**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
      quarterly period ended June 30, 2007





o
            TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
                ACT


For
      the
      transition period from _____________________ to ______________





Commission
      File Number 333-125314





**ROKWADER,
      INC.**


(Exact
                name of small business issuer as
                specified in its charter)




Delaware
            73-1731755(State
                or other jurisdiction of incorporation or organization)
            (IRS
                Employer Identification No.)




23950
                  Craftsman Road, Calabasas, CA 91302(Address
                  of principal executive offices)(818)
                  224-3675(Issuer's
                  telephone number)N/A(Former
                  name, former address and former fiscal year, if changed since last
                  report)





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





As
      of
      August 10,, 15, 2007,
      there were 1,320,000 shares issued and outstanding of the registrant's common
      stock.





Transitional
      Small Business Disclosure Format:


Yes o No x







**Table
      of Contents**




**INDEX**


**Page**PART
                  I.
              FINANCIAL
                  INFORMATION
              1Item
                  1.
              Financial
                  Statements
              1Condensed
                  Consolidated Balance Sheet as of June 30, 2007 (unaudited) and
                  December
                  31, 2006
              F-1Condensed
                  Consolidated Statement of Operations for the six months ended June
                  30,
                  2007 (unaudited), and 2006 (unaudited) and for the period from
                  March 18,
                  2005 (Inception) to June 30, 2007 (unaudited),
              F-2Condensed
                  Consolidated Statements of Stockholders’ Equity for the period
                  from March 18, 2005 (Inception) to June 30, 2007
                  (unaudited)
              F-3Condensed
                  Consolidated Statement of Cash Flows for the six months ended June
                  30,
                  2007 (unaudited), and 2006 (unaudited) and for the period from
                  March 18,
                  2005 (Inception) to June 30, 2007 (unaudited),
              F-4Notes
                  to the Consolidated Condensed Financial Statements
                  (unaudited)
              F-5Item
                  2.
              Management’s
                  Discussion and Analysis or Plan of Operation
              2Item
                  3.
              Controls
                  and Procedures
              4PART
                  II.
              OTHER
                  INFORMATION
              5Item
                  1.
              Legal
                  Proceedings
              5Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use of Proceeds
              5Item
                  3.
              Defaults
                  Upon Senior Securities
              5Item
                  4.
              Submission
                  of Matters to a Vote of Security Holders
              5Item
                  5.
              Other
                  Information
              5Item
                  6.
              Exhibits
              6Signatures
              
              7


-
            i -





**PART
      I -- FINANCIAL INFORMATION**





**Item
      1.**  **Consolidated**  **Financial
      Statements.**




The
      accompanying consolidated financial
      statements as of and for the period ended June 30, 2007, which have been derived
      from audited financial statements and the interim unaudited financial statements
      of Rokwader, Inc. (the “Company,” “we” or “us”), have been prepared in
      accordance with U.S. generally accepted accounting principles for interim
      financial information and with instructions to Form 10-QSB and
      Article 10 of Regulation S-X. Accordingly, they do not include all of the
      information and footnotes required by U.S. generally accepted accounting
      principles for complete financial statements. The accompanying consolidated financial
      statements include all adjustments (consisting of normal recurring adjustments)
      that we consider necessary for a fair presentation of the financial condition,
      results of operations and cash flows for the periods presented. The results
      of
      operations for the six months ended June 30, 2007 and 2006, shown herein are
      not
      necessarily indicative of the results that may be expected for the year ending
      December 31, 2007, or for any other period. These consolidated financial
      statements, and notes thereto, should be read in conjunction with the financial
      statements, and notes thereto, included in the Company's Annual Report on Form
      10-KSB for the year ended December 31, 2006, as filed with the Securities and
      Exchange Commission on March 30, 2007.


-
            1 -




**ROKWADER,
        INC. AND SUBSIDIARY**
 **CONDENSED 
        CONSOLIDATED  BALANCE  SHEET**
 **(A
        DEVELOPMENT STAGE COMPANY)**


**ASSETS**JUNE
                  302007
              
              DECEMBER
                  31,(UNAUDITED)
              
              2006CURRENT
                  ASSETS:Cash
                  (Note 1)
              
              $
              39,584
              
              $
              13,511Restricted
                  Cash (Notes 1 & 2)
              
              
              -
              
              
              126,635TOTAL
                  CURRENT ASSETS
              
              
              39,584
              
              
              140,146OTHER
                  ASSETSIntangible
                  Assets
              
              
              
              
              
              -Net
                  of Accumulated Amortization $4,200
              
              
              88,100Goodwill
                  (Note 4)
              
              
              41,664
              
              
              -Deferred
                  Offering Cost (Note 1)
              
              
              -
              
              
              94,998TOTAL
                  OTHER ASSETS
              
              
              129,764
              
              
              94,998TOTAL
                  ASSETS
              
              $
              169,348
              
              $
              235,144**LIABILITIES
                  AND STOCKHOLDERS’ DEFICIT**CURRENT
                  LIABILITIES:Accounts
                  Payable
              
              $
              4,006
              
              $
              659Insurance
                  Payable
              
              
              11,297
              
              
              -Accrued
                  Expenses
              
              
              -
              
              
              60Loan
                  Payable (Note 5)
              
              
              34,000
              
              
              -Loan
                  Payable To Officer (Note 3)
              
              
              280,000
              
              
              120,000Subscription
                  Payable (Note 2)
              
              
              -
              
              
              126,635TOTAL
                  CURRENT LIABILITIES
              
              
              329,303
              
              
              247,354TOTAL
                  LIABILITIES
              
              
              329,303
              
              
              247,354STOCKHOLDERS’
                  EQUITY:Preferred
                  Stock, $.001 par value, 10,000,000 sharesauthorized,
                  none issued and outstanding
              
              
              -
              
              
              -Common
                  Stock, $.001 par value, 100,000,000 sharesauthorized,
                  1,320,000 and 1,250,000 shares issued andoutstanding
                  as of June 30, 2007and
                  December 31, 2006, respectively
              
              
              1,320
              
              
              1,250Additional
                  Paid-In Capital
              
              
              169,920
              
              
              99,990Accumulated
                  Deficit During Development Stage
              
              
              (331,195
              )
              
              (113,450
              )TOTAL
                  STOCKHOLDERS' DEFICIT (Note 2)
              
              
              (159,955
              )
              
              (12,210
              )TOTAL
                  LIABILITIES AND STOCKHOLDERS' DEFICIT
              
              $
              169,348
              
              $
              235,144




SEE
      ACCOMPANYING NOTES TO FINANCIAL
      STATEMENTS




F-1




**ROKWADER,
          INC. AND SUBSIDIARY**
 **CONDENSED CONSOLIDATED
          STATEMENT OF OPERATIONS**
 **(A
          DEVELOPMENT STAGE COMPANY)**




FOR
                  THE PERIODFROM
                MARCH
                  18,THREE
                  MONTHS ENDED
              
              THREE
                  MONTHS ENDED
              
              SIX
                MONTHS
                  ENDED
              
              SIX
                MONTHS
                  ENDED
              
              2005(INCEPTION)
                TOJUNE
                  30, 2007
              
              JUNE
                  30, 2006
              
              JUNE
                  30, 2007
              
              JUNE
                  30, 2006
              
              JUNE
                  30, 2007REVENUE
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -EXPENSESGeneral
                  and Administrative
              
              43,862
              
              
              20,584
              
              
              217,745
              
              
              54,344
              
              
              331,195NET
                  (LOSS)
              $
              (43,862
              )
              $
              (20,584
              )
              $
              (217,745
              )
              $
              (54,344
              )
              $
              (331,195
              )NET
                  (LOSS) PER COMMON SHARE -
                BASIC
                  AND DILUTED
              $
              (0.03
              )
              $
              (0.02
              )
              $
              (0.17
              )
              $
              (0.04
              )
              $
              (0.26
              )WEIGHTED
                  AVERAGE NUMBEROF
                  COMMON SHARES OUTSTANDING -BASIC
                  AND DILUTED
              
              1,302,888
              
              
              1,250,000
              
              
              1,276,298
              
              
              1,250,000
              
              
              1,255,670




SEE
      ACCOMPANYING NOTES TO FINANCIAL
      STATEMENTS





F-2
 
  **ROKWADER,
          INC. AND SUBSIDIARY**
 **CONSOLIDATED
          STATEMENTS OF STOCKHOLDERS' EQUITY**
 **(A
          DEVELOPMENT STAGE COMPANY)**
  TOTALADDITIONAL
                
                
                TOTAL
                
                
                STOCKHOLDERS'COMMON
                    STOCK
                
                
                PAID-IN
                
                
                ACCUMULATED
                
                
                EQUITY/SHARES
                
                
                AMOUNT
                
                
                CAPITAL
                
                
                (DEFICIT)
                
                
                (DEFICIT)BALANCE,
                    MARCH 18, 2005
                
                -
                
                $
                -
                
                $
                -
                
                $
                -
                
                $
                -Sale
                    of Common Stock onMarch
                    30, 2005
                
                1,250,000
                
                
                1,250
                
                
                99,990
                
                
                -
                
                
                101,240Net
                    (Loss)
                
                -
                
                
                -
                
                
                -
                
                
                (28,230
                )
                
                (28,230
                )BALANCE,
                    DECEMBER 31, 2005
                
                1,250,000
                
                
                1,250
                
                
                99,990
                
                
                (28,230
                )
                
                73,010Net
                    (Loss)
                
                -
                
                
                -
                
                
                -
                
                
                (85,220
                )
                
                (85,220
                )BALANCE,
                    DECEMBER 31, 2006
                
                1,250,000
                
                
                1,250
                
                
                99,990
                
                
                (113,450
                )
                
                (12,210
                )Issuance
                    of Common Stock onApril
                    23, 2007 (Unaudited)
                
                70,000
                
                
                70
                
                
                69,930
                
                
                -
                
                
                70,000Net
                    (Loss) (Unaudited)
                
                -
                
                
                -
                
                
                -
                
                
                (217,745
                )
                
                (217,745
                )BALANCE,
                    JUNE 30, 2007
                  (Unaudited)
                
                1,320,000
                
                $
                1,320
                
                $
                169,920
                
                $
                (331,195
                )
                $
                (159,955
                )
  SEE
        ACCOMPANYING NOTES TO FINANCIAL
        STATEMENTS
  F-3
  **ROKWADER,
          INC. AND SUBSIDIARY**
 **CONDENSED
          CONSOLIDATED STATEMENT OF CASH FLOWS**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **(UNAUDITED)**
 FOR
                    THE PERIODFROM
                  MARCH
                    18, 2005SIX
                    MONTHS ENDED
                
                SIX
                    MONTHS ENDED
                
                (INCEPTION)
                  TO
                    JUNE 30,JUNE
                    30, 2007
                
                JUNE
                    30, 2006
                
                2007(UNAUDITED)
                
                (UNAUDITED)
                
                (UNAUDITED)CASH
                    FLOWS FROM OPERATING ACTIVITIES:Net
                    (loss)
                
                $
                (217,745
                )
                $
                (54,344
                )
                $
                (331,195
                )Adjustments
                    to reconcile net loss to net cashprovided
                    (used) by operating activities:Changes
                    in:Amortization
                    Expense
                
                
                4,200
                
                
                -
                
                
                4,200Accounts
                    payable
                
                
                3,347
                
                
                5,017
                
                
                4,006Insurance
                    payable
                
                
                11,297
                
                
                -
                
                
                11,297Franchise
                    tax accrual
                
                
                (60
                )
                
                -
                
                
                -Accrued
                    expenses
                
                
                -
                
                
                -
                
                
                -Net
                    Cash Provided (Used) by Operating Activities
                
                
                (198,961
                )
                
                (49,327
                )
                
                (311,692
                )CASH
                    FLOWS FROM INVESTING ACTIVITES:Acquisition
                    of Latigo Shore Music, Inc. (Note 4)
                
                
                (29,964
                )
                
                -
                
                
                (29,964
                )Net
                    Cash (Used) by Investing Activites
                
                
                (29,964
                )
                
                -
                
                
                (29,964
                )CASH
                    FLOWS FROM FINANCING ACTIVITIES:Issuance
                    in common stock
                
                
                -
                
                
                -
                
                
                101,240Decrease
                    (Increase) in deferred offering cost
                
                
                94,998
                
                
                (5,862
                )
                
                -Proceeds
                    from issuance of loan payable to officer
                
                
                160,000
                
                
                62,000
                
                
                280,000Decrease
                    (Increase) in restricted cash
                
                
                126,635
                
                
                (125,000
                )
                
                -(Decrease)
                    Increase in subscription payable
                
                
                (126,635
                )
                
                125,000
                
                
                -Net
                    Cash Provided (Used) by Financing Activities
                
                
                254,998
                
                
                56,138
                
                
                381,240NET
                    INCREASE IN CASH
                
                
                26,073
                
                
                6,811
                
                
                39,584CASH
                    AT BEGINNING OF PERIOD
                
                
                13,511
                
                
                981
                
                
                -CASH
                    AT END OF PERIOD
                
                $
                39,584
                
                $
                7,792
                
                $
                39,584Cash
                    Paid During the PeriodYear for:Interest
                
                $
                -
                
                $
                -
                
                $
                -Income
                    taxes
                
                $
                60
                
                $
                1,647
                
                $
                1,707**Non-Cash
                    Investing and Financing activities**In
                    addition to paying $30,000 in cash for the purchaseof
                    Latigo Shore Music, Inc., the Company issued 70,000shares
                    of common stock (Note 4) valued at
                
                $
                70,000
                
                $
                -
                
                $
                70,000
  SEE
        ACCOMPANYING NOTES TO FINANCIAL
        STATEMENTS
  F-4
  **ROKWADER,
          INC. AND SUBSIDIARY**
 **NOTES
          TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **(UNAUDITED)**
  NOTE
          1 -
          SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 HISTORY
 
 ROKWADER,
          INC. (the Company), a development stage company, was organized under the
          laws of
          the State of Delaware on March 18, 2005. The Company is in the development
          stage
          as defined in Financial Accounting Standards Board Statement No. 7. The
          fiscal
          year end is December 31.
 
 DEVELOPMENT
          STAGE ENTERPRISE
 
 The
          Company is a development stage company as defined by the Financial Accounting
          Standards Board’s (“FASB”) Statement of Financial Accounting Standards (“SFAS”)
          No. 7, *Accounting
          and Reporting by Development Stage Enterprises.* With the
          acquisition of Latigo Shore Music, Inc. (Latigo) as a subsidiary, the Company
          has commenced operations and has become operational. The Company qualifies
          as a
          development stage company as it has not generated significant revenues.
          All
          losses accumulated since inception have been considered as part of the
          Company’s
          development stage activities.
 
 BASIS
          OF
          CONSOLIDATION
 
 The
          consolidated financial statements include the accounts of Rokwader, Inc.
          and
          subsidiary. Inter-company accounts and transactions have been
          eliminated.
 
 GOING
          CONCERN AND PLAN OF OPERATION
 
 The
          Company’s financial statements have been presented on the basis that it will
          continue as a going concern, which contemplates the realization of assets
          and
          the satisfaction of liabilities in the normal course of business, even
          though
          the Company has not yet commenced operations. The Company is in the development
          stage and has not earned any revenues from operations to date. As of June
          30,
          2007 the Company has an accumulated deficit of $331,195.
 
 The
          Company’s ability to continue as a going concern is dependent upon its ability
          to develop additional sources of capital and ultimately, achieve profitable
          operations. The accompanying financial statements do not include any adjustments
          that might result from the outcome of these uncertainties.
 
 DEFERRED
          OFFERING COSTS
 
 In
          accordance with the SEC Staff Accounting Bulleting Topic 5A, deferred offering
          costs, consisting of legal, accounting and filing fees relating to the
          offering
          have been expensed as of June 30, 2007. The Company’s management determined that
          a qualifying business combination would not occur prior to May 2, 2007,
          therefore, discontinued to defer the costs related to their offering (See
          Note
          2).
 
 INCOME
          TAXES
 
 The
          Company uses the liability method of accounting for income taxes pursuant
          to
          Statement of Financial Accounting Standards (“SFAS”) No. 109, *Accounting
          for Income Taxes* .
          Under
          this method, deferred income taxes are recorded to reflect the tax consequences
          in future years of temporary differences between the tax basis of the assets
          and
          liabilities and their financial amounts at year-end.
 
 For
          federal income tax purposes, substantially all expenses must be deferred
          until
          the Company commences business and then they may be written off over a
          60-month
          period. These expenses will not be deducted for tax purposes and will represent
          a deferred tax asset. The Company will provide a valuation allowance in
          the full
          amount of the deferred tax asset since there is no assurance of future
          taxable
          income. Tax deductible losses can be carried forward for 20 years until
          utilized
          for federal tax purposes.
 
 F-5
  **ROKWADER,
            INC. AND SUBSIDIARY**
 **NOTES
            TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **(UNAUDITED)**
  NOTE
          1 -
          SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 CASH
          AND
          CASH EQUIVALENTS
 
 Cash
          and
          cash equivalents consist primarily of cash in banks and highly liquid
          investments with original maturities of 90 days or less.
 
 RESTRICTED
          CASH
 
 The
          balance of $126,635 in the restricted cash account consists of the proceeds
          from
          the Company’s sale of 125,000 registered shares of its common stock for $125,000
          and $1,635 of interest earned on such proceeds as of December 31, 2006.
          Pursuant
          to Rule 419 of Regulation C, promulgated under the Securities Act of 1933,
          as
          amended, the Company deposited all proceeds of the offering and the shares
          sold
          into an escrow account. On April 10, 2007, the Company returned these funds
          to
          the investors including interest as management determined that a qualifying
          business combination would not occur by May 2, 2007, as further discussed
          in
          note 2.
 
 CONCENTRATIONS
          OF CREDIT RISK
 
 The
          Company maintains all cash in deposit accounts, which at times may exceed
          federally insured limits. The Company has not experienced a loss in such
          accounts.
 
 COMPREHENSIVE
          INCOME (LOSS)
 
 The
          Company has not presented a separate statement of other comprehensive income
          (loss) as there are no such items.
 
 EARNINGS
          PER COMMON SHARE
 
 Basic
          earnings per common share is computed based upon the weighted average number
          of
          common shares outstanding during the period. Diluted earnings per share
          consists
          of the weighted average number of common shares outstanding plus the dilutive
          effects of options and warrants calculated using the treasury stock method.
          In
          loss periods, dilutive common equivalent shares are excluded as the effect
          would
          be anti-dilutive.
 
 USE
          OF
          ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS
 
 The
          preparation of 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, the disclosure of
          contingent assets and liabilities at the date of the financial statements
          and
          the reported amounts of revenues and expenses during the reporting periods.
          Actual results could differ from those estimates and assumptions.
 
 NOTE
          2 -
          STOCKHOLDERS’ EQUITY
 
 On
          February 1, 2006, the Company completed an initial registered public offering
          of
          its common stock pursuant to the Company's registration statement on Form
          SB−2
          (File No. 333−125314) that the Securities and Exchange Commission declared
          effective on November 2, 2005 (the “Registration Statement”). The Company
          offered and sold 125,000 registered shares of the Company's common stock,
          at a
          price of $1.00 per share. Pursuant to Rule 419 of Regulation C, promulgated
          under the Securities Act of 1933, as amended, the Company deposited all
          proceeds
          of the offering and the shares sold into an escrow account. The offering
          was
          conducted by the Company's management without the use of an underwriter
          or
          securities dealer and the Company has not paid and will not pay commissions
          in
          connection with the sale of the shares. The shares sold and the proceeds
          of the
          offering were held in escrow pending completion of a business combination.
          The
          Company had until May 2, 2007 to consummate a qualifying business combination
          with another entity. A ccordingly,
          the $125,000 subject to the withdrawal restrictions had been classified
          as
          restricted cash, and in accordance with SFAS No. 150, *Accounting
          for Certain Financial Instruments with Characteristics of both Liabilities
          and
          Equity* ,
          a
          liability was recorded for the obligation to repay these amountsto the
          investors
          if an acquisition is not consummated. On
          April
          10, 2007, the Company returned these funds to the investors including interest
          as management determined that a qualifying business combination would not
          occur
          by May 2, 2007.
 
 F-6
  **ROKWADER,
            INC. AND SUBSIDIARY**
 **NOTES
            TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **(UNAUDITED)**
 NOTE
          3 -
          RELATED PARTY TRANSACTIONS
 
 As
          of
          June 30, 2007, Yale Farar, President, has loaned the Company $170,000,
          including
          $50,000 on March 30, 2007. The Company used these funds to make payments
          for its
          general and administrative expenses and deferred offering costs. Pursuant
          to the
          terms of the Agreements to Advance Funds dated September 21, 2005, as amended,
          the loans are on an interest-free basis, documented by promissory notes
          and
          payable only upon consummation of a merger transaction or Event of Default,
          as
          defined by the promissory notes.
 
 On
          April
          26, 2007, Mr. Farar, the President of Rokwader, loaned the Company $110,000
          in
          accordance with a 6% Subordinated Convertible Promissory Note (“Note”) executed
          by the Company. Pursuant to the terms of the Note, the loan bears interest
          at 6%
          per annum and absent an “Event of Default,” is payable on demand or upon receipt
          by the Company of not less than $500,000 in capital or sale of substantially
          all
          of the Company’s assets or 80% of the Company’s capital stock. The proceeds of
          the Note were used to complete the acquisition of Latigo and to pay fees
          and
          expenses, to the extent such expenses are not deferred, arising from the
          Company’s compliance with its public reporting requirements. The obligation
          under the Note may be prepaid at any time prior to its due date, without
          premium
          or penalty. The outstanding balance on the Note is immediately due and
          payable
          without notice or demand, upon or at anytime after the occurrence or existence
          of any one or more of the listed “ Events of default.”
 
 The
          total
          amount owed to Mr. Farar was $280,000 as of June 30, 2007.
  The
          Company neither owns nor leases any real or personal property. Most office
          services are provided without charge by the president. Such costs are immaterial
          to the financial statements and accordingly, have not been reflected therein.
          The officers and directors of the Company are involved in other business
          activities and may, in the future, become involved in other business
          opportunities, such that they may face a conflict in selecting between
          the
          Company and their other business interests. The Company has not formulated
          a
          policy for the resolution of such conflicts.
 
 NOTE
          4 -
          ACQUISITION OF LATIGO SHORE MUSIC, INC.
 
 The
          Company completed the acquisition of all of the issued and outstanding
          capital
          stock of Latigo Shore Music, Inc., a Delaware corporation (“Latigo”) on April
          23, 2007. The acquisition was effected pursuant to the terms of a Revised
          Securities Exchange Agreement entered into on April 20, 2007, by and between
          Rokwader and Latigo. Pursuant to the terms of the Agreement, Rokwader acquired
          all of the outstanding shares of capital stock of Latigo for 70,000 shares
          of
          Rokwader common stock (aggregating approximately 5.3% of its issued and
          outstanding common stock) plus a promissory note in the amount of $30,000.
          The
          note was paid off April 27, 2007. Steve Dorff, the sole Latigo shareholder,
          will
          also be entitled to receive up to an additional 200,000 shares of Rokwader
          common stock from the date of closing through December 31, 2008, pursuant
          to an
          earn-out provision in the Agreement.
 
 Rokwader’s
          primary reason for acquiring Latigo is to develop a production company
          for the
          purpose of creating viable entertainment assets. One of Latigo’s major functions
          will be to discover new musical talent. With the new talent, Latigo can
          make
          Master quality recordings and function as a conduit either selling or leasing
          such recordings to major record companies and distributors.
 
 The
          acquisition was accounted for using the purchase method of accounting in
          accordance with SFAS No. 141, *Business
          Combinations* (“SFAS
          141”)
 
 F-7
  **ROKWADER,
            INC. AND SUBSIDIARY**
 **NOTES
            TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **(UNAUDITED)**
 NOTE
          4 -
          ACQUISITION OF LATIGO SHORE MUSIC, INC. (CONTINUED)
 
 In
          accordance with SFAS 141, the total purchase price paid for this acquisition
          was
          allocated to the fair value of the assets acquired, net of liabilities
          assumed,
          resulting in goodwill of $41,664. The allocation of the purchase price
          is
          itemized as follows:
  **Allocation
                      of Purchase Price**Cash
                  
                  $
                  36Music
                      Copyright Costs
                  
                  
                  30,000Master
                      Compact Disks
                  
                  
                  30,000Employment
                      Contract
                  
                  
                  29,800Artist
                      Contract
                  
                  
                  2,500Loan
                      Payable
                  
                  
                  (34,000
                  )Goodwill
                  
                  
                  41,664Total
                      Purchase Price
                  
                  $
                  100,000
 
 Fair
          market value of the above assets is based on an independent appraisal for
          the
          music copyright costs, master compact disks, employment contract, and artist
          contract. Liabilities are based on actual amounts owed.
 
 The
          employment contract with Steve Dorff is for two years. The artist contract
          is
          for 18 months. The music copyright costs and master compact disks have
          an
          estimated useful life of 5 to 10 years.
 
 Latigo
          was incorporated in the State of Delaware on November 29, 2006. Since Latigo
          was
          incorporated after June 30, 2006, its operations had no effect on the proforma
          statement of operations for the three and six months ended June 30. 2006.
          If the
          operating results of Latigo had been included in Rokwader Inc. since the
          beginning of the three month and six month periods ended June 30, 2006
          and 2007,
          the pro forma consolidated statement of operations would be as
          follows:
  **Three
                      months ended,**
                  
                  **Six
                      months ended,****June
                      30,**
                  
                  **June
                      30,****2007**
                  
                  **2006**
                  
                  **2007**
                  
                  **2006****Unaudited**
                  
                  **Unaudited**Pro
                      forma revenue
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -Pro
                      forma expenses
                  
                  
                  47,824
                  
                  
                  20,584
                  
                  
                  225,684
                  
                  
                  54,344Pro
                      forma net (Loss)
                  
                  $
                  (47,824
                  )
                  $
                  (20,584.0
                  )
                  $
                  (225,684
                  )
                  $
                  (54,344
                  )Pro
                      forma net (Loss) per commonshare
                      - basic
                  
                  
                  (0.04
                  )
                  
                  (0.02
                  )
                  
                  (0.17
                  )
                  
                  (0.04
                  )Pro
                      forma weighted average numberof
                      common shares outstanding
                  
                  
                  1,320,000
                  
                  
                  1,320,000
                  
                  
                  1,320,000
                  
                  
                  1,320,000
  F-8
 **ROKWADER,
            INC. AND SUBSIDIARY**
 **NOTES
            TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **(UNAUDITED)**
  NOTE
          5 -
          LOAN PAYABLE
 
 Latigo
          executed a promissory note on December 6, 2006 in the amount of $34,000
          payable
          to a third party. The note bears interest at the rate of 10% per annum
          and is
          fully due on or before December 1, 2007.
  F-9


**Item
      2.****Management's
      Discussion and Analysis or Plan of Operation.**




*This
      10-QSB contains forward-looking statements. Our actual results could differ
      materially from those set forth as a result of general economic conditions
      and
      changes in the assumptions used in making such forward-looking statements.
      The
      following discussion and analysis of our financial condition and results of
      operations should be read together with the audited consolidated financial
      statements and accompanying notes and the other financial information appearing
      elsewhere in this report. The analysis set forth below is provided pursuant
      to
      applicable Securities and Exchange Commission regulations and is not intended
      to
      serve as a basis for projections of future events. Refer also to “Cautionary
      Note Regarding Forward Looking Statements” and “Updates to Risk Factors”
below.*




**Plan
      of Operation**





Prior
      to
      the completion of the acquisition of Latigo Shore Music, Inc., a Delaware
      corporation, (Latigo), Rokwader, Inc. (Rokwader) was a public “shell” company
      with nominal assets whose sole business was to identify, evaluate, and
      investigate various companies to acquire or with which to merge. Upon
      consummation of the transaction with Latigo, Rokwader’s business became the
      business of Latigo, which is Rokwader’s sole operating subsidiary. Our principal
      business objective for the next 12 months will be to achieve long-term growth
      through Latigo.





On
      February 1, 2006, Rokwader completed an initial registered public offering
      of
      its common stock pursuant to Rokwader's registration statement on Form SB−2
      (File No. 333−125314) that the Securities and Exchange Commission declared
      effective on November 2, 2005 (the “Registration Statement”). Rokwader offered
      and sold 125,000 registered shares of its common stock, at a price of $1.00
      per
      share. Pursuant to Rule 419 of Regulation C, promulgated under the Securities
      Act of 1933, as amended, Rokwader deposited all proceeds of the offering and
      the
      shares sold into an escrow account. Rokwader’s management, without the use of an
      underwriter or securities dealer, conducted the offering and Rokwader has not
      paid and will not pay commissions in connection with the sale of the shares.
      The
      shares sold and the proceeds of the offering were held in escrow pending
      completion of a business combination. Rokwader had until May 2, 2007 to
      consummate a business combination with another entity. On April 10, 2007,
      Rokwader returned these funds to the investors, including interest, as
      management determined that a qualifying business combination would not occur
      by
      May 2, 2007. Because an acquisition was not timely completed and all of the
      proceeds from the offering were returned to the investors, Rokwader has
      written-off all of its deferred offering costs.





Rokwader
      completed the acquisition of all of the issued and outstanding capital stock
      of
      Latigo on April 23, 2007. The acquisition was effected pursuant to the terms
      of
      a Revised Securities Exchange Agreement entered into on April 20, 2007, by
      and
      between Rokwader, Latigo and Mr. Steve Dorff, the sole shareholder of Latigo.
      Pursuant to the terms of the Agreement, Rokwader acquired all of the outstanding
      shares of capital stock of Latigo for 70,000 shares of Rokwader common stock
      (aggregating approximately 5.3% of its issued and outstanding common stock)
      plus
      a promissory note in the amount of $30,000. The note, which was due and payable
      on or before October 23, 2007, was paid in May, 2007. Mr. Dorff, the sole Latigo
      shareholder, will also be entitled to receive up to an additional 200,000 shares
      of Rokwader common stock from the date of closing through December 31, 2008,
      pursuant to an earn-out provision in the Agreement.





Latigo’s
      primary activity is the development of a production company for the purpose
      of
      creating viable entertainment assets. One of Latigo’s major functions will be to
      discover new musical talent. With the new talent, Latigo can make Master quality
      recordings and function as a conduit either selling or leasing such recordings
      to major record companies and distributors. Latigo would pay the costs of
      producing three or four songs per artist, garnering enough interest to then
      have
      a major label pick up the remaining costs to finish the project. Latigo has
      recently signed its first artist, a singer/songwriter, for which it has already
      completed demos and has begun presenting the demos to interested record
      companies.





Latigo
      is
      also interested in acquiring music catalogues. Latigo acquired a 50% interest
      in
      its first music catalogue consisting of 107 songs. Latigo hopes to be able
      to
      receive publishing fees on the copyrights as other singers, movies, television,
      or other theatrical outlets utilize the songs in the catalogue.





Latigo’s
      initial period from inception (November 2, 2006) through December 31, 2006
      reflects minimal business activities. For the first month Latigo worked on
      its
      business model and began negotiating for musical assets, music catalogues and
      new musical talent. On January 19 and 25, 2007 Latigo acquired two Master
      Recordings from its founder, Mr. Dorff, and a 50% interest in a 107 song music
      catalogue, respectively. In early February 2007, Latigo signed a new musical
      talent, a singer/songwriter, to produce demo recordings and to assist in
      producing a recording agreement with a record company. During the quarter ended
      June 30, 2007, three of the titles form the Latigo catalog, “When The Hero
      Dies”, “The Best Things In Life”, and “More Than Ever” have been recorded by
      legacy artist BJ Thomas for inclusion in the upcoming film “Jake’s Corner”. The
      movie is scheduled to be featured at the Sundance Film Festival in January
      2008,
      and should to be released in the latter part of 2008. Although there is no
      assurance, the Company believes that there will be a soundtrack CD, containing
      the Company’s three songs, released in conjunction with the release of the
      movie.





Latigo
      projects expenses associated with its business over the remainder of 2007 to
      be
      approximately $90,000. Mr. Dorff has a fully equipped recording studio where
      Master Recordings and demos will be produced. Mr. Dorff has agreed to be paid
      for the use of his studio out of future royalties, if any. From the current
      interest in Mr. Dorff’s recordings and in the 107 song musical catalogue, Latigo
      projects revenues to commence in the fourth quarter of 2007.





-
          2
          -




**Costs
      and Resources**





During
      the approximately 6 months ending December 31, 2007, we anticipate incurring
      costs related to:





(i)
            filing
                of Exchange Act reports (approximately
                $34,000),




We
      believe we will be able to meet these costs through current monies in our
      treasury ($39,584 as of June 30, 2007), additional amounts loaned to us by
      our
      President, Mr. Yale Farar, deferral of fees by certain service providers, if
      necessary, and revenues from operations. On March 31, 2007, Rokwader and Mr.
      Farar, executed a promissory note issued pursuant to the terms of the Agreement
      to Advance Funds entered into by and between Rokwader and Mr. Farar and dated
      September 21, 2005 (the “Agreement”), the Amended Agreement to Advance Funds
      entered into by and between Rokwader and Mr. Farar dated May 10, 2006 (the
      “Amended Agreement”), and the Second Amended Agreement to Advance Funds entered
      into by and between Rokwader and Mr. Farar and dated December 4, 2006. The
      promissory note directed Mr. Farar to advance up to an additional $50,000 to
      Rokwader. Pursuant to the Agreement, as previously amended, Rokwader had
      previously executed notes in favor of Mr. Farar, bringing the total funds
      advanced pursuant to the Agreement, as amended, to $170,000.





On
      April
      26, 2007, Mr. Farar, loaned Rokwader $110,000 in accordance with a 6%
      Subordinated Convertible Promissory Note (“Note”) executed by Rokwader. Pursuant
      to the terms of the Note, the loan bears interest at 6% per annum and absent
      an
“Event of Default,” is payable on demand or upon receipt by Rokwader of not less
      than $500,000 in capital or sale of substantially all of Rokwader’s assets or
      80% of Rokwader’s capital stock. The proceeds of the Note will be used to
      complete the acquisition of Latigo and to pay fees and expenses, to the extent
      such expenses are not deferred, arising from Rokwader’s compliance with its
      public reporting requirements. The obligation under the Note may be prepaid
      at
      any time prior to its due date, without premium or penalty. The outstanding
      balance on the Note is immediately due and payable without notice or demand,
      upon or at anytime after the occurrence or existence of any one or more of
      the
      listed “Events of default.” As of June 30, 2007, the total funds advanced to the
      Company by Mr. Farar was $280,000.





The
      Company believes that its current capital resources and current funding will
      enable it to maintain its current and planned operations through the next 6
      months. The Company anticipates, however, that it will need to raise additional
      capital in order to sustain and grow its operations over the next few
      years.





To
      the
      extent that the Company's capital resources are insufficient to meet current
      or
      planned operating requirements, the Company will seek additional funds through
      equity or debt financing, collaborative or other arrangements with corporate
      partners, licensees or others, and from other sources, which may have the effect
      of diluting the holdings of existing shareholders. The Company has no current
      arrangements with respect to, or sources of, such additional financing and
      the
      Company does not anticipate that existing shareholders will provide any portion
      of the Company's future financing requirements.





No
      assurance can be given that additional financing will be available when needed
      or that such financing will be available on terms acceptable to the Company.
      If
      adequate funds are not available, the Company may be required to delay or
      terminate expenditures for certain of its programs that it would otherwise
      seek
      to develop and commercialize. This would have a material adverse effect on
      the
      Company.




**Off-Balance
      Sheet Arrangements**





We
      do not
      have any off-balance sheet arrangements.




**Employees**





Other
      than Mr. Dorff, Latigo’s President, Secretary, and Chief Financial Officer,
      there are no employees. Latigo has entered into an employment agreement with
      Mr.
      Dorff. Under the terms of the agreement, and for a period of two years, Mr.
      Dorff will provide Latigo, on a non-exclusive basis, services for the
      exploitation of musical compositions owned or controlled by Latigo and for
      the
      operation of an artist development production company. Nothing shall prevent
      Mr.
      Dorff from acting as a producer of musical scores for television and film,
      and
      providing his services as a record producer for recording artists signed to
      record labels. Mr. Dorff will be paid a performance based compensation of 38%
      of
      all income earned by Latigo from the results of Mr. Dorff’s employee services
      less all operating expenses, including general and administrative expenses,
      incurred by Latigo. Upon completion of the acquisition of Latigo, an executive
      assistant to the President and controller may be hired.




**Recent
      Accounting Pronouncements**




In
      February 2006, the FASB issued SFAS No. 155, “Accounting for Certain Hybrid
      Financial Instruments.” This statement affects all financial instruments
      acquired, issued, or subject to a remeasurement event occurring after the
      beginning of an entity’s first fiscal year that begins after September 15, 2006.
      This statement is not expected to have a significant effect on the financial
      statements of the Company.





In
      March
      2006, the FASB issued SFAS No. 156, “Accounting for Servicing of Financial
      Assets” - an amendment of FASB No. 140. This statement requires that all
      separately recognized servicing assets and servicing liabilities be initially
      measured at fair value, if practicable. An entity shall adopt this statement
      as
      of the beginning of its first fiscal year that begins after September 15, 2006.
      The statement is not expected to have a significant effect on the financial
      statements of the Company.





SFAS
      No.
      157, “Fair Value Measurements,” was issued by the FASB in September 2006. This
      statement defines fair value, establishes a framework for measuring fair value,
      and expands disclosures about fair value measurements. The statement is
      effective for fiscal years beginning after November 15, 2007, with earlier
      application encouraged, provided that the Company has not yet issued financial
      statements for that fiscal year, including financial statements for an interim
      period within that fiscal year. This statement is not expected to have a
      significant effect on the financial statements of the Company.





SFAS
      No.
      158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement
      Plans,” was issued by the FASB in September 2006. Issuance of this statement
      amends FASB Statements No. 87, 88, 106, and 132. This statement requires an
      employer to recognize the overfunded or underfunded status of a defined benefit
      postretirement plan as an asset or a 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. Additionally,
      this statement requires an employer to measure the funded status of a plan
      as of
      the date of its year-end statement of financial position. This statement is
      effective as of the end of the fiscal year ending after December 31, 2006.
      This
      statement will not a significant effect on the financial statements of the
      Company.





In
      February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
      Financial Assets and Financial Liabilities” - Including an amendment of FASB No.
      115. This statement permits entities to choose to measure many financial
      instruments and certain other items at fair value. This statement is effective
      as of the beginning of an entity’s first fiscal year that begins after November
      15, 2007. This statement is not expected to have a significant effect on the
      financial statements of the Company.





In
      June
      2006, FASB issued FIN No. 48, “Accounting for Uncertainty in Income Taxes” - an
      interpretation of FASB Statement No. 109. This interpretation clarifies the
      accounting for uncertainty in income taxes recognized in an enterprise’s
      financial statements in accordance with FASB Statement No. 109. It 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 is effective for fiscal years beginning after
      December 15, 2006. This statement is not expected to have a significant effect
      on the financial statements of the Company.




**Reporting
      Requirements**





We
      intend
      to comply with the periodic reporting requirements of the Exchange Act for
      so
      long as we are subject to those requirements.




-
          3
          -




**Item
      3.**  **Controls
      and Procedures.**




**Evaluation
      of Disclosure Controls and Procedures**




As
      of the
      end of the period covered by this report on Form 10-QSB, our President
      (principal executive officer) and our Chief Financial Officer performed an
      evaluation of the effectiveness of and the operation of our disclosure controls
      and procedures as defined in Rule 13a-15(e) or Rule 15d-15(e) under the Exchange
      Act. Based on that evaluation, our President and Chief Financial Officer each
      concluded that as of the end of the period covered by this report on Form
      10-QSB, our disclosure controls and procedures are effective in timely alerting
      them to material information relating to Rokwader, Inc. required to be included
      in our Exchange Act filings.




**Changes
      in Internal Control over Financial Reporting**




There
      have been no changes in our internal control over financial reporting identified
      in connection with the evaluation required by paragraph (d) of Rule 13a-15
      or
      Rule 15d-15 under the Exchange Act that occurred during the quarter ended June
      30, 2007 that has materially affected, or is reasonably likely to materially
      affect, our internal control over financial reporting.


-
          4
          -





**PART
      II -- OTHER INFORMATION**





**Item
      1.****Legal
      Proceedings.**




None.





**Item
      2.****Unregistered
      Sales of Equity Securities and Use of Proceeds.**




On
      April
      23, 2007 the Registrant issued 70,000 shares of its common stock in exchange
      for
      all of the issued and outstanding capital stock of Latigo Shore Music, Inc.
      (“Latigo”). The shares were issued to the sole shareholder and founder of
      Latigo.




The
      Registrant did not sell any unregistered securities of the Registrant during
      the
      three-months ended June 30, 2007.




**Item
      3.**  **Defaults
      upon Senior Securities.**




Not
      applicable.





**Item
      4.****Submission
      of Matters to a Vote of Security Holders.**




None.




**Item
      5.****Other
      Information.**




None.




-
          5
          -





**Item
      6.****Exhibits.**




(a)
      Exhibits.





**Exhibit**
            
            **Item**31.1
            
            Certification
                of Chief Executive Officer pursuant to Section 302(a) of the
                Sarbanes-Oxley Act of 200231.2
            
            Certification
                of Chief Financial Officer pursuant to Section 302(a) of the
                Sarbanes-Oxley Act of 200232.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                Section
                906 of the Sarbanes-Oxley Act of
                2002




-
          6
          -





**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.




ROKWADER,
                INC.Date:
                August 17 , 2007
            
            /s/
                Yale FararYale
              Farar, President(Principal
                Executive Officer)




Date:
                August 17 , 2007
            
            /s/
                Mitchell W. TurkMitchell
              W. Turk, Chief Financial Officer(Principal
                Financial and Accounting Officer)





-
            7
            -




**EXHIBIT
      INDEX**




**Exhibit**
              
              **Item**31.1
              
              Certification
                  of Chief Executive Officer pursuant to Section 302(a) of the
                  Sarbanes-Oxley Act of 200231.2
              
              Certification
                  of Chief Financial Officer pursuant to Section 302(a) of the
                  Sarbanes-Oxley Act of 200232.1
              
              Certification
                  of Chief Executive Officer and Chief Financial Officer pursuant
                  to Section
                  906 of the Sarbanes-Oxley Act of
                  2002


-
            8
            -