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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001170918-07-000287.txt : 20070402
<SEC-HEADER>0001170918-07-000287.hdr.sgml : 20070402
<ACCEPTANCE-DATETIME>20070402125919
ACCESSION NUMBER:		0001170918-07-000287
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20070402
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20070402
DATE AS OF CHANGE:		20070402

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MPLC, Inc.
		CENTRAL INDEX KEY:			0001022899
		STANDARD INDUSTRIAL CLASSIFICATION:	BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731]
		IRS NUMBER:				061390025
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-51353
		FILM NUMBER:		07737014

	BUSINESS ADDRESS:	
		STREET 1:		42 CORPORATION PARK, SUITE 250
		CITY:			IRVINE
		STATE:			CA
		ZIP:			92606
		BUSINESS PHONE:		(949) 777-3700

	MAIL ADDRESS:	
		STREET 1:		42 CORPORATION PARK, SUITE 250
		CITY:			IRVINE
		STATE:			CA
		ZIP:			92606

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MILLBROOK PRESS INC
		DATE OF NAME CHANGE:	19961022
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>fm8k-033007.txt
<TEXT>
================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                   ----------

                                 CURRENT REPORT

                         PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

        DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): APRIL 2, 2007

                                   ----------

                                   MPLC, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

          DELAWARE                     34-51353                  06-1390025
(STATE OR OTHER JURISDICTION    (COMMISSION FILE NUMBER)       (IRS EMPLOYER
     OF INCORPORATION)                                       IDENTIFICATION NO.)

                         42 CORPORATION PARK, SUITE 250
                            IRVINE, CALIFORNIA 92606
              (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (949) 777-3700



Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):

|_|      Written  communications  pursuant to Rule 425 under the  Securities Act
         (17 CFR 230.425)

|_|      Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
         CFR 240.14a-12)

|_|      Pre-commencement  communications  pursuant to Rule  14d-2(b)  under the
         Exchange Act (17 CFR 240.14d-2(b))

|_|      Pre-commencement  communications  pursuant to Rule  13e-4(c)  under the
         Exchange Act (17 CFR 240.13e-4(c))

================================================================================


<PAGE>


ITEM 2.02.        RESULTS OF OPERATIONS AND FINANCIAL CONDITION

         On April 2, 2007,  MPLC,  Inc.  issued a press release  announcing its
2006 fourth quarter and full year financial results, a copy of which is attached
hereto as Exhibit 99.1.

         The  information  in this  Current  Report on Form 8-K,  including  the
exhibit,  is furnished pursuant to Item 2.02 and shall not be deemed "filed" for
the purposes of Section 18 of the Securities  Exchange Act of 1934, nor shall it
be deemed  incorporated  by reference in any filing under the  Securities Act of
1933,  except as shall be  expressly  set forth by  specific  reference  in such
filing.

         In  addition  to  historic  information,  this  report,  including  the
exhibit, contains forward-looking  statements regarding events,  performance and
financial  trends.  Various  factors could affect future results and could cause
actual results to differ  materially  from those  expressed in or implied by the
forward-looking statements. Some of those factors are identified in the exhibit,
and in our periodic reports filed with the Securities and Exchange Commission.

ITEM 9.01.        FINANCIAL STATEMENTS AND EXHIBITS


         (d)      Exhibits.

                  The following exhibit is filed herewith:

                  EXHIBIT
                  NUMBER   DESCRIPTION
                  -------  -----------

                  99.1     Press release issued by MPLC,  Inc.,  dated  April 2,
                           2007.


                                       2
<PAGE>


                                   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 hereunto duly authorized.


                                  MPLC, INC.
                                  (Registrant)

Dated: April 2, 2007
                                  /s/ Allan Legator
                                  -------------------------------------
                                  Allan Legator
                                  Chief Financial Officer and Secretary


                                       3

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>ex99-1a.txt
<DESCRIPTION>EX-99.1
<TEXT>
                                                                    EXHIBIT 99.1


FOR IMMEDIATE RELEASE


              NEW MOTION, INC. / MPLC, INC. REPORTS FULL YEAR 2006
                           AND FOURTH QUARTER RESULTS

  80% INCREASE IN FULL YEAR EPS ON 219% INCREASE IN NET SALES TO $18.7 MILLION
                    89% INCREASE IN FOURTH QUARTER NET SALES

IRVINE,  CA, APRIL 2, 2007 -- New Motion Inc.  (OTCBB:  MNPC), a leading digital
entertainment company providing a broad range of digital and mobile products and
services to consumers,  today announced financial results for the fourth quarter
and full year ended December 31, 2006.  MPLC, Inc. is the publicly traded parent
of New Motion, Inc.

For the full year 2006, net sales increased 219% to  $18,721,000,  compared with
net sales for 2005 of  $5,867,000.  This  increase is the result of new billings
through the Company's  partners and an expansion in the  popularity of its Music
Trivia service, as well as a significantly larger billable customer base in 2006
when  compared  to 2005.  The  Company's  gross  profit  margin for 2006 was 97%
compared with 95% for the  comparable  period a year ago. The Company posted net
income of $677,000,  or $0.09 per share,  in 2006. This compares with net income
of $387,000, or $0.05 per share, in 2005.

"New Motion's  significant  top-line growth in 2006 is a result of our continued
ability to efficiently  acquire  consumers across a range of interactive  mobile
services," said Burton Katz, chief executive officer.

Net sales in the fourth quarter  increased 89% to $6,178,000,  compared with net
sales in the  fourth  quarter  of 2005 of  $3,277,000.  The  growth in net sales
reflected the Company's  larger billable  customer base in the fourth quarter of
2006  compared  to  2005.  Operating  expenses  in the  fourth  quarter  of 2006
increased 135% to $6,717,000,  compared with $2,857,000 in the fourth quarter of
the prior year. The increase in fourth quarter 2006 operating expenses, compared
with 2005, was a result of higher selling and marketing  expenses  incurred with
the objective of increasing  the Company's  subscriber  base and also  reflected
costs  incurred to improve the Company's  customer  service  capabilities.  As a
result of the increase in operating expenses, the Company reported a net loss of
$397,000, or $0.05 per share, in the fourth quarter of 2006, compared with a net
income of $180,000, or $0.02 per share, in the fourth quarter of 2005.

Commenting on the fourth quarter, Katz stated, "We continue to capitalize on our
market leading position in the rapidly evolving digital  entertainment  space by
launching a range of new products, growing our subscriber base, and establishing
a capital platform - via our recent reverse merger and subsequent financing - to
be the leader in the US digital media entertainment market."

For  further  information  related to the  Company's  operations  and  financial
results  for the fiscal  year  ended  December  31,  2006,  please  refer to the
Company's Annual Report on Form 10-KSB filed with the SEC on April 2, 2007.

OUTLOOK
"Building on our significant  growth in 2006, this year we will  concentrate our
efforts on several key areas that we believe will increase  shareholder  value,"
said Mr. Katz. "These include  continuing to publish a diversified  portfolio of
high-quality  entertainment   applications,   strengthening  and  expanding  our
distribution  channels,  expanding  our  technology  assets,  and  enhancing our
organizational   infrastructure  through  quality  employees  and  best-in-class
operations.  We  believe  that  we  are  poised  for  significant  growth  and a
successful 2007."


<PAGE>


"In order to maintain our sales momentum and exploit our leading position in the
emerging  mobile  entertainment  market,  we are  investing  in our  people  and
customer  service  capabilities  and  making  incremental  improvements  in  our
organizational infrastructure" said Allan Legator, chief financial officer. "The
recent close in $20 million of gross equity financing  strengthens our corporate
standing and positions New Motion as a leading  publicly  traded mobile  digital
entertainment company," Legator concluded.

ABOUT NEW MOTION
MPLC, Inc.  operates through its wholly owned subsidiary,  New Motion,  Inc. New
Motion is a digital entertainment company providing a broad range of digital and
mobile products and services to consumers.  New Motion combines the power of the
Internet,  the  latest  in  mobile  technology,   and  traditional  marketing  /
advertising  methodologies  in  their  brands:  MobileSidewalk(TM),  one  of the
largest U.S. based mobile  entertainment  companies;  RingtoneChannel,  a mobile
storefront provider; Bid4Prizes, a low-bid mobile auction game; and GatorArcade,
an online and mobile  game site.  Headed by a  seasoned  team of  Internet,  new
media,  entertainment  and technology  professionals,  New Motion was founded in
2005 and is  headquartered  in Irvine,  California  with a branch  office in Los
Angeles.   Wired  Magazine   recently   declared  New  Motion's  mobile  content
capabilities a "rival to those of their mainstream-media counterparts," Wireless
Business  Forecast  named New Motion "a company to watch," and RCR Wireless News
noted that New Motion is "gaining traction in the direct-to-consumer  ring." For
more information, please visit www.newmotioninc.com.

FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the
Private  Securities  Litigation  Reform Act of 1995,  about MPLC and New Motion.
Forward-looking  statements are statements that are not historical  facts.  Such
forward-looking  statements,  based upon the current beliefs and expectations of
MPLC's  management,  are subject to risks and  uncertainties,  which could cause
actual  results to differ from the forward  looking  statements.  The  following
factors, among others, could cause actual results to differ from those set forth
in  the  forward-looking  statements:   changing  interpretations  of  generally
accepted   accounting   principles;   continued   compliance   with   government
regulations;  legislation or regulatory  environments,  requirements  or changes
adversely  affecting the businesses in which New Motion engaged;  demand for the
products and services that New Motion  provides,  general  economic  conditions;
geopolitical  events and  regulatory  changes,  as well as other  relevant risks
detailed in MPLC's  filings with the  Securities  and Exchange  Commission.  The
information set forth herein should be read in light of such risks. MPLC assumes
no obligation to update the information contained in this press release.

                               (Tables to Follow)


COMPANY CONTACT                             INVESTOR CONTACT
- -------------------------------------       ------------------------------------
Allan Legator                               Dean Oakey
New Motion, Inc.                            (213) 253-2282
Chief Financial Officer and Secretary
(949) 777-3700
                                            MEDIA CONTACT
                                            Karen Strickholm
                                            (505) 988-4401
                                            StrickholmCompany@msn.com


                                       2
<PAGE>


                           MPLC, INC. AND SUBSIDIARIES
                          SELECTED BALANCE SHEETS ITEMS
                                 (in thousands)

                                                                    DECEMBER 31,
                                                                        2006
                                                                    ------------
Cash ............................................................   $        544
Accounts receivable, net ........................................   $      3,527
Total current assets ............................................   $      4,965
Total Assets ....................................................   $      5,494

Accounts payable and accrued expenses ...........................   $      3,707
Total liabilities ...............................................   $      4,271
Total stockholders' equity ......................................   $      1,223
Total Liability and Stockholders' Equity ........................   $      5,494


                           MPLC, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               (in thousands, except share and per share amounts)

                                                          TWELVE MONTHS ENDED
                                                              DECEMBER 31,
                                                       -------------------------
                                                          2005           2006
                                                       ----------     ----------
Net Sales ........................................     $    5,867     $   18,721
Cost of Sales ....................................            267            597
                                                       ----------     ----------
Gross Profit .....................................          5,600         18,124
                                                       ----------     ----------

Expenses
   Selling and marketing .........................          3,618         11,971
   General and administrative ....................          1,289          4,679
                                                       ----------     ----------
                                                            4,907         16,650
                                                       ----------     ----------
Income from Operations ...........................            693          1,474
                                                       ----------     ----------

Other Expense (Income)
   Other expense, net ............................             27             75
   Interest expense ..............................              9             14
                                                       ----------     ----------
                                                               36             89
                                                       ----------     ----------
Income Before Provision for Income Taxes .........            657          1,385
Provision for Income Taxes .......................            270            708
                                                       ----------     ----------

Net Income .......................................     $      387     $      677
                                                       ==========     ==========

Net Income per Share (1):
Basic ............................................     $     0.05     $     0.09
                                                       ==========     ==========
Diluted ..........................................     $     0.05     $     0.09
                                                       ==========     ==========

Weighted Average Shares Outstanding (1):
Basic ............................................      7,263,688      7,263,688
                                                       ==========     ==========
Diluted ..........................................      7,263,688      7,263,688
                                                       ==========     ==========

(1) Reflects the retroactive  conversion of Series C Convertible Preferred Stock
issued in connection with the reverse  acquisition and a 1-for-300 Reverse Split
which the Company  anticipates  will become  effective in the second  quarter of
2007.


                                       3
<PAGE>


                           MPLC, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
               (in thousands, except share and per share amounts)

                                                         THREE MONTHS ENDED
                                                            DECEMBER 31,
                                                   ----------------------------
                                                       2005            2006
                                                   -----------      -----------
Net Sales ....................................     $     3,277      $     6,178
Cost of Sales ................................              91              256
                                                   -----------      -----------
Gross Profit .................................           3,186            5,922
                                                   -----------      -----------

Expenses
   Selling and marketing .....................           2,187            5,072
   General and administrative ................             670            1,645
                                                   -----------      -----------
                                                         2,857            6,717
                                                   -----------      -----------
Income from Operations .......................             329             (795)
                                                   -----------      -----------

Other Expense (Income)
   Other expense, net ........................              17             (139)
   Interest expense ..........................               5             --
                                                   -----------      -----------
                                                            22             (139)
                                                   -----------      -----------
Income Before Provision for Income Taxes .....             307             (656)
Provision for Income Taxes ...................             127             (259)
                                                   -----------      -----------

Net Income ...................................     $       180      $      (397)
                                                   ===========      ===========

Net Income per Share(1):
Basic ........................................     $      0.02      $     (0.05)
                                                   ===========      ===========
Diluted ......................................     $      0.02      $     (0.05)
                                                   ===========      ===========

Weighted Average Shares Outstanding(1):
Basic ........................................       7,263,688        7,263,688
                                                   ===========      ===========
Diluted ......................................       7,263,688        7,263,688
                                                   ===========      ===========

(1) Reflects the retroactive  conversion of Series C Convertible Preferred Stock
issued in connection with the reverse  acquisition and a 1-for-300 Reverse Split
which the Company  anticipates  will become  effective in the second  quarter of
2007.


                                       4
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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