Amended Statement of Changes in Beneficial Ownership (4/a)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* NOVIELLI MICHAEL A	2. Issuer Name and Ticker or Trading Symbol Brazil Interactive Media, Inc. [ BIMI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 1110 RT. 55, #206	3. Date of Earliest Transaction (MM/DD/YYYY) 5/16/2014
(Street) LAGRANGEVILLE, NY 12540 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 5/20/2014	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	5/16/2014		J ⁽¹⁾		982801	A	⁽¹⁾	3782809	I ⁽²⁾	SEE FOOTNOTE ⁽²⁾
COMMON STOCK	5/16/2014		J ⁽³⁾		197101	A	$0.2035	$3979910	I ⁽²⁾	SEE FOOTNOTE ⁽²⁾
COMMON STOCK	5/16/2014		J ⁽¹⁾		245700	A	⁽¹⁾	$4225610	D ⁽⁴⁾
COMMON STOCK	5/16/2014		J ⁽³⁾		50578	A	$0.2035	$4276188	D ⁽⁴⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
SERIES H CONVERTIBLE PREFERRED STOCK	$0.30	5/16/2014		J ⁽¹⁾			2000	3/23/2013	⁽⁵⁾	COMMON STOCK	982801	$0	0	I ⁽²⁾	SEE FOOTONE ⁽²⁾
SERIES H CONVERTIBLE PREFERRED STOCK	$0.30	5/16/2014		J ⁽¹⁾			500	3/23/2013	⁽⁵⁾	COMMON STOCK	245700	$0	0	D ⁽⁴⁾

Explanation of Responses:
( 1)	Pursuant to a reclassification exempt under Rule 16b-7, each share of Series H Convertible Preferred Stock was exchanged for 491.4 shares of Common Stock.
( 2)	The securities reported herein are directly beneficially owned by Dutchess Opportunity Fund II LP. The reporting person is a director of Dutchess Opportunity Fund II LP and therefore may be considered an indirect beneficial owner of the securities reported herein. The reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
( 3)	Exempt acquisition of shares from Brazil Interactive Media Inc. in payment of previously contracted debt, pursuant to Securities Exchange Act Section 16(b).
( 4)	These shares are held in the name of Dutchess Global Strategies Fund LLC, a private investment vehicle the investments in which are beneficially owned solely by the reporting person
( 5)	The Series H Convertible Preferred Stock had no expiration date.

Remarks:
* This amendment to Form 4 is being filed to add transaction information to Tables I and II that inadvertently was left off of the original Form 4 to which this amendment relates, and to indicate that the reporting person, in addition to being a director of the issuer, is also a 10% beneficial owner.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
NOVIELLI MICHAEL A 1110 RT. 55, #206 LAGRANGEVILLE, NY 12540	X	X

Signatures
/s/ Michael Novielli		6/11/2014
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
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