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<SEC-DOCUMENT>0001170918-07-000449.txt : 20070522
<SEC-HEADER>0001170918-07-000449.hdr.sgml : 20070522
<ACCEPTANCE-DATETIME>20070522141440
ACCESSION NUMBER:		0001170918-07-000449
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20070516
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20070522
DATE AS OF CHANGE:		20070522

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			NEW MOTION, INC.
		CENTRAL INDEX KEY:			0001022899
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-BUSINESS SERVICES, NEC [7389]
		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:		07870719

	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:	MPLC, Inc.
		DATE OF NAME CHANGE:	20050608

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MILLBROOK PRESS INC
		DATE OF NAME CHANGE:	19961022
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>fm8k-051607.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): May 16, 2007


                                NEW MOTION, INC.
             (Exact name of registrant as specified in its charter)



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

                          42 CORPORATE 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 May 16, 2007, New Motion, Inc. issued a press release announcing its
2007 first  quarter  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 New Motion,  Inc.,  dated May
                           16, 2007.


                                       2
<PAGE>


                                    SIGNATURE

         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.


                                             New Motion, Inc.



Date:    May 22, 2007               By:      /s/ Allan Legator
                                             -----------------------------------
                                             Allan Legator
                                             Chief Financial Officer


                                       3
<PAGE>


                                  EXHIBIT INDEX



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

     99.1          Press release issued by New Motion, Inc., dated May 16, 2007.


                                       4


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


FOR IMMEDIATE RELEASE                CONTACT: Dean Oakey -- Financial Inquiries
May 16, 2007                                  213-253-2282
                                              Karen Strickholm - Press Inquiries
                                              505-988-4401
                                              strickholmcompany@msn.com



                            NEW MOTION, INC. REPORTS
                           FIRST QUARTER 2007 RESULTS

        83% YEAR OVER YEAR INCREASE IN QUARTERLY NET SALES TO $5,642,000
                      SUCCESSFULLY COMPLETED REVERSE MERGER
            FINALIZED COMPANY'S FIRST EQUITY FINANCING GROSSING $20MM


IRVINE,  CA -- NEW MOTION INC.  (OTCBB:  NWMO), a leading digital  entertainment
company  providing a broad range of digital and mobile  products and services to
consumers,  today announced  financial results for the first quarter ended March
31, 2007. The company  reported net sales for the quarter of 2007 of $5,642,000,
an  increase  of 83% over the  prior  year  period,  and a net loss for the same
period of $372,000, or $0.04 per share including $388,000 in non-cash expenses.

The substantial sales growth reflects New Motion's accomplishments over the past
12 months -- establishing a larger consumer base, increasing the average revenue
generated per user, and developing a more diversified  selection of products and
services. Expanded service and product offerings now include RINGTONECHANNEL,  a
"white label" mobile storefront  provider for well known brands,  BID4PRIZES,  a
low-bid mobile auction game, and GATORARCADE, a premium online and mobile gaming
site. The company continues to generate  substantial  revenue from the company's
initial product offering --  MOBILESIDEWALK(TM),  a mobile  entertainment portal
selling ringtones, wall papers and other basic mobile entertainment products.

"We had strong  revenue  growth in the quarter,  and expect to capitalize on the
successful   launch  of  BID4PRIZES  and  several  other  exciting  new  product
initiatives  in the  pipeline.  We are also  pleased with the outcome of various
corporate  transactions  during  the first  quarter,  which  included  a reverse
merger,  a 300-to-1 reverse stock split, a corporate name change from MPLC, Inc.
to New Motion,  Inc.,  and a private  placement  investment in which we received
gross proceeds of $20 million," said BURTON KATZ, Chief Executive Officer.

Over the past year, New Motion,  Inc. also acquired mobile  messaging  assets of
Mobliss,  Inc.,  which will create  improved  operating  scalability and billing
efficiency.  In a related transaction,  the company has also established a joint
venture with  Japan-headquartered  Index  Holdings  (JASDAQ:  4835),  one of the
word's largest  interactive media  corporations,  to form a joint venture for an
Asian-themed off-deck mobile entertainment portal in North America.


<PAGE>


FIRST QUARTER RESULTS

First quarter net sales of $5,642,000  increased 83% from the  $3,078,000 in net
sales reported in the first quarter of 2006. First quarter gross margin was 87%,
a decrease  from the gross margin of 98% reported in the first  quarter of 2006.
The  decrease in gross  margin is  primarily  attributable  to the  inclusion of
RingtoneChannel sales in the first quarter, which require revenue share payments
to third party  clients.  Although  these fees impact  initial cost of sales and
initial gross profit  margin,  over time the company incurs  substantially  less
selling and marketing  expense,  and thus anticipates a more favorable impact or
net income for this service offering.

Operating  expense in the first  quarter  of 2007 was  $5,187,000,  compared  to
$1,394,000 in the first quarter of the prior year.  The year to year increase in
operating   expense  is   attributable   to  absolute   increases  in  marketing
expenditures and expanded staff and administrative  costs to support current and
expected growth.  Also included in the first quarter was approximately  $381,000
of non-cash amortization and stock compensation expense,  which did not exist in
the prior period.

The company  reported a net loss of $372,000,  or $0.04 per share, for the first
quarter of 2007.  Gross  proceeds of $20 million in the quarter  were raised and
$1,380,000  was  invested in the  acquisition  of assets and in building out the
technology  infrastructure.   As  of  March  31,  2007,  New  Motion,  Inc.  had
approximately $18 million of cash.

For  further  information  related to the  Company's  operations  and  financial
results  for the  first  quarter  ended  March  31,  2007,  please  refer to the
Company's Quarterly Report on Form 10-QSB filed with the SEC on May 15, 2007.

New Motion,  Inc. continues to foresee sales growth at a fast rate over the next
several quarters, and the company expects this growth rate to exceed that of the
average growth rate in the mobile entertainment  industry overall. Over the last
two quarters the company has invested  heavily in expanding staff in its Irvine,
CA and Seattle, WA offices, scaling its technical infrastructure,  and launching
new  products,  services and content.  It is  anticipated  that these fixed cost
increases  will moderate and will begin to decrease as a percentage of net sales
over the remainder of the year.


                                       2
<PAGE>


"While  the  company  continues  to grow its  traditional  mobile  entertainment
offerings,  our business  strategy will continue to expand our service offerings
to include a far wider range of products and services, differentiating ourselves
in the marketplace and establishing  fresh streams of revenue,  said Katz. "This
strategy,  coupled with the  build-out  of our  delivery and billing  platforms,
contributes to our positive prospects for 2007 overall."

ABOUT NEW MOTION, INC.

NEW MOTION,  INC.  (OTCBB:  NWMO),  headquartered  in Irvine,  California,  is a
digital  entertainment  company  providing  a broad  range of digital and mobile
products and services to consumers.  New Motion,  Inc. combines the power of the
Internet,  the  latest  in  mobile  technology,   and  traditional  marketing  /
advertising  methodologies  to  their  brands:   MOBILESIDEWALK(TM),   a  mobile
entertainment portal, RINGTONECHANNEL, a mobile storefront provider, Bid4Prizes,
a low-bid  mobile  auction game,  and  GATORARCADE,  a premium online and mobile
gaming site. Headed by a seasoned team of Internet, new media, entertainment and
technology  professionals,   New  Motion,  Inc.  was  founded  in  2005  and  is
headquartered  in Irvine,  California  with a branch  office in  Seattle.  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,
Inc. is "gaining traction in the direct-to-consumer ring." For more information,
please        visit        www.newmotioninc.com,         www.mobilesidewalk.com,
www.ringtonechannel.com, www.bid4prizes.com or www.gatorarcade.com.


FORWARD LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the
Private   Securities   Litigation   Reform  Act  of  1995,   about  NEW  MOTION.
Forward-looking  statements are statements that are not historical  facts.  Such
forward-looking  statements,  based upon the current beliefs and expectations of
New Motion'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 New Motion's  filings with the Securities  and Exchange  Commission.
The  information  set forth  herein  should be read in light of such risks.  New
Motion 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


                                       3
<PAGE>


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

                                                                       MARCH 31,
                                                                         2007
                                                                      ----------
Cash .............................................................    $   17,720
Accounts receivable, net .........................................    $    3,627
Total current assets .............................................    $   22,588
Total Assets .....................................................    $   24,089

Accounts payable and accrued expenses ............................    $    3,615
Total liabilities ................................................    $    5,092
Total stockholders' equity .......................................    $   18,997
Total Liability and Stockholders' Equity .........................    $   24,089

                        NEW MOTION, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                   (unaudited)
               (in thousands, except share and per share amounts)

                                                         THREE MONTHS ENDED
                                                             MARCH 31,
                                                     ---------------------------
                                                         2006           2007
                                                     -----------    -----------
Net Sales ........................................   $     3,078    $     5,642
Cost of Sales ....................................            63            726
                                                     -----------    -----------
Gross Profit .....................................         3,015          4,916
                                                     -----------    -----------
Expenses
   Selling and marketing .........................           514          2,987
   General and administrative ....................           880          2,200
                                                     -----------    -----------
                                                           1,394          5,187
                                                     -----------    -----------
Income (loss) from Operations ....................         1,621           (271)
                                                     -----------    -----------
Other Expense (Income)
   Other expense, net ............................            24             21
   Interest (income) expense (net) ...............             4            (79)
                                                     -----------    -----------
                                                              28            (58)
                                                     -----------    -----------
Income (Loss) Before Provision for Income Taxes
Taxes ............................................         1,593           (213)
Provision for Income Taxes .......................           396              4
                                                     -----------    -----------
Income (loss) before minority interest ...........         1,197           (217)
Minority interest, net ...........................          --              155
                                                     ===========    ===========
Net Income (Loss) ................................   $     1,197    $      (372)
                                                     ===========    ===========

Net Income per Share(1): .........................          0.16          (0.04)
Basic ............................................   $      0.15    $     (0.04)
                                                     ===========    ===========
Diluted ..........................................   $      --      $     (0.04)
                                                     ===========    ===========

Weighted Average Shares Outstanding(1):
Basic ............................................     7,263,688      9,483,004
                                                     ===========    ===========
Diluted ..........................................     7,750,426      9,483,004
                                                     ===========    ===========

(1)      Reflects the retroactive  conversion of all of our preferred stock into
         common stock and the 1-for-300 Reverse Split which was effective May, 2
         2007.


                                       4


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
