UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

February 20, 2015

Commission File Number:  000-50492

LIVEREEL MEDIA CORPORATION

(Translation of registrant's name into English)

130 Adelaide Street West, Suite 1010

Toronto, Ontario M5H  3P5, Canada

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

[ X ] Form 20-F  [   ] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [   ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [   ]

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the

information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes [   ]       No [ X ]

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

6-K Items

1.   Form 45-102F1     Notice of Intention to Distribute Securities

2.   Press Release 

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.

	LIVEREEL MEDIA CORPORATION
Date: February 20, 2015	By:	/s/ Henry Kneis
		Henry Kneis Chief Financial Officer

Form 45-102F1

Notice of Intention to Distribute Securities under Section 2.8 of

NI 45-102 Resale of Securities

REPORTING ISSUER

1.	Name of reporting issuer:
	LiveReel Media Corporation (the "Issuer")
SELLING SECURITY HOLDER
2.	Your name:
	Difference Capital Financial Inc.
3.	The offices or positions you hold in the reporting issuer:
	Directors and officers of Difference Capital Financial Inc. hold the officer and director position, including Chief Executive Officer and Chief Financial Officer, of the Issuer
4.	Are you selling securities as a lender, pledgee, mortgagee or other encumbrancer?
	No
5.	Number and class of securities of the reporting issuer you beneficially own:
	20,648,150 Common Shares
DISTRIBUTION
6.	Number and class of securities you propose to sell:
	20,648,150 Common Shares
7.	Will you sell the securities privately or on an exchange or market? If on an exchange or market, provide the name.
	Private transaction.

WARNING

IT IS AN OFFENCE TO SUBMIT INFORMATION THAT, IN A MATERIAL RESPECT AND IN LIGHT OF THE CIRCUMSTANCES IN WHICH IT IS SUBMITTED, IS MISLEADING OR UNTRUE.

CERTIFICATE

I certify that:

(1) I have no knowledge of a material fact or material change with respect to the issuer of the securities that has not been generally disclosed; and

(2) the information given in this form is true and complete.

Date: February 20, 2015	Difference Capital Financial Inc.
	Your name (Selling security holder)
	"Henry Kneis"
	Your signature (or if a company, the signature of your authorized signatory)
	Henry Kneis, CFO
	Name of your authorized signatory

INSTRUCTION:

File this form electronically through SEDAR with the securities regulatory authority or regulator in each jurisdiction where you sell securities and with the Canadian exchange on which the securities are listed. If the securities are being sold on an exchange, the form should be filed in every jurisdiction across Canada.

Notice to selling security holders - collection and use of personal information

The personal information required in this form is collected for and used by the listed securities regulatory authorities or regulators to administer and enforce securities legislation in their jurisdictions. This form is publicly available by authority of National Instrument 45-102 and the securities legislation in each of the jurisdictions. The personal information collected will not be used or disclosed other than for the stated purposes without first obtaining your consent. Corporate filers should seek the consent of any individuals whose personal information appears in this form before filing this form.

NOT FOR DISTRIBUTION TO UNITED STATES OF AMERICA WIRE

SERVICES OR DISSEMINATION IN THE UNITED STATES OF AMERICA

LIVEREEL ANNOUNCEMENT

TORONTO, ONTARIO, February 20, 2015 – LiveReel Media Corporation (OTC: LVRLF.PK) (the "Company") announced that it has decided to suspend taking any further steps to dissolve the Company and cease trade its common shares on the OTC Bulletin Board as announced on February 11, 2015.

For a limited period, the Company's largest shareholder will continue to explore whether other parties may be willing to provide capital to the Company or assist with identifying new business opportunities that could enhance shareholder returns.  Notwithstanding, based on the current indebtedness of the Company, management believes the common shares of the Company have no value.

Contact:

Henry Kneis, CFO

(416) 649-5085