrant,
       share-for-share,   in  exchange  for  the  Registrant's   authorized  but
       previously unissued restricted Common Stock. As a result, upon completion
       of the  acquisition,  Raptor  became a  wholly  owned  subsidiary  of the
       Registrant  and  the  Raptor  shareholders  became  shareholders  of  the
       Registrant,   holding  94.9%  of  its  issued  and  outstanding,   albeit
       restricted,  capital  stock.  In the process,  control of the  Registrant
       changed from its previously  sole officer and director,  Ms. Tina Bogani,
       collectively  to the  officers  of  Raptor as a group,  Messrs.  Pearson,
       Hoffman and Perera. With completion of the overall transaction,  there is
       now a total of 20,195,256 shares of the Registrant's  Common Stock issued
       and outstanding  comprised of 1,034,000  registered shares and 19,161,256
       restricted shares.

       As further material aspects of the acquisition transaction:

       1)     Raptor's directors,  Messrs.  Pearson and Hoffman,  were appointed
              directors of the Registrant pursuant to its By-Laws;

       2)     Ms.  Bogani  resigned  her position as officer and director of the
              Registrant; and

       3)     The Board of Directors,  as newly constituted,  appointed Raptor's
              officers all of the officers of the Registrant as follows:

              Lyle Pearson      -     President, Chief Executive Officer;
              Edwin Hoffman     -     Vice President, Chief Technical Officer;
              Ananda Perera     -     Vice President, Engineering;




                                     Page 2
<PAGE>






              Bob van Leyen     -     Chief Financial Officer

       Lyle  Pearson.   Mr.  Pearson  has  extensive  executive   experience  in
       --------------
operations,  marketing and management  with companies such as Digital  Equipment
Corporation  (DEC),  Cabletron,   Unisys,  Burroughs,  Novell  and  BusinessLand
Corporation.  Mr.  Pearson has managed both  software  and hardware  development
projects  as well as sales  and  marketing  organizations  with  more  than $300
million in annual  revenue.  Mr.  Pearson  has a record of  accomplishment  with
startups,  launches  and  turnarounds.  At DEC, he was  responsible  for helping
launch the Enterprise  Network Products,  a new division which saw sales of over
$100 million in the Western  Region of US in its first year of operation,  later
acquired by Cabletron  Systems,  Inc. In the last five years he has held various
Senior  Executive  Management  positions for Cabletron  Systems,  Inc., MTI, NSI
Software,  Inc. and Business Development Solutions,  Inc. Mr. Pearson holds a BA
Degree in  Marketing/Management  and a BS in Electronics  from the University of
Utah.

       Edwin  Hoffman.   Mr.  Hoffman  has  extensive   engineering   and  sales
       ---------------
engineering  experience  with  companies  such  as  Reuters,   Alcatel,  Digital
Equipment Corporation (DEC), Cabletron, Marconi, and MTI. He has managed various
mixed  technology  projects with  individual  project  revenues of more than $80
million and total revenues in excess of $100 million annually. Mr. Hoffman has a
record of achieving and exceeding all project and revenue targets that have been
assigned to him or to groups  under his  supervision.  In the last five years he
has held various sales engineering,  account management, and executive positions
for Cabletron Systems, Inc., MTI and DEC. Mr. Hoffman obtained a diploma and was
given an achievement award for computer  engineering science at the Control Data
Institute in London, England.

       Ananda Perera.  Mr. Perera has worked in the high-tech  industry for more
       --------------
than  28  years.  He  has  extensive  knowledge  and  a  substantial  record  of
accomplishment in his field of Technology.  As Senior Technology Architect,  Mr.
Perera managed systems  engineering groups in various  technology  manufacturing
companies,  including  Amdahl and  Fujitsu.  He has also gained  broad  Industry
experience working as a consultant for various internet based companies.  He has
served as Director of Quality and  Technology  for Viacom.  Mr.  Perera holds an
Engineering  degree from the University of Colombo in Sri Lanka as well as other
credentials in the area of networking and storage technology.

       Bob Van  Leyen.  Mr.  Van  Leyen  has  more  than  twenty-four  years  of
       ---------------
experience  working in the hi-tech  industry in executive  positions in Finance,
Operations and General  Management.  Mr. Van Leyen was employed for twelve years
by Mentor Graphics,  ten years with Data General  Corporation and two years with
Wyle Systems. Mr. Van Leyen has managed large financial organizations in Europe,
Asia and the United States,  where he was  responsible  for corporate  functions
such as audits and treasury and field functions supporting Sales,  Manufacturing
and Service activities.  Mr. Van Leyen has successfully participated in managing
turn around  companies,  contributing  substantially  to the bottom line. He has
been in charge of the corporate treasury function for a public company with $400
million of annual  revenues and has managed and  coordinated  an initial  public
offering of an issuer's  securities.  Mr. Van Leyen attended the Dutch Institute
of Chartered Auditors and holds Dutch degrees equivalent to U.S.  Bachelor's and
Master's degrees in Business Administration.






                                     Page 3
<PAGE>






       With completion of the overall  acquisition  transaction,  the Registrant
has terminated its previous  commercial  operations  and, by and through its new
subsidiary,  has become  engaged in  commercial  operations  in the data network
switching industry, more particularly in design,  production,  sales and service
of  standards  based  and  proprietary,  state of the art high  speed  switching
technology applied to sophisticated internetworking systems operating in a large
variety of new and existing government and private sector systems.


Item 2. Acquisition or Disposition of Assets.
---------------------------------------------

(a)    On October 17, 2003,  the  Registrant  ("Company")  completed  the merger
acquisition  transaction  initially  reported in its Current  Report on Form 8-K
dated September 9, 2002. The Company  acquired all of the issued and outstanding
capital  stock  of  Raptor  Networks  Technology,  Inc.  ("RNTI")  in  exchange,
share-for-share,  for authorized but previously unissued restricted Common Stock
of the Registrant.  As a result of the merger transaction,  RNTI became a wholly
owned subsidiary of the Company.

In keeping with the Amended  Agreement and Plan of Merger By and Between Pacific
Intermedia,  Inc. and Raptor Networks  Technology,  Inc. (the "Agreement"),  the
Company accepted the resignation of its sole officer and director, following the
appointment  of the officers and directors of RNTI as the officers and directors
of the Registrant,  and transferred and conveyed its meager  remaining assets to
its founder and controlling  shareholder,  Ms. Tina Bogani,  in exchange for Ms.
Bogani's tender and surrender of 3,000,000 shares of the Registrant's restricted
Common Stock, or  approximately  74.4% of the Company's  pre-closing  issued and
outstanding Common Stock.

The Company's  new  subsidiary,  Raptor  Networks  Technology,  Inc. is itself a
start-up,  development  stage  company,  formed by its  officers,  Messrs.  Lyle
Pearson,  Edwin  Hoffman  and  Ananda  Perera in  September,  2002,  to  design,
manufacture and market an innovative, proprietary switching technology to enable
and enhance  advanced  data  transmission  in  internetworking  applications  in
government and private sector data networks. With completion of the acquisition,
the Company will continue the business of RNTI by and through RNTI ("Raptor") as
its wholly owned subsidiary.

Raptor  is in the  earliest  stage of  commercial  operations  and has  realized
virtually no revenues to date.  It has designed a series of related  products it
calls the  Ether-Raptor  line,  a modular set of Ethernet  switching  components
based on a common set of proprietary  hardware and software modules which can be
produced  with  line  cards  from  base  units.   In  the  Company's  view,  its
Ether-Raptor  family of products  have nearly  universal  application  to users'
internetworking  requirements and can be utilized  anywhere on a network where a
switch is required.

Distributed  computing  and  accelerated  use of the  Internet  have  driven  an
exponential  expansion  in the use of  internetworking  for over  thirty  years.
Networks in place today were  engineered  based upon  standards  and  technology
optimized for handling a single data type,  character  data,  that was prevalent
thirty years ago. Today's sophisticated applications often require multiple data
types with speed and  bandwidth  requirements  so high that  prevailing  network
technology  is  simply  not up to the task and  upgrade  is  generally  not cost
justifiable,  thereby  slowing the growth and  utilization  of advanced  network
applications.

New  applications  such as video on  demand,  remote  synchronous  data  storage
mirroring,  global  clustering,  business  continuance,  disaster  recovery  and
distance learning are a few of the network applications types that will generate



                                     Page 4
<PAGE>






increased and new revenue streams for any enterprise offering them. But the cost
to replace or upgrade existing networks with requisite, efficient high bandwidth
infrastructure  causes these new  applications  to be  financially  prohibitive.
Government  regulatory  requirements are also demanding system  replacements and
upgrades to be made as well, regardless of financial justification.

Raptor's   switch   technology   provides   Gigabit  and  10  Gigabit   Ethernet
communication  at wire speed with Layer 2/3/4  Switching/Routing,  and excellent
bandwidth/priority control. One of the most difficult types of data to handle is
Video over Internet Protocol.  By optimizing the handling of all data packets on
a network treating them as though they were all video data,  Raptor enables true
wire speed networks and achieves two objectives for the user  community.  First,
it enables  voice,  video,  storage and other  sophisticated  applications  that
enterprises  will use to establish new revenue  streams at a  justifiable  cost.
Secondly, that ability is accomplished by augmenting, rather than replacing, the
existing  internetworking  infrastructure  those enterprises now use, leveraging
existing  capital  investment in place by the user,  minimizing  the  additional
capital expense  required for supporting  these new  applications and leading to
increased user revenue opportunities.

Raptor has  produced  the first  prototypes  and has  recently  applied for nine
process,  or utility,  patents for the  Ether-Raptor  product  series.  Software
copyrights are complete and the first Raptor product,  the Ether-Raptor 1010, is
commercially  available  and is  currently  being sold in the  marketplace.  The
company  expects the  Ether-Raptor  1000 and 1800 to be shippable  well prior to
year end 2003.

Current  product  orders and previous  letters of intent in the company's  hands
represent substantial near-term  prospective revenue.  Notwithstanding,  for the
period commencing with inception in September,  2002 to the present,  Raptor has
operated  at a loss  and has  realized  only  negligible  revenue.  While  it is
optimistic with regard to prospective  business,  there can be no assurance that
the  company  will not  encounter  unforeseen  and  unanticipated  obstacles  to
near-term  profitability.  Furthermore,  significant  additional capital will be
required by the company to achieve its initial commercial objectives.  There can
be no assurance that sufficient  additional capital will be available or that it
will be available upon terms and conditions acceptable to the Company.


Item 7. Financial Statements and Exhibits.
------------------------------------------

       (a)    Financial statements of businesses acquired.

       (b)    Pro forma financial information.

       The following  financial  statements and pro forma financial  information
       will be  included in an  amendment  to this report to be filed as soon as
       practicable,  but not later  than  sixty days after the due date for this
       report on Form 8-K.

       Description
       -----------

              Financial Statements of Raptor Networks Technology, Inc.

              Pro Forma  Combined  Financial  Statements of Pacific  Intermedia,
              Inc. and Raptor Networks Technology, Inc.





                                     Page 5
<PAGE>






       (c)    Exhibits.

Exhibit No.   Description
-----------   -----------

2.1           Agreement  and Plan of Merger By and Between  Pacific  Intermedia,
              Inc. and Raptor Networks Technology, Inc. dated August 23, 2003

2.2           Amendment to Agreement  and Plan of Merger By and Between  Pacific
              Intermedia,  Inc.  and  Raptor  Networks  Technology,  Inc.  dated
              October 15, 2003

99.1          Press Release dated October 22, 2003.




        [Rest of Page Intentionally Blank. Signature on Following Page.]





































                                     Page 6
<PAGE>






                                    SIGNATURE
                                    ---------

       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.


                                                   PACIFIC INTERMEDIA, INC.



Date:   October 22, 2003                           By:   /s/ Lyle Pearson
                                                        ------------------------
                                                            Lyle Pearson
                                                            President and Chief
                                                            Executive Officer







































                                     Page 7
<PAGE>






                                  EXHIBIT INDEX
                                  -------------

Exhibit No.   Description
-----------   -----------

2.1           Agreement  and Plan of Merger By and Between  Pacific  Intermedia,
              Inc. and Raptor Networks Technology, Inc. dated August 23, 2003

2.2           Amendment to Agreement  and Plan of Merger By and Between  Pacific
              Intermedia,  Inc.  and  Raptor  Networks  Technology,  Inc.  dated
              October 15, 2003

99.1          Press Release dated October 22, 2003.








































                                     Page 8
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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 17, 2003
                                                   --------------------------

                            PACIFIC INTERMEDIA, INC.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

          Colorado                    333-74846                 84-1480636
----------------------------   ------------------------   ----------------------
(State or Other Jurisdiction   (Commission File Number)       (IRS Employer
       Incorporation)                                     Identification Number)

65 Enterprise Road, Suite 420, Aliso Viejo, CA                    92656
----------------------------------------------                  ----------
        (Address of Principal Executive Offices)                (Zip Code)

Registrant's telephone number, including area code:           (949) 330-6540
                                                          ----------------------

3354 South Flower Street, Suite 61, Lakewood, CO                    80227
-------------------------------------------------------------    ------------
(Former Name or Former Address, If Changed Since Last Report)     (Zip Code)

                                     Page 1
Item 1. Change in Control of Registrant.
----------------------------------------

(a)    October 17, 2003,  the  Registrant  completed a merger  transaction  with
       Raptor Networks Technology,  Inc. ("Raptor"),  a closely-held  California
       corporation, through acquisition of all of the capital stock of Raptor in
       exchange for authorized but previously  unissued  restricted Common Stock
       of the  Registrant.  Immediately  prior to completion of the  acquisition
       transaction, the Registrant had a total of 4,034,000 shares of its Common
       Stock issued and  outstanding  comprised of 1,034,000  registered  shares
       held on October 14, 2003 by  approximately  25 stockholders and 3,000,000
       shares of  restricted  stock held by the  Registrant's  founder  and sole
       officer  and  director,  Ms.  Tina  Bogani.  Ms.  Bogani's  inside  stock
       represented 74.4% of the Registrant's voting capital stock on October 14,
       2003.

       As a  material  aspect of the  acquisition  transaction,  the  Registrant
       re-acquired  and  cancelled  its officer and  director's  Common Stock as
       consideration for transfer of its remaining, meager assets to Ms. Bogani,
       leaving only the Registrant's  registered Common Stock, 1,034,000 shares,
       as all of its issued and outstanding capital stock prior to completion of
       the Raptor acquisition transaction.

       Also,  immediately  prior to completion of the  acquisition  transaction,
       there were a total of  19,161,256  shares of the  common  stock of Raptor
       issued and outstanding  privately held by  approximately 33 stockholders.
       52.2% of the Raptor common stock was held in the aggregate on October 15,
       2003 by its officers and directors,  Messrs. Lyle Pearson,  Edwin Hoffman
       and Ananda Perera.

       Pursuant to the terms of the acquisition agreement, all of the issued and
       outstanding  common  stock of  Raptor  was  acquired  by the  Registrant,
       share-for-share,   in  exchange  for  the  Registrant's   authorized  but
       previously unissued restricted Common Stock. As a result, upon completion
       of the  acquisition,  Raptor  became a  wholly  owned  subsidiary  of the
       Registrant  and  the  Raptor  shareholders  became  shareholders  of  the
       Registrant,   holding  94.9%  of  its  issued  and  outstanding,   albeit
       restricted,  capital  stock.  In the process,  control of the  Registrant
       changed from its previously  sole officer and director,  Ms. Tina Bogani,
       collectively  to the  officers  of  Raptor as a group,  Messrs.  Pearson,
       Hoffman and Perera. With completion of the overall transaction,  there is
       now a total of 20,195,256 shares of the Registrant's  Common Stock issued
       and outstanding  comprised of 1,034,000  registered shares and 19,161,256
       restricted shares.

       As further material aspects of the acquisition transaction:

       1)     Raptor's directors,  Messrs.  Pearson and Hoffman,  were appointed
              directors of the Registrant pursuant to its By-Laws;

       2)     Ms.  Bogani  resigned  her position as officer and director of the
              Registrant; and

       3)     The Board of Directors,  as newly constituted,  appointed Raptor's
              officers all of the officers of the Registrant as follows:

              Lyle Pearson      -     President, Chief Executive Officer;
              Edwin Hoffman     -     Vice President, Chief Technical Officer;
              Ananda Perera     -     Vice President, Engineering;

                                     Page 2
Bob van Leyen     -     Chief Financial Officer

       Lyle  Pearson.   Mr.  Pearson  has  extensive  executive   experience  in
       --------------
operations,  marketing and management  with companies such as Digital  Equipment
Corporation  (DEC),  Cabletron,   Unisys,  Burroughs,  Novell  and  BusinessLand
Corporation.  Mr.  Pearson has managed both  software  and hardware  development
projects  as well as sales  and  marketing  organizations  with  more  than $300
million in annual  revenue.  Mr.  Pearson  has a record of  accomplishment  with
startups,  launches  and  turnarounds.  At DEC, he was  responsible  for helping
launch the Enterprise  Network Products,  a new division which saw sales of over
$100 million in the Western  Region of US in its first year of operation,  later
acquired by Cabletron  Systems,  Inc. In the last five years he has held various
Senior  Executive  Management  positions for Cabletron  Systems,  Inc., MTI, NSI
Software,  Inc. and Business Development Solutions,  Inc. Mr. Pearson holds a BA
Degree in  Marketing/Management  and a BS in Electronics  from the University of
Utah.

       Edwin  Hoffman.   Mr.  Hoffman  has  extensive   engineering   and  sales
       ---------------
engineering  experience  with  companies  such  as  Reuters,   Alcatel,  Digital
Equipment Corporation (DEC), Cabletron, Marconi, and MTI. He has managed various
mixed  technology  projects with  individual  project  revenues of more than $80
million and total revenues in excess of $100 million annually. Mr. Hoffman has a
record of achieving and exceeding all project and revenue targets that have been
assigned to him or to groups  under his  supervision.  In the last five years he
has held various sales engineering,  account management, and executive positions
for Cabletron Systems, Inc., MTI and DEC. Mr. Hoffman obtained a diploma and was
given an achievement award for computer  engineering science at the Control Data
Institute in London, England.

       Ananda Perera.  Mr. Perera has worked in the high-tech  industry for more
       --------------
than  28  years.  He  has  extensive  knowledge  and  a  substantial  record  of
accomplishment in his field of Technology.  As Senior Technology Architect,  Mr.
Perera managed systems  engineering groups in various  technology  manufacturing
companies,  including  Amdahl and  Fujitsu.  He has also gained  broad  Industry
experience working as a consultant for various internet based companies.  He has
served as Director of Quality and  Technology  for Viacom.  Mr.  Perera holds an
Engineering  degree from the University of Colombo in Sri Lanka as well as other
credentials in the area of networking and storage technology.

       Bob Van  Leyen.  Mr.  Van  Leyen  has  more  than  twenty-four  years  of
       ---------------
experience  working in the hi-tech  industry in executive  positions in Finance,
Operations and General  Management.  Mr. Van Leyen was employed for twelve years
by Mentor Graphics,  ten years with Data General  Corporation and two years with
Wyle Systems. Mr. Van Leyen has managed large financial organizations in Europe,
Asia and the United States,  where he was  responsible  for corporate  functions
such as audits and treasury and field functions supporting Sales,  Manufacturing
and Service activities.  Mr. Van Leyen has successfully participated in managing
turn around  companies,  contributing  substantially  to the bottom line. He has
been in charge of the corporate treasury function for a public company with $400
million of annual  revenues and has managed and  coordinated  an initial  public
offering of an issuer's  securities.  Mr. Van Leyen attended the Dutch Institute
of Chartered Auditors and holds Dutch degrees equivalent to U.S.  Bachelor's and
Master's degrees in Business Administration.

                                     Page 3
With completion of the overall  acquisition  transaction,  the Registrant
has terminated its previous  commercial  operations  and, by and through its new
subsidiary,  has become  engaged in  commercial  operations  in the data network
switching industry, more particularly in design,  production,  sales and service
of  standards  based  and  proprietary,  state of the art high  speed  switching
technology applied to sophisticated internetworking systems operating in a large
variety of new and existing government and private sector systems.

Item 2. Acquisition or Disposition of Assets.
---------------------------------------------

(a)    On October 17, 2003,  the  Registrant  ("Company")  completed  the merger
acquisition  transaction  initially  reported in its Current  Report on Form 8-K
dated September 9, 2002. The Company  acquired all of the issued and outstanding
capital  stock  of  Raptor  Networks  Technology,  Inc.  ("RNTI")  in  exchange,
share-for-share,  for authorized but previously unissued restricted Common Stock
of the Registrant.  As a result of the merger transaction,  RNTI became a wholly
owned subsidiary of the Company.

In keeping with the Amended  Agreement and Plan of Merger By and Between Pacific
Intermedia,  Inc. and Raptor Networks  Technology,  Inc. (the "Agreement"),  the
Company accepted the resignation of its sole officer and director, following the
appointment  of the officers and directors of RNTI as the officers and directors
of the Registrant,  and transferred and conveyed its meager  remaining assets to
its founder and controlling  shareholder,  Ms. Tina Bogani,  in exchange for Ms.
Bogani's tender and surrender of 3,000,000 shares of the Registrant's restricted
Common Stock, or  approximately  74.4% of the Company's  pre-closing  issued and
outstanding Common Stock.

The Company's  new  subsidiary,  Raptor  Networks  Technology,  Inc. is itself a
start-up,  development  stage  company,  formed by its  officers,  Messrs.  Lyle
Pearson,  Edwin  Hoffman  and  Ananda  Perera in  September,  2002,  to  design,
manufacture and market an innovative, proprietary switching technology to enable
and enhance  advanced  data  transmission  in  internetworking  applications  in
government and private sector data networks. With completion of the acquisition,
the Company will continue the business of RNTI by and through RNTI ("Raptor") as
its wholly owned subsidiary.

Raptor  is in the  earliest  stage of  commercial  operations  and has  realized
virtually no revenues to date.  It has designed a series of related  products it
calls the  Ether-Raptor  line,  a modular set of Ethernet  switching  components
based on a common set of proprietary  hardware and software modules which can be
produced  with  line  cards  from  base  units.   In  the  Company's  view,  its
Ether-Raptor  family of products  have nearly  universal  application  to users'
internetworking  requirements and can be utilized  anywhere on a network where a
switch is required.

Distributed  computing  and  accelerated  use of the  Internet  have  driven  an
exponential  expansion  in the use of  internetworking  for over  thirty  years.
Networks in place today were  engineered  based upon  standards  and  technology
optimized for handling a single data type,  character  data,  that was prevalent
thirty years ago. Today's sophisticated applications often require multiple data
types with speed and  bandwidth  requirements  so high that  prevailing  network
technology  is  simply  not up to the task and  upgrade  is  generally  not cost
justifiable,  thereby  slowing the growth and  utilization  of advanced  network
applications.

New  applications  such as video on  demand,  remote  synchronous  data  storage
mirroring,  global  clustering,  business  continuance,  disaster  recovery  and
distance learning are a few of the network applications types that will generate

                                     Page 4
increased and new revenue streams for any enterprise offering them. But the cost
to replace or upgrade existing networks with requisite, efficient high bandwidth
infrastructure  causes these new  applications  to be  financially  prohibitive.
Government  regulatory  requirements are also demanding system  replacements and
upgrades to be made as well, regardless of financial justification.

Raptor's   switch   technology   provides   Gigabit  and  10  Gigabit   Ethernet
communication  at wire speed with Layer 2/3/4  Switching/Routing,  and excellent
bandwidth/priority control. One of the most difficult types of data to handle is
Video over Internet Protocol.  By optimizing the handling of all data packets on
a network treating them as though they were all video data,  Raptor enables true
wire speed networks and achieves two objectives for the user  community.  First,
it enables  voice,  video,  storage and other  sophisticated  applications  that
enterprises  will use to establish new revenue  streams at a  justifiable  cost.
Secondly, that ability is accomplished by augmenting, rather than replacing, the
existing  internetworking  infrastructure  those enterprises now use, leveraging
existing  capital  investment in place by the user,  minimizing  the  additional
capital expense  required for supporting  these new  applications and leading to
increased user revenue opportunities.

Raptor has  produced  the first  prototypes  and has  recently  applied for nine
process,  or utility,  patents for the  Ether-Raptor  product  series.  Software
copyrights are complete and the first Raptor product,  the Ether-Raptor 1010, is
commercially  available  and is  currently  being sold in the  marketplace.  The
company  expects the  Ether-Raptor  1000 and 1800 to be shippable  well prior to
year end 2003.

Current  product  orders and previous  letters of intent in the company's  hands
represent substantial near-term  prospective revenue.  Notwithstanding,  for the
period commencing with inception in September,  2002 to the present,  Raptor has
operated  at a loss  and has  realized  only  negligible  revenue.  While  it is
optimistic with regard to prospective  business,  there can be no assurance that
the  company  will not  encounter  unforeseen  and  unanticipated  obstacles  to
near-term  profitability.  Furthermore,  significant  additional capital will be
required by the company to achieve its initial commercial objectives.  There can
be no assurance that sufficient  additional capital will be available or that it
will be available upon terms and conditions acceptable to the Company.

Item 7. Financial Statements and Exhibits.
------------------------------------------

       (a)    Financial statements of businesses acquired.

       (b)    Pro forma financial information.

       The following  financial  statements and pro forma financial  information
       will be  included in an  amendment  to this report to be filed as soon as
       practicable,  but not later  than  sixty days after the due date for this
       report on Form 8-K.

       Description
       -----------

              Financial Statements of Raptor Networks Technology, Inc.

              Pro Forma  Combined  Financial  Statements of Pacific  Intermedia,
              Inc. and Raptor Networks Technology, Inc.

                                     Page 5
(c)    Exhibits.

Exhibit No.   Description
-----------   -----------

2.1           Agreement  and Plan of Merger By and Between  Pacific  Intermedia,
              Inc. and Raptor Networks Technology, Inc. dated August 23, 2003

2.2           Amendment to Agreement  and Plan of Merger By and Between  Pacific
              Intermedia,  Inc.  and  Raptor  Networks  Technology,  Inc.  dated
              October 15, 2003

99.1          Press Release dated October 22, 2003.

        [Rest of Page Intentionally Blank. Signature on Following Page.]

                                     Page 6
SIGNATURE
                                    ---------

       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.

                                                   PACIFIC INTERMEDIA, INC.

Date:   October 22, 2003                           By:   /s/ Lyle Pearson
                                                        ------------------------
                                                            Lyle Pearson
                                                            President and Chief
                                                            Executive Officer

                                     Page 7
EXHIBIT INDEX
                                  -------------

Exhibit No.   Description
-----------   -----------

2.1           Agreement  and Plan of Merger By and Between  Pacific  Intermedia,
              Inc. and Raptor Networks Technology, Inc. dated August 23, 2003

2.2           Amendment to Agreement  and Plan of Merger By and Between  Pacific
              Intermedia,  Inc.  and  Raptor  Networks  Technology,  Inc.  dated
              October 15, 2003

99.1          Press Release dated October 22, 2003.

                                     Page 8