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 April 30, 2006

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

For the transition period from ______ to ______

                           Commission File No. 0-51353

                                   MPLC, Inc.
        -----------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)


           DELAWARE                                              06-1390025
-------------------------------                              -------------------
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                  1775 Broadway, Suite 604, New York, NY 10019
                  --------------------------------------------
                    (Address of Principal Executive Offices)

                                 (212) 247-4590
                ------------------------------------------------
                (Issuer's Telephone Number, including area code)

                                       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 |_|

Indicate by check whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes |X|  No |_|

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be
filed by Section 12, 13, or 15 (d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes |X|  No |_|

                      APPLICABLE ONLY TO CORPORATE ISSUERS

As of June 14, 2006, there were 28,698,870 shares of Common Stock, par value
$0.01 per share, outstanding.

Transitional Small Business Disclosure Format (check one): Yes |_|  No |X|

<PAGE>

                                Table of Contents

                                                                            Page

Part I. FINANCIAL INFORMATION

        Item 1. Financial Statements (Unaudited) ..............................3

                Balance Sheets ................................................3

                Statements of Operations ......................................4

                Statements of Changes in Stockholders' Equity (Deficiency).....5

                Statements of Cash Flows ......................................6

                Notes to Financial Statements .................................7

        Item 2. Management's Discussion and Analysis or Plan of Operation ....10

        Item 3. Controls and Procedures ......................................11

Part II. OTHER INFORMATION

        Item 6. Exhibits .....................................................12

Signatures ...................................................................13

Exhibit Index ................................................................14


                                       2
<PAGE>

PART I. FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                   ASSETS

                                                                                April 30,          July 31,
                                                                                  2006               2005
                                                                              ------------       ------------
                                                                               (Unaudited)         (Audited)
<S>                                                                           <C>                <C>
CURRENT ASSETS
   Cash                                                                       $      4,305       $         --
   Prepaid expenses                                                                    414
   Taxes receivable                                                                  5,934                 --
                                                                              ------------       ------------
      Total assets                                                            $     10,653       $         --
                                                                              ============       ============

                              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

CURRENT LIABILITIES
   Accounts payable and accrued expenses                                      $      2,372       $     50,000
   Loan payable - majority shareholder                                             163,248             44,000
   Other liabilities                                                                 7,839                470
                                                                              ------------       ------------
      Total current liabilities                                                    173,459             94,470
                                                                              ------------       ------------

STOCKHOLDERS' EQUITY (DEFICIENCY)
   Preferred stock, par value $.10 per share, 1,000,000 shares
    authorized, no shares issued or outstanding                                         --                 --
   Common stock, par value $.01 per share, 75,000,000 shares and
    12,000,000 shares authorized as of April 30, 2006 and                          286,989            286,989
    July 31, 2005, respectively
   Additional paid in capital (discount on par value of common stock)             (286,989)          (286,989)
   Deficit accumulated during development stage                                   (162,806)           (94,470)
                                                                              ------------       ------------
      Total stockholders' equity (deficiency)                                     (162,806)           (94,470)
                                                                              ------------       ------------
      Total liabilities and stockholders' equity (deficiency)                 $     10,653       $         --
                                                                              ============       ============
</TABLE>

                       See Notes to Financial Statements.


                                       3
<PAGE>

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
                      STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                         For the Three          For the Nine         Cumulative from
                                                                             Months                Months             April 26, 2005
                                                                             Ended                 Ended                 Through
                                                                         April 30, 2006        April 30, 2006        April 30, 2006
                                                                         --------------        --------------        ---------------
<S>                                                                      <C>                   <C>                   <C>
Expenses:
   General and administrative expenses                                   $        5,212        $       65,367        $      159,367
   Interest expense                                                               3,613                 7,369                 7,839
                                                                         --------------        --------------        --------------

Loss before benefit from income taxes                                            (8,825)              (72,736)             (167,206)

Benefit from income taxes                                                            --                (4,400)               (4,400)
                                                                         --------------        --------------        --------------

Net loss                                                                 $       (8,825)       $      (68,336)       $     (162,806)
                                                                         ==============        ==============        ==============

Net loss per common share - basic and diluted                            $           --        $       (0.002)
                                                                         ==============        ==============

Weighted average shares outstanding - basic and diluted                      28,698,870            28,698,870
                                                                         ==============        ==============
</TABLE>

                       See Notes to Financial Statements.


                                       4
<PAGE>

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
           STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIENCY)

<TABLE>
<CAPTION>
                                                                                        Additional
                                                                                          Paid-In        Deficit
                                                                Common Stock              Capital      Accumulated
                                                       -----------------------------   (Discount on      During
                                                        Shares Issued                  Par Value of    Development
                                                       and Outstanding     Amount      Common Stock)      Stage           Total
                                                       --------------   ------------   ------------    ------------    ------------
<S>                                                        <C>          <C>            <C>             <C>             <C>
Balance at April 26, 2005 (Note 1) (Audited)               28,698,870   $    286,989   $   (286,989)   $         --    $         --

Net loss (Audited)                                                 --             --             --         (94,470)        (94,470)
                                                         ------------   ------------   ------------    ------------    ------------

Balance at July 31, 2005 (Audited)                         28,698,870        286,989       (286,989)        (94,470)        (94,470)

Net loss (Unaudited)                                               --             --             --         (68,336)        (68,336)
                                                         ------------   ------------   ------------    ------------    ------------

Balance at April 30, 2006 (Unaudited)                      28,698,870   $    286,989   $   (286,989)   $   (162,806)   $   (162,806)
                                                         ============   ============   ============    ============    ============
</TABLE>

                       See Notes to Financial Statements.


                                       5
<PAGE>

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
                      STATEMENTS OF CASH FLOWS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                         Cumulative from
                                                                                  For the Nine            April 26, 2005
                                                                                  Months Ended               Through
                                                                                 April 30, 2006           April 30, 2006
                                                                                 --------------           --------------
<S>                                                                              <C>                      <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss                                                                         $      (68,336)          $     (162,806)
Adjustment to reconcile net loss to net cash used in
   operating activities:
   Changes in assets and liabilities:
      Increase in taxes receivable and prepaid expenses                                  (6,348)                  (6,348)
      (Decrease) increase in accounts payable and accrued expenses                      (47,628)                   2,372
      Increase in other liabilities                                                       7,369                    7,839
                                                                                 --------------           --------------

         Net cash used in operating activities                                         (114,943)                (158,943)
                                                                                 --------------           --------------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from loan payable - majority shareholder                                       119,248                  163,248
                                                                                 --------------           --------------

         Net cash provided by financing activities                                      119,248                  163,248
                                                                                 --------------           --------------

         Net increase in cash                                                             4,305                    4,305

CASH, beginning of period                                                                    --                       --
                                                                                 --------------           --------------

CASH, end of period                                                              $        4,305           $        4,305
                                                                                 ==============           ==============
</TABLE>

                       See Notes to Financial Statements.


                                       6
<PAGE>

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 1  ORGANIZATION AND BUSINESS OPERATIONS

        MPLC, Inc. (f/k/a the Millbrook Press Inc.) (the "Company" or "MPLC") is
        the successor company to a corporation that emerged from a
        reorganization under Chapter 11 of the United States Bankruptcy Code as
        described in the Company's Annual Report on Form 10-KSB for the period
        ended July 31, 2005. The Company was incorporated under the laws of the
        State of Delaware in 1994. The Company intends to acquire assets or
        shares of an entity engaged in a business that generates, or has the
        potential of generating revenues, in exchange for securities of the
        Company.

NOTE 2  BASIS OF PRESENTATION

        The accompanying financial statements are unaudited and have been
        prepared in accordance with accounting principles generally accepted in
        the United States of America for interim financial information and with
        the instructions to Form 10-QSB. Accordingly, certain information and
        footnote disclosures normally included in financial statements prepared
        in accordance with accounting principles generally accepted in the
        United States of America have been omitted pursuant to such rules and
        regulations. These financial statements should be read in conjunction
        with the financial statements that were included in the Company's Annual
        Report on Form 10-KSB for the period ended July 31, 2005.

        The accompanying financial statements have been prepared on a going
        concern basis. The Company has discontinued its historical lines of
        business and currently has no principal operations or revenue, which
        raises substantial doubt about its ability to continue as a going
        concern. In addition, the Company has accumulated a deficit of $162,806
        since entering the development stage effective April 26, 2005. The
        Company's ability to continue as a going concern is contingent upon
        merging with another entity or acquiring revenue producing activities.
        The financial statements do not include any adjustments or
        reclassifications that might by necessary should the Company be unable
        to continue in existence.

        In the opinion of management, all adjustments (consisting of normal
        accruals) have been made that are necessary to present fairly the
        financial position and results of operations of MPLC, Inc. Operating
        results for the interim period presented are not necessarily indicative
        of the results to be expected for a full year.

        FRESH-START REPORTING

        All conditions required for adoption of fresh-start reporting were met
        on April 26, 2005 and the Company selected April 26, 2005 as the date to
        adopt the accounting provisions of fresh-start reporting. Fresh-start
        financial statements prepared by entities emerging from Chapter 11 will
        not be comparable with those prepared before their Plan of
        Reorganization was confirmed by the Bankruptcy Court because they are,
        in effect those of a new entity. Thus, comparative financial statements
        that straddle a confirmation date should not be and are not presented.


                                       7
<PAGE>

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 2  BASIS OF PRESENTATION (Continued)

        DEVELOPMENT STAGE COMPANY

        Commencing April 26, 2005, the Company is considered a development stage
        company as defined by Statement of Financial Accounting Standards (SFAS)
        No. 7, as it has no principal operations nor revenue from any source.

        INCOME TAXES

        The Company follows SFAS No. 109, "Accounting for Income Taxes" which is
        an asset and liability approach that requires the recognition of
        deferred tax assets and liabilities for the expected future tax
        consequences of events that have been recognized in the Company's
        financial statements or tax returns.

        NET LOSS PER COMMON SHARE

        Net loss per common share is computed on the basis of the weighted
        average number of common shares outstanding during the period, including
        common stock equivalents (unless anti-dilutive).

        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 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.

NOTE 3  NEW ACCOUNTING STANDARD

        In December 2004, the Financial Accounting Standards Board issued SFAS
        No. 123 (revised 2004), "Share-Based Payment". SFAS 123 (revised 2004)
        requires companies to recognize in the statement of operations the
        grant-date fair value of stock options and other equity-based
        compensation. That cost will be recognized over the period during which
        an employee is required to provide service in exchange for the award,
        usually the vesting period. Subsequent changes in fair value during the
        requisite service period, measured at each reporting date, will be
        recognized as compensation cost over that period. In April 2005, the SEC
        extended the effective date for SFAS No. 123 (revised 2004) for public
        companies, to the beginning of a registrant's next fiscal year that
        begins after June 15, 2005. The Company adopted SFAS No. 123 (revised
        2004) on August 1, 2005. Adoption of this standard did not have any
        impact on the Company's financial position or results of operations.


                                       8
<PAGE>

                                   MPLC, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                               (SUCCESSOR COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 APRIL 30, 2006

NOTE 4  INCOME TAXES

        MPLC, Inc. has approximately $163,000 and $95,000 in net operating loss
        carryforwards at April 30, 2006 and July 31, 2005, respectively,
        available to reduce future income taxes through 2025. A valuation
        allowance in the amount set forth in the table below has been recorded
        based on management's determination that it is more likely than not that
        the deferred tax assets will not be realized. At such time as it is
        determined that it is more likely than not that any or all of the
        deferred tax assets are realizable, the valuation allowance will be
        reduced.

                                                       ------------------------
                                                       April 30,       July 31,
                                                         2006           2005
                                                       ---------      ---------
Deferred tax assets:
   Net operating loss carryforwards                    $  65,000      $  38,000
                                                       ---------      ---------
   Total gross deferred tax assets                        65,000         38,000
                                                       ---------      ---------

Deferred tax liabilities:
   Total gross deferred tax liabilities                       --             --
                                                       ---------      ---------
Total net deferred tax assets, before valuation
 allowance                                                65,000         38,000
Valuation allowance                                      (65,000)       (38,000)
                                                       ---------      ---------
Net deferred tax (liabilities) assets                  $      --      $      --
                                                       =========      =========

NOTE 5  RELATED PARTY TRANSACTIONS

        RENT

        The Company is using a portion of the premises occupied by First
        Americas, LLC ("First Americas") located at 1775 Broadway, New York, New
        York, 10019 as its principal office. Isaac Kier, the President of the
        Company, is an owner of First Americas. First Americas has agreed to
        waive payment of any rent by the Company for use of the offices. The
        Company has not paid any rent for its principal office since April 26,
        2005.

        LOAN PAYABLE - MAJORITY SHAREHOLDER

        As of April 30, 2006, the Company has received loans totaling $163,248
        from its majority shareholder at an interest rate of 8%, which are due
        on demand. The purpose of the loans is to provide funding necessary for
        the Company to continue its corporate existence, seek out a business
        combination and fund professional fees and expenses related to being an
        SEC reporting company. The carrying amount of this financial instrument
        approximates fair value as the related interest rate approximates
        current market rates.


                                       9
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

PLAN OF OPERATIONS

FORWARD-LOOKING STATEMENTS

Some of the statements contained in this quarterly report of MPLC, Inc.
(hereinafter the "Company", "We", "Us" or the "Registrant") discuss future
expectations, contain projections of our plan of operation or financial
condition or state other forward-looking information. In this report,
forward-looking statements are generally identified by the words such as
"anticipate", "plan", "believe", "expect", "estimate", and the like.
Forward-looking statements involve future risks and uncertainties, and there are
factors that could cause actual results or plans to differ materially from those
expressed or implied. These statements are subject to known and unknown risks,
uncertainties, and other factors that could cause the actual results to differ
materially from those contemplated by the statements. The forward-looking
information is based on various factors and is derived using numerous
assumptions. A reader, whether investing in the Company's securities or not,
should not place undue reliance on these forward-looking statements, which apply
only as of the date of this quarterly report. Important factors that may cause
actual results to differ from projections include, for example: the success or
failure of management's efforts to implement the Company's plan of operation;
the ability of the Company to fund its operating expenses; the ability of the
Company to compete with other companies that have a similar plan of operation;
the effect of changing economic conditions impacting our plan of operation; and
the ability of the Company to meet the other risks as may be described in future
filings with the SEC.

OVERVIEW

The Company intends to acquire assets or shares of an entity engaged in a
business that generates, or has the potential of generating revenues, in
exchange for securities of the Company. The Company has not identified a
particular acquisition target as of the date of filing of this quarterly report,
and is not in negotiations regarding any such acquisition. As of the date of
this quarterly report, none of the Company's officers, directors, promoters or
affiliates is engaged in any negotiations with any representative of any other
company regarding a business combination between the Company and such other
company.

The Company intends to remain a shell company until a merger or acquisition is
consummated, and it is anticipated that during that time frame the Company's
cash requirements will be minimal. The Company does not anticipate that it will
have to raise capital during the next twelve months. The Company also does not
expect to make any significant capital acquisitions during the next twelve
months.

The Company intends to carry out its business plan as discussed herein. In order
to do so, the Company needs to pay ongoing expenses, including legal and
accounting fees incurred in conjunction with future compliance with its on-going
reporting obligations under the Exchange Act. Because the Company has no capital
with which to pay these anticipated expenses, the Company's President Mr. Kier
has indicated to us that he currently intends to provide us with limited funding
in the form of loans, on an as needed basis, necessary for us to continue our
corporate existence. Through April 30, 2006, Mr. Kier has made advances totaling
$163,248 to the Company, which advances accrue interest at a rate of 8% per
annum. However, we have no written agreement with Mr. Kier to provide ongoing
financing for any period and there is no assurance that he will continue to
provide such funding. Should Mr. Kier fail to loan the Company funds to pay such
expenses, the Company has not identified any alternative sources, and there is
substantial doubt about the Company's ability to continue as a going concern.
The Company currently does not intend to raise funds, either debt or equity,
from investors while the Company is a shell company, and the Company will not
borrow any funds to make any payments to the Company's management or affiliates.

The Company has no employees and does not expect to hire any prior to effecting
a business combination. The Company's President has agreed to allocate a portion
of his time to the activities of the Company, without compensation. The
President anticipates that the business plan of the Company can be implemented
by devoting a portion of his available time to the business affairs of the
Company. The Company's board of directors intends to provide the Company's
shareholders with complete disclosure documentation concerning the structure of
any proposed business combination prior to consummation.

FRESH-START REPORTING

As a result of it's bankruptcy filing under Chapter 11, the Company is subject
to the provisions of American Institute of Certified Public Accountant's
Statement of Position (SOP) 90-7, "Financial Reporting by Entities in


                                       10
<PAGE>

Reorganization Under the Bankruptcy Code." Under SOP 90-7, fresh-start reporting
should be applied when, upon emergence from bankruptcy law proceedings, the
reorganization value of a company is less than the sum of all allowed claims and
post-petition liabilities of the company and the holders of the old common
shares receive fewer than fifty percent of the new voting shares in the
reorganization. Reorganization value is the fair value of the entity before
considering liabilities and approximates the amount a willing buyer would pay
for the assets of the entity immediately after restructuring. On January 25,
2005, the Bankruptcy Court confirmed the Plan of Reorganization. All conditions
required for adoption of fresh-start reporting were met on April 26, 2005 and
the Company selected April 26, 2005 as the date to adopt the accounting
provisions of fresh-start reporting. As the fair value of the Predecessor
Company's net assets were determined to be $-0-, this became the new basis for
the Successor Company's balance sheet as of April 26, 2005, and all results of
operations beginning April 26, 2005 are those of the Successor Company.

Any fiscal periods prior to April 26, 2005 pertain to what is designated in the
Company's financial statements and notes thereto as the "Predecessor Company,"
while the fiscal periods subsequent to and including April 26, 2005 pertain to
what is designated the "Successor Company." As a result of the implementation of
fresh-start reporting, the financial statements of the Successor Company
subsequent to and including April 26, 2005 are not comparable to the Predecessor
Company's financial statements for prior periods.

RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the
financial statements and related notes to the financial statements, which are
included in this quarterly report on Form 10-QSB.

Net loss for the three months ended April 30, 2006 consisted of $3,700 for
professional fees, $3,613 for interest expense and $1,512 for other expenses.

Net loss for the nine months ended April 30, 2006 consisted of $62,025 for
professional fees, $7,369 for interest expense $3,342 for other expenses, net of
a tax benefit of $4,400.

Net loss for the period from April 26, 2005 (date of adoption of fresh-start
reporting) to April 30, 2006 consisted of $156,024 for professional fees, $7,839
for interest expense, $3,343 for other expenses net of and a tax benefit of
$4,400.

CRITICAL ACCOUNTING POLICIES.

There have been no material changes to our Critical Accounting Policies
described in our Form 10-KSB filed with the Securities and Exchange Commission
on October 31, 2005.

ITEM 3. CONTROLS AND PROCEDURES

In accordance with Exchange Act Rules 13a-15 and 15d-15, the Company's
management carried out an evaluation with participation of the Company's Chief
Executive and Financial Officer, its principal executive officer and principal
financial officer, of the effectiveness of the Company's disclosure controls and
procedures as of the end of the period covered by this report. Based upon that
evaluation, the Principal Executive and Financial Officer concluded, as of the
end of the period covered by this Form 10-QSB, that the Company's disclosure
controls and procedures are effective. There were no changes in the Company's
internal controls over financial reporting identified in connection with the
evaluation by the Principal Executive and Financial Officer that occurred during
the Company's third quarter that have materially affected or are reasonably
likely to materially affect the Company's internal controls over financial
reporting.


                                       11
<PAGE>

PART II OTHER INFORMATION

ITEM 6. EXHIBITS

31.1  Principal Executive and Financial Officer's Certificate, pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002.

32.1  Principal Executive and Financial Officer's Certificate, pursuant to 18
      U.S.C. Section 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002 - furnished only.


                                       12
<PAGE>

                                   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.

                                                   MPLC, Inc.


Date: June 14, 2006                                By: /s/ Isaac Kier
                                                       -------------------------
                                                   Name: Isaac Kier
                                                   Title: President, Secretary
                                                          Treasurer and Director


                                       13
<PAGE>

                                  EXHIBIT INDEX

31.1  Principal Executive and Financial Officer's Certificate, pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002.

32.1  Principal Executive and Financial Officer's Certificate, pursuant to 18
      U.S.C. Section 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002 - furnished only.


                                       14