Sec Form 3 Filing - Lewis Richard Jackson III @ CHILDRENS INTERNET INC - 2007-10-19

FORM 3 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Lewis Richard Jackson III 2. Issuer Name and Ticker or Trading Symbol CHILDRENS INTERNET INC [ CITC.OB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Acting CEO and Acting CFO (Last) (First) (Middle) 9701 FAIR OAKS BLVD., SUITE 201, 3. Date of Earliest Transaction (MM/DD/YY) 10/19/2007 (Street) FAIR OAKS, CA95628 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) 0 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lewis Richard Jackson III 9701 FAIR OAKS BLVD., SUITE 201 FAIR OAKS, CA95628 X Acting CEO and Acting CFO Children's Internet Holding Company, LLC 5150 FAIR OAKS BLVD. SUITE 101-332 CARMICHAEL, CA95608 X Signatures /s/ Richard J. Lewis III on behalf of himself and on behalf of The Children's Internet Holding Company, LLC as its Managing Member 10/29/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Richard Lewis ("Lewis") and The Children's Internet Holding Company, LLC, a Delaware limited liability company ("TCI Holding"), entered into the Definitive Stock Purchase Agreement dated October 19, 2007 by and among The Children's Internet, Inc., a Nevada corporation (the "Issuer"), Shadrack Films, Inc., a California corporation ("Shadrack"), TCI Holding, Lewis, and Sholeh Hamedani (the "Stock Purchase Agreement") regarding the proposed acquisition of 128,040,988 shares of the Issuer's common stock by TCI Holding. Lewis is the managing member of TCI Holding, and as such, may be deemed to control, directly or indirectly, TCI Holding, and to beneficially own the securities held by TCI Holding. ( 2 )The Stock Purchase Agreement was filed as Exhibit No. 1 to Amendment No. 1 to the Schedule 13D filed jointly by Lewis and TCI Holding on October 29, 2007 and is incorporated herein by reference and all references to, and descriptions of, the Stock Purchase Agreement throughout this Form 3 are qualified in their entirety by reference to the Stock Purchase Agreement. ( 3 )TCI Holding, and thus Lewis, can be deemed to beneficially own 14,040,988 shares of the Issuer's common stock under Rule 16a-1(a)(1) because, pursuant to the Stock Purchase Agreement, Shadrack, which directly owns 14,040,988 shares of the Issuer's common stock, must engage in certain actions in order to close the Stock Purchase Agreement and consummate the transactions contemplated thereby. These actions include, without limitation, approving an amendment to the Articles of Incorporation of the Issuer to increase the number of authorized shares of the Issuer's common stock from 75,000,00 shares to 250,000,000 shares and approving the appointment of the directors to the Issuer's board of directors designated by TCI Holding. ( 4 )Although TCI Holding and Lewis may be deemed to beneficially own the equity securities of the Issuer held by Shadrack for purposes of determining their status as ten percent holders pursuant to Rule 16a-1(a)(1), TCI Holding and Lewis do not beneficially own the equity securities held by Shadrack for reporting purposes because they do not hold a pecuniary interest in these securities pursuant to Rule 16a-1(a)(2). ( 5 )TCI Holding and Lewis disclaim beneficial ownership of the securities described herein and this report shall not be deemed an admission that TCI Holding or Lewis are the beneficial owner of these securities for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, or for any other purpose.

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).

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