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<SEC-DOCUMENT>0001170918-07-000667.txt : 20070814
<SEC-HEADER>0001170918-07-000667.hdr.sgml : 20070814
<ACCEPTANCE-DATETIME>20070814142648
ACCESSION NUMBER:		0001170918-07-000667
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20070808
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20070814
DATE AS OF CHANGE:		20070814

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:		071053873

	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-080807.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): August 8, 2007


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


         DELAWARE                    34-51353                    06-1390025
(State or other jurisdiction       (Commission                (I.R.S. Employer
     of incorporation)             File Number)              Identification No.)


             42 CORPORATE PARK, SUITE 250, IRVINE, CALIFORNIA 92606
                (Address of Principal Executive Offices/Zip Code)

                                 (949) 777-3700
              (Registrant's telephone number, including area code)

         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 ct (17 CFR 240.14d-2(B))

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


<PAGE>


ITEM 2.02.        RESULTS OF OPERATIONS AND FINANCIAL CONDITION

         On August 14, 2007, New Motion,  Inc. issued a press release announcing
its 2007 second 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 5.02         DEPARTURE  OF  DIRECTORS  OR  CERTAIN  OFFICERS;  ELECTION  OF
                  DIRECTORS;   APPOINTMENT  OF  CERTAIN  OFFICERS;  COMPENSATORY
                  ARRANGEMENTS OF CERTAIN OFFICERS.

         On August 8, 2007, the Board  resolved to set the authorized  number of
directors  eligible to serve on the Board at seven, and appointed Gil Klier as a
director  to fill the  vacancy  created  upon the  expansion  in the size of the
Board. Mr. Klier will serve on the Company's  Audit,  Nominating and Governance,
and Compensation Committees.

         Mr. Klier is currently a Senior Vice President at Countrywide Financial
Corporation,  and has  served  in such  capacity  since  2004.  As  Senior  Vice
President,  Mr. Klier is responsible for running the warehouse lending company's
credit and due diligence group.  Prior to his current position at Countrywide in
warehouse  lending,  Mr. Klier was the Chief Financial  Officer of Countrywide's
closing company called LandSafe.  Before joining  Countrywide in 2004, Mr. Klier
was employed by ABN Amro Bank for almost seven years where he served as the Vice
President of Finance at the bank's services company. In such capacity, Mr. Klier
was responsible for supporting technology and transaction services for the North
American division of the bank. Mr. Klier began his career in 1994 at Coopers and
Lybrand  Consulting,  where he  worked  in  various  consulting  and  accounting
capacities.  Mr. Klier has an M.B.A.  from the  University  of Chicago  Graduate
School of Business and is a licensed CPA.

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
                           August 14, 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:    August 14, 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 August 14, 2007.


                                       3


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


FOR IMMEDIATE RELEASE      CONTACT:  Karen Strickholm - Press Inquiries
- ---------------------                505-988-4401
August 14, 2007                      strickholmcompany@msn.com




                          NEW MOTION, INC. REPORTS 2007
                      SECOND QUARTER AND SIX MONTHS RESULTS

         2ND QUARTER SALES INCREASE 77% YEAR-OVER YEAR TO $6.9 MILLION;
                 SIX MONTHS SALES INCREASE 80% TO $12.5 MILLION;
                 COMPANY COMPLETES 1-FOR 300 REVERSE STOCK SPLIT



IRVINE,  CA -- NEW MOTION INC.  (OTCBB:  NWMO), a leading digital  entertainment
company leveraging the Internet and the latest in mobile technology to provide a
broad range of mobile entertainment and Internet media services, today announced
financial results for the three and six months ended June 30, 2007.

The  company  reported  that  net  sales  for the  second  quarter,  grew 77% to
$6,894,000,  compared to the second quarter a year ago. For the six months ended
June 30,  2007,  net sales grew 80% to  $12,536,000,  compared to the six months
ended June 30, 2006. The Company experienced a net loss of $1,259,000,  or $0.12
per share for the six months ended June 30, 2007,  which includes  approximately
$986,000 of non-cash depreciation,  amortization and stock compensation expense,
and a net loss of  $887,000,  or $0.08 per share for the quarter  ended June 30,
2007,   which  includes   approximately   $531,000  of  non-cash   depreciation,
amortization and stock compensation expense.

The increase in New  Motion's net sales in both the three and six month  periods
was the result of a growing  subscriber base. This reflects New Motion's success
at  efficiently  acquiring  large  numbers of new  customers,  combined with the
Company's  successful  efforts  to engage and  retain  its  subscribers  with an
attractive  portfolio  of high  quality,  innovative  mobile  entertainment  and
Internet  media  services  focused on three  strategic  service lines -- digital
music,  casual games and  interactive  contests.  Each  service line  represents
unique growth opportunities for New Motion`s existing domestic business, through
acquisition  of  both  product  and  distribution  assets,  and  through  future
international business development opportunities.


<PAGE>


"This quarter was all about the  successful  execution of our plan to expand our
customer base by offering engaging mobile  entertainment  services," said Burton
Katz, chief executive  officer.  "As evidenced by our significant top line sales
growth rate, we were successful at targeting our sales and marketing expenses on
the most efficient customer acquisition  opportunities,  working with our online
direct marketing  partners.  We successfully  launched several attractive mobile
entertainment services in the second quarter, highlighted by the introduction of
Bid4Prizes,   part  of  New  Motion's  interactive  contests,   and  the  casual
games-centric site, GatorArcade. Both of these new properties, introduced during
fiscal year 2007,  contributed to our 80%  year-over-year  jump in net sales. We
expect  that the sales and  operating  momentum  we  experienced  in the  second
quarter and first half of this year will  continue for the balance of 2007,  and
will ultimately  translate into fiscal year 2007 revenue growth in line with our
second quarter sales growth rate, and profitability for the whole of 2007."

During the second quarter,  in addition to changing its ticker symbol to "NWMO,"
New Motion concluded several corporate  initiatives,  which included  increasing
the  number  of shares of its  common  stock  from 75  million  to 100  million,
changing its corporate name to New Motion, Inc. (from MPLC, Inc.) and completing
a 1-for-300 reverse stock split.

ALLAN LEGATOR,  secretary and chief financial officer, noted, "These significant
corporate  milestones  represent the transformation of New Motion into a leading
mobile  entertainment  company and our first full  quarter as a publicly  traded
company.  New Motion is a vastly different company than it was a year ago. Based
on our current and anticipated sales and operating momentum,  we fully expect to
be a vastly different company a year from now. In order to achieve our sales and
growth targets efficiently,  we continue to add talent to our team and invest in
our  operating  infrastructure,   including  improving  information  technology,
expanding customer service,  and building a diverse and competitively unique set
of mobile entertainment and Internet media properties. We expect these operating
initiatives to support our growing sales and increase our profitability."

SECOND QUARTER RESULTS
Second quarter net sales of $6,894,000  increased 77% from the $3,884,000 in net
sales  reported in the second  quarter of 2006.  Second quarter gross margin was
78%, a decrease over the gross margin from the first quarter of 2006 of 96%. The
increase in sales was the result of a larger average monthly  billable  customer
base - which in turn  was the  result  of  higher  overall  levels  of  selling,
marketing, and customer acquisition expense.

Operating  expense in the second  quarter of 2007 was  $7,358,000,  compared  to
$3,210,000 in the second quarter of the prior year. The year-to-year increase in
operating  expense is  primarily  attributed  to higher  levels of  selling  and
marketing expense and additional costs incurred as a public company,  as well as
investments  made in internal  systems,  human resources and  infrastructure  to
support the Company's  top-line sales growth rate. The Company recorded $531,000
of non-cash  depreciation,  amortization and stock  compensation  expense in the
quarter.  The company  reported a net loss of $887,000,  or $0.08 per share, for
the second quarter of 2007.


<PAGE>


RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2007
For the six months ended June 30, 2007,  net sales were  $12,536,000 an increase
of 80% from the  $6,962,000 in net sales for the six months ended June 30, 2006.
For the six months  ended June 30, 2007,  gross margin was 82%, a decrease  from
the 97% gross  margin for the six months  ended June 30,  2007.  The increase in
sales was primarily the result of a larger  average  monthly  billable  customer
base.

Operating  expense  for the six  months  ended  June 30,  2007 was  $12,545,000,
compared  to   $4,604,000   for  the  six  months  ended  June  30,  3006.   The
year-over-year  increase in operating  expense is attributed to higher levels of
selling and marketing  expense and higher  levels of general and  administrative
expense.  The Company recorded $986,000 of non-cash  depreciation,  amortization
and stock  compensation  expense in the six-month period. The company reported a
net loss of  $1,259,000,  or $0.12 per share,  for the six months ended June 30,
2007.

For  further  information  related to the  Company's  operations  and  financial
results for the three and six months  ended June 30,  2007,  please refer to the
Company's  Quarterly  Report on Form  10-QSB as filed  with the  Securities  and
Exchange Commission.

OUTLOOK
New Motion  expects to continue its current rate of sales growth for the balance
of 2007 by efficiently  growing its subscriber base through  targeted  marketing
programs,  and  diversifying  and expanding  its product  offerings and customer
experience through  investments fitting the Company's strategic service lines --
digital  music,  casual games and  interactive  contests.  New Motion expects to
support its top line growth,  expanding subscriber base and growing portfolio of
mobile  entertainment  and Internet media  properties by expanding its operating
infrastructure,   investing  in  its  human  capital,  and  evaluating  key  M&A
opportunities over the next several quarters.

ABOUT NEW MOTION, INC.
- ----------------------

NEW MOTION, INC. (OTCBB:  NWMO) 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.


<PAGE>


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                                  MEDIA CONTACT
- --------------------------------------------------------------------------------
Allan Legator                                    Karen Strickholm
New Motion, Inc.                                 (505) 988-4401
Chief Financial Officer and  Secretary           strickholmcompany@msn.com
(949) 777-3700


<PAGE>


                                NEW MOTION, INC.
                           SELECTED BALANCE SHEET DATA
                                 (in thousands)


                                                                        JUNE 30,
                                                                          2007
                                                                        --------
Cash ...............................................................    $ 13,989
Accounts receivable, net ...........................................    $  4,839
Total current assets ...............................................    $ 21,378
Total Assets .......................................................    $ 23,593

Accounts payable and accrued expenses ..............................    $  3,863
Total liabilities ..................................................    $  4,718
Total stockholders' equity .........................................    $ 18,875
Total Liabilities and Stockholders' Equity .........................    $ 23,593


<PAGE>


<TABLE>
                                NEW MOTION, INC.
                SELECTED STATEMENT OF OPERATIONS DATA (UNAUDITED)
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

<CAPTION>
                                                             THREE MONTHS ENDED JUNE 30,      SIX MONTHS ENDED JUNE 30,
                                                            ----------------------------    ----------------------------
                                                                2007            2006            2007            2006
                                                            ------------    ------------    ------------    ------------
<S>                                                         <C>             <C>             <C>             <C>
NET SALES ...............................................   $      6,894    $      3,884    $     12,536    $      6,962

COST OF SALES ...........................................          1,494             156           2,220             219
                                                            ------------    ------------    ------------    ------------

GROSS PROFIT ............................................          5,400           3,728          10,316           6,743
                                                            ------------    ------------    ------------    ------------

EXPENSES
Selling and marketing ...................................          4,460           2,309           7,447           2,823
General and administrative ..............................          2,898             901           5,098           1,781
                                                            ------------    ------------    ------------    ------------
                                                                   7,358           3,210          12,545           4,604
                                                            ------------    ------------    ------------    ------------

INCOME (LOSS) FROM OPERATIONS ...........................         (1,958)            518          (2,229)          2,139
                                                            ------------    ------------    ------------    ------------

OTHER EXPENSE (INCOME)
Interest income .........................................           (153)             (9)           (239)             (9)
Interest expense ........................................             11               7              18              11
Other expense ...........................................           --                 5              21              29
                                                            ------------    ------------    ------------    ------------
                                                                    (142)              3            (200)             31
                                                            ------------    ------------    ------------    ------------
INCOME (LOSS) BEFORE PROVISION (BENEFIT) FOR INCOME TAXES
                                                                  (1,816)            515          (2,029)          2,108

PROVISION (BENEFIT) FOR INCOME TAXES ....................           (909)            201            (905)            597
                                                            ------------    ------------    ------------    ------------

INCOME (LOSS) BEFORE MINORITY INTEREST ..................           (907)            314          (1,124)          1,511

MINORITY INTEREST, NET OF INCOME TAX ....................            (20)           --               135            --
                                                            ------------    ------------    ------------    ------------

NET INCOME (LOSS) .......................................           (887)            314          (1,259)          1,511
                                                            ============    ============    ============    ============

NET INCOME (LOSS) PER SHARE:

Basic ...................................................   $      (0.08)   $       0.04    $      (0.12)   $       0.21
                                                            ============    ============    ============    ============
Diluted .................................................   $      (0.08)   $       0.04    $      (0.12)   $       0.20
                                                            ============    ============    ============    ============

WEIGHTED AVERAGE SHARES OUTSTANDING:

Basic ...................................................     11,780,923       7,263,688      10,650,096       7,263,688
Diluted .................................................     11,780,923       7,750,426      10,650,096       7,750,426
</TABLE>


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