**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 **Washington,
        D.C. 20549**
 
 **FORM 10-QSB**
 
 **x           
        QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934.**
 
 **For
        the fiscal quarter ended September 30, 2007**
 
 **OR**
 
 **o           TRANSITION
        REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
        OF 1934.**
 
 **For
        the transition period from __________ to __________**
 
 **Commission
        File No. 333-124405**
 
 **DIGITALPOST
        INTERACTIVE, INC.**
 (Exact
        Name of Small Business Issuer in its Charter)
 
 **Nevada**
              **98-0434357**(State
                  or Other Jurisdiction of
              (IRS
                  EmployerIncorporation)
              Identification
                  No.)
 
 **3240
        El Camino Real, Suite 230, Irvine, CA 92602**
 (Address
        of Principal Executive Offices)(Zip Code)
 
 **(714)
        824-3000**
 Registrant’s
        Telephone Number
 
 
 Check
        whether the issuer (1) filed all reports required to be filed by
        Section 13 or 15(d) of the Exchange Act during the past 12 months (or
        for such shorter period that the registrant was required to file such reports),
        and (2) has been subject to such filing requirements for the past 90
        days.  Yes x    No o
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act). Yes o    No x
 
 Number
        of
        shares outstanding as of the close of business on November 12, 2007:
        52,833,385
 
 Transitional
        Small Business Disclosure Format (Check one): Yes o   No x
 
  
  **INDEX**
 
 PART I
                  - FINANCIAL INFORMATIONItem
                  1.
              Condensed
                  Consolidated Balance Sheet at September 30, 2007
                  (unaudited)
              1Condensed
                  Consolidated Statements of Operations for the three and nine months
                  ended
                  September 30, 2007 and 2006 (unaudited)
              2Condensed
                  Consolidated Statements of Cash Flows for the nine months ended
                  September
                  30, 2007 and 2006 (unaudited)
              3Notes
                  to Condensed Consolidated Financial Statements (unaudited)
              4Item
                  2.
              Management’s
                  Discussion and Analysis
              17Item
                  3.
              Controls
                  and Procedures
              26PART
                  II - OTHER INFORMATIONItem
                  1.
              Legal
                  Proceedings
              26Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use of Proceeds
              26Item
                  3.
              Defaults
                  Upon Senior Securities
              27Item
                  4.
              Submission
                  of Matters to a Vote of Security Holders
              27Item
                  5.
              Other
                  Information
              27Item
                  6.
              Exhibits
              27
 
  
  **Item
        1.**
 
 **DIGITALPOST
        INTERACTIVE, INC.**
 **CONDENSED
        CONSOLIDATED**
 **BALANCE
        SHEET**
 **(Unaudited)**
 
 
 September
                  30, 2007**Assets****Current
                  assets**Cash
                  and cash equivalents
              
              $
              20,500Total
                  current assets
              
              
              20,500Property
                  and equipment, net
              
              
              67,000Web
                  site development costs, net
              
              
              103,400Other
                  assets
              
              
              8,400Total
                  assets
              
              $
              199,300**Liabilities
                  and Stockholders' Deficit****Current
                  liabilities**Accounts
                  payable
              
              $
              35,600Accrued
                  expenses
              
              
              107,200Deferred
                  revenue
              
              
              34,700Due
                  to stockholders
              
              
              272,700Total
                  liabilities, all current
              
              
              450,200**Commitments
                  and contingencies (Notes 3, 8, 9 and 11)****Stockholders’
                  deficit**Preferred
                  Stock, $.001; 20,000,000shares
                  authorized; no sharesissued
                  and outstanding
              
              
              -Common
                  Stock, $.001 par value; 480,000,000shares
                  authorized; 52,833,385shares
                  issued and outstanding
              
              
              52,800Additional
                  paid-in capital
              
              
              1,439,400Common
                  stock subscription
              
              
              1,090,000Accumulated
                  deficit
              
              
              (2,833,100)Stockholders’
                  deficit
              
              
              (250,900)Total
                  liabilities and stockholders’ deficit
              
              $
              199,300
 
 The
        accompanying notes to condensed consolidated financial statements
        are
 an
        integral part of this balance sheet.
 
  1
  **DIGITALPOST
        INTERACTIVE, INC.**
 **CONDENSED
        CONSOLIDATED**
 **STATEMENTS
        OF OPERATIONS**
 **(Unaudited)**
 
 
 Three
                  Months
                Ended
                September
                  30, 2007
              
              Three
                  Months
                Ended
                September
                  30, 2006
              
              Nine
                  Months
                Ended
                September
                  30, 2007
              
              Nine
                  Months
                Ended
                September
                  30, 2006**Revenues:**Subscriptions
              
              $
              26,300
              
              $
              4,200
              
              $
              54,900
              
              $
              5,800Professional
                  services
              
              
              10,000
              
              
              -
              
              
              20,000
              
              
              -Total
                  Revenue
              
              
              36,300
              
              
              4,200
              
              
              74,900
              
              
              5,800**Cost
                  of Revenues:**Subscriptions
              
              
              11,800
              
              
              1,400
              
              
              27,700
              
              
              5,000Professional
                  services
              
              
              1,100
              
              
              -
              
              
              7,500
              
              
              -Total
                  Cost of Revenue
              
              
              12,900
              
              
              1,400
              
              
              35,200
              
              
              5,000**Gross
                  Profit**
              
              
              23,400
              
              
              2,800
              
              
              39,700
              
              
              800**Operating
                  expenses:**Research
                  and development
              
              
              91,900
              
              
              24,400
              
              
              282,100
              
              
              51,500Sales
                  and marketing
              
              
              175,900
              
              
              49,600
              
              
              467,000
              
              
              134,000General
                  and administrative
              
              
              337,600
              
              
              126,500
              
              
              1,174,700
              
              
              327,100**Total
                  operating expenses**
              
              
              605,400
              
              
              200,500
              
              
              1,923,800
              
              
              512,600**Loss
                  from operations**
              
              
              (582,000)
              
              
              (197,700)
              
              
              (1,884,100)
              
              
              (511,800)**Other
                  (expenses) income, net**
              
              
              -
              
              
              (200)
              
              
              700
              
              
              (200)**Net
                  loss**
              
              $
              (582,000)
              
              $
              (197,900)
              
              $
              (1,883,400)
              
              $
              (512,000)**Weighted
                  average outstanding shares**
              
              
              52,833,385
              
              
              72,800,000
              
              
              55,108,992
              
              
              68,441,176**Basic
                  and diluted loss per share**
              
              $
              (0.011)
              
              $
              (0.003)
              
              $
              (0.034)
              
              $
              (0.007)
 
 The
        accompanying notes to condensed consolidated financial statements
        are
 an
        integral part of these statements.
  2
  **DIGITALPOST
        INTERACTIVE, INC.**
 **CONDENSED
        CONSOLIDATED**
 **STATEMENTS
        OF CASH FLOWS**
 **(Unaudited)**
 
 Nine
                  Months
                Ended
                September
                  30, 2007
              
              Nine
                  Months
                Ended
                September
                  30, 2006**Cash
                  flows from operating activities**Net
                  loss
              
              $
              (1,883,400)
              
              $
              (512,000)Adjustments
                  to reconcile net loss to net cashused
                  by operating activities:Depreciation
                  and amortization
              
              
              39,400
              
              
              25,400Non-cash
                  stock-based compensation
              
              
              339,100
              
              
              49,300Finders
                  fees and additional accrued compensation due to
                  stockholders
              
              
              143,600
              
              
              -Changes
                  in operating assets and liabilities:Other
                  assets
              
              
              (7,800)
              
              
              5,000Accounts
                  payable
              
              
              (2,100)
              
              
              (12,500)Accrued
                  expenses
              
              
              74,600
              
              
              11,700Deferred
                  revenue
              
              
              26,500
              
              
              3,600Net
                  cash used by operating activities
              
              
              (1,270,100)
              
              
              (429,500)**Cash
                  flows from investing activities**Acquisition
                  of property and equipment
              
              
              (56,200)
              
              
              (5,600)Web
                  site development costs
              
              
              (43,200)
              
              
              -Net
                  cash used by investing activities
              
              
              (99,400)
              
              
              (5,600)**Cash
                  flows from financing activities**Proceeds
                  from common stock subscriptions
              
              
              1,090,000
              
              
              525,000Financing
                  cost
              
              
              (27,000)
              
              
              (27,500)Due
                  to stockholders
              
              
              (27,000)
              
              
              (3,800)Cash
                  provided by line of credit
              
              
              17,000
              
              
              -Net
                  cash provided by financing activities
              
              
              1,053,000
              
              
              493,700**Net
                  (decrease) increase in cash and cash equivalents**
              
              
              (316,500)
              
              
              58,600**Cash
                  and cash equivalents, beginning of period**
              
              
              337,000
              
              
              37,700**Cash
                  and cash equivalents, end of period**
              
              $
              20,500
              
              $
              96,300*Supplemental
                  disclosures:*Cash
                  paid for income taxes
              
              $
              1,600
              
              $
              -Cash
                  paid for interest
              
              $
              900
              
              $
              -*Supplemental
                  disclosures of non cash activities:*Finders
                  fees and additional compensation due to stockholders
                  accrued
              
              $
              143,500
              
              $
              -
 
 The
        accompanying notes to condensed consolidated financial statements
        are
 an
        integral part of these statements.
  3
  **DIGITALPOST
        INTERACTIVE, INC.**
 **NOTES
        TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS**
 
 **1.           BASIS
        OF PRESENTATION, ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
        POLICIES**
 
 *Organization
        and Merger*
 
 Prior
        to
        January 30, 2007, the Company was known as HomAssist Corporation, a Nevada
        corporation (“HomAssist”).  On January 30, 2007, the Company acquired The
        Family Post, Inc, a privately held California corporation ("Old TFP").
        Immediately following the Merger (as defined below in Note 2), the Company
        changed its name to DigitalPost Interactive, Inc. (“DPI”, 'we" or the “Company”)
        and began operating Old TFP’s business of internet content sharing as its
        operating subsidiary ("New TFP").
 
 The
        Company produces destination web sites that allow subscribers to securely
        share
        digital media, including photos, videos, calendars, message boards, and history.
        The Company’s proprietary web site administration system, Qwik-PostTM, and online
        video uploading system, Video-PostSM, allow users of personal computers to
        manage these “virtual family rooms,” and provide a destination to display photo
        and video memories, discussions, and history.
 
 *Basis
        of Presentation*
 
 The
        accompanying condensed unaudited consolidated financial statements of the
        Company have been prepared in accordance with accounting principles generally
        accepted in the United States for the interim financial information and in
        accordance with the instructions per Item 310(b) of Regulation S-B. Accordingly,
        they do not include all of the information and footnotes required by accounting
        principles generally accepted in the United States for complete financial
        statements.
 
 As
        discussed further below in Note 2, immediately following the Merger, there
        were
        52,833,385 shares of DPI common stock outstanding, of which the pre-Merger
        stockholders of Old TFP owned approximately 70.4% and the pre-Merger
        stockholders of HomAssist owned approximately 29.6%. As a result, Old TFP
        has
        been treated as the acquiring company for accounting purposes.  The Merger
        has been accounted for as a reverse acquisition in accordance with generally
        accepted accounting principles in the United States of America, or “U.S.
        GAAP.”  Reported results of operations of the combined group after
        completion of the transaction reflects Old TFP’s operations.
 
 In
        the
        opinion of management, all adjustments, including normal recurring adjustments,
        considered necessary for a fair presentation have been included. The
        accompanying condensed unaudited consolidated financial statements should
        be
        read in conjunction with the audited consolidated financial statements of
        the
        Company included in the Company’s 2006 Form 10-KSB and Form 8-K/A Amendment No.
        3. Operating results for the three-month period and nine-month period ended
        September 30, 2007 are not necessarily indicative of the results that may
        be
        expected for the fiscal year ending December 31, 2007.
 
 *Basis
        of Consolidation*
 
 The
        accompanying condensed unaudited consolidated financial statements include
        the
        accounts of DPI and New TFP (as defined below in Note 2) its wholly-owned
        subsidiary.
 
 *Cash
        and Cash Equivalents*
 
 For
        purposes of reporting within the statement of cash flows, the Company considers
        all cash on hand, cash accounts not subject to withdrawal restrictions or
        penalties, and all highly liquid debt instruments purchased with a maturity
        of
        three months or less to be cash and cash equivalents.
  4
 *Property
        and Equipment*
 
 The**Company’s
        property and equipment are stated at cost. Depreciation and amortization
        are
        provided using the straight-line method over estimated useful lives of three
        to
        five years. Maintenance and repairs are charged to operations when incurred.
        Significant betterments are capitalized and depreciated over the estimated
        useful life of the related asset.
 
 *Web
        Site Development Costs*
 
 Under
        Emerging Issues TaskForce Statement 00-2, *Accounting for Web Site
        Development Costs*(“EITF 00-2”), costs and expenses incurred during the
        planning and operating stages of the Company’s web site are expensed as
        incurred. Under EITF 00-2, costs incurred in the web site application and
        infrastructure development stages are capitalized by the Company and amortized
        to expense over the web site’s estimated useful life or period of benefit. As of
        September 30, 2007, the Company had capitalized approximately $103,400, net
        of
        accumulated amortization related to its web site development.
 
 *Research
        and Development Costs*
 
 The
        Company expenses research and development costs as incurred.
 
 *Revenue
        Recognition*
 
 The
        Company’s subscription revenues are generated from monthly subscriptions for web
        site hosting services. The typical subscription agreement includes the usage
        of
        a personalized web site and hosting services. The individual deliverables
        are
        not independent of each other and are not sold or priced on a standalone
        basis.
        Costs to complete the web site and prepare it for the use of an end customer
        are
        minimal, and are expensed to cost of revenues as incurred. Upon the completion
        of a customer’s signup and initial hosting of the web site, the subscription is
        offered free of charge for a two week trial period during which the
        customer can cancel at anytime. In accordance with SAB No. 104, after the
        two week trial period has ended, revenue is recognized when all of the
        following conditions are satisfied: (1) there is persuasive evidence of an
        arrangement; (2) the service has been provided to the customer;
        (3) the amount of fees to be paid by the customer is fixed or determinable;
        and (4) the collection of the Company’s fees is probable. These criteria
        are met monthly as the Company’s service is provided on a month-to-month basis,
        and collections are generally made in advance of the services. There is no
        provision for refunds as of September 30, 2007, as the Company’s historical
        refund experience has been minimal.
 
 Customers
        signup and agree to purchase the web site service on a monthly or annual
        basis,
        at the customer’s option. The monthly customers pay monthly in advance of the
        services, and as the services are performed, the Company recognizes subscription
        revenue on a daily basis.
 
 For
        annual customers, upon payment of a full year’s subscription service, the
        subscription revenue is recorded as deferred revenue in the accompanying
        balance
        sheet. As services are performed, the Company recognizes subscription revenue
        ratably on a daily basis.
 
 Professional
        services revenue is generated from custom website design services. The Company’s
        professional services revenue from contracts for custom website design is
        recorded using a proportional performance model based on labor hours incurred.
        The extent of progress toward completion is measured by the labor hours incurred
        as a percentage of total estimated labor hours to complete. Labor hours are
        the
        most appropriate measure to allocate revenue among reporting periods, as
        they
        are the primary input to the provision of our professional
        services.
 
 *Loss
        per Common Share*
 
 Basic
        loss per share is computed by dividing the net loss attributable to the common
        stockholders by the weighted average number of shares of common stock
        outstanding during the period. Fully diluted loss per share is computed similar
        to basic loss per share except that the denominator is increased to include
        the
        number of additional common shares that would have been outstanding if the
        potential common shares had been issued and if the additional common shares
        were
        dilutive. Due to the anti-dilutive nature of the Company’s stock options, there
        is no effect on the calculation of weighted average shares for diluted net
        loss
        per common share. As a result, the basic and diluted net losses attributable
        per
        common share amounts are identical. 11,545,442 shares of potentially dilutive
        securities have been excluded for each of the three and nine month periods
        ended
        September 30, 2007 because their effect was anti-dilutive. 13,415,046 shares
        of
        potentially dilutive securities have been excluded for each of the three
        and
        nine month periods ended September 30, 2006 because their effect was
        anti-dilutive.
 
 5
 *Stock-Based
        Compensation*
 
 In
        December 2004, the Financial Accounting Standard Board (“FASB”) issued Statement
        of Financial Accounting Standards (SFAS) No. 123R, *Share-Based Payment*,
        which addresses the accounting for employee stock options. SFAS No. 123R
        requires that the cost of all employee stock options, as well as other
        equity-based compensation arrangements, be reflected in the consolidated
        condensed financial statements based on the estimated fair value of the awards.
        That cost will be recognized over the period during which an employee is
        required to provide service in exchange for the award—the requisite service
        period (usually the vesting period). The Company also applies the measurement
        provisions of EITF 96-18 to awards granted to nonemployees.
 
 The
        Company adopted SFAS No. 123R on January 1, 2006, using the modified-prospective
        transition method. Under the modified-prospective transition method, prior
        periods of the Company’s financial statements are not restated for comparison
        purposes. In addition, the measurement, recognition and attribution provisions
        of SFAS No. 123R apply to new grants and grants outstanding on the adoption
        date. Estimated compensation expense for outstanding grants at the adoption
        date
        will be recognized over the remaining vesting period using the compensation
        expense calculated for the pro forma disclosure purposes under SFAS No. 123,
        *Accounting for Stock-Based Compensation*. The Company’s calculations
        were made using the Black-Scholes option-pricing model with the following
        weighted average assumptions: expected life of 4.5 years; 45 percent stock
        price
        volatility; risk-free interest rate of 4.4%; forfeitures rate of 10% and
        no
        dividends during the expected term.
 
 During
        the three and nine months ended September 30, 2007, the Company recognized
        employee stock option expense of approximately $91,200 and $339,100,
        respectively.  Of the $91,200 expense recognized, $9,000 was recorded
        as research and development expense and $82,200 was recorded to general and
        administrative expense; and; of the $339,100 expense recognized, $33,000
        was
        recorded as research and development expense and $306,100 was recorded to
        general and administrative expense.
 
 During
        the three and nine months ended September 30, 2006, the Company recognized
        employee stock option expense of approximately $25,700 and $49,300,
        respectively. Of the $25,700 expense recognized, $4,000 was recorded as research
        and development expense and $21,700 was recorded to general and administrative
        expense; and; of the $49,300 expense recognized, $11,000 was recorded as
        research and development expense and $38,300 was recorded to general and
        administrative expense.
 
 
 *Fair
        Value of Financial Instruments*
 
 The
        Company estimates the fair value of financial instruments using the available
        market information and valuation methods. Considerable judgment is required
        in
        estimating fair value. Accordingly, the estimates of fair value may not be
        indicative of the amounts the Company could realize in a current market
        exchange. As of September 30, 2007, the carrying value of accounts payable,
        loans from stockholders, and accrued liabilities approximated fair value
        due to
        the short-term nature and maturity of these instruments.
 
 *Concentration
        of Risk*
 
 As
        of
        September 30, 2007, the Company maintained its cash account at one commercial
        bank. The cash balance at September 30, 2007, did not exceed the FDIC coverage
        limit.
 
 6
 *Advertising*
 
 Advertising
        and promotion costs are charged to operations when incurred. For the three
        and
        nine months ended September 30, 2007, advertising and promotion costs amounted
        to $16,400 and $119,300, respectively. For the three and nine months ended
        September 30, 2006, advertising and promotion costs amounted to $16,900,
        and $42,500, respectively.
 
 *Impairment
        of Long-Lived Assets*
 
 The
        Company evaluates the recoverability of long-lived assets and the related
        estimated remaining lives when events or circumstances lead management to
        believe that the carrying value of an asset may not be recoverable. For the
        three and nine months ended September 30, 2007 and 2006 no events or
        circumstances occurred for which an evaluation of the recoverability of
        long-lived assets was required.
 
 *Estimates*
 
 The
        condensed consolidated financial statements are prepared on the basis of
        accounting principles generally accepted in the United States of America.
        The
        preparation of consolidated condensed financial statements in conformity
        with
        generally accepted accounting principles requires management to make estimates
        and assumptions that affect the reported amounts of assets and liabilities
        as of
        September 30, 2007, and expenses for the three and nine months ended September
        30, 2007 and 2006. Actual results could differ from those estimates made
        by
        management.
 
 *Stock
        split*
 
 On
        July
        13, 2006, the Board of Directors authorized a 26-for-1 stock split of the
        Company’s $0.001 par value common stock.  As a result of the split,
        70,000,000 additional shares were issued and capital and additional paid-in
        capital were adjusted accordingly. All references in the accompanying financial
        statements to the number of common shares and per share amounts have been
        retroactively restated to reflect the stock split.
 
 **2.           MERGER**
 
 Prior
        to
        January 25, 2007, the Company was known as HomAssist.  On January 30,
        2007, HomAssist acquired Old TFP, pursuant to an agreement and plan of
        merger, dated as of January 16, 2007, as amended (the “Merger Agreement”), by
        and among HomAssist, Old TFP and our wholly-owned subsidiary (“Merger Sub”),
        providing for the merger of Merger Sub and Old TFP, with the Merger Sub being
        the surviving corporation as our wholly-owned subsidiary (the “Merger”). 
Immediately following the Merger, HomAssist changed its name to DigitalPost
        Interactive, Inc., the Merger Sub changed its name to The Family Post, Inc.
        (“New TFP”), and the Company began operating New TFPs business of internet
        content sharing.
 
 Prior
        to
        the Merger, HomAssist had 15,660,000 shares of common stock issued and
        outstanding. As part of the Merger, HomAssist issued 37,173,385 shares of
        its
        common stock to the former stockholders of Old TFP in exchange for all of
        the
        issued and outstanding shares of common stock of Old TFP (16,478,175
        shares).  As part of the Merger, HomAssist also adopted the existing stock
        option agreements of Old TFP (“Old TFP Option Agreements”) outstanding under
        which options to purchase 7,724,850 shares of common stock of Old TFP
        outstanding prior to the Merger were converted into options to purchase
        17,426,615 shares of common stock of DPI.
 
 Following
        the Merger, there were 52,833,385 shares of DPI common stock outstanding,
        of
        which the pre-Merger stockholders of HomAssist owned approximately 29.6%
        and the
        pre-Merger stockholders of Old TFP owned approximately 70.4%.  As a result,
        Old TFP has been treated as the acquiring company for accounting purposes. 
The Merger has been accounted for as a reverse acquisition in accordance
        with
        generally accepted accounting principles in the United States of America,
        or
“U.S. GAAP.”  Reported results of operations of the combined group after
        completion of the transaction reflects Old TFP’s operations.
 
 Unless
        otherwise indicated or the context otherwise requires, the terms “Company” and
“DPI,” refer to DigitalPost Interactive, Inc. (formerly known as HomAssist
        Corporation) and its affiliates, including its subsidiary New TFP, after
        giving
        effect to the Merger.
 
 7
 **3.           GOING
        CONCERN AND MANAGEMENT’S PLANS**
 
 During
        the period ended December 31, 2005, the Company was incorporated, received
        working capital from its chief executive officer and principal stockholder
        in
        the amount of $168,000, and completed additional capital formation activities
        to
        raise $100,000 from the sale of common stock. Subsequent to December 31,
        2005,
        through January 30, 2007, the Company completed additional capital formation
        activities, and raised an aggregate amount of $895,000 from the sale of its
        common stock. On January 30, 2007, the Company completed the Merger (see
        further
        discussion in Note 2) to conduct additional capital formation activities
        through
        the issuance of its common stock as a source of capital to more aggressively
        market its products and services, and increase its revenue generating
        activities. On April 3, 2007, the Company agreed to a $4 million private
        placement for the issuance of up to 2.5 million restricted common shares
        of the
        Company at $1.57 per share. As of September 30, 2007, the Company had received
        $1,090,000 of the $4 million private placement and in October 2007 the Company
        received an additional $40,000 increasing total proceeds raised to $1,130,000
        in
        aggregate of the $4 million private placement.  Subsequently, the
        Company closed the $4 million private placement offering as it did not expect
        to
        receive any additional proceeds.  In October 2007, the Company
        commenced a convertible debt financing ("Convertible Notes"), pursuant
        to which it had raised $767,000 as of November 12, 2007 (see Note 11
        for further discussion). The Company expects to raise additional funds
        either through the sale of additional Convertible Notes, or other debt or
        equity
        financings during the fourth quarter of 2007.  The offer and sale of
        the securities above were effected in reliance on the exemptions for sales
        of
        securities not involving a public offering, as set forth in Rule 506 promulgated
        under the Securities Act and in Section 4(2) and Section 4(6) of the Securities
        Act and/or Rule 506 of Regulation D.
  The
        accompanying consolidated condensed financial statements have been prepared
        in
        conformity with accounting principles generally accepted in the United States
        of
        America, which contemplate the continuation of the Company as a going concern.
        The Company has not established sufficient sources of revenue to cover its
        operating costs, and as such, has incurred an operating loss since inception.
        Further, as of September 30, 2007, the cash resources of the Company were
        insufficient to meet its current working capital needs and on going business
        plan. These and other factors raise substantial doubt about the Company’s
        ability to continue as a going concern. The accompanying consolidated condensed
        financial statements do not include any adjustments to reflect the possible
        future effects on the recoverability and classification of assets or the
        amounts
        and classification of liabilities that may result from the possible inability
        of
        the Company to continue as a going concern.
 
 **4.           PROPERTY
        AND EQUIPMENT**
 
 Property
        and equipment consisted of the following:
 
 September
                  30, 2007Computer
                  equipment and software
              
              $
              47,800Furniture
                  and fixtures
              
              
              37,600Less
                  -accumulated depreciation and amortization
              
              
              (18,400)$
              67,000
 
 8
  **5.           WEB
        SITE DEVELOPMENT COSTS**
 
 Web
        site
        development costs consisted of the following:
 
 September
                  30, 2007Website
                  development costs
              
              $
              162,100Less
                  -accumulated amortization
              
              
              (58,700)$
              103,400
 
 **6.           DUE
        TO STOCKHOLDERS**
 
 As
        of
        September 30, 2007, $125,700 was due to an officer of the Company and principal
        stockholder. The amount due to the officer was partially generated from the
        officer’s deferred salary. During the period from inception, July 14, 2005
        through January 31, 2006, and for the first two weeks of August 2007, the
        Company deferred the officer’s salary, which amounted to $52,500. In November
        2006, the officer also made an advance to the Company for $50,000 cash which
        is
        due December 8, 2007, bears interest at 10% and has $4,100 interest due at
        September 30, 2007.  During the nine months ended September 30, 2007,
        pursuant to an employment agreement with the officer, the Company accrued
        $50,000 additional compensation expense.  In August 2007, the officer
        also made another advance to the Company for $19,000 cash which $2,000 was
        repaid in September 2007 and $17,000 was repaid in October
        2007.  During the nine months ended September 30, 2007, $22,900 of the
        deferred salary was paid, $25,000 of the additional compensation expense
        was
        paid and in October 2007, $53,000 was paid as repayment for the $50,000 advance
        and $3,000 of interest.
 
 As
        of
        September 30, 2007, $147,000 was due to another officer of the Company who
        also
        is a stockholder. The amount due to the officer was partially generated from
        an
        agreement with a consulting firm owned by the officer. During the nine months
        ended September 30, 2007, pursuant to the consulting agreement, the Company
        accrued $81,700 as a finder’s fee related to the $4 million private placement
        (see Note 3 and 7 for further discussion regarding the private placement).
        The
        amount due was also generated from an employment agreement with the officer,
        of
        which during the nine months ended September 30, 2007, the Company accrued
        $92,300 additional compensation expense, which included deferred salary for
        the
        first two weeks of August 2007.  During the nine months ended
        September 30, 2007, and in October 2007, $27,000 and $45,000, respectively,
        of
        the finders fee was paid to the consulting firm.  During the nine
        months ended September 30, 2007, no amounts of the $92,300 additional
        compensation was paid and in October 2007, the officer exchanged $45,000
        of the
        $92,300 due for $45,000 of Convertible Notes (see Note 11 for further discussion
        regarding the Convertible Notes).
 
 **7.           STOCKHOLDERS’
        EQUITY**
 
 **Stock
        Split and Amendments**
 
 Effective
        July 18, 2006, the Company filed a certificate of change to effect a forward
        stock split of its issued and outstanding common stock.  The Board of
        Directors approved the forward split pursuant to the laws of the State of
        Nevada
        on July 13, 2006.  The filing was incorrect in regard to the certificate of
        change and on August 14, 2006, the Company filed a certificate of correction
        in
        regard to the forward split.   The forward split approved by the Board
        of Directors required the issuance of an additional twenty-five common shares
        for each one share issued.   On December 13, 2006, the board of directors
        approved an increase in the authorized shares of common stock from 75,000,000
        to
        500,000,000.
 
 On
        January 25, 2007, the board of directors and shareholders approved the
        reclassification of 20,000,000 shares of the Company’s capital stock to
        preferred stock, no par value, without any series, rights or preferences
        ascribed to it.
 
 
 9
 **Authorized
        Capital Stock**
 
 The
        Company is authorized to issue 480,000,000 shares of common stock, par value
        $0.001 per share, and 20,000,000 shares of preferred stock, par value $.001
        per
        share.
 
 **Common
        Stock**
 
 Immediately
        following the Merger on January 30, 2007 and as of September 30, 2007, there
        were 52,833,385 shares of our common stock issued and outstanding and no
        shares
        of preferred stock issued and outstanding (see Note 2 for further discussion
        on
        the Merger).
 
 The
        holders of common stock are entitled to one vote per share held and have
        the
        sole right and power to vote on all matters on which a vote of stockholders
        is
        taken. Voting rights are non-cumulative. Common stockholders are entitled
        to
        receive dividends when, as, and if declared by the Board of Directors, out
        of
        funds legally available therefore and to share pro rata in any distribution
        to
        stockholders. Upon liquidation, dissolution, or the winding up of the Company,
        common stockholders are entitled to receive the net assets of the Company
        in
        proportion to the respective number of shares held by them after payment
        of
        liabilities which may be outstanding. The holders of Common Stock do not
        have
        any preemptive right to subscribe for or purchase any shares of any class
        of
        stock of the Company. The outstanding shares of Common Stock will not be
        subject
        to further call or redemption and are fully paid and non-assessable. To the
        extent that additional common shares are issued, the relative interest of
        existing stockholders will likely be diluted.
 
 **Shares
        Issued Prior to the Merger**
 
 All
        references below in this section to shares of common stock are made on a
        post-Merger basis of Old TFP only:
 
 During
        the period from July 15, 2005 (date of inception) through December 31,
        2005, Old TFP issued 20,754,431 shares of restricted common stock to
        Old TFP's founder, Sole Director, Chief Executive Officer, and President
        for
        cash in the amount of $168,000.
 
 During
        the fourth quarter of 2005, Old TFP issued 1,127,958 shares of restricted
        common
        stock for cash in the amount of $100,000.
 
 During
        the first quarter of 2006, Old TFP issued 2,678,901 shares of restricted
        common
        stock for cash in the amount of $237,500.
 
 During
        the second quarter of 2006, Old TFP issued 2,496,171 shares of restricted
        common
        stock for cash in the amount of $187,500.
 
 During
        the third quarter of 2006, Old TFP issued 1,127,958 shares of restricted
        common
        stock for cash in the amount of $100,000.
 
 During
        the fourth quarter of 2006, Old TFP issued 4,173,445 shares of restricted
        common
        stock for cash in the amount of $370,000.
 
 During
        January 2007, Old TFP re-priced all common stock investor rounds made since
        July
        14, 2005, the date of inception and cancelled related stock options issued
        with
        the investment. As a result, Old TFP issued an additional 4,419,979 shares
        of
        common stock to investors and cancelled options to purchase 7,162,534 shares
        of
        common stock. As part of the 4,419,979 new shares issued, 3,383,875 shares
        of
        the common stock were issued to the Chief Executive Officer and as part of
        the
        7,162,534 options cancelled, 4,511,833 of which were held by the Chief Executive
        Officer and were cancelled as part of this transaction. As part of the 4,419,979
        new shares issued, 132,702 shares were returned by the then Consulting Chief
        Financial Officer and as part of the 7,162,534 options cancelled, 225,592
        options were held by the then Consulting Chief Financial Officer and were
        cancelled as part of this transaction.
 
 10
 **Shares
        Issued in Connection with the Merger**
 
 As
        part
        of the Merger, the Company issued 37,173,385 shares of its common stock to
        the
        former stockholders of Old TFP in exchange for all of the issued and outstanding
        shares of common stock of Old TFP.  As part of the Merger, in exchange for
        options to purchase 7,724,850 shares of Old TFP common stock, the Company
        issued
        to the holders thereof options to purchase an aggregate of 17,426,615 shares
        of
        common stock under the same terms and conditions as the Old TFP Option
        Agreements.  As a result of the Merger, the former stockholders of Old TFP
        became holders of Company common stock, and holders of Old TFP options became
        holders of options to acquire shares of Company common stock.
 
 Following
        the Merger, there were 52,833,385 shares of Company common stock
        outstanding, of which the pre-Merger stockholders of HomAssist owned
        approximately 29.6% and the pre-Merger stockholders of Old TFP owned
        approximately 70.4%.
 
 **Shares
        Issued After the Merger**
 
 During
        April 2007, the Company agreed to a $4 million private placement for the
        issuance of up to 2,540,000 restricted common shares at $1.57 per
        share.  As of November 12, 2007, the Company has received $1,130,000
        of the $4 million private placement, $1,090,000 of which was received
        during the nine months ended September 30, 2007.  In October 2007, the
        Company closed the $4 million private placement and commenced the Convertible
        Note offering, pursuant to shich it had raised $767,000 (see Note 11 for
        further
        discussion). The offer and sale of the securities above were effected in
        reliance on the exemptions for sales of securities not involving a public
        offering, as set forth in Rule 506 promulgated under the Securities Act and
        in
        Section 4(2) and Section 4(6) of the Securities Act and/or Rule 506 of
        Regulation D.
 
 **Options**
 
 Just
        prior to the Merger, there were no outstanding options to
        purchase HomAssist's stock.
 
 Effective
        January 30, 2007, as part of the Merger, in exchange for options to purchase
        7,724,850 shares of Old TFP common stock, the Company issued to the holders
        thereof options to purchase an aggregate of 17,426,615 shares of the Company’s
        common stock under the same terms and conditions as the Old TFP option
        agreements. As part of the terms and conditions of the Old TFP option
        agreements, 50% of the options granted and oustanding just prior to the Merger
        fully vested and became exercisable as a result of the Merger transaction
        itself. As a result, 8,713,308 of the 17,426,615 options issued became fully
        vested and exercisable. See Note 2 for further discussion on the
        Merger.
 
 Stock
        options granted under those certain stock option agreements were granted
        at
        prices no less than the estimated fair value of the shares on the date of
        grant
        as determined by the board of directors, provided, however, that (i) the
        exercise price of an incentive stock option (“ISO”) shall not be less than 100%
        of the estimated fair value of the shares on the date of grant, respectively;
        and (ii) the exercise price of an ISO granted to a 10% stockholder shall
        not be
        less than 110% of the estimated fair value of the shares on the date of grant,
        respectively. ISO and nonstatutory stock options (“NSO”) stock options generally
        vest every nine months, over a three year period.
 
 *Summary
        of the 2007 Option Plan*
 
 On
        January 30, 2007, the board of directors approved and a majority of the
        Company’s stockholders ratified by consent the Company’s 2007 incentive and
        nonstatutory stock option plan (“Plan”). The 17,426,615 options to purchase the
        Company’s common stock issued under the terms of the Merger (discussed above)
        have been issued pursuant to the Plan.
 
 11
 The
        Plan
        is intended to further the growth and financial success of the Company by
        providing additional incentives to selected employees, directors, and
        consultants to the Compay and its subsidiary corporations, as those terms
        are
        defined in Sections 424(e) and 424(f) of the Internal Revenue Code of 1986,
        as
        amended (“Code”) (such subsidiary corporations hereinafter collectively referred
        to as “Affiliates”) so that such employees and consultants may acquire or
        increase their proprietary interest in the Company. Stock options granted
        under
        the Plan (hereinafter the “Options”) may be either “Incentive Stock Options,” as
        defined in Section 422A of the Code and any regulations promulgated under
        said
        Section, or “Nonstatutory Options” at the discretion of the Board of Directors
        of the Company (the “Board”) and as reflected in the respective written stock
        option agreements granted pursuant hereto.
 
 The
        Plan
        reserves twenty five million (25,000,000) shares of the Company's common stock
        for issuance.
 
 In
        accordance with the provisions of SFAS 123R, and for nonemployees, the
        measurement criteria of EITF 96-18, the Company recognized stock-based
        compensation expense of $339,500 for the nine months ended September 30,
        2007,
        respectively. The fair value of each option granted was estimated on the
        date of
        grant using the Black-Scholes option-pricing model. The expected volatility
        is
        based on industry comparables as the Company recently became a publicly held
        company. The risk-free rate is based on the U.S. Treasury yield curve in
        effect
        at the time of grant. The expected term of options granted is based on the
        remaining expected life of the option. The following weighted
        average assumptions were used for the options granted during the nine
        months ended September 30, 2007 and September 30, 2006:
 
 
 **Nine
                  Months Ended**
                **September
                  30,****2007**
              
              **2006**Expected
                  volatility
              
              
              45.0%
              
              
              45.0%Risk-free
                  rate
              
              
              4.2%
              
              
              4.7%Expected
                  Term
              
              
              4.5
                  years
              
              
              4.5
                  years
 
 
 A
        summary
        of stock option activity for the nine months ended September 30, 2007, is
        as
        follows:
 
 
 **Number of**
                **Shares**
              
              **Weighted-**
                **Average**
                **Exercise**
                **Price**
              
              **Weighted-**
                **Average**
                **Remaining**
                **Contractual**
                **Term**
              
              **Aggregate**
                **Intrinsic**
                **Value**Outstanding
                  as of December 31, 2006
              
              
              -
              
              
              -Options assumed
                  upon Merger
              
              
              24,589,148
              
              $
              .09Granted
              
              
              2,755,000
              
              $
              .77Cancelled
              
              
              (10,095,226)
              
              $
              .08Outstanding
                  as of September 30, 2007
              
              
              17,248,922
              
              $
              .19
              
              
              4.4
              
              $
              9,705,300
 
  12
  A
        summary
        of the status of the nonvested options for the nine months ended September
        30,
        2007 is presented below:
 
 
 **Number of**
                **Shares**
              
              **Weighted-**
                **Average**
                **Grant
                  Date**
                **Fair
                  Value**Nonvested
                  as of December 31, 2006
              
              
              -
              
              $
              -Options assumed
                  upon Merger
              
              
              19,674,357
              
              $
              .09Granted
              
              
              2,755,000
              
              $
              .77Vested
              
              
              (5,506,843)
              
              $
              .09Cancelled
              
              
              (6,621,468)
              
              $
              .06Nonvested
                  as of September 30, 2007
              
              
              10,301,046
              
              $
              .31
 
 Information
        regarding the weighted-average remaining contractual life and weighted-average
        exercise price of options outstanding and options exercisable at September
        30,
        2007, for selected price ranges is as follows:
 
 Options
                  Outstanding
              
              Options
                  ExercisableExercise
                Prices
              
              
              Number
                Outstanding
              
              
              Weighted
                Average
                Remaining
                Contractual
                Life(in
                  Years)
              
              
              Weighted
                  Average
                Exercise
                Price
                per
                  Share
              
              
              Number
                Exercisable
              
              
              Weighted
                  Average
                Exercise
                Price
                per
                  Share$
                  0.04 - .49
              
              
              14,493,922
              
              
              4.3
              
              
              $  
                  .08
              
              
              6,947,876
              
              
              $  
                  .07$
                  .50 - 1.20
              
              
              2,755,000
              
              
              4.6
              
              
              $  
                  .77
              
              
              --
              
              
              $    
                  --17,248,922
              
              
              
              
              
              
              
              
              6,947,876
 
 As
        disclosed in Note 1, the Company applies SFAS No. 123R in accounting for
        its
        stock-based awards.
 
 **Warrants**
 
 Just
        prior to the Merger, there were no warrants to purchase HomAssist or Old
        TFP stock outstanding.
 
 Effective
        January 30, 2007, as part of the Merger, the Company assumed a license agreement
        as amended which Old TFP entered into during 2006, part of which may obligate
        the Company to issue warrants to purchase its common stock at a future date,
        pending the achievement of certain milestones by the licensee. As of November
        12, 2007, those milestones have not been met and no warrants have been issued.
        See Note 2 for further discussion on the Merger.
 
 In
        conjunction with the $767,000 raised pursuant to the Convertible
        Notes commencing in October 2007, the Company issued warrants to purchase
        an aggregate of 1,917,500 shares of common stock of the Company at an exercise
        price of $0.50 per share that expire five years from the date of issuance
        (see
        Note 11 for further discussion).
 
 In
        October 2007, pursuant to a financial advisory agreement, the Company issued
        warrants to purchase an aggregate of 350,000 shares of common stock of the
        Company at an exercise price of $0.02 per share that expire five years from
        the
        date of issuance.
 
 13
 
 **8.           RELATED
        PARTY TRANSACTIONS**
 
 On
        May
        15, 2007, the Company entered into an agreement with a company whereby its
        chief
        executive officer is also a related party of the Company pursuant to an advisory
        agreement and is also a member of our Board of Advisors. The agreement called
        for the Company to provide custom web site pages for a total amount of $20,000,
        of which the $20,000 was paid and recorded to revenue during the nine months
        ended September 30, 2007.
 
 On
        June
        15, 2007, pursuant to a consulting agreement, the Company granted an option
        to
        purchase 75,000 shares of common stock of the Company to a consultant who
        is
        also a sibling of the chief executive officer of the Company.
 
 As
        of
        September 30, 2007 the Company owed two officers $272,700 in
        aggregate.  One of the officers is also the Sole Director, Chief
        Executive Oficer, President and principal stockholder of the Company and
        the
        other officer is Chief Financial Officer (see further discussion in Note
        6).
 
 Commencing
        from March 1, 2006 through January 30, 2007, a stockholder of the Company
        also
        served as Old TFP's consulting chief financial officer under a
        consulting agreement with a consulting firm owned by the stockholder. From
        January 1, 2007 to January 30, 2007, for consulting services rendered, the
        consulting firm received $11,700 cash proceeds. The consulting agreement
        also
        provides cash finder’s fees of 10% of any gross proceeds raised through an
        introduction made by the consultant and has been amended to provide for cash
        finder’s fees of 7.5%. During the nine months ended September 30, 2007, the
        Company incurred $81,700 as financing costs of which $27,000 was paid to
        the
        consulting firm during the nine months ended September 30, 2007 for finder’s
        fees owed to the consulting firm. As of September 30, 2007, the Company owes
        the
        consulting firm $54,700 for unpaid finder’s fees.   In October
        2007, the Company paid $45,000 of the $54,700 due to the consulting
        firm.
 
 During
        January 2007, Old TFP re-priced all common stock investor rounds made since
        inception, July 14, 2005, and cancelled related stock options issued with
        those
        investments. As a result, Old TFP issued an additional 4,419,979
        shares of common stock to its investors and cancelled options to purchase
        7,162,534 shares of common stock of Old TFP. As part of the 4,419,979 new
        shares issued, 3,383,875 shares of common stock were issued to the chief
        executive officer, and as part of the options to purchase 7,162,534 shares
        cancelled, 4,511,833 options were held by the chief executive officer, and
        were
        cancelled as part of this transaction. As part of the 4,419,979 new shares
        of
        common stock issued, 132,702 shares were returned back to Old TFP by
        the then consulting chief financial officer, and as part of the options to
        purchase 7,162,534 shares cancelled, 225,592 options were held by the then
        consulting chief financial officer, and were cancelled as part of the this
        transaction.
 
 On
        January 30, 2007, the Company entered into executive employment agreements
        with
        its chief executive officer and chief financial officer. The agreements for
        the
        chief executive officer and chief financial officer have terms of five and
        two
        years, respectively. In connection with the Merger, the agreements were filed
        with the Securities and Exchange Commission on Form 8-K, dated January 30,
        2007.
 
 The
        material terms of the chief executive officer’s agreement are: (i) base annual
        salary of $210,000; (ii) participation in our standard employee benefit plans;
        (iii) initial one time bonus of $50,000 for successful closing of Merger;
        (iv)
        reimbursable expenses customarily given to executives; (v) other bonuses
        at the
        discretion of the board of directors and (vi) severance arrangements described
        below. If the Company terminates the chief executive officer’s employment
        agreement without cause, or if the chief executive officer resigns for good
        reason, each as defined in the agreement, the Company is obligated to pay
        the
        chief executive officer the greater of his annual salary for the remaining
        term
        of the agreement or three years of his annual salary rate at the time of
        termination without cause or resignation for good reason, benefits for
        24 months following the date of termination, and the right for
        24 months from the date of termination to exercise all vested options
        granted to him prior to that time; provided that in the event the termination
        occurs within 120 days of the execution of an agreement which results in a
        change of control, as described below, vesting of all options will be
        accelerated and in the event the termination occurs outside of such 120 day
        period, all unvested options that would have vested had the chief executive
        officer’s employment agreement remained in force through the end of the initial
        term will be fully vested immediately prior to such termination. The agreement
        is partially cancelable since the Company did not raise a minimum of $2 million
        within 90 days of the Merger, however, the Company does not expect to terminate
        the executive’s agreement as of the date of this report.
 
 14
 The
        material terms of the chief financial officer’s agreement are: (i) base annual
        salary of $175,000; (ii) participation in our standard employee benefit plans;
        (iii) initial one time bonus of $30,000 for successful closing of Merger
        (iv)
        reimbursable expenses customarily given to executives; (v) various bonuses
        related to performance metrics; (vi) other bonuses at the discretion of the
        board of directors and (vii) severance arrangements described below. If the
        Company terminates the chief financial officer’s employment agreement without
        cause, or if the chief financial officer terminates the agreement with good
        reason, each as defined in the agreement, the Company is obligated to pay
        the
        chief financial officer: (i) his annual salary and other benefits earned
        prior to termination, (ii) the greater of his annual salary for the
        remaining term of the agreement or his annual salary payable over one year,
        (iii) benefits for 12 months following the date of termination, and
        (iv) the right for 12 months from the date of termination to exercise
        all vested options granted to him prior to that time; provided that in the
        event
        the termination occurs within 120 days of the execution of an agreement
        which results in a change of control, as described below, vesting of all
        options
        will be accelerated and in the event the termination occurs outside of such
        120 day period, all unvested options that would have vested had the chief
        financial officer’s employment agreement remained in force through the end of
        the initial term will be fully vested immediately prior to such termination.
        The
        agreement is partially cancelable since the Company did not raise a minimum
        of
        $2 million within 90 days of the Merger, however, the Company does not expect
        to
        terminate the executive’s agreement as of the date of this report.
 
 **9.           COMMITMENTS**
 
 In
        February 2007, the Company entered into a two year lease for its new principal
        offices. Monthly rent is $8,200 under this lease. Rent expense during the
        three
        and nine months ended September 30, 2007 was $24,700 and $65,600,
        respectively.
 
 Pursuant
        to the office lease agreement, as of September 30, 2007 total remaining rental
        payments of $24,600 are due through December 31, 2007; total payments of
        $98,400
        are due through December 31, 2008; and; total payments of $16,400 are due
        through December 31, 2009.
 
 In
        February 2006, the Company entered into a one year lease for its principal
        offices. Monthly rent was $2,200 under this lease which expired February
        2007.
        For the three and nine months ended September 30, 2006, principal office
        lease
        expense under this lease amounted to $6,600 and $8,800,
        respectively.
 
 **10.           RECENT
        ACCOUNTING PRONOUNCEMENTS**
 
 FASB
        issued Interpretation No. 48, “*Accounting for Uncertainty in Income
        Taxes”* (“FIN 48”) in September 2006. FIN 48 defines the threshold for
        recognizing the benefits of tax return positions in the financial statements
        as
“more-likely-than-not” to be sustained by the taxing authority. A tax position
        that meet the “more-likely-than-not” criterion shall be measured at the largest
        amount of benefit that is more than 50% likely of being realized upon ultimate
        settlement. FIN 48 applies to all tax positions accounted for under Statement
        of
        Financial Accounting Standards No. 109, *Accounting for Income Taxes*
        (“SFAS 109”). The Company adopted the provisions of FIN 48 as of January 1, 2007
        and such adoption had no material impact on the Company’s consolidated financial
        position or results of operations.
 
 In
        September 2006, the FASB issued SFAS No. 157, “*Fair Value
        Measurements*.” This statement defines fair value, establishes a framework
        for measuring fair value in generally accepted accounting principles, and
        expands disclosure about fair value measurements. This statement applies
        under
        other accounting pronouncements that require or permit fair value measurement,
        the FASB having previously concluded in those accounting pronouncement that
        fair
        value is the relevant measurement attribute. This statement does not require
        any
        new fair value measurements. However, for some entities, the application
        of the
        statement will change current practice. This statement is effective for
        financial statements issued for fiscal years beginning after November 15,
        2007,
        and interim periods within those fiscal years. The Company is currently
        reviewing the effect, if any, that this new pronouncement will have on its
        consolidated condensed financial statements.
 
 15
 In
        September 2006, the FASB issued SFAS No. 158, “*Employers’ Accounting for
        Defined Benefit Pension and Other Postretirement Plans - an amendment of
        FASB
        Statements No. 87, 88, 106 and 123(R)*.” This statement improves financial
        reporting by requiring an employer to recognize the overfunded or underfunded
        status of a defined benefit postretirement plan (other than a multi-employer
        plan) as an asset or liability in its statement of financial position and
        to
        recognize changes in that funded status in the year in which the changes
        occur
        through comprehensive income of a business entity or changes in unrestricted
        net
        assets for a not-for-profit organization. This statement also improves financial
        reporting by requiring an employer to measure the funded status of a plan
        as of
        the date of its year-end statement of financial position, with limited
        exceptions. This statement is effective for financial statements issued for
        fiscal years beginning after December 15, 2008, and interim periods within
        those
        fiscal years. The Company has reviewed the pronouncement, and has determined
        it
        has no material impact on the Company’s consolidated financial position or
        results of operations.
 
 In
        February 2007, the FASB issued SFAS No. 159, “*The Fair Value Option for
        Financial Assets and Financial Liabilities—including an amendment of SFAS
        No.115, Accounting for Certain Investments in Debt and Equity Securities”*,
        which applies to all entities with available-for-sale and trading securities.
        This Statement permits entities to choose to measure many financial instruments
        and certain other items at fair value. The objective is to improve financial
        reporting by providing entities with the opportunity to mitigate volatility
        in
        reported earnings caused by measuring related assets and liabilities differently
        without having to apply complex hedge accounting provisions. This Statement
        is
        effective as of the beginning of an entity’s first fiscal year that begins after
        November 15, 2007. Early adoption is permitted as of the beginning of a
        fiscal year that begins on or before November 15, 2007, provided the entity
        also elects to apply the provisions of FASB Statement No. 157, “*Fair
        Value Measurements*.” We plan to adopt SFAS No. 159 effective January 1,
        2008. The Company has reviewed the pronouncement, and it does not expect
        the
        pronouncement to have any material impact on the Company’s consolidated
        financial position or results of operations.
 
 **11.           SUBSEQUENT
        EVENTS**
 
 As
        of
        September 30, 2007, the Company had received $1,090,000 of the $4 million
        private placement (Note 3) and in October 2007 the Company received an
        additional $40,000 increasing total proceeds raised to $1,130,000 in aggregate
        of the $4 million private placement.  Subsequently, the Company closed
        the $4 million private placement offering as it did not expect to receive
        any
        additional proceeds.  In turn, during October 2007, the
        Company commenced its Convertible Note offering with proceeds
        of $767,000 (see below for further discussion). The offer and sale of the
        securities above were effected in reliance on the exemptions for sales of
        securities not involving a public offering, as set forth in Rule 506 promulgated
        under the Securities Act and in Section 4(2) and Section 4(6) of the Securities
        Act and/or Rule 506 of Regulation D.
 
 During
        October 2007, the Company commenced a private offering of its securities
        for the
        purpose of raising capital whereby it entered into Convertible Notes with
        nine
        accredited investors, one of which is the chief financial officer of the
        Company. As of November 12, 2007, pursuant to the terms of the offering,
        the
        investors purchased an aggregate of $767,000 of 8% senior secured convertible
        notes and were issued warrants to purchase shares of the Company’s common stock.
        The senior secured convertible notes are secured by the Company’s assets and are
        due two years from the date of each note.  Each senior secured
        convertible note holder has the right, at any time, to convert their note
        into
        shares of the Company’s common stock at a conversion ratio of one share of
        common stock for each $0.40 of principal amount of their note for a maximum
        potential aggregate of 1,917,500 shares of common stock; in addition, the
        investors were issued warrants to purchase an aggregate of 1,917,500 shares
        of
        common stock at an exercise price of $0.50 per share that expire five years
        from
        the date of issuance. In connection with this financing, a form of the
        Convertible Notes agreement was filed with the Securities and Exchange
        Commission on Form 8-K, dated October 4, 2007. The offer and sale of the
        securities underlying the Convertible Notes were effected in reliance on
        the
        exemptions for sales of securities not involving a public offering, as set
        forth
        in Sections 4(2) and Section 4(6) of the Securities Act of 1933 and/or Rule
        506
        of Regulation D adopted thereunder.
 
 One
        of
        the five investors who entered into the Convertible Notes is the chief financial
        officer of the Company.  The Company owed the chief financial officer
        $92,300 as of September 30, 2007, of which, the chief financial officer
        exchanged $45,000 of the $92,300 due for $45,000 of Convertible Notes. As
        a
        result, $45,000 of the $767,000 notes issued were purchased by the chief
        financial officer and the Company received $722,000 net cash proceeds from
        the
        $767,000 Convertible Note financing.
 
  16
  **Item
        2.                      Management’s
        Discussion and Analysis**
 
 *The
        statements, other than statements of historical fact, included in this report
        are forward-looking statements. Forward-looking statements generally can
        be
        identified by the use of forward-looking terminology such as “may,” “will,”
“expect,” “intend,” “estimate,” “anticipate,” “plan,” “seek,” or “believe.” We
        believe that the expectations reflected in such forward-looking statements
        are
        accurate. However, we cannot assure you that such expectations will occur.
        Our
        actual future performance could differ materially from such statements. You
        should not unduly rely on these forward-looking statements, which speak only
        as
        of the date of this report. Except as required by law, we are not obligated
        to
        release publicly any revisions to these forward-looking statements to reflect
        events or circumstances occurring after the date of this report or to reflect
        the occurrence of unanticipated events.*
 
 *This
        section should be read in conjunction with our condensed unaudited consolidated
        financial statements and the notes thereto, which are included elsewhere
        in this
        report, with the audited consolidated financial statements and related notes
        thereto as of December 31, 2006 and for the year ended December 31,
        2006 included in our on Form 8-K/A Amendment No.3 filed with the Securities
        and
        Exchange Commission (“SEC”) on April 30, 2007 and with other company filings
        made with the SEC.*
 
 *Effective
        January 30, 2007, our capital structure and control had changed as a result
        of
        the Merger, as discussed previously in Item 1. Note 2 Merger. Since Old TFP
        is
        considered to be the accounting acquirer and surviving operating entity,
        the
        discussion held with in this section of Management’s Discussion and Analysis of
        Financial Condition and Results of Operations only includes the activity
        of Old
        TFP.*
 
 **Business
        Overview**
 
 We
        produce destination websites that allow subscribers and other users to securely
        share digital media, including photos, calendars, videos, message boards
        and
        history. Our proprietary website administration system, Qwik-PostTM, and online
        video uploading system, Video-PostSM allow PC users to manage these “virtual
        family rooms” and provides a destination to display photo and video memories,
        discussions, and history.
 
 We
        earn
        revenue primarily from subscriptions generated from monthly subscriptions
        for
        Website hosting services. The typical subscription agreement includes the
        usage
        of a personalized website and hosting services. Since beginning in July 2005,
        we
        developed our product, began operations and generated our first revenues.
        As of
        November 12, 2007, we have generated 2,388 subscribers, have 4,101 users,
        and
        have transferred more than 864 gigabytes of consumer digital media across
        our systems. However, our revenues are not sufficient to cover our
        operating costs and expenses. During the nine months ended September 30,
        2007,
        the year ended December 31, 2006 and for the period from inception July 14,
        2005
        through December 31, 2005, our revenues were $74,900, $13,900 and $4,500,
        respectively. We are in the early phases of revenue generating activities
        and
        intend to market our product more aggressively upon completion of additional
        debt or equity financing. On January 30, 2007, we completed the Merger further
        described in Item 1. Note 2 to assist us in raising additional working capital
        through equity or debt financing.
 
 **Current
        Conditions**
 
 Since
        the
        inception of our business in 2005, we have incurred significant losses. 
We incurred net losses of $1,883,400, $743,000 and $206,700 for the nine
        months ended September 30, 2007, the year ended December 31, 2006 and for
        the
        period from inception July 14, 2005 through December 31, 2005, respectively.
        As
        of September 30, 2007, we had an accumulated deficit of approximately
        $2,833,100. We expect operating losses and negative cash flow to continue
        for
        the foreseeable future.  We anticipate that our losses will increase
        significantly from current levels because we expect to incur significant
        additional costs and expenses related to being a public company, brand
        development, advertising, marketing and promotional activities, as well as
        the
        employment of additional personnel as our business activities expand. Our
        ability to become profitable depends on our ability to generate new revenue
        and
        sustain substantially higher revenue while maintaining reasonable expense
        levels.  In particular, although we intend to increase significantly our
        spending on marketing and promotional activities, these efforts may not be
        effective in growing our brand, increasing our subscriber base or generating
        new
        revenues.  If we do not achieve profitability, we may not be able to
        continue our operations.
 
 Since
        inception, we have operated and sustained ourselves primarily from cash
        generated through equity and debt financings. During the period from inception,
        July 14, 2005, through December 31, 2005, we received working capital from
        our
        founder and chief executive officer in the amount of $168,000 and completed
        additional capital raising in the amount of $100,000 from the sale of common
        stock to an unrelated stockholder. Subsequent to December 31, 2005 through
        January 30, 2007, we have completed additional capital raising activities
        in the
        amount of $895,000 from further issuances of our common stock as well as
        receiving a cash advance from our chief executive officer in the amount of
        $50,000. Since January 30, 2007, we have received $1,130,000 as part of a
        $4
        million private placement, of which $1,090,000 was received as of September
        30,
        2007. In October 2007, we did not expect to complete the entire $4 million
        private placement equity offering and commenced a new convertible debt offering
        for $767,000 (see Item 1 Note 11 for further discussion). We plan to use
        the
        proceeds of the most recent offering for marketing of our product, increasing
        revenue generating activities and for general working capital
        purposes.
 
 In
        October 2007, along with raising $767,000 in sales of Convertible Notes
        (see Item 1 Note 11 for further discussion), we also closed our April 3,
        2007,
        agreement for a $4 million private placement for the issuance of up to 2.5
        million restricted common shares of the Company at $1.57 per share. We have
        received $1,130,000 in aggregate of the $4 million private placement, which
        $1,090,000 was received as of September 30, 2007. Since this offering was
        closed
        in October 2007 we will not receive any more proceeds from this
        offering.  In addition to the $767,000 in Convertible Notes, we plan
        to continue to raise capital by sales of Convertible Notes or additional
        private
        placement equity or debt offerings during the fourth quarter of 2007, although
        we have no assurance that such financings will be completed.  The
        offer and sale of the securities above were effected in reliance on the
        exemptions for sales of securities not involving a public offering, as set
        forth
        in Rule 506 promulgated under the Securities Act and in Section 4(2) and
        Section
        4(6) of the Securities Act and/or Rule 506 of Regulation D.
 
 17
 **Going
        Concern**
 
 We
        have
        not established sufficient sources of revenue to cover our operating costs
        and,
        as such, we have incurred operating losses since inception. Further, as of
        September 30, 2007, our cash resources were insufficient to meet our current
        working capital needs and on going business plan. These and other factors
        raise
        substantial doubt about our ability to continue as a going concern. The report
        of the independent registered public accounting firm accompanying the audit
        of
        our financial statements for the year ended December 31, 2006, as filed in
        our
        report on Form 8-K/A Amendment No. 3, filed with the SEC, on April 30,
        2007, contains an explanatory paragraph expressing substantial doubt about
        our
        ability to continue as a going concern because of our operating losses and
        our
        need for additional capital.  Such doubt could make it more difficult for
        us to raise additional capital and may materially and adversely affect the
        terms
        of any financing that we may obtain. The accompanying financial statements
        do
        not include any adjustments to reflect the possible future effects on the
        recoverability and classification of assets or the amounts and classification
        of
        liabilities that may result from the possible inability of us to continue
        as a
        going concern.
 
 **Results
        of Operations**
 
 *Three
        Months Ended September 30, 2007 Compared To Three Months Ended September
        30,
        2006*
 
 Total
        revenue was $36,300 and $4,200 for the three months ended September 30, 2007
        and
        2006, respectively, representing an increase of $32,100 or 764%. The increase
        was due to an increase in subscription revenues of $22,100 or 526% during
        the
        three months ended September 30, 2007 as compared to an increase of $4,200
        during the same period last year and increased professional services of $10,000
        during the three months ended September 30, 2007 as compared to no increase
        during the same period last year.
 
 Subscription
        revenues for the three months ended September 30, 2007 was $26,300 as compared
        to $4,200 during the same period last year. Subscription revenue increased
        $22,100 due to an increase in our customers to 1,940 subscribers as of September
        30, 2007 from 150 subscribers as of September 30, 2006. The increase in
        subscriptions was due to additional marketing activities performed during
        the
        three months September 30, 2007 as compared to the same period last year.
        We
        were formed in July 2005 and revenue generating activities had just started
        in
        late 2005, as a result, subscription revenues were just in the beginning
        stages
        during the start of 2006. As we continued marketing activities and promotions,
        subscription revenues continued to increase through September 30,
        2007.
 
 18
 Professional
        services revenues for the three months ended September 30, 2007 was $10,000
        as
        compared to none during the same period last year. The increase was due to
        us
        providing custom website design services under a contract entered into on
        May 15, 2007 with a company which is a related party (see Item 1. Note 6
        above for further discussion). There were no such services rendered during
        the
        same period last year. The contract called for services of $20,000 in aggregate
        and were completed in the third quarter of 2007. We have not renewed or amended
        the contract and as a result, the $20,000 of aggregate revenue is non-recurring
        at this time.
 
 Total
        cost of revenue was $12,900 and $1,400 for the three months ended September
        30,
        2007 and 2006, respectively, representing an increase of $11,500 or 821%.
        The
        increase was due to an increase in subscription cost of revenues of $10,400
        or
        743% during the three months ended September 30, 2007 and increased cost
        of
        professional services revenue of $1,100 during the three months ended September
        30, 2007.
 
 The
        increase in cost of subscription revenues for the three months ended September
        30, 2007 as compared to the same period last year is due to primarily having
        an
        increase in subscription sales. Cost of subscription revenues for the three
        months ended September 30, 2007 were mostly derived from hosting and setup
        services incurred from website services provided to our
        subscribers.
 
 The
        increase in cost of professional services revenues for the three months ended
        September 30, 2007 as compared to the same period last year is due to having
        provided professional services during the three months ended September 30,
        2007
        whereas there were no such services provided during the same period last
        year.
 
 Research
        and development expense was $91,900 and $24,400 for the three months ended
        September 30, 2007 and 2006, respectively, representing an increase of $67,500
        or 277%. The increase was primarily due to higher amounts of research and
        development activities, including increased costs of hiring new development
        personnel in the amount of $42,300 during the three months ended September
        30,
        2007 as compared to the same period last year.
 
 Sales
        and
        marketing expense was $175,900 and $49,600 for the three months ended September
        30, 2007 and 2006, respectively, representing an increase of $126,300 or
        255%.
        The increase was primarily due to higher amounts of sales and marketing
        activities and promotions during the three months ended September 30, 2007
        as
        compared to the same period last year. An increase in media advertising of
        $52,100 and an increase in marketing salaries of $84,000 related to the addition
        of new marketing personnel primarily contributed to the overall increase
        in
        sales and marketing expense.
 
 General
        and administrative expense was $337,600 and $126,500 for the three months
        ended
        September 30, 2007 and 2006, respectively, representing an increase of $211,100
        or 167%. The increase was primarily due to increased staff personnel in the
        amount of $107,300, increased public company expenses of $15,900 and increased
        office space related expenses of $14,200.
 
 *Nine
        Months Ended September 30, 2007 Compared To Nine Months Ended September 30,
        2006*
 
 Total
        revenue was $74,900 and $5,800 for the nine months ended September 30, 2007
        and
        2006, respectively, representing an increase of $69,100 or 1,191%. The increase
        was due to an increase in subscription revenues of $49,100 or 847% during
        the
        nine months ended September 30, 2007 as compared to an increase of $5,800
        during
        the same period last year and increased professional services of $20,000
        during
        the nine months ended September 30, 2007 as compared to no increase during
        the
        same period last year.
 
 Subscription
        revenues for the nine months ended September 30, 2007 were $54,900 as compared
        to $5,800 during the same period last year. Subscription revenue increased
        $49,100 due to an increase in our customers to 1,940 subscribers as of September
        30, 2007 from 150 subscribers as of September 30, 2006. The increase in
        subscriptions was due to additional marketing activities performed during
        the
        nine months September 30, 2007 as compared to the same period last year.
        We were
        formed in July 2005 and revenue generating activities had just started in
        late
        2005, as such, subscription revenues were just in the beginning stages during
        the start of 2006. As we continued marketing activities and promotions,
        subscription revenues continued to increase through September 30,
        2007.
 
 19
 Professional
        services revenues for the nine months ended September 30, 2007 were $20,000
        as
        compared to none during the same period last year. The increase was due to
        us
        providing custom website design services under a contract entered into on
        May 15, 2007 with a company which is a related party (see Item 1. Note 6
        above for further discussion). There were no such services rendered during
        the
        same period last year. The contract called for services of $20,000 in aggregate,
        which was completed in the third quarter of 2007. We have not renewed or
        amended
        the contract and as a result, the $20,000 of aggregate revenue is non-recurring
        at this time.
 
 Total
        cost of revenue was $35,200 and $5,000 for the nine months ended September
        30,
        2007 and 2006, respectively, representing an increase of $30,200 or 604%.
        The
        increase was due to an increase in subscription cost of revenues of $22,700
        or
        454% during the nine months ended September 30, 2007 and increased cost of
        professional services revenue of $7,500 during the nine months ended September
        30, 2007.
 
 The
        increase in cost of subscription revenues for the nine months ended September
        30, 2007 as compared to the same period last year is due to primarily having
        an
        increase in subscription sales. Cost of subscription revenues for the nine
        months ended September 30, 2007 were derived from hosting and setup services
        incurred from website services provided to our subscribers.
 
 The
        increase in cost of professional services revenues for the nine months ended
        September 30, 2007 as compared to the same period last year is due to having
        provided professional services during the nine months ended September 30,
        2007
        where as there were no such services provided during the same period last
        year.
 
 Research
        and development expense was $282,100 and $51,500 for the nine months ended
        September 30, 2007 and 2006, respectively, representing an increase of $230,600
        or 448%. The increase was primarily due to higher amounts of research and
        development activities, including increased costs of hiring new development
        personnel in the amount of $151,100 during the nine months ended September
        30,
        2007 as compared to the same period last year.
 
 Sales
        and
        marketing expense was $467,000 and $134,000 for the nine months ended September
        30, 2007 and 2006, respectively, representing an increase of $333,000 or
        249%.
        The increase was primarily due to higher amounts of sales and marketing
        activities and promotions during the nine months ended September 30, 2007
        as
        compared to the same period last year. An increase in media advertising of
        $140,600 and an increase in marketing salaries of $222,500 related to the
        addition of new marketing personnel also contributed to the overall increase
        in
        sales and marketing expense.
 
 General
        and administrative expense was $1,174,700 and $327,100 for the nine months
        ended
        September 30, 2007 and 2006, respectively, representing an increase of $847,600
        or 259%. The increase was primarily due to increased staff personnel in the
        amount of $341,800, increased public company expenses of $168,700 and increased
        office space related expenses of $22,100. Also contributing to the change
        was
        the increase in non cash stock compensation expense. Included in general
        and
        administrative expense is non cash stock compensation expense of $306,100
        and
        $38,300 for the nine months ended September 30, 2007 and 2006, respectively,
        representing an increase of $267,800 or 699%. The increase is primarily due
        to a
        one-time expense of $210,600 associated with the vesting acceleration of
        options
        related to the Merger. As part of the Merger, in exchange for options to
        purchase 7,724,850 shares of Old TFP common stock, we issued to the holders
        thereof options to purchase an aggregate of 17,426,615 shares of Company
        common stock under the terms and conditions of the Company’s 2007 incentive and
        nonstatutory stock option plan.  As part of the terms and conditions of the
        Old TFP option agreements, 50% of the options granted and outstanding just
        prior
        to the Merger fully vested and became exercisable as a result of the Merger
        transaction itself. As a result, 8,713,308 of the 17,426,615 options issued
        are
        fully vested and exercisable and we recorded a one-time expense in the amount
        of
        $210,600 during the nine months ended September 30, 2007. There was no such
        one-time expense during the same period last year.
 
 20
 **Liquidity
        and Capital Resources**
 
 At
        September 30, 2007, our cash and cash equivalents were $20,500, a decrease
        of
        $316,500 from $337,000 as of December 31, 2006. During the nine months ended
        September 30, 2007, we received $1,090,000 as advance payments for a $4 million
        private placement (previously discussed above) and used approximately $1,270,100
        during the same period for operations. Additionally, we used $56,200 of cash
        in
        the acquisition of property and equipment related to moving into our new
        offices
        in March 2007 and $43,200 of cash for the web site development
        costs.
 
 Since
        inception, we have incurred losses and have had capital and stockholders’
deficits and limited cash to fund our operations.  Since inception through
        November 12, 2007, we have raised approximately $2.8 million through equity
        and
        debt financings and have no other significant source of cash, except for
        an
        advance from stockholder of $50,000 obtained in November 2006 and unsecured
        line of credit in the amount of $20,000 obtained in December 2006. Although
        we
        expect to grow our revenues, they are not a significant source of cash at
        this
        time. Because we expect that revenues from operations will continue to be
        insufficient to meet our working capital needs, we likely will need to raise
        additional capital through equity or debt financings in the near future. 
We cannot be certain that such capital will be available to us or whether
        such
        capital will be available on terms that are acceptable to us.  Such
        financing likely would be dilutive to existing stockholders and could result
        in
        significant financial and operating covenants that would negatively impact
        our
        business.  If we are unable to complete additional financings or to raise
        sufficient additional capital on acceptable terms, we will have insufficient
        funds to operate our business or pursue our planned growth.
 
 *Subsequent
        Financing*
 
 During
        October 2007, we commenced a private offering of our securities for the purpose
        of raising capital whereby we entered into $767,000 Convertible Notes (see
        Item
        1 Note 11 for further discussion). Pursuant to the terms of the offering,
        the
        investors purchased an aggregate of $767,000 of 8% senior secured convertible
        notes and were issued warrants to purchase shares of our common stock. The
        Convertible Notes are secured by our assets and are due in two years from
        the
        date of each note.  Each investor has the right, at any time, to
        convert their note into shares of our common stock at a conversion ratio
        of one
        share of common stock for each $0.40 of principal amount of their note for
        a
        maximum potential aggregate of 1,917,500 shares of common stock; in addition,
        the investors were issued warrants to purchase an aggregate of 1,917,500
        shares
        of our common stock at an exercise price of $0.50 per share that expire five
        years from the date of issuance. In connection with this financing, a form
        of
        the Convertible Notes agreement was filed with the Securities and Exchange
        Commission on Form 8-K, dated October 4, 2007. The offer and sale of the
        securities underlying the Convertible Notes were effected in reliance on
        the
        exemptions for sales of securities not involving a public offering, as set
        forth
        in Sections 4(2) and Section 4(6) of the Securities Act of 1933 and/or Rule
        506
        of Regulation D adopted thereunder.
 
 One
        of
        the investors who entered into the Convertible Notes offering is our chief
        financial officer.  We owed the chief financial officer $92,300 as of
        September 30, 2007, of which, the chief financial officer exchanged $45,000
        of
        the $92,300 due for $45,000 of Convertible Notes. As a result, $45,000 of
        the
        $767,000 notes issued were purchased by the chief financial officer and we
        received $722,000 net cash proceeds from the $767,000 Convertible Note
        financing.
 
 In
        October 2007, along with the Convertible Note offering, we closed our April
        3, 2007, agreement for a $4 million private placement for the issuance of
        up to
        2.5 million restricted common shares of the Company at $1.57 per share. As
        of
        November 12, 2007 we have received $1,130,000 of the $4 million private
        placement, which $1,090,000 was received as of September 30, 2007. Since
        this
        offering was closed in October 2007 we will not receive any more proceeds
        from
        this offering. The offer and sale of the securities above were effected in
        reliance on the exemptions for sales of securities not involving a public
        offering, as set forth in Rule 506 promulgated under the Securities Act and
        in
        Section 4(2) and Section 4(6) of the Securities Act and/or Rule 506 of
        Regulation D.
 
 In
        addition to the Convertible Note financing, we intend to conduct additional
        capital raising activities seeking additional private financings through
        the
        issuance of our common stock or issuance of debt instruments to increase
        our
        required working capital, increase the marketing of our product and increase
        revenue generating activities. We plan to complete additional private placement
        offerings during the fourth quarter of 2007, although we have no assurance
        that
        such financing will be completed.
 
 This
        report is not an offer to sell, or a solicitation of an offer to buy, any
        of our
        securities.
 
 21
 **Off-Balance
        Sheet Arrangements**
 
 As
        of
        September 30, 2007, we had no off-balance sheet arrangements.
 
 **Critical
        Accounting Policies and Estimates**
 
 *Use
        of Estimates*—The preparation of financial statements in conformity with
        accounting principles generally accepted in the United States requires
        management to make estimates and assumptions that affect the reported amounts
        of
        assets and liabilities and disclosures of contingent assets and liabilities
        at
        the date of the financial statements and the reported amounts of revenues
        and
        expenses during the reporting period.  Actual results could differ from
        those estimates.
 
 *Web
        Site Development Costs*—Under Emerging Issues Taskforce Statement 00-2,
*Accounting for Web Site Development Costs (*“EITF 00-2”), costs and
        expenses incurred during the planning and operating stages of the Company’s web
        site are expensed as incurred. Under EITF 00-2, costs incurred in the web
        site
        application and infrastructure development stages are capitalized by the
        Company
        and amortized to expense over the web site’s estimated useful life or period of
        benefit.
 
 *Research
        and Development Costs*—We expense research and development costs as
        incurred.
 
 *Revenue
        Recognition*— Our subscription revenue is generated from monthly
        subscriptions for Website hosting services. The typical subscription agreement
        includes the usage of a personalized website and hosting services. The
        individual deliverables are not independent of each other and are not sold
        or
        priced on a standalone basis. Costs to complete the Website and ready it
        for the
        end customer are minimal and are expensed to cost of revenue as incurred.
        Upon
        the completion of a customer’s signup and initial hosting of the Website, the
        subscription is offered free of charge for a two week trial period during
        which
        the customer can cancel at anytime. In accordance with Staff Accounting Bulletin
        (SAB) No. 104, after the two week trial period has ended, revenue is
        recognized when all of the following conditions are satisfied: (1) there is
        persuasive evidence of an arrangement; (2) the service has been provided to
        the customer; (3) the amount of fees to be paid by the customer is fixed or
        determinable; and (4) the collection of our fees is probable. These
        criteria are met monthly as our service is provided on a month-to-month basis
        and collections are generally made in advance of the services. There is no
        provision for refunds as of September 30, 2007, as the Company’s historical
        refund experience has been minimal.
 
 Customers
        signup and agree to purchase the website service on a monthly or annual basis,
        at the customer’s option. The monthly customers pay monthly in advance of the
        services and as the services are performed we recognize subscription revenue
        on
        a daily basis.
 
 For
        annual customers, upon payment of a full year’s subscription service, the
        subscription revenue is recorded as deferred revenue in the accompanying
        balance
        sheet. As services are performed, we recognize subscription revenue ratably
        on a
        daily basis.
 
 Professional
        services revenue is generated from custom website design services. Our
        professional services revenue from contracts for custom Website design is
        recorded using a proportional performance model based on labor hours incurred.
        The extent of progress toward completion is measured by the labor hours incurred
        as a percentage of total estimated labor hours to complete. Labor hours are
        the
        most appropriate measure to allocate revenue among reporting periods, as
        they
        are the primary input to the provision of our professional
        services.
 
 *Stock-Based
        Compensation*—Accounting for stock options issued to employees follows the
        provisions of SFAS No. 123R, *Share-Based Payment*.  This statement
        requires an entity to measure the cost of employee services received in exchange
        for an award of equity instruments based on the grant-date fair value of
        the
        award.  That cost will be recognized over the period during which an
        employee is required to provide service in exchange for the award. We use
        the
        Black-Scholes option pricing model to measure the fair value of options granted
        to employees.
 
 *Fair
        Value of Financial Instruments*—The fair value of our assets and liabilities
        that qualify as financial instruments under SFAS No. 107, *Disclosures about
        Fair Value of Financial Instruments*, approximate their carrying
        amounts.
 
 22
 ***Recently
        Issued Accounting Standards***
 
 In
        September 2006, the FASB issued SFAS Board Interpretation No. 48,
“*Accounting for Uncertainty in Income Taxes - an Interpretation of FASB
        statement No. 109*” (“FIN 48”), which clarifies the accounting for
        uncertainty in income taxes recognized in an enterprise’s financial statements
        in accordance with FASB No. 109. The interpretation prescribes a recognition
        threshold and measurement attribute for the financial statement recognition
        and
        measurement of a tax position taken or expected to be taken in a tax return.
        This interpretation also provides guidance on derecognition, classification,
        interest and penalties, accounting in interim periods, disclosure, and
        transition. FIN 48 is effective for fiscal years beginning after December
        15,
        2006, and we adopted FIN 48 on January 1, 2007. There was no material impact
        to
        our consolidated financial position or results of operations.
 
 In
        September 2006, the FASB issued SFAS No. 157, “*Fair Value
        Measurements*.” This statement defines fair value, establishes a framework
        for measuring fair value in generally accepted accounting principles, and
        expands disclosure about fair value measurements. This statement applies
        under
        other accounting pronouncements that require or permit fair value measurement,
        the FASB having previously concluded in those accounting pronouncement that
        fair
        value is the relevant measurement attribute. This statement does not require
        any
        new fair value measurements. However, for some entities, the application
        of the
        statement will change current practice. This statement is effective for
        financial statements issued for fiscal years beginning after November 15,
        2007,
        and interim periods within those fiscal years. We are currently reviewing
        the
        effect, if any, that this new pronouncement will have on our financial
        statements.
 
 In
        September 2006, the FASB issued SFAS No. 158, “*Employers’ Accounting for
        Defined Benefit Pension and Other Postretirement Plans - an amendment of
        FASB
        Statements No. 87, 88, 106 and 123(R)*.” This statement improves financial
        reporting by requiring an employer to recognize the overfunded or underfunded
        status of a defined benefit postretirement plan (other than a multi-employer
        plan) as an asset or liability in its statement of financial position and
        to
        recognize changes in that funded status in the year in which the changes
        occur
        through comprehensive income of a business entity or changes in unrestricted
        net
        assets for a not-for-profit organization. This statement also improves financial
        reporting by requiring an employer to measure the funded status of a plan
        as of
        the date of its year-end statement of financial position, with limited
        exceptions. We have reviewed the pronouncement, and we have determined it
        has no
        material impact on our consolidated financial position or results of
        operations.
 
 In
        February 2007, the FASB issued SFAS No. 159, *“The Fair Value Option for
        Financial Assets and Financial Liabilities - including an amendment of SFAS
        No.
        115, Accounting for Certain Investments in Debt and Equity Securities”*,
        which applies to all entities with available-for-sale and trading securities.
        This Statement permits entities to choose to measure many financial instruments
        and certain other items at fair value. The objective is to improve financial
        reporting by providing entities with the opportunity to mitigate volatility
        in
        reported earnings caused by measuring related assets and liabilities differently
        without having to apply complex hedge accounting provisions. This Statement
        is
        effective as of the beginning of an entity’s first fiscal year that begins after
        November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
        year that begins on or before November 15, 2007, provided that the entity
        also
        elects to apply the provisions of FASB Statement No. 157, Fair Value
        Measurements. We plan to adopt SFAS No. 159 effective January 1, 2008. We
        have
        reviewed the pronouncement, and we do not expect it to have any material
        impact
        on our consolidated financial position or results of operations.
 
 ***Related
        Party Transactions***
 
 On
        May
        15, 2007, the Company entered into an agreement with a company whereby its
        chief
        executive officer is also a related party of the Company pursuant to an advisory
        agreement and is also a member of our Board of Advisors. The agreement calls
        for
        the Company to provide custom web site pages for a total amount of $20,000,
        of
        which the $20,000 was paid and recorded to revenue during the nine months
        ended
        September 30, 2007.
 
 On
        September 15, 2007, pursuant to a consulting agreement, the Company granted
        an
        option to purchase 75,000 shares of common stock of the Company to a consultant
        who is also a sibling of the chief executive officer of the
        Company.
 
 23
 As
        of
        September 30, 2007 the Company owed two officers $272,700 in
        aggregate.  One of the officers is also the Sole Director, Chief
        Executive Oficer, President and principal stockholder to the Company and
        the
        other office is Chief Financial Officer (see Item 1 Note 6 for further
        discussion).
 
 Commencing
        from March 1, 2006 through January 30, 2007, a stockholder of the Company
        also
        served as Old TFP's consulting chief financial officer under a
        consulting agreement with a consulting firm owned by the stockholder. From
        January 1, 2007 to January 30, 2007, for consulting services rendered, the
        consulting firm received $11,700 cash proceeds. The consulting agreement
        also
        provides cash finder’s fees of 10% of any gross proceeds raised through an
        introduction made by the consultant and has been amended to provide for cash
        finder’s fees of 7.5%. During the nine months ended September 30, 2007, the
        Company incurred $81,700 as financing costs of which $27,000 was paid to
        the
        consulting firm during the nine months ended September 30, 2007 for finder’s
        fees owed to the consulting firm. As of September 30, 2007, the Company owes
        the
        consulting firm $54,700 for unpaid finder’s fees.   In October
        2007, the Company paid $45,000 of the $54,700 due to the consulting
        firm.
 
 During
        January 2007, Old TFP re-priced all common stock investor rounds made
        since inception, July 14, 2005, and cancelled related stock options issued
        with
        those investments. As a result, Old TFP issued an additional 4,419,979 shares
        of
        common stock to its investors and cancelled options to purchase 7,162,534
        shares
        of common stock of Old TFP. As part of the 4,419,979 new shares issued,
        3,383,875 shares of common stock were issued to the chief executive officer,
        and
        as part of the options to purchase 7,162,534 shares cancelled, 4,511,833
        options
        were held by the chief executive officer, and were cancelled as part of this
        transaction. As part of the 4,419,979 new shares of common stock issued,
        132,702
        shares were returned back to Old TFP by the then consulting chief financial
        officer, and as part of the options to purchase 7,162,534 shares cancelled,
        225,592 options were held by the then consulting chief financial officer,
        and
        were cancelled as part of the this transaction.
 
 On
        January 30, 2007, the Company entered into executive employment agreements
        with
        its chief executive officer and chief financial officer. The agreements for
        the
        chief executive officer and chief financial officer have terms of five and
        two
        years, respectively. In connection with the Merger, the agreements were filed
        with the Securities and Exchange Commission on Form 8-K, dated January 30,
        2007.
 
 The
        material terms of the chief executive officer’s agreement are: (i) base annual
        salary of $210,000; (ii) participation in our standard employee benefit plans;
        (iii) initial one time bonus of $50,000 for successful closing of Merger;
        (iv)
        reimbursable expenses customarily given to executives; (v) other bonuses
        at the
        discretion of the board of directors and (vi) severance arrangements described
        below. If the Company terminates the chief executive officer’s employment
        agreement without cause, or if the chief executive officer resigns for good
        reason, each as defined in the agreement, the Company is obligated to pay
        the
        chief executive officer the greater of his annual salary for the remaining
        term
        of the agreement or three years of his annual salary rate at the time of
        termination without cause or resignation for good reason, benefits for
        24 months following the date of termination, and the right for
        24 months from the date of termination to exercise all vested options
        granted to him prior to that time; provided that in the event the termination
        occurs within 120 days of the execution of an agreement which results in a
        change of control, as described below, vesting of all options will be
        accelerated and in the event the termination occurs outside of such 120 day
        period, all unvested options that would have vested had the chief executive
        officer’s employment agreement remained in force through the end of the initial
        term will be fully vested immediately prior to such termination. The agreement
        is partially cancelable since the Company did not raise a minimum of $2 million
        within 90 days of the Merger, however, the Company does not expect to terminate
        the executive’s agreement as of the date of this report.
 
 24
 The
        material terms of the chief financial officer’s agreement are: (i) base annual
        salary of $175,000; (ii) participation in our standard employee benefit plans;
        (iii) initial one time bonus of $30,000 for successful closing of Merger
        (iv)
        reimbursable expenses customarily given to executives; (v) various bonuses
        related to performance metrics; (vi) other bonuses at the discretion of the
        board of directors and (vii) severance arrangements described below. If the
        Company terminates the chief financial officer’s employment agreement without
        cause, or if the chief financial officer terminates the agreement with good
        reason, each as defined in the agreement, the Company is obligated to pay
        the
        chief financial officer: (i) his annual salary and other benefits earned
        prior to termination, (ii) the greater of his annual salary for the
        remaining term of the agreement or his annual salary payable over one year,
        (iii) benefits for 12 months following the date of termination, and
        (iv) the right for 12 months from the date of termination to exercise
        all vested options granted to him prior to that time; provided that in the
        event
        the termination occurs within 120 days of the execution of an agreement
        which results in a change of control, as described below, vesting of all
        options
        will be accelerated and in the event the termination occurs outside of such
        120 day period, all unvested options that would have vested had the chief
        financial officer’s employment agreement remained in force through the end of
        the initial term will be fully vested immediately prior to such termination.
        The
        agreement is partially cancelable since the Company did not raise a minimum
        of
        $2 million within 90 days of the Merger, however, the Company does not expect
        to
        terminate the executive’s agreement as of the date of this report.
 
 ***Risk
        Factors***
 
 Information
        on risk factors can be found in “Item 2.01 Completion of Acquisition Or
        Disposition Of Assets” under the heading “Risk Factors” in our Report on Form
        8-K/A Amendment No. 3, dated January 30, 2007, filed with the SEC on April
        30,
        2007 and in “Item 6. Management’s Plan of Operation” under the heading “Risks
        Related to Our Business” in our Annual Report on Form 10-KSB for the year ended
        December 31, 2006 filed with the SEC on March 31, 2007. There have been no
        material changes to our risk factors during the quarter ended September 30,
        2007, other than discussed below.
 
 *We
        have experienced continued losses and expect to incur substantial net losses
        in
        the future.  If we do not achieve profitability, our financial condition
        and stock price could suffer.*
 
 Since
        the
        inception of our business in 2005, we have incurred significant losses and
        only
        began generating revenue during the second quarter of 2005.  For the three
        and nine month periods ended September 30, 2007, we had incurred net losses
        of
        $582,000 and $1,883,400, respectively. For the year ended December 31, 2006
        and
        for the period from inception July 14, 2005 to December 31, 2005, we had
        incurred net losses of $743,000 and $206,700, respectively. As of September
        30,
        2007, we had an accumulated deficit of approximately $2,833,100.
 
 We
        expect
        operating losses and negative cash flow from operations to continue for the
        foreseeable future.  We anticipate that our losses will increase
        significantly from current levels because we expect to incur additional costs
        and expenses related to being a public company, brand development, advertising,
        marketing and promotional activities, as well as the employment of additional
        personnel as our business expands.
 
 Our
        ability to become profitable depends on our ability to generate new revenue
        and
        sustain substantially higher revenue while maintaining reasonable expense
        levels.  In particular, although we intend to increase significantly our
        spending on marketing and promotional activities, these efforts may not be
        effective in growing our brand, increasing our subscriber base or generating
        new
        revenues.  If we do not achieve profitability, we may not be able to
        continue our operations.
 
 *There
        is no completion of the $4 million private placement.*
 
 On
        April
        3, 2007, we agreed to a $4 million private placement for the issuance of
        up to
        2.5 million restricted common shares of DPI at $1.57 per share. We have received
        $1,130,000 in aggregate of the $4 million private placement, which $1,090,000
        was received as of September 30, 2007.  By October 2007, we had
        completed only a partial amount of the $4 million private placement equity
        offering and therefore, we commenced a new convertible debt offering for
        $767,000 (see Item 1. Note 11 for further discussion).  As a result,
        we closed our April 3, 2007, agreement for a $4 million private placement
        for
        the issuance of up to 2.5 million restricted common shares of the Company
        at
        $1.57 per share.  Since this offering was closed in October 2007, we
        will not receive any more proceeds from this offering.  In addition to
        the $767,000 convertible debt financing, we plan to seek out new private
        placement financing opportunities in the fourth quarter of 2007. The offer
        and
        sale of the securities above were effected in reliance on the exemptions
        for
        sales of securities not involving a public offering, as set forth in Rule
        506
        promulgated under the Securities Act and in Section 4(2) and Section 4(6)
        of the
        Securities Act and/or Rule 506 of Regulation D.
 
 Although
        we plan to seek out new private placement financing opportunities, we have
        no
        assurance that such financing will be completed. If we do not complete and
        raise
        alternative capital, we will have insufficient funds to operate our business
        and
        continue our operations.
 
 25
 **Item
        3.                      Controls
        and Procedures**
 
 We
        maintain disclosure controls and procedures that are designed to ensure that
        information required to be disclosed in our exchange act reports is recorded,
        processed, summarized and reported within the time periods specified under
        the
        Securities and Exchange Commission’s rules and forms, and that such
        information is accumulated and communicated to our management, including
        our
        principal executive officer and our principal financial officer, as appropriate,
        to allow timely decisions regarding required disclosures. Our disclosure
        controls and procedures are designed to provide reasonable assurance of
        achieving their objectives.  Our management, including our principal
        executive officer and our principal financial officer, does not expect that
        our
        disclosure controls or procedures will prevent all errors and all fraud.
        A
        control system, no matter how well conceived and operated, can provide only
        reasonable, not absolute assurance that the objectives of the control system
        are
        met. Further, the benefits of controls must be considered relative to their
        costs. Because of the inherent limitations in all control systems, no evaluation
        of controls can provide absolute assurance that all control issues and instances
        of fraud, if any, within us have been detected.
 
 We
        carried out an evaluation, under the supervision and with the participation
        of
        our management, including our principal executive officer and our principal
        financial officer, of the effectiveness of the design and operation of our
        disclosure controls and procedures as of the end of the period covered by
        this
        report. Based on the foregoing, our principal executive officer and our
        principal financial officer concluded that our disclosure controls and
        procedures were effective at the reasonable assurance level.
 
 There
        has
        been no change in our internal control over financial reporting during the
        Company’s most recent fiscal quarter that has materially affected, or is
        reasonably likely to materially affect the Company’s internal control over
        financial reporting.
 
 **PART
                  II - Other Information**
 
 **Item 1.                      Legal
        Proceedings**
 
 None.
 
 **Item
        2.                      Unregistered
        Sales of Equity Securities and Use of Proceeds**
 
 During
        April 2007, we agreed to a $4 million private placement for the issuance
        of up
        to 2,540,000 restricted common shares at $1.57 per share. As of November
        12,
        2007, we have received $1,130,000 of the $4 million private
        placement, $1,090,000 of which was received during the nine months ended
        September 30, 2007.  In October 2007, the Company closed the $4
        million private placement. The offer and sale of the securities above were
        effected in reliance on the exemptions for sales of securities not involving
        a
        public offering, as set forth in Rule 506 promulgated under the Securities
        Act
        and in Section 4(2) and Section 4(6) of the Securities Act and/or Rule 506
        of
        Regulation D.
 
 26
 During
        October 2007, we commenced a private offering of our securities for the purpose
        of raising investment whereby we entered into Convertible Notes (see Item
        1 Note
        11 for further discussion). Pursuant to the terms of the offering, the investors
        purchased an aggregate of $767,000 of 8% senior secured convertible notes
        and
        were issued warrants to purchase shares of our common stock. The Convertible
        Notes are secured by our assets and are due in two years from the date of
        each
        note.  Each investor has the right, at any time, to convert their note
        into shares of our common stock at a conversion ratio of one share of common
        stock for each $0.40 of principal amount of their note for a maximum potential
        aggregate of 1,917,500 shares of common stock; in addition, the investors
        were
        issued warrants to purchase an aggregate of 1,917,500 shares of our common
        stock
        at an exercise price of $0.50 per share that expire five years from the date
        of
        issuance. In connection with this financing, a form of the Convertible Notes
        agreement was filed with the Securities and Exchange Commission on Form 8-K,
        dated October 4, 2007. The offer and sale of the securities underlying the
        Convertible Notes were effected in reliance on the exemptions for sales of
        securities not involving a public offering, as set forth in Sections 4(2)
        and
        Section 4(6) of the Securities Act of 1933 and/or Rule 506 of Regulation
        D
        adopted thereunder.
 
 
 
 **Item
        3.                      Defaults
        Upon Senior Securities**
 
 None.
 
 **Item
        4.                      Submission
        of Matters to a Vote of Security Holders**
 
 None.
 
 **Item
        5.                      Other
        Information**
 
 None.
 
 **Item
        6.                      Exhibits**
 
 **Exhibit**
                **Number**
              
              **Description of Document**4.1
                  (1)
              
              Form
                  of Convertible Note and Warrant Agreement31.1
                  *
              
              Certification
                  pursuant to Section 302 of the Sarbanes-Oxley Act31.2
                  *
              
              Certification
                  pursuant to Section 302 of the Sarbanes-Oxley Act32.1
                  *
              
              Certification
                  pursuant to Section 906 of the Sarbanes-Oxley Act32.2
                  *
              
              Certification
                  pursuant to Section 906 of the Sarbanes-Oxley Act
 
 *****
              
              Filed
                  herewith.(1)
              
              Incorporated
                  by reference from the Registrant’s Current Report on Form 8-K, filed with
                  the Securities and Exchange Commission on October 9,
                  2007.
  27
  **SIGNATURES**
 
 In
        accordance with the requirements of the Exchange Act, the registrant caused
        this
        Report to be signed on its behalf by the undersigned, thereunto duly
        authorized.
  DIGITALPOST
                  INTERACTIVE, INC. (Registrant)November
                  12, 2007
              /s/
                  Michael SawtellMichael
                  SawtellChief
                  Executive Officer, President, and Sole DirectorNovember
                  12, 2007
              /s/
                  Steven DongSteven
                  DongChief
                  Financial Officer
 
  28