Form: 4

Statement of changes in beneficial ownership of securities

May 15, 2009

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Rifkin Jay
   2. Issuer Name and Ticker or Trading Symbol
China Youth Media, Inc. [CHYU] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last)
(First)
(Middle)
C/O CHINA YOUTH MEDIA, INC., 4143 GLENCOE AVE, UNIT B		 3. Date of Earliest Transaction (Month/Day/Year)
05/14/2009
(Street)

MARINA DEL REY, CA 90292		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/14/2009   C(2)   69,268,233 A (1) 69,268,233 I By Rebel Holdings LLC

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Secured Convertible Promissory Note $ 0.03 05/14/2009   J(1)     $ 2,078,047 (1)   (1)   (1) Common Stock 69,268,233 $ 0.03 0 I By Rebel Holdings LLC

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Rifkin Jay
C/O CHINA YOUTH MEDIA, INC.
4143 GLENCOE AVE, UNIT B
MARINA DEL REY, CA 90292		   X   X   Chairman and CEO  

Signatures

 /s/ Jay Rifkin   05/15/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents secured convertible note in the principal amount of $2,078,047 which reporting person entered into with the Issuer on September 10, 2008 pursuant to which various loans made by Jay Rifkin and Rebel Holdings LLC ("Rebel Holdings") and other amounts incurred by or due to Jay Rifkin, were consolidated into one promissory note payable to Rebel Holdings which, at the option of the holder, shall be converted into shares of common stock at $0.03 per share.
(2) Represents secured convertible note in the principal amount of $2,078,047 cancelled and converted into 69,268,233 shares of common stock.

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