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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * AUCHINLECK RICHARD H   2. Issuer Name and Ticker or Trading Symbol Red Mile Entertainment Inc [RDML.OB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O RED MILE ENTERTAINMENT INC, 4000 BRIDGEWAY, SUITE 101 3. Date of Earliest Transaction (Month/Day/Year) 07/18/2007 (Street) SAUSALITO, CA 94965 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 05/04/2006   P   26,667 A $ 3 26,667 D   Common Stock 07/18/2007   P(1)   40,000 A $ 2.5 66,667 D   Common Stock 07/18/2007   P(2)   40,000 A $ 2.5 106,667 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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

Warrants

$ 4.5

03/27/2006

P

26,667

03/27/2006

05/01/2008

Common Stock

26,667

$ 0

26,667

D

Warrants

$ 2.75

07/18/2007

P(3)

20,000

07/18/2007

07/17/2009

Common Stock

20,000

$ 0

20,000

D

Warrants

$ 0

07/18/2007

P(4)

8,000

(4)

(4)

Common Stock

8,000

$ 0

8,000

D

Convertible Debenture

$ 5.25

10/19/2006

C

100

(5)

10/18/2008

Common Stock

19,048

$ 100,000

0

D

Convertible Note

$ 2.5

06/26/2007

C

1

(5)

06/25/2008

Common Stock

40,000

$ 100,000

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
AUCHINLECK RICHARD H C/O RED MILE ENTERTAINMENT INC 4000 BRIDGEWAY, SUITE 101 SAUSALITO, CA 94965	X

Signatures

/s/ Richard H. Auchinleck		07/27/2007
**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)	These shares were received upon the conversion of a $100,000 convertible debenture into shares of the Issuer at $2.50 per share.
(2)	These shares were received as part of units received upon the conversion of a $100,000 convertible note into units of the Issuer at $2.50 per unit.
(3)	These warrants were received in addition to the units received upon the conversion of the $100,000 convertible note.
(4)	These warrants were received as part of the units received upon conversion of the $100,000 convertible note. The warrants are exercisable for no additional consideration if the Issuer does not complete by March 18, 2008 a liquidity transaction, as defined in the June 22, 2007 agency agreement between the Issuer and J.F. Mackie & Company Ltd. These warrants will automatically be cancelled if the Issuer completes such a liquidity transaction by March 18, 2008.
(5)	These convertible instruments were converted upon the sale of units by the Issuer.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.