**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C.  20549


___________________________________




**FORM
      10-Q**





(Mark
      One)





**x**
            QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934





For
      the
      quarterly period ended June 30, 2008





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 number   333-124829


**DRIFTWOOD
      VENTURES, INC.**


(Exact
      name of Registrant as Specified in Its Charter)





**Delaware**
            **71-1033391**(State
                or other jurisdiction of incorporation or organization**)**
            (I.R.S.
                Employer Identification No.)





**2121
                Avenue of the Stars, Suite 2550****,
                Los Angeles, CA**
            **90067**(Address
                of Principal Executive Offices)
            (Zip
                Code)**(310)
                601-2500**(Registrant’s
                telephone number, including area
                code)





Indicate
      by check mark whether the Registrant: (1) has filed all reports required to
      be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
      during the preceding 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  ̈





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer or a smaller reporting company.
      See
      definition of  “large accelerated filer,” “accelerated filer” and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act. (Check
      one):




Large
                Accelerated filero
            Accelerated
                fileroNon-accelerated
                filero
              (do
                not check if a smaller reporting company)
            Smaller
                reporting companyx




Indicate
      by check mark whether the Registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).   Yes x No o





As
      of
      August 8, 2008, there were 11,327,453 shares of the Registrant’s common stock,
      par value $.001 per share, issued and outstanding.





**DRIFTWOOD
      VENTURES, INC.**




**Table
      of Contents**


**PART
      I - FINANCIAL INFORMATION**




**Page**Item
                1.
            Financial
              Statements
            3Balance
                Sheets June 30, 2008 (Unaudited) and December 31, 2007
                (Audited)
            3Statements
                of Operations (Unaudited) For the Three and Six Months Ended June
                30, 2008
                and 2007
            4Statements
                of Cash Flows (Unaudited) For the Six Months Ended June 30, 2008
                and
                2007
            5Notes
                to Financial Statements
            6Item
                2.
            Management’s Discussion
              and Analysis of Financial Condition and Results of Operations
            10Item
                3.
            Quantitative
              and
              Qualitative Disclosures About Market Risk
            13Item
                4T.
            Controls
                  and Procedures
            13




**PART
      II - OTHER INFORMATION**





Item
                1.
            Legal
                Proceedings
            14Item
                1A.
            Risk
                Factors
            14Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            14Item
                3.
            Defaults
                Upon Senior Securities
            14Item
                4.
            Submission
                of Matters to a Vote of Security Holders
            14Item
                5.
            Other
                Information
            14Item
                6.
            Exhibits
            14Signatures
            15




2




**PART
      I - FINANCIAL INFORMATION**




**Item
      1. Financial Information**





**Driftwood
                Ventures, Inc.****Balance
                Sheets**




**June
                30,**
            
            **December
                31,****2008**
            
            **2007****(Unaudited)**
            
            **(Audited)****ASSETS**Current
                assetsCash
            
            $
            88,336
            
            $
            -Total
                current assets
            
            
            88,336
            
            
            -Other
                assetsDeferred
                acquisition costs
            
            
            9,639
            
            
            -Total
                assets
            
            $
            97,975
            
            $
            -**LIABILITES
                AND STOCKHOLDERS' DEFICIT**Current
                liabilitiesAccounts
                payable and accrued expenses
            
            
            155,640
            
            
            78,542Loan
                payable - related party
            
            
            350,000
            
            
            -Total
                liabilities
            
            
            505,640
            
            
            78,542Stockholders'
                deficitPreferred
                stock - $0.001 par value, 5,000,000 shares authorized,
                none issued and outstanding
            
            
            -
            
            
            -Common
                stock - $0.001 par value, 75,000,000 shares authorized, 6,782,000
                and 5,807,000 shares issued and outstanding as of June 30, 2008 and
                December 31, 2007, respectively
            
            
            6,782
            
            
            5,807Additional
                paid-in capital
            
            
            1,129,568
            
            
            46,793Accumulated
                deficit
            
            
            (1,544,015
            )
            
            (131,142
            )Total
                stockholders' deficit
            
            
            (407,665
            )
            
            (78,542
            )Total
                liabilities and stockholders' deficit
            
            $
            97,975
            
            $
            -




*See
        notes to financial statements.*


3




**Driftwood
                Ventures, Inc.****Statements
                of Operations****(Unaudited)**




**Three
                months ended June 30,**
            
            **Six
                months ended June 30,****2008**
            
            **2007**
            
            **2008**
            
            **2007**Revenues
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -ExpensesDonated
                services and rent
            
            
            -
            
            
            2,100
            
            
            -
            
            
            4,200General
                and administrative expenses,including
                stock based compensationof
                $1,083,750 in 2008
            
            
            1,281,992
            
            
            3,162
            
            
            1,412,873
            
            
            7,263Total
                expenses
            
            
            1,281,992
            
            
            5,262
            
            
            1,412,873
            
            
            11,463Net
                loss
            
            $
            (1,281,992
            )
            $
            (5,262
            )
            $
            (1,412,873
            )
            $
            (11,463
            )Basic
                and diluted net loss per common share
            
            $
            (0.22
            )
            $
            -
            
            $
            (0.24
            )
            $
            -Weighted
                average number of common sharesoustanding
                - basic and diluted
            
            
            5,878,703
            
            
            5,807,000
            
            
            5,842,852
            
            
            5,807,000


*See
        notes to financial statements.*
  4


**Driftwood
                Ventures, Inc.****Statements
                of Cash Flows****(Unaudited)**




**Six
                months ended June 30,****2008**
            
            **2007****CASH
                FLOWS FROM OPERATING ACTIVITIES:**Net
                Loss
            
            $
            (1,412,873
            )
            $
            (11,463
            )Adjustments
                to reconcile net loss to net cashused
                in operating activities:Donated
                services and rent
            
            
            -
            
            
            4,200Stock
                based compensation
            
            
            1,083,750
            
            
            -Changes
                in assets and liabilities:Deferred
                acquisition costs
            
            
            (9,639
            )Accounts
                payable and accrued expenses
            
            
            77,098
            
            
            5,091Net
                cash used in operating activities
            
            
            (261,664
            )
            
            (2,172
            )**CASH
                FLOWS FROM FINANCING ACTIVITIES:**Proceeds
                from loan payable - related party
            
            
            350,000Other
            
            
            -
            
            
            408Net
                cash provided by financing activities
            
            
            350,000
            
            
            408Net
                change in cash
            
            
            88,336
            
            
            (1,764
            )Cash
                - beginning of period
            
            
            -
            
            
            1,764Cash
                - end of period
            
            $
            88,336
            
            $
            -


*See
        notes to financial statements.*


5





**DRIFTWOOD
                VENTURES, INC.****NOTES
                TO FINANCIAL STATEMENTS****JUNE
                30, 2008****(Unaudited)**




**1.
      DESCRIPTION OF ORGANIZATION**




Driftwood
      Ventures, Inc., (the “Company”) was incorporated under the laws of the State of
      Nevada on February 13, 2003. On December 20, 2007, the Company reincorporated
      in
      Delaware and increased its authorized capital stock from 75,000,000 shares
      to
      80,000,000 shares, consisting of 75,000,000 shares of common stock, par value
      $0.001, per share, and 5,000,000 shares of preferred stock, par value $0.001,
      per share. No terms have been established for the preferred stock. The
      Company was engaged in acquiring and exploring mineral properties until
      September 30, 2007, when this activity was abandoned, and the Company has been
      inactive since then.





**2.
      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**




Basis
      of Presentation





The
      accompanying unaudited financial statements and related notes have been prepared
      in accordance with accounting principles generally accepted in the United States
      for interim financial statements and with the rules and regulations under
      Regulation S-X of the Securities and Exchange Commission for Form 10-Q.
      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 presentation. In the opinion of management, all adjustments
      (consisting of normal recurring accruals) considered necessary to present fairly
      the financial position, results of operations and cash flows for interim periods
      have been included. These financial statements should be read in conjunction
      with the financial statements of the Company together with the Company's
      management discussion and analysis in the Company's Form 10-KSB for the year
      ended December 31, 2007. Interim results are not necessarily indicative of
      the
      results for a full year.




Use
      of
      Estimates





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America 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.





New
      Accounting Pronouncements





On
      May 9,
      2008, the FASB issued Staff Position (“FSP”) APB 14-1, Accounting for
      Convertible Debt Instruments That May Be Settled in Cash upon Conversion
      (Including Partial Cash Settlements), which clarifies that convertible debt
      instruments that may be settled in cash upon conversion (including partial
      cash
      settlement) are not addressed by paragraph 12 of APB Opinion No. 14, Accounting
      for Convertible Debt and Debt Issued with Stock Purchase Warrants. The FSP
      specifies that issuers of such instruments should separately account for the
      liability and equity components in a manner that will reflect the entity’s
      nonconvertible debt borrowing rate when interest cost is recognized in
      subsequent periods. FSP APB 14-1 is effective for financial statements issued
      for fiscal years beginning after December 15, 2008 and interim periods within
      those fiscal years. The Company has not completed its evaluation of the impact
      of the effect, if any, the adoption of FSP APB 14-1would have.





Management
      does not believe that any other recently issued, but not yet effective,
      accounting pronouncements, if adopted, would have a material effect on the
      accompanying financial statements.




6




**3.
      GOING CONCERN**




These
      financial statements have been prepared assuming the Company will continue
      as a going concern. The Company has incurred losses since inception, resulting
      in an accumulated deficit of $1,544,015 as of June 30, 2008, a working
      capital deficiency of  $417,304 as of June 30, 2008, negative cash flows
      from operations $261,664 for the six months ended June 30, 2008, and further
      losses are anticipated. These factors raise substantial doubt about the
      Company's ability to continue as a going concern. Its ability to continue as
      a
      going concern is dependent upon the ability of the Company to generate
      profitable operations in the future and/or to obtain the necessary financing
      to
      meet its obligation and repay its liabilities arising from normal business
      operations when they come due. Management has plans to seek additional financing
      through private placements of Driftwood Common Stock and/or loans from
      stockholders. These financial statements do not include any adjustments relating
      to the recoverability and classification of recorded assets, or the amounts
      of
      and classification of liabilities that might be necessary in the event the
      Company cannot continue.





**4.
      RELATED PARTY TRANSACTIONS**





On
      October 24, 2007, as amended on November 21, 2007, the Company entered into
      a
      loan agreement (the “Loan Agreement”) with the Company's majority
      stockholder, Trinad Capital Master Fund, Ltd. (“TCMF”) to borrow up to a
      principal amount of $250,000 (the “Loan”). TCMF shall make advances to the
      Company in such amounts as the Company shall request from time to time. The
      borrowings under the Loan bear interest at 10%, per annum. Accrued but unpaid
      interest is added to the outstanding principal balance of the loan. The
      outstanding principal balance of the Loan and any accrued interest thereon
      shall
      be payable by the Company upon the sale of shares (other than a sale of
      shares of common stock of the Company, to officers, directors or employees
      of or
      consultants to, the Company in connection with services provided to the
      Company) to a third party or parties with proceeds to the Company of not
      less than $500,000 (a “Next Financing”).





On
      April
      18, 2008, the Company entered into a second amendment to the Loan Agreement,
      whereby TCMF agreed to: (i) increase the principal amount of the loan to
      $500,000 and (ii) increase the amount of Next Financing to an amount of not
      less
      than $750,000.





Through
      June 30, 2008, the Company borrowed $350,000 under the Loan Agreement and,
      in
      July 2008, the Company borrowed an additional $10,000 under the loan
      agreement.





On
      July
      7, 2008, in connection with the note purchase agreement, as amended, as
      described in Note 9, the Loan Agreement was terminated and the outstanding
      loan
      payable of $360,000, plus accrued interest thereon, was cancelled.





Management
      Agreement





On
      October 24, 2007, the Company entered into a management agreement (the
“Management Agreement”) with Trinad Management, LLC (“Trinad”), an affiliate of
      TCMF. Pursuant to the Management Agreement, which was for a term of five
      years, Trinad will provide certain management services, including, without
      limitation, the sourcing, structuring and negotiation of a potential business
      combination transaction involving the Company. The Company has agreed to pay
      Trinad a management fee of $90,000 per quarter, plus reimbursement of all
      expenses reasonably incurred by Trinad in connection with the provision of
      management services. Either party may terminate the Management Agreement with
      prior written notice. However, in the event the Company terminates the
      Management Agreement, it shall pay to Trinad a termination fee of $1,000,000.
      Management fees were waived for 2007 by Trinad.





Management
      fees totaling $180,000 were paid during the six months ended June 30, 2008
      and
      $90,000 was paid subsequent thereto.





On
      July
      7, 2008, in connection with the note purchase agreement, as amended, as
      described in Note 9, the Management Agreement was terminated and the termination
      fee was reduced to $750,000, which was paid by the issuance to Trinad of notes
      payable in the principal amount of $750,000 and warrants to purchase 681,818
      shares of common stock of the Company. The warrants are exercisable at $0.01,
      per share.





Lease





On
      May 1,
      2008, the Company entered a month-to-month lease with Trinad for office
      space for $3,500, per month. On July 7, 2008 and in connection with the note
      purchase agreement, the lease was terminated.




7





**5.
      INCOME TAXES**





Effective
      January 1, 2007, the Company adopted the provisions of Financial Accounting
      Standards Board (FASB) Interpretation No. 48, “Accounting for Uncertainty in
      Income Taxes, an interpretation of FASB Statement No.109” (FIN 48). FIN 48
      clarifies the accounting for uncertainty in income taxes recognized in the
      Company’s financial statements in accordance with FASB Statement 109,
“Accounting for Income Taxes,” and prescribes a recognition threshold and
      measurement process for financial statement recognition and measurement of
      a tax
      position taken or expected to be taken in a tax return. FIN 48 also provides
      guidance under recognition, classification, interest and penalties, accounting
      in interim periods, disclosure and transition.





Management
      has evaluated and concluded that there are no significant uncertain tax
      positions requiring recognition in the Company’s financial
      statements.





The
      Company’s policy is to classify assessments, if any, for tax-related interest as
      interest expenses and penalties as general and administrative
      expenses.




**6.
      FAIR VALUE MEASUREMENTS**





Effective
      January 1, 2008, the Company adopted both FAS 157 and FAS 159 without any
      effect.





Statement
      of Financial Accounting Standards (SFAS) No. 157, "Fair Value Measurements"
      (SFAS 157), defines fair value, establishes a framework for measuring fair
      value, and expands disclosures about fair value measurements. SFAS 157 applies
      to other accounting pronouncements that require the use of fair value
      measurements. A fair value measurement assumes that the transaction to sell
      an
      asset or transfer a liability occurs in the principal market for the asset
      or
      liability, or, in the absence of a principal market, the most advantageous
      market for the asset or liability.





SFAS
      No.
      159, "The Fair Value Option for Financial Assets and Financial Liabilities
      -
      Including an amendment of FASB Statement 115", (SFAS 159) 159 permits an entity
      to elect to measure various financial instruments and certain other items at
      fair value that are not currently required to be measured at fair value.
      Unrealized gains and losses on items for which the fair value option has been
      elected should be reported in earnings at each subsequent reporting
      date.





**7.
      COMMITMENTS**





On
      June
      1, 2008, the Company executed a consulting agreement with DDK Consulting to
      provide strategic consultancy and other related services to the Company on
      a
      month-to-month basis for $8,333.33, per month. On July 7, 2008, in connection
      with the financing, as described in Note 9, the Company and DDK Consulting
      terminated its consulting agreement and extinguished all liabilities and other
      obligations associated with the consulting agreement.





**8.
      COMMON STOCK**





Under
      the
      2007 Employee, Director and Consultant Stock Plan, on June 23 and 27, 2008,
      the
      Company issued an aggregate of 900,000 and 75,000, respectively, of restricted
      shares of common stock of the Company to certain employees, directors and
      consultants for prior service at a purchase price of $0.01, per share. The
      shares were valued at the market value of the shares on the dates of issuance,
      for aggregate amounts of $990,000 and $93,750, respectively.





**9.
      SUBSEQUENT EVENTS**





Merger





On
      July
      7, 2008, the Company entered into an agreement and plan of merger (the “Merger
      Agreement”) with DFTW Merger Sub, Inc., a newly formed, wholly-owned (by the
      Company) Delaware corporation (“Merger Sub”), Green Screen Interactive Software,
      Inc., a Delaware corporation, (“Green Screen,”) and a stockholder
      representative, representing the stockholders of the Company. The Merger Sub
      will merge into the Company, with the Company as the survivor, through an
      exchange of common stock of the Company for common stock of Green Screen (the
      “Merger”).





Pursuant
      to the Merger Agreement, at the time of the Merger, each outstanding share
      of
      Green Screen’s common stock, on a fully converted basis, will be exchanged for
      shares of common stock of the Company, in accordance with certain exchange
      ratios as set forth in the Merger Agreement.


8




In
      addition, at the time of the Merger, the 354,605 outstanding options to purchase
      shares of Green Screen common stock under the Green Screen’s 2008 Equity
      Incentive Plan shall be assumed by the Company, subject to the same terms and
      conditions as were applicable under such plan immediately prior to the Merger,
      and converted into 2,260,366 options to purchase shares of the common stock
      of the Company, at an exercise price of $2.57, per share, and 244,437
      options to purchase shares of common stock of the Company at an
      exercise price of $2.83, per share. The 246,243 warrants to purchase shares
      of
      Green Screen common stock outstanding at the time of the Merger shall be assumed
      by the Company and converted into 1,402,571 warrants to acquire shares of common
      stock of the Company at an exercise price of $2.83, per share, and 336,802
      warrants to acquire shares of common stock at an exercise price of $2.12,
      per share. The aggregate consideration shall consist of 26,098,303 shares
      of common stock of the Company, including the shares which may be issued
      under the Green Screen options and warrants.




The
      Merger Agreement also provides for the indemnification of the Company, if any,
      by the placement of 2,609,830 shares of common stock of the Company, otherwise
      payable to the stockholders of the Company, into escrow, to be held in
      accordance with the terms and conditions of an escrow agreement.





Bridge
      Loan





On
      July
      7, 2008, the Company entered into an agreement with Green Screen, under which
      the Company will provide a bridge loan of up to $7,000,000 to Green Screen
      (the
“Green Screen Note”). The Green Screen Note will mature on September 30, 2008
      and will bear interest at 10%, per annum. Under the Green Screen Note, Green
      Screen may borrow on a weekly basis, repay without penalty or premium and
      re-borrow until September 30, 2008, provided that any advance is contingent
      upon
      a mutually agreed upon budget for the use of such advance. On July 7, 2008,
      the
      Company advanced $3,028,889. All amounts due under the Green Screen Note will
      be
      extinguished upon the closing of the Merger.





Note
      Purchase Agreement





On
      July
      7, 2008 and as amended on July 15, 2008 and July 31, 2008, the Company entered
      into a note purchase agreement with TCMF and an investor (the “Note Purchase
      Agreement”), under which the purchasers agreed to provide loans to the Company
      up to an the aggregate principal amount of up to $9,000,000, in consideration
      for the issuance and delivery of senior secured convertible promissory notes
      (the “Notes”). As partial inducement to purchase the Notes, the Company issued
      to the purchasers warrants to purchase 8,181,818 shares of common stock of
      the
      Company. The Note Purchase Agreement also provides for the purchase of
      additional notes and warrants to additional purchasers through August 15,
      2008.





On
      July
      7, 2008, the Company sold notes under the Note Purchase Agreement to TCMF and
      the other investor in the aggregate principal amounts of $2,500,000 and
      $2,000,000, respectively. The Notes are payable July 7, 2009 and bear interest
      at 5%, per annum. Upon the occurrence of an investor sale, as defined in the
      Notes, the entire outstanding principal amount of the Notes and any accrued
      interest thereon will be automatically converted into shares of common stock
      of
      the Company




In
      connection with the Note Purchase Agreement, the Company issued to TCMF and
      the
      other investor warrants to purchase 2,272,727 shares and 1,818,182 shares of
      common stock of the Company, respectively. The warrants are exercisable at
      $0.01, per share, for five years. On July 30, 2008, TCMF exercised its warrant
      to purchase 2,272,727 shares of common stock of the Company.





On
      July
      10, 2008, the Company sold notes under the Note Purchase Agreement to an
      investor in the amount of $150,000 and issued a warrant to purchase 136,364
      shares of common stock of the Company. The additional notes and warrants were
      issued under the same terms and conditions as the notes and warrants issued
      on July 7, 2008.





On
      July
      24, 2008, the Company sold notes under the Note Purchase Agreement to two
      investors each in the principal amount of $500,000 and issued to each of the
      two
      investors warrants to purchase 454,545 shares of common stock of the Company.
      On
      August 8, 2008 each of two investors exercised the warrants to purchase 454,545
      shares of common stock of the Company.




On
      July
      31, 2008, the Company sold a note to TCMF in the principal amount of $1,500,000
      and a warrant to purchase 1,363,636 shares of common stock of the Company.
      The
      additional notes and warrants were issued on the same terms and conditions
      as
      the notes and warrants issued on July 7, 2008. On August 1, 2008, TCMF exercised
      its warrant to purchase 1,363,636 shares of common stock of the Company.




9


**Item
      2.**  **Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations.**





In
      this
      section, references to “we,” “us,” “our,” “ours,” and “the Company” refer to
      Driftwood Ventures, Inc.





The
      following discussion should be read in conjunction with, and is qualified in
      its
      entirety by, the financial statements and the notes thereto included in this
      report. This discussion contains certain forward-looking statements that involve
      substantial risks and uncertainties. When used in this report, the words
      "anticipate," "believe," "estimate," "expect” and similar expressions as they
      relate to our management or us are intended to identify such forward-looking
      statements. Our actual results, performance or achievements could differ
      materially from those expressed in, or implied by, these forward-looking
      statements. Historical operating results are not necessarily indicative of
      the
      trends in operating results for any future period.





This
      Form
      10-Q for the quarter ended June 30, 2008 includes a number of forward-looking
      statements that reflect our current views with respect to future events and
      financial performance. Forward-looking statements are often identified by words
      like: “believe,” “expect,” “estimate,” “anticipate,” “intend,” “project” and
      similar expressions, or words which, by their nature, refer to future events.
      You should not place undue certainty on these forward-looking statements, which
      apply only as of the date of this report. These forward-looking statements
      are
      subject to certain risks and uncertainties that could cause actual results
      to
      differ materially from historical results or our predictions.






**Liquidity
      and Capital Resources**




As
      of the
      date of this report, we have yet to generate any revenues from our business
      activities.




On
      October 24, 2007, the Company executed a loan agreement, as subsequently amended
      on November 21, 2007 and April 18, 2008, respectively (the “Loan Agreement”),
      with Trinad Capital Master Fund (“TCMF”), whereby TCMF (i) agreed to loan the
      Company up to a principal amount of $500,000 (the “Loan”) and (ii) increase the
      entire outstanding principal amount of the Loan and any accrued interest
      thereon, which was to be due and payable upon, and not prior to, a Next
      Financing (as defined in the Loan Agreement), to an amount of not less than
      $750,000. On July 7, 2008, pursuant to a further amendment to the Loan Agreement
      and in consideration of TCMF’s participation in the Financing and receipt of the
      Notes and Warrants issued thereunder (as those terms are defined below), the
      Loan Agreement automatically terminated upon the initial closing of the
      Financing and the loan thereunder, un the principal amount of $360,000, plus
      any
      accrued interest, was cancelled and extinguished with no obligation or liability
      to the Company.




On
      June
      23, 2008 and June 27, 2008, the Company, pursuant to its 2007 Employee, Director
      and Consultant Stock Plan (the “2007 Plan”), issued an aggregate of 900,000 and
      75,0000 restricted shares (the “Restricted Shares”), respectively of the
      Company’s common stock $0.001 per share (“Driftwood Common Stock”), at a
      purchase price of $0.001 per share to certain employees, directors and
      consultants. The Restricted Shares are subject to a right of forfeiture back
      to
      the Company in the event that the holder terminates his or her position with
      the
      Company prior to three years from the date of grant. In addition, the right
      of
      forfeiture will lapse in its entirety upon a change of control of the Company.
      The Restricted Shares were issued pursuant to the exemptions from registration
      afforded by Section 4(2) of the Securities Act of 1933, as amended (the
“Securities Act”).




On
      July
      7, 2008, the Company entered into a Note Purchase Agreement with TCMF and Back
      Bay LLC (“Back Bay,” and together with TCMF, the “Purchasers”) (the “Note
      Purchase Agreement”), pursuant to which the Purchasers agreed to provide a loan
      to Driftwood in the aggregate principal amount of up to $7,000,000, in
      consideration for the issuance and delivery of senior secured convertible
      promissory notes (the “Notes”). As partial inducement to purchase the Notes, the
      Company issued to the Purchasers warrants to purchase Driftwood Common Stock
      (the “Warrants,” and together with the issuance of the Notes, the “Financing”).
      The Note Purchase Agreement provides for subsequent closings whereby the Company
      may issue additional Notes and Warrants to one or more additional purchasers
      at
      any time and from time to time on or before July 15, 2008. The Note Purchase
      Agreement was subsequently amended on July 15, 2008,(i) to increase the amount
      of Notes offered in the Financing to an aggregate amount of up to $9,000,000,
      (ii) to increase the amount of Warrants issuable in connection with the
      Financing to up to 8,181,818 and (iii) to extend the offering period until
      July
      31, 2008. The Note Purchase Agreement was further amended on July 31, 2008
      to
      extend the offering period of the Financing until August 15, 2008. The Notes
      and
      Warrants issued in the Financing were issued pursuant to Rule 506 of Regulation
      D promulgated under the Securities Act.




10




Pursuant
      to the Note Purchase Agreement, the Company issued to each of TCMF and Back
      Bay
      Notes in the aggregate principal amount of $2,500,000 and $2,000,000,
      respectively. The Notes bear an interest rate of five percent (5%) for the
      time
      period beginning on July 7, 2008 and ending on July 7, 2009, unless extended.
      Upon the occurrence of an investor sale, as defined in the Notes, the entire
      outstanding principal amount of the Notes and any accrued interest thereon
      will
      be automatically converted into shares of Driftwood Common Stock.




In
      connection with the Note Purchase Agreement, the Company issued to each of
      TCMF
      and Back Bay Warrants to purchase 2,272,727 shares and 1,818,182 shares of
      Driftwood Common Stock, respectively. The Warrants have a five year term and
      an
      exercise price of $0.01 per share. The Warrant issued to Back Bay also contains
      customary limitations on the amount of Warrants that can be exercised. On July
      30, 2008, TCMF exercised its warrant to purchase 2,272,727 shares of Driftwood
      Common Stock.




On
      July
      10, 2008, Cipher 06 LLC (“Cipher”) executed a counterpart signature page to the
      Note Purchase Agreement, pursuant to which Driftwood issued to Cipher a Note
      in
      the principal amount of $150,000. As partial inducement to purchase the Note,
      Cipher received a Warrant to purchase 136,364 shares of Driftwood Common Stock.
      The Note and Warrant issued to Cipher were issued on the same terms and
      conditions as the Notes and Warrants that were issued in the initial closing
      of
      the Financing.




On
      July
      24, 2008, each of Soundpost Capital, LP (“Soundpost LP”) and Soundpost Capital
      Offshore Ltd. (“Soundpost Offshore”) executed a counterpart signature page to
      the Note Purchase Agreement, pursuant to which the Company issued to each of
      Soundpost LP and Soundpost Offshore a Note in the principal amount of $500,000.
      As partial inducement to purchase the Notes, each of Soundpost LP and Soundpost
      Offshore received a Warrant to purchase 454,545 shares of Common Stock. The
      Notes and Warrants issued to Soundpost LP and Soundpost Offshore were issued
      on
      the same terms and conditions as the Notes and Warrants that were issued in
      the
      initial closing of the Financing. On August 8, 2008 each of Soundpost LP and
      Soundpost Offshore exercised its warrants to purchase 454,545 shares of
      Driftwood Common Stock




On
      July
      31, 2008, TCMF executed a counterpart signature page to the Note Purchase
      Agreement, pursuant to which the Company issued to TCMF a Note in the principal
      amount of $1,500,000. As partial inducement to purchase the Note, Trinad
      received a Warrant to purchase 1,363,636 shares of Common Stock. The Note and
      Warrant issued to Trinad were issued on the same terms and conditions as the
      Notes and Warrants that were issued in the initial closing of the Financing.
      On
      August 1, 2008, TCMF exercised its Warrant to purchase 1,363,636 shares of
      Driftwood Common Stock.




On
      July
      7, 2008, the Company entered into a Securities Purchase Agreement with Green
      Screen (the “Securities Purchase Agreement”), pursuant to which the Company
      provided a bridge loan of $7,000,000 to Green Screen, and purchased from Green
      Screen a senior secured note in the aggregate principal amount of $7,000,000
      (the “Green Screen Note”). The Green Screen Note matures on September 30, 2008,
      and bears interest at a rate of 10% per annum. Under the Green Screen Note,
      Green Screen may borrow on a weekly basis, repay without penalty or premium
      and
      re-borrow amounts until September 30, 2008, provided that any advance made
      by
      Driftwood to Green Screen is contingent upon a mutually agreed upon budget
      for
      the use of such advance. Driftwood’s first advance to Green Screen was made on
      July 7, 2008 in the amount of $3,028,889. The Green Screen Note and any and
      all
      amounts due there under will be automatically extinguished upon the closing
      of
      the transactions contemplated by the Merger Agreement.




In
      addition, on October 24, 2007, the Company entered into a Management Agreement
      (the “Management Agreement”) with Trinad Management, LLC (“Trinad”), affiliate
      of TCMF. Pursuant to the terms of the Management Agreement, Trinad agreed to
      provide certain management services, including, without limitation, the
      sourcing, structuring and negotiation of a potential business combination
      transaction involving the Company. The Company agreed to pay Trinad a management
      fee of $90,000 per quarter, plus reimbursement of all expenses reasonably
      incurred by Trinad in connection with the provision of management services.
      There were no management fee expenses for the year ended December 31, 2007
      and
      the Company paid $270,000 in 2008. The Management Agreement was terminable
      by
      either party upon written notice, subject to a termination fee of $1,000,000
      upon termination by the Company. On July 7, 2008, the Company and Trinad amended
      the Management Agreement to provide that it automatically terminated upon the
      initial closing of the Financing, in which such case the termination fee was
      reduced to $750,000. The Management Agreement, as amended, also provided that
      the Company may satisfy the payment of such termination fee by delivery to
      Trinad of Notes in the aggregate amount of $750,000 and 618,818 Warrants, such
      Notes and Warrants to be on the same terms of the Notes and Warrants sold and
      issued by the Company to the purchasers in the Financing. The Management
      Agreement automatically terminated upon the initial closing of the Financing
      on
      July 7, 2008. The $750,000 termination fee was satisfied by delivery
      to Trinad of Notes in the principal amount of $750,000 and 681,818 Warrants
      to
      purchase Driftwood Common Stock.




11




**Results
      of Operations for the Three and Six Months Ended June 30,
      2008**




The
      Company had a net loss of $1,281,992 and $1,412,873 for the three and six months
      ended June 30, 2008, respectively, consisting primarily of stock based
      compensation, legal fees, and general and administrative expenses.




**Results
      of Operations for the Three and Six Months Ended June 30,
      2007**




The
      Company had a net loss of $5,262 and $11,463 for the three and six months ended
      June 30, 2007, respectively, consisting primarily of general and administrative
      expenses and donated services and rent.





**Significant
      Accounting Policies**




The
      significant accounting policies that we believe are the most critical to aid
      in
      fully understanding and evaluating our reported financial results are as
      follows:




**Fair
      Value of Financial Instruments**




Our
      carrying values of cash and due to related party approximate their fair values
      because of the short-term maturity of these instruments.




**Use
      of Estimates**




The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires our 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.




**Income
      (Loss) per Common Share**




Basic
      net
      income (loss) per share was computed by dividing the net income (loss) for
      the
      period by the basic weighted average number of shares outstanding during the
      period. Diluted net income (loss) per share was computed by dividing the net
      income (loss) for the period by the weighted average number and any potentially
      diluted shares outstanding during the period .




**Income
      Taxes**




The
      Company provides for deferred income taxes using the liability method. Deferred
      tax assets and liabilities are recognized for the future tax consequences
      attributable to differences among the financial statement carrying amounts
      of
      existing assets and liabilities and their respective tax bases and the tax
      effect of net operating loss carry-forwards. A valuation allowance has been
      provided as it is more likely than not that the deferred tax assets will not
      be
      realized.





**RECENT
      ACCOUNTING PRONOUNCEMENTS**




In
      December 2007, the Financial Accounting Standards Board (“FASB”) issued SFAS No.
      141 (Revised 2007), “Business Combinations” (“SFAS 141(R)”). This statement
      replaces SFAS No. 141 “Business Combinations” (“SFAS 141”). This statement
      retains the fundamental requirements in SFAS 141 that the acquisition method
      of
      accounting (which SFAS 141 called the purchase method) be used for all business
      combinations and for an acquirer to be identified for each business combination.
      This statement defines the acquirer as the entity that obtains control of one
      or
      more businesses in the business combination and establishes the acquisition
      date
      as the date that the acquirer achieves control. This statement requires an
      acquirer to recognize the assets acquired, the liabilities assumed, and any
      noncontrolling interest in the acquiree at the acquisition date, measured at
      their fair values as of that date, with limited exemptions specified in the
      statement. This statement applies prospectively to business combinations for
      which the acquisition date is on or after the beginning of the first annual
      reporting period beginning on or after December 15, 2008. The Company is
      currently evaluating the expected effect, if any, SFAS 141(R) will have on
      its
      financial statements.





In
      December 2007, the FASB issued SFAS No. 160, “Non-controlling Interest in
      Consolidated Financial Statements” (“SFAS 160”), an amendment of Accounting
      Research Bulletin No. 51, “Consolidated Financial Statements”. SFAS 160
      establishes accounting and reporting standards for the noncontrolling interest
      in a subsidiary and for the deconsolidation of a subsidiary. Minority interest
      will be recharacterized as noncontrolling interests and will be reported as
      a
      component of equity separate from the parent’s equity, and purchases or sales of
      equity interest that do not result in a change in control will be accounted
      for
      as equity transactions.


12




In
      addition, net income attributable to the noncontrolling interest will be
      included in net income on the face of the income statement and upon a loss
      of
      control, the interest sold, as well as any interest retained, will be recorded
      at fair value with any gain or loss recognized in earnings. This pronouncement
      is effective for fiscal years beginning after December 15, 2008. The Company
      is
      currently evaluating the potential impact, if any, of the adoption of SFAS
      160
      on its financial position, results of operations and cash flows.





On
      May 9,
      2008, the FASB issued Staff Position (“FSP”) APB 14-1, Accounting for
      Convertible Debt Instruments That May Be Settled in Cash upon Conversion
      (Including Partial Cash Settlements), which clarifies that convertible debt
      instruments that may be settled in cash upon conversion (including partial
      cash
      settlement) are not addressed by paragraph 12 of APB Opinion No. 14, Accounting
      for Convertible Debt and Debt Issued with Stock Purchase Warrants. The FSP
      specifies that issuers of such instruments should separately account for the
      liability and equity components in a manner that will reflect the entity’s
      nonconvertible debt borrowing rate when interest cost is recognized in
      subsequent periods. FSP APB 14-1 is effective for financial statements issued
      for fiscal years beginning after December 15, 2008 and interim periods within
      those fiscal years. The Company has not completed its evaluation of the impact
      of the effect, if any, the adoption of FSP APB 14-1would have





Management
      does not believe that any other recently issued, but not yet effective,
      accounting pronouncements, if adopted, would have a material effect on the
      accompanying financial statements.




**Off-Balance
      Sheet Arrangements**




We
      do not
      have any relationships with unconsolidated entities or financial partners,
      such
      as entities often referred to as structured finance or special purpose entities,
      which would have been established for the purpose of facilitating off-balance
      sheet arrangements or other contractually narrow or limited purposes. In
      addition, we do not have any undisclosed borrowings or debt, and we have not
      entered into any synthetic leases. We are, therefore, not materially exposed
      to
      any financing, liquidity, market or credit risk that could arise if we had
      engaged in such relationships.





**Impact
      of Inflation**




We
      believe that inflation has not had a material impact on our results of
      operations for the three months ended June 30, 2008 and 2007. We cannot assure
      you that future inflation will not have an adverse impact on our operating
      results and financial condition.





**Item
      3.**  **Quantitative
      and Qualitative Disclosures about Market Risk.**





Not
      applicable as we are a smaller reporting company.




**Item
      4T. Controls and Procedures.**




As
      required by Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act
      of
      1934, as amended (the “Exchange Act”) as of June 30, 2008, the end of the period
      covered by this report, our management concluded its evaluation of the
      effectiveness of the design and operation of our disclosure controls and
      procedures. Disclosure controls and procedures are controls and procedures
      designed to reasonably assure that information required to be disclosed in
      our
      reports filed under the Exchange Act, such as this report, is recorded,
      processed, summarized and reported within the time periods prescribed by SEC
      rules and regulations, and to reasonably assure that such information is
      accumulated and communicated to our management, including our Chief Executive
      Officer and Chief Financial Officer, to allow timely decisions regarding
      required disclosure.




Our
      management does not expect that our disclosure controls and procedures will
      prevent all error and fraud. A control system, no matter how well designed
      and
      operated, can provide only reasonable, not absolute, assurance that the control
      system's objectives will be met. Further, the design of a control system must
      reflect the fact that there are resource constraints, and 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,
      have
      been detected. These inherent limitations include the realities that judgments
      in decision-making can be faulty and that breakdowns can occur because of simple
      error or mistake. The design of any system of controls is based in part upon
      certain assumptions about the likelihood of future events, and there can be
      no
      assurance that any design will succeed in achieving its stated goals under
      all
      potential future conditions.


13




As
      of the
      evaluation date, our Chief Executive Officer and Chief Financial Officer
      concluded that our disclosure controls and procedures are effective in providing
      reasonable assurance that information required to be disclosed in our reports
      under the Exchange Act is recorded, processed, summarized and reported within
      the time periods prescribed by SEC rules and regulations, and that such
      information is accumulated and communicated to our management, including our
      Chief Executive Officer and Chief Financial Officer, to allow timely decisions
      regarding required disclosure.




There
      have been no changes in our internal control over financial reporting during
      the
      period covered by this report that has materially affected, or is reasonably
      likely to materially affect our internal control over financial
      reporting.




**PART
      II - OTHER INFORMATION**





**Item
      1. Legal
      Proceedings**





The
      Company is not a party to any pending legal proceedings. Management is not
      aware
      of any threatened litigation, claims, or assessments.





**Item
      1A. Risk Factors.**





Not
      applicable as we are a smaller reporting company.





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





On
      June
      23, 2008 and June 27, 2008, the Company, pursuant to its 2007 Employee, Director
      and Consultant Stock Plan (the “2007 Plan”), issued an aggregate of 900,000 and
      75,0000 restricted shares (the “Restricted Shares”), respectively of Driftwood
      Common Stock, at a purchase price of $0.001 per share to certain employees,
      directors and consultants. The Restricted Shares are subject to a right of
      forfeiture back to the Company in the event that the holder terminates his
      or
      her position with the Company prior to ten years from the date of grant. In
      addition, the right of forfeiture will lapse in its entirety upon a change
      of
      control of the Company. The Restricted Shares were issued pursuant to the
      exemptions from registration afforded by Section 4(2) of the Securities
      Act.





**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.**




31.1
            
            Certification
                of Robert Ellin, Chief Executive Officer, pursuant to Section 302
                of the
                Sarbanes-Oxley Act of 2002.*31.2
            
            Certification
                of Charles Bentz, Chief Financial Officer, pursuant to Section 302
                of the
                Sarbanes-Oxley Act of 2002.*32.1
            
            Certification
                of Robert Ellin, Principal Executive Officer, pursuant to 18 U.S.C.
                Section 1350 *32.2
            
            Certification
                of Charles Bentz, Principal Financial Officer, pursuant to 18 U.S.C.
                Section 1350 *




*Filed
      herewith


14





**SIGNATURES**




In
      accordance with the requirements of the Exchange Act, the Registrant has duly
      caused this report to be signed on its behalf by the undersigned thereunto
      duly
      authorized.






Driftwood
              Ventures, Inc.August
              11, 2008
            By:
            /s/ Robert
              EllinRobert
                Ellin
              President
                and Chief Executive Officer
              (Principal
                Executive Officer) August
                11, 2008
              By:
              /s/ Charles
                BentzCharles
                  Bentz
                Chief
                  Financial Officer
                (Principal
                  Financial Officer)  15