UNITED
        STATES
 SECURITIES
        AND EXCHANGE COMMISSION
 Washington,
        D.C. 20549
 
 
 Form
        10-QSB
 
 x
              QUARTERLY
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934. For the quarter ended June 30. 2007o
              TRANSITION
                  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                  OF
                  1934
 
 
 M
        POWER
        ENTERTAINMENT, INC.
 (Name
        of
        small business issuer in its charter)
 
 Delaware
 (State
        or
        other jurisdiction of incorporation or organization)
 
 76-0513297
 (I.R.S.
        Employer Identification No.)
 
 2602
        Yorktown Place
 Houston,
        Texas 77056
 (Address
        of principal executive office)
 
 832-284-4276
 (Issuer's
        telephone number)
 
 
 Check
        whether the issuer (1) filed all reports required to be filed by Section
        13 or
        15(d) of the Exchange Act during the past 12 months (or for such shorter
        period
        that the registrant was required to file such reports), and (2) has been
        subject
        to such filing requirements for the past 90 days.
 Yes
x
        No o
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).
 Yes
o
        No x
 
 State
        the
        number of shares outstanding of each of the issuer's classes of common equity,
        as of the latest practicable date:
 As
        of
        August 10, 2007, there were 459,554,763 shares of common stock, $0.001 par
        value, outstanding.
 
 Transitional
        Small Business Disclosure Format (Check one).
 Yes
o
        No x
 
  -1-
  
 M
        POWER
        ENTERTAINMENT, INC.
 FORM
        10-QSB
 FOR
        THE
        QUARTER ENDED JUNE 30, 2007
 
 INDEX
 
 PAGE**PART
                  I.**
              **FINANCIAL
                  INFORMATION**Item
                  1.
              Financial
                  StatementsBalance
                  Sheet as
                  of June 30, 2007 (unaudited) and December 31,
                  2006
              3Statement
                  of
                  Operations for the Three and Six Months Ended June 30, 2007 (unaudited)
                  and 2006 (unaudited)
              4Statement
                  of
                  Cash Flow for the Six Months Ended June 30, 2007 (unaudited) and
                  2006
                  (unaudited)
              5Notes
                  to
                  Financial Statements (unaudited)
              6Item
                  2.
              Management's
                  Discussion and Analysis of Financial Condition and Results of
                  Operations
              8Item
                  3.
              Controls
                  and
                  Procedures
              10**PART
                  II.**
              **OTHER
                  INFORMATION**Item
                  1.
              Legal
                  Proceedings
              11Item
                  2.
              Changes
                  in Securities and Use of Proceeds
              12Item
                  3.
              Defaults
                  Upon Senior
                  Securities
              13Item
                  4.
              Submission
                  of Matters to a
                  Vote of Security Holders
              13Item
                5.
              Other
              13Item
                6.
              Exhibits
              13CERTIFICATIONS
              13SIGNATURES
              13
 
  -2-
  
 
 **PART
        I - FINANCIAL INFORMATION**
 
 ITEM
        1. FINANCIAL STATEMENTS
  M
                  POWER ENTERTAINMENT, INC.BALANCE
                  SHEETSJune
                  30,
              
              
              December
                  31,2007
              
              
              2006(unaudited)ASSETSCURRENT
                  ASSETSCash
              
              $
              258,230
              
              
              $
              728,393Prepaid
                  Insurance
              
              
              7,607
              
              
              
              14,809OTHER
                  ASSETSDeferred
                  Financing Costs, net of accumulated amortization of  $167,419
                  and $96,439, respectively
              
              
              240,711
              
              
              
              295,191Deposits
              
              
              4,800
              
              
              
              4,800Fixed
                  Assets, net of accumulated depreciation of $1,383 and  $1,105,
                  respectively
              
              
              4,166
              
              
              
              4,444TOTAL
                  ASSETS
              
              $
              515,514
              
              
              $
              1,047,637LIABILITIES
                  AND STOCKHOLDERS' DEFICITCURRENT
                  LIABILITIESAccounts
                  payable - trade
              
              $
              65,554
              
              
              $
              51,512Accounts
                  payable - related parties
              
              
              -
              
              
              
              -Accrued
                  expenses
              
              
              905,136
              
              
              
              826,781Accrued
                  expenses - related parties
              
              
              -
              
              
              
              -Notes
                  Payable
              
              
              166,978
              
              
              
              157,798Convertible
                  debenture derivative liability
              
              
              4,612,470
              
              
              
              4,157,382Total
                  current liabilities
              
              
              5,750,138
              
              
              
              5,193,473LONG
                  TERM LIABILITIESConvertible
                  debentures 6%, net of discount of $1,833,180 and  $1,851,000
                  respectively.
              
              
              224,246
              
              
              
              129,297Total
                  long term liabilities
              
              
              224,246
              
              
              
              129,297Total
                  liabilities
              
              
              5,974,384
              
              
              
              5,322,770STOCKHOLDERS'
                  DEFICITSeries
                  D preferred stock, $0.001 par value per share; 1,000 shares authorized
                  1,000 and 1,000 shares issued, respectively
              
              
              1
              
              
              
              1Common
                  stock, $0.001 par value per share; 1,000,000,000 shares authorized;
                  308,095,688 and 75,497,688  shares issued and outstanding,
                  respectively
              
              
              308,102
              
              
              
              75,498Additional
                  paid-in capital
              
              
              61,556,671
              
              
              
              61,398,052Accumulated
                  Deficit
              
              
              (67,323,644
              )
              
              
              (65,748,684
              )Total
                  stockholders' deficit
              
              
              (5,458,870
              )
              
              
              (4,275,133
              )TOTAL
                  LIABILITIES AND STOCKHOLDERS' DEFICIT
              
              $
              515,514
              
              
              $
              1,047,637
 
 SEE
        NOTES
        TO UNAUDITED FINANCIAL STATEMENTS
  -3-
  M
                  POWER ENTERTAINMENT, INCSTATEMENTSOF
                  OPERATIONS(unaudited)For
                  The Three Months Ended June 30,
              
              
              For
                  The Six Months Ended June 30,2007
              
              
              2006
              
              
              2007
              
              
              2006OPERATING
                  EXPENSESDepreciation
                  and amortization
              
              $
              139
              
              
              $
              139
              
              
              $
              277
              
              
              $
              277Compensation
                  expense
              
              
              122,500
              
              
              
              133,800
              
              
              
              252,500
              
              
              
              896,776Professional
                  fees
              
              
              35,870
              
              
              
              129,096
              
              
              
              143,783
              
              
              
              639,979General
                  and administrative
              
              
              169,057
              
              
              
              223,195
              
              
              
              214,623
              
              
              
              289,735Total
                  operating expense
              
              
              327,566
              
              
              
              486,230
              
              
              
              611,183
              
              
              
              1,826,767LOSS
                  FROM OPERATIONS
              
              
              (327,566
              )
              
              
              (486,230
              )
              
              
              (611,183
              )
              
              
              (1,826,767
              )OTHER
                  INCOME (EXPENSES)Interest
                  expense and loan discount fee
              
              
              (180,746
              )
              
              
              (74,911
              )
              
              
              (341,337
              )
              
              
              (89,188
              )Gain/(Loss)on
                  derivative liability
              
              
              (1,288,059
              )
              
              
              (1,380,254
              )
              
              
              (622,440
              )
              
              
              (1,380,254
              )Gain
                  on release of debt
              
              
              -
              
              
              
              78,034
              
              
              
              -
              
              
              
              78,034Total
                  other income (expenses)
              
              
              (1,468,805
              )
              
              
              (1,377,131
              )
              
              
              (963,777
              )
              
              
              (1,391,408
              )NET
                  LOSS/INCOME
              
              $
              (1,796,371
              )
              
              $
              (1,863,361
              )
              
              $
              (1,574,960
              )
              
              $
              (3,218,175
              )BASIC
                  AND DILUTED LOSS PER SHARE
              
              $
              (0.01
              )
              
              $
              (0.03
              )
              
              $
              (0.01
              )
              
              $
              (0.06
              )BASIC
                  AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
              
              
              224,169,483
              
              
              
              53,725,202
              
              
              
              168,536,079
              
              
              
              53,725,202
  
 SEE
        NOTES
        TO UNAUDITED FINANCIAL STATEMENTS
 
  -4-
   M
                  POWER ENTERTAINMENT, INC.ConsolidatedStatements
                  of Cash Flow(Unaudited)Six
                  Months Ended June 30,2007
              
              
              2006Cash
                  Flows From Operating ActivitesNet
                  income (loss)
              
              $
              (1,574,960
              )
              
              $
              (3,218,175
              )Adjustments
                  to reconcile net loss to cashprovided
                  by (used in) operating activitesDepreciation
                  and Amortization
              
              
              277
              
              
              
              277common
                  Stock issue for services
              
              
              -
              
              
              
              1,260,791Gain/(Loss)
                  on derivative
              
              
              622,441
              
              
              
              1,230,701Gain
                  on forgiveness of debt
              
              
              -
              
              
              
              (78,034
              )Interest
                  and loan disc fees
              
              
              352,389
              
              
              
              -Cancellation
                  of Stock issued for services
              
              
              (29,000
              )
              
              
              -Changes
                  in:
              
              
              -
              
              
              
              -OCA
              
              
              (3,849
              )
              
              
              -Other
                  Assets
              
              
              -
              
              
              
              (23,953
              )Accounts
                  payable
              
              
              14,040
              
              
              
              (73,217
              )Net
                  Cash (Used)Provided by Operating Activities
              
              $
              (618,663
              )
              
              $
              (901,610
              )Cash
                  Flows from Investing Activities
              
              
              -
              
              
              
              -Net
                  Cash used in Investing Activities
              
              $
              -
              
              
              $
              -Cash
                  Flows from Financing ActivitiesProceeds
                  from Issuance of New Debt
              
              
              148,500
              
              
              
              1,300,000Net
                  cash Provided in (Used)in Financing Activities
              
              $
              148,500
              
              
              $
              1,300,000Net
                  Increase (Decrease) in Cash
              
              $
              (470,163
              )
              
              $
              398,390Cash
                  at beginning of period
              
              $
              728,393
              
              
              $
              75,928Cash
                  at end of period
              
              $
              258,230
              
              
              $
              474,318**Supplemental
                  Information**Interest
                  Paid
              
              $
              -
              
              
              $
              -Income
                  Taxes Paid
              
              $
              -
              
              
              $
              -**Financing
                  Activities**Conversion of Debt into equity
              
              $
              87,871
              
              
              $
              -Discount
                  on Convertible Debt
              
              $
              -
              
              
              $
              (1,300,000
              )Increase
                  in derivative liabilities
              
              $
              111,044
              
              
              $
              3,076,253
 
 SEE
        NOTES
        TO UNAUDITED FINANCIAL STATEMENTS
  -5-
   M
        Power
        Entertainment, Inc.
 Notesto
        Financial Statements
 June
        30,
        2007
 (unaudited)
  NOTE
        1
        - BASIS OF PRESENTATION
 
 The
        accompanying interim consolidated financial statements of M Power Entertainment,
        Inc., have been prepared in accordance with accounting principles generally
        accepted in the United States of America and the rules of the Securities
        and
        Exchange Commission and should be read in conjunction with the audited
        consolidated financial statements and notes thereto contained in M Power's
        latest Annual Report filed with the SEC on Form 10-KSB. In the opinion of
        management, all adjustments, consisting of normal recurring adjustments,
        necessary for a fair presentation of financial position and the results of
        operations for the interim periods presented have been reflected herein.
        The
        results of operations for interim periods are not necessarily indicative
        of the
        results to be expected for the full year. Notes to the financial statements
        that
        would substantially duplicate the disclosure contained in the audited financial
        statements for the most recent fiscal year, 2006, as reported in Form 10-KSB,
        have been omitted.
 
 Softwaredevelopmentcosts
 
 The
        Company accounts for software development cost according to the guideline
        of
        SFAS 86 ¡§Accounting for the Costs of Computer Software to Be Sold, Leased, or
        Otherwise Marketed¡ ̈.  SFAS 86 specifies that costs incurred
        internally in creating a computer software product shall be charged to expense
        when incurred as research and development until technological feasibility
        has
        been established for the product.  Thereafter, all software production
        costs shall be capitalized and subsequently reported at the lower of unamortized
        cost or net realizable value.   As of June 30, 2007 the software
        being developed by the Company has not met the technological feasibility
        requirements of SFAS 86 and is being expensed as incurred to research and
        development costs.  During the six months ended June 30, 2007 and
        2006, the Company recorded research and development expense of $71,751 and
        $ - , respectively.
 
 Recent
        Pronouncements
 
 In
        February 2007, the Financial Accounting Standards Board (FASB) issued SFAS
        No.
        159, ¡§The Fair Value Option for Financial Assets and Financial Liabilities -
        Including an Amendment of FASB Statement No. 115¡ ̈. This statement permits
        entities to choose to measure many financial instruments and certain other
        items
        at fair value. Most of the provisions of SFAS No. 159 apply only to entities
        that elect the fair value option. The Company does not anticipate the adoption
        of SFAS No. 159 will have a material impact on its consolidated financial
        statements.
 
 Note
        2
        - Use of Estimates
 
 In
        preparing financial statements in conformity with generally accepted accounting
        principles, management is required to make estimates and assumptions that
        affect
        the reported amounts of assets and liabilities and the disclosure of contingent
        assets and liabilities at the date of the financial statements and revenues
        and
        expenses during the reported period. Actual results could differ from those
        estimates.
 
 NOTE
        3
        - CONVERTIBLE DEBENTURES AND DERIVATIVE LIABILITIES
 
 On
        March
        30, 2007, the Company entered into a Securities Purchase Agreement (the
¡§Securities Purchase Agreement¡ ̈) with New Millennium Capital Partners II, LLC,
        AJW Qualified Partners, LLC, AJW Offshore, Ltd. and AJW Partners, LLC
        (collectively, the ¡§Investors¡ ̈). Under the terms of the Securities Purchase
        Agreement, the Investors purchased an aggregate of (i) $165,000 in callable
        convertible secured notes (the ¡§Notes¡ ̈) and (ii) warrants to purchase
        1,500,000 shares of our common stock (the ¡§Warrants¡ ̈).
 
 The
        Notes
        carry an interest rate of 8% and a maturity date of March 30, 2010. The notes
        are convertible into our common shares at the Applicable Percentage of the
        average of the lowest three (3) trading prices for our shares of common stock
        during the twenty (20) trading day period prior to conversion. The ¡§Applicable
        Percentage¡ ̈ means 50%; provided, however, that the Applicable Percentage shall
        be increased to (i) 55% in the event that a Registration Statement is filed
        within thirty days of the closing and (ii) 60% in the event that the
        Registration Statement becomes effective within one hundred and twenty days
        from
        the Closing.
 
 The
        Company has an option to prepay the Notes in the event that no event of default
        exists, there are a sufficient number of shares available for conversion
        of the
        Notes and the market price is at or below $.05 per share. In addition, in
        the
        event that the average daily price of the common stock, as reported by the
        reporting service, for each day of the month ending on any determination
        date is
        below $.05, the Company may prepay a portion of the outstanding principal
        amount
        of the Notes equal to 101% of the principal amount hereof divided by thirty-six
        (36) plus one month¡¦s interest. Exercise of this option will stay all
        conversions for the following month. The full principal amount of the Notes
        is
        due upon default under the terms of Notes. In addition, the Company has granted
        the investors a security interest in substantially all of its assets and
        intellectual property as well as registration rights.
  The
        Company simultaneously issued to the Investors seven year warrants to purchase
        1,500,000 shares of common stock at an exercise price of $.0016.
  The
        Investors have contractually agreed to restrict their ability to convert
        the
        Notes and exercise the Warrants and receive shares of the Company¡¦s common
        stock such that the number of shares of the Company¡¦s common stock held by them
        and their affiliates after such conversion or exercise does not exceed 4.99%
        of
        the then issued and outstanding shares of the Company¡¦s common
        stock.
 
 M
        Power
        evaluated the convertible debentures and the warrants under SFAS 133 "Accounting
        for Derivatives" and EITF 00-19 "Accounting for Derivative Financial Instruments
        Indexed to and Potentially Settled in a Company's Own Stock". M Power determined
        the convertible debentures contained an embedded derivative for the conversion
        option and the warrants qualified as free standing derivatives. The conversion
        option allows for an indeterminate number of shares to potentially be issued
        upon conversion. This results in M Power being unable to determine with
        certainty they will have enough shares available to settle any and all
        outstanding common stock equivalent instruments. M Power would be required
        to
        obtain shareholder approval to increase the number of authorized shares needed
        to share settle those contracts. Because increasing the number of shares
        authorized is outside of M Power's control, this results in these instruments
        being classified as liabilities under EITF 00-19 and derivatives under SFAS
        133.
 
 The
        carrying value of the note at June 30, 2007 was determined as
        follows:
 
 Face
                  value of notes
              $
              2,057,426Less:
                  Discount for fair value of derivatives
              $
              1,833,180Carrying
                  value at June 30, 2007
              $
              224,246
 
 -6-
  The
        impact of the application of SFAS 133 and EITF 00-19 on the balance sheets
        as of
        June 30, 2007 and December 31, 2006 and the impact on the statement of
        operations for the six months ended June 30, 2007 are as follows:
 
 December
                  31, 2006
              
              
              June
                  30,2007
              
              
              Gain/(Loss)Embedded
                  derivative - Convertible debentures issued in 2006
              
              $
              4,100,148
              
              $
              4,215,223
              
              $
              (447,427
              )
              (a)Embedded
                  derivative - Convertible debentures issued in 2007
              
              
              -
              
              
              368,333
              
              
              (99,120
              )
              (b)Freestanding
                  derivative ¡V warrants
              
              
              57,234
              
              
              27,715
              
              
              29,519Freestanding
                  derivative ¡V warrants issued in 2007
              
              
              -
              
              
              1,199
              
              
              (300
              )
              (c)Fair
                  value of derivatives in excess of proceeds at inception
              
              
              
              
              
              
              
              
              (105,112
              )Totals
              
              $
              4,157,382
              
              $
              4,612,470
              
              $
              (622,440
              )
 
 a)
              Convertible
                  debentures in the amount of $87,871 were converted during the six
                  months
                  ended June 30, 2007.  As a result, the corresponding embedded
                  derivatives were valued at market value on the date of conversion
                  with a
                  gain or loss on derivatives.  The remaining derivative
                  liabilities in the amount of $332,352 were then recorded as a contribution
                  to paid in capital on that date.
 b)
              The
                  embedded derivative for the conversion feature of the convertible
                  debentures issued on March 30, 2007 had a value at inception of
                  $269,213.
 c)
              The
                  freestanding derivative for the warrants issued on March 30, 2007
                  had a
                  value at inception of $899.
 
 The
        warrants were valued using the Black Scholes pricing model. The variables
        used
        in the valuation of these warrants as of June 30, 2007 were as
        follows:
 
 Volatility
              271%Discount
                  Rate
              4.89%Term
                  in years
              6.75Warrant
                  Date
              March
                  30,2007Exercise
                  price
              $0.0016Stock
                  price
              $0.0008
 
 
 During
        2007, M Power has issued 234,604,000 shares of its common stock to retire
        $87,871 of convertible notes.
 
  NOTE
        4
        - COMMITMENTS AND CONTINGENCIES
 
 A)
        Litigation
 
 Texas
        Workforce Commission. On February 10, 2000, the Texas Workforce Commission
        placed an administrative lien on us in the amount of $109,024 in connection
        with
        a claim for unpaid compensation by our former employees.
 
 Marathon
        Oil Company. A default judgment was taken against us in favor of Marathon
        Oil
        Company on August 31, 1999 in the amount of $326,943 representing past and
        future rentals under a lease agreement, together with $7,500 in attorney's
        fees
        and post judgment interest at 10% per annum until paid. Credit towards the
        judgment was ordered for sale of personal property by the Sheriff or Constable.
        We believe the personal property sold for approximately $28,000. To the extent
        that the property was leased during the unexpired term, it is possible that
        there would be a mitigation of the damages claim in our favor. We believe
        that
        some or all of the space was subsequently rented approximately 90 days later.
        The remaining $306,443 has been accrued in our financial statements under
        the
        heading "accrued expenses."
 
 Awalt
        Group, Inc. Awalt Group, Inc. commenced litigation against MPE in January
        2004
        in the United States District Court, Southern District of Texas, Houston
        Division (Cause No. H-03-5832). This case relates to advertising and promotional
        services rendered prior to July, 1999. The Plaintiff is requesting $77,189
        for
        actual amounts invoiced and $10,000 in attorney¡¦s fees. Per their invoices,
        these are for services rendered from May 26, 1998 through June 15, 1999.
        We
        filed an answer and are defending the lawsuit under Section 16.004 of the
        Texas
        Civil Practice and Remedies Code, i.e., we believe that the statute of
        limitations has tolled the claim. The case was dismissed by the Federal court
        in
        2005 for lack of diversity, but the plaintiffs re-filed in state court alleging
        a sworn account in the amount of $78,294 plus costs, interest and attorney
        fees.
        We have filed an Answer asserting our statute of limitations defense. On
        August
        10, 2005, we filed a Motion for Summary Judgment based on the limitations
        defense and set it for hearing to be held on September 2, 2005. The court
        in the
        Awalt case ruled in our favor on our Motion for Summary Judgment and signed
        a
        Take Nothing Judgment in our favor on November 1, 2005. The Awalt Group appealed
        that decision to the Fourteenth Court of Appeals in Houston, Texas where
        it was
        ruled in M Power¡¦s favor on June 19, 2007.  The lawsuit is now final
        and there is no liability for M Power.
 
 Deanna
        S.
        Slater. On August 31, 2006, Deanna S. Slater, an independent contractor formerly
        with M Power Entertainment, Inc., brought suit in County Civil Court at Law
        Number Four in Harris County, Texas, Docket Number 872,560, alleging breach
        of
        contract, quantum meruit, promissory estoppel and for attorney¡¦s fees. She has
        filed her Second Amended Petition alleging actual damages of at least $35,785
        in
        late January and has now dropped the claims for quantum meruit and promissory
        estoppel. The pre-lawsuit demand was for payment of $15,785.25. There was
        a
        trial date set for April 30, 2007, but this trial date has been rescheduled
        for
        November 19, 2007. The company has not accrued any amount on the financial
        statements for this potential liability.
 
 We
        are
        not aware of other claims or assessments, other than as described above,
        which
        may have a material adverse impact on our financial position or results of
        operations.
 
 B)
        Consulting Agreements
 
 On
        April
        1, 2007, The Company entered into a consulting services agreement with Justin
        McCormack of Pacific Palisades, California. Mr. McCormack¡¦s engagement is for
        the purpose of initiating brand development of
*eDOORWAYS*******and creation of the media
        platform, and will be paid $15,000 per month for his services. The period
        covered by this agreement is from April 1, 2007, through August 1,
        2007.
 
 M
        Power
        entered into a contract with speakTECH, a software development firm, on April
        19, 2007. The terms of this contract cover a seven week period beginning
        April
        19, 2007 and continues for seven weeks, or until the project is completed.
        speakTECH will develop the *eDOORWAYS* prototype during this 7 week
        period. The total amount of the contractual commitment is $101,380, payable
        in
        increments dependent upon completion of stages of the product.
 
 Studio
        Number One has been engaged by M Power to design the logo brand ID for
*eDOORWAYS****.***This contract was signed on May 3,
        2007 and the total commitment of $22,000 was paid in full in the second
        quarter  of 2007 upon completion of the design work.
 
  -7-
   NOTE
        5
        - COMMON STOCK
 
 During
        the six months ended June 30, 2007, investors exercised their conversion
        rights
        for 234,604,000 shares of M Power's common stock, par value $.001, at the
        conversion prices ranging from $0.00019 to $0.0007 which reduced the convertible
        debentures by $87,871 and the derivative liability by $175,845
 
 
 NOTE
        7
        - SUBSEQUENT EVENTS
 
 In
        July
        2007, the shareholders of the Company voted to amend its Amended and Restated
        Certificate of Incorporation to change the Company¡¦s name from M Power
        Entertainment, Inc. to eDOORWAYS Corporation.  Management expects to
        complete the necessary filings to effect this name change before the end
        of the
        year.
 
 In
        July
        2007, the shareholders of the Company voted to authorize the Company to effect
        a
        reverse stock split of our common stock in the range of 1000:1 to 2000:1,
        as
        determined in the sole discretion of the Board of Directors. Pursuant to
        Rule
        14c-2 under the Securities Exchange Act of 1934, as amended, the reverse
        split
        will not be adopted until a date at least 20 days after July 31, 2007, the
        date
        the Information Statement was mailed to stockholders.  The exact ratio
        of the reverse stock split has not yet been determined.
 
 For
        the
        period July 1, 2007 to August 10, 2007 M Power issued 151,456,075 shares
        of its
        common stock to retire $25,476 of convertible notes.
  
 ITEM2.
        MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
        OPERATION.
 
 The
        following discussion and analysis compares our results of operations for
        the
        three and six months ended June 30, 2007 to the same period in 2006. This
        discussion and analysis should be read in conjunction with our condensed
        financial statements and related notes included elsewhere in this report,
        and
        our Form 10-KSB for the year ended December 31, 2006.
 
 CAUTIONARY
        STATEMENT CONCERNING
        FORWARD-LOOKING STATEMENTS
 
 This
        Report on Form 10-QSB contains forward-looking statements, including, without
        limitation, statements concerning possible or assumed future results of
        operations and those preceded by, followed by or that include the words
        "believes," "could," "expects," "intends" "anticipates," "will", or similar
        expressions. Our actual results could differ materially from these anticipated
        in the forward-looking statements for many reasons including the risks described
        in our 10-KSB for the period ended December 31, 2006 and elsewhere in this
        report. Although we believe the expectations reflected in the forward-looking
        statements are reasonable, they relate only to events as of the date on which
        the statements are made, and our future results, levels of activity, performance
        or achievements may not meet these expectations. We do not intend to update
        any
        of the forward-looking statements after the date of this document to conform
        these statements to actual results.
 
 Overview
 
 We
        are
        creating a web-based consumer problem solving gateway, lifestyle information
        source and online business-to-consumer marketplace designed to save the consumer
        valuable time and money by uniting him/her with the global consumer community,
        retailers, and manufacturers in an effective new way.   eDoorways
        will serve as a central forum for new media e-commerce business-to-consumer
        product marketing, customer support and distribution.
 
 We
        are
        targeting eDoorways to become a resource for anyone who is actively engaged
        in
        pursuing a lifestyle - whether it's home improvement, gardening, rebuilding
        old
        cars, or sports.  eDoorways will assist the general public in solving
        daily problems. It also will assist the general public in buying those things
        that are most important and relevant to its needs and interests.
 
 eDoorways
        could offer a wide range of businesses a unique opportunity to present their
        products and services to a broader market. The "storefronts" they establish
        on
        eDoorways will be predicated on the concept that they are bringing relevant
        expert assistance to consumers at their critical moment of need. This will
        give
        our business clients a chance to build clientele and strengthen their brand
        by
        engaging consumers through service and support. In doing so, our sponsoring
        companies will have a new way to not only retain current customers, but also
        reach potential new customers, close the sale, and build a long-standing
        relationship.
 Our
        current plan is to secure financing of $10 million.  These funds will
        be used to pay for testing the prototype in a soft-launch and building
        infrastructure for a phased rollout for the first seven cities. Also, we
        will
        use the funds to promote the eDoorways ¡§wiki¡ ̈ website to facilitate creation
        of its lifestyle content and to cover anticipated travel expenses associated
        with securing the participation of businesses establishing eDoorways
        "city-presences".
 
 Current
        activities include the implementation of new investor relations and public
        relations campaigns geared to bring attention to us and to "eDoorways"; and
        the
        pursuit of strategic relationships with well-established entities supportive
        of
        our mission andbusiness model. M Power has established
        relationships with marketing firms and an investor relation firm which will
        assist with the deployment of the product to the first market by year end
        2007.  We are currently putting these programs into place to prepare
        for the city by city deployment.
 
 
 Twelve
        Month Plan of Operations
 
 During
        the next 12 months, we will direct our resources to the completion of the
        Phase
        I development and to the deployment of  *eDOORWAYS* on a city
        by city roll out.  We anticipate the completion of the first phase of
        development to be in August 2007, and plan to deploy in San Diego, our first
        market, by the end of 2007.  Assuming that works successfully, we will
        deploy in markets across the country in 2008.  Our initial focus will
        be on two vertical markets: automotive and home improvement.
 
 We
        are presently pursuing a co-venture to market eDOORWAYS as ¡§white label¡ ̈
software (a generic version) to address market potential for Business to
        Business applications for use by Fortune 100 companies.  This is
        expected to generate an additional revenue stream for the
        company.  Several prospective clients have already been identified and
        the company is establishing an infrastructure to exploit this market
        opportunity.
 
 With
        the
        $2.16 we have raised in the past, we have developed our unique technology
        that
        offers a competitively differentiated service offering.  We are
        seeking additional capital in the amount of $10 million to launch eDoorways,
        fund a city-by-city deployment, expand infrastructure, finance operations,
        and
        to facilitate a marketing campaign.  The soft launch prototype will be
        ready in August  2007, and a full launch product is expected to be
        available 3 months after closing a funding transaction. If the plan we have
        outlined is achieved within 12 months, we will have raised approximately
        $10
        million for working capital, $3,000,000 of which will be used to retire debt,
        $250,000 for technology demonstration prototype creation and the remainder
        to
        launch the product successfully in the marketplace.
 
 The
        corporate relationships between us, subsidiaries, joint ventures and strategic
        alliances will be collaborative, but decentralized so that shared functions,
        such as accounting are efficient, but existing, successful operations will
        continue without significant adjustment. New operations will require significant
        management and professional resources.
 
 
 -8-
 **Management¡¦s
        Discussion and Analysis**
 
 M
        Power
        Entertainment is attempting to establish a new brand that has developed the
        core
        technology platform that combines positive aspects of highly successful
        businesses in such a way that it overcomes the flaws that have prevented
        each of
        them from becoming  comprehensive tools for consumers, experts, and
        businesses to connect.  eDoorways has the potential to change the
        future landscape of the business to consumer market for information, goods,
        and
        services .  The Company will be changing its name to eDoorways, Inc.
        in September 2007, as referenced in the Definitive 14c filed on August 2,
        2007.
 
 The
        eDoorways concept is aimed at solving lifestyle problems for consumers and
        driving traffic through the physical and/or virtual doorways of goods and
        service providers.  Although elements of eDoorways exists on other
        sites, the combination of eDoorways offerings is completely unique and should
        offer us a competitive advantage through distinct differentiation and an
        attractive, comprehensive service.
 
 
 Business
        Concept
 
 Focusing
        on the Business-to-Consumer (B2C) marketplace, web-based eDoorways connects
        Consumers with needs or questions, directly to vendors ¡V with the aid of
        Experts who possess answers, solutions, and recommendations as to where to
        buy
        goods and services. For Experts (people with special knowledge), it validates
        their credibility, spreads their fame, and provides them with the opportunity
        to
        be rewarded for their opinions. Moreover, small businesses receive a tool
        that
        certifies their quality, provides them with leads and drives business through
        their doorways.  Part Shell Answer Man®1,
        part  Yellow Pages*, and
        part ¡§wiki¡ ̈-
        Consumer Reports®2
        eDoorways will potentially save the consumer
        valuable time and money by uniting him/her with the global consumer community,
        retailers, and manufacturers in an effective new way.  Our revenues
        will be derived from the eDoorways marketplace through advertising,
        subscriptions and preferential placement fees as well as through the sale
        of
        premium services such as consumer research, expert consultation and private
        label resources.  Additional revenue is derived from licensing of the
        platform on a per-seat, per-month basis.  We are in the process of
        establishing a co-venture with our development house to be able to offer
        the
        platform developed for us as ¡§white label¡ ̈ (generic) software to their
        existing Fortune 500 client list.
 
 *The
        Industry*
 eDoorways
        will capitalize on an emerging opportunity created by several concurrent
        developments:
 ¡P
              the
                  huge success of Web 2.0 community democratic Internet service offerings
                  (like MySpace, Craig¡¦s List,
                  Wikipedia);
 ¡P
              the
                  movement in marketing toward ¡§vertical¡ ̈,  micro, or niche
                  marketing and targeted service offerings in place of traditional
                  mass
                  marketing;
 ¡P
              the
                  emergence of new technologies that enable the aggregation and presentation
                  of information on the Internet on an immediate basis;
                  and
 ¡P
              the
                  changing behavior of consumers, who now actively seek online information
                  to answer their questions and gain information prior to purchasing
                  as well
                  as participating in user-generated, community-refereed
                  forums,
 ¡P
              the
                  need for transparent information¡K the truth about satisfaction or
                  disappointment with products, vendors and service providers on
                  a local
                  basis¡K the need for ¡§truths¡ ̈, generated by users in the form of
                  consumer reviews of repairman, contractors, hotels, restaurants,
                  books,
                  films, and other consumer services,
                  etc.
 ¡P
              a
                  desire on the part of small businesses and merchants that have
                  few
                  measurable media resources for reaching consumers actively involved
                  in the
                  purchasing process to leverage their customer referral base and
                  the
                  internet in an efficient and cost effective fashion, unlike what
                  is
                  currently possible through traditional listing services and local
                  print,
                  radio, and cable tv (non-interactive)
                  outlets.
 ¡P
              the
                  need on the part of large organizations to have a collaborative
                  tool that
                  allows for the sharing of information, a dedicated knowledge base,
                  and
                  virtual bump-spaces that creates social networks in distributed
                  organizations.
 
 eDoorways
        acknowledges and uses these factors to empower consumers, retailers and
        manufacturers alike, dramatically changing the "rules of engagement" for
        tackling lifestyle problems and introducing a new, more effective environment
        where all may benefit in important new ways.   In as much as this
        is an improvement made possible by the advent of technology, it is also a
        return
        to a simpler time when you asked your friends and family if they knew someone
        who could get you a deal or who at least, wouldn¡¦t cheat you.  With
        the successful introduction of eDoorways, the door will literally open (pun
        intended) for the next generation of Internet activities to begin.
 
 eDoorways
        Revenue Opportunities
 Our
        revenue generating activities  will be:
 *¡P*
              Advertising
                  Revenue based on a cost per thousand views (CPM).  *We
                  believe that because of the targeted focus by special interest
                  and need as
                  well as the likelihood of near term purchase decision, that eDoorways
                  will
                  garner a premium CPM rate.*
 *¡P*
              Prepaid
                  Services/Subscriptions from vendors who wish to prepay for lead
                  generation
                  or to subscribe to receive alerts (through email or text message)
                  when
                  someone has indicated an interest in a product or service the vendor
                  provides.  *eDoorways believes it can command premium rates
                  for ¡§golden nugget leads¡ ̈ like these where a clear need has been
                  indicated and a purchasing decision in
                  imminent.*
 *¡P*
              Premium
                  Services such as SMS messaging to alert interest will be available
                  to
                  vendors, service providers and registered
                  experts.
 *¡P*
              Preferential
                  Placement Fees will be charged to vendors who wish to stand
                  out,  similar to Google keyword purchases or paying to have
                  one¡¦s resume come up first in recruiter searches of the job
                  boards.  *We are convinced that this will be a growing
                  revenue source.*
 *¡P*
              Private-label
                  Lease/Sale and operation of the Platform****may be of
                  interest to professional associations, trade groups, and large
                  corporations with supplier bases that could pay us for access to
                  their own
                  version of the service.  *The eDoorways platform is ideal for
                  generating topical information that assists in purchasing decisions
                  and
                  therefore has value.*
 *¡P*
              CRM
                  & Datamining****reports and services will be
                  available as the consumer base grows. Whereas initially, vendors
                  will
                  receive advantage from ¡§golden nugget leads¡ ̈, in the long run, the
                  platform will be used to identify candidates who can possibly be
                  convinced
                  to accelerate a buying decision in the future. *As an example,
                  eDoorways could potentially identify and a candidate for a new
                  car
                  purchase by mining information on people with a lot of car repair
                  questions. Local auto dealers and manufacturers may pay a premium
                  for this
                  service.*
 
 
 
 1
          Shell Answer Man is
          a registered service mark of Shell Trademark Management, BV
 2
          Consumer Reports is
          a registered service mark of the Consumers Union of America,
          Inc.
  -9-
  RESULTS
        OF OPERATIONS
 
 
 THREE
        MONTHS ENDED JUNE 30, 2007 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30,
        2006.
 
 There
        were no revenues for the three months ended June 30, 2007 or 2006.
 
 We
        had
        operating expenses of $327,566 for the three months ended June 30, 2007 compared
        to $486,230 for the comparative period of 2006. The primary reason for this
        decrease was due to the reduction in equity compensation to various consultants
        for services and professional fees.
 
 We
        had
        interest expense of $180,746 during the three months ended June 30, 2007
        as
        compared to $74,911 for the comparative period of 2006. The interest was
        accrued
        on our unpaid accounts payable, accrued expenses and notes payable. The increase
        in interest expenses was the result of the issuance of the 6% convertible
        debentures in 2006, and the 8% convertible debentures on March 30,
        2007.
 
 Our
        net
        loss was $1,796,371 during the three months ended June 30, 2007 compared
        to a
        loss of $1,863,361 incurred in the comparable period of 2006. This decrease
        in
        net loss was due to a reduction in loss on derivative liability in 2007 as
        compared to 2006.
 
 
 SIX
        MONTHS ENDED JUNE 30, 2007 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30,
        2006.
 
 There
        were no revenues for the six months ended June 30, 2007 or 2006.
 
 We
        had
        operating expenses of $611,183 for the six months ended June 30, 2007 compared
        to $1,826,767 for the comparative period of 2006. The primary reason for
        this
        decrease was due to the reduction in equity compensation to various consultants
        for services and professional fees.
 
 We
        had
        interest expense of $341,337 during the six months ended June 30, 2007 as
        compared to $89,188 for the comparative period of 2006. The interest was
        accrued
        on our unpaid accounts payable, accrued expenses and notes payable. The increase
        in interest expenses was the result of the issuance of the 6% convertible
        debentures in 2006, and the 8% convertible debentures on March 30,
        2007.
 
 Our
        net
        loss was $1,574,960 during the six months ended June 30, 2007 compared to
        a loss
        of $3,218,175 incurred in the comparable period of 2006. This decrease in
        net
        loss was due to a reduction in professional fees and general and administrative
        costs in 2007, and also a decrease in the loss from changes in the derivative
        liability on the convertible debentures.
 
 
 Liquidity
 
 During
        the six months ended June 30, 2007, we used cash of $618,6633 in our operations
        compared to using $901,610 in the comparative period of 2006. We had cash
        on
        hand of $258,230 as of June 30, 2007 and $474,318 at June 30, 2006. As reflected
        in the accompanying financial statements, the Company has a loss from operations
        of $611,183, a negative cash flow from operations of $258,230, a working
        capital
        deficiency of $5,484,301 and has a stockholders deficit of $5,458,870. This
        raises substantial doubt about its ability to continue as a going concern.
        The
        ability of the Company to continue as a going concern is dependent on the
        Company¡¦s ability to raise additional capital and implement its business plan.
        The financial statements do not include any adjustments that might be necessary
        if the Company is unable to continue as a going concern.
  Management
        believes that actions presently being taken to obtain additional funding
        and
        implement its strategic plans provide the opportunity for the Company to
        continue as a going concern. The Company currently does not have enough cash
        to
        continue operations for the next twelve months, but is negotiating with lenders
        to obtain $1,000,000 in funding over the next 6 weeks which will allow us
        to
        deploy eDoorways in 2 or more cities.  An additional $10 million in
        financing is being sought to fund a full multiple city launch and to pay
        development costs for additional anticipated capabilities If the plan we
        have outlined is achieved within 12 months, we will have raised approximately
        $11 million for working capital, $4,000,000 of which will be used to retire
        debt, ongoing development, enhancement of the product features, and
        marketing for deployment in multiple cities.
 
 ITEM3.
        CONTROLS AND PROCEDURES.
 
 (a)
        Evaluation of Disclosure Controls and Procedures.
 
 Our
        Chief
        Executive Officer and Chief Financial Officer (collectively the "Certifying
        Officers") maintain a system of disclosure controls and procedures that are
        designed to provide reasonable assurances that information, which is required
        to
        be disclosed, is accumulated and communicated to management, timely. Based
        upon
        the foregoing, our Chief Executive Officer concluded that, as of June 30,
        2007,
        our disclosure controls and procedures were adequate to ensure that the
        information required to be disclosed in the Company's Exchange Act reports
        was
        recorded, processed, summarized and reported on a timely basis.
 
 We
        are
        continually taking actions to identify, evaluate, and implement additional
        measures to improve our internal control over financial reporting. Our
        management and directors will continue to work with our auditors and other
        outside advisors to ensure that our disclosure controls and procedures are
        adequate and effective.
 
 (b)
        Changes in internal controls.
 
 Our
        Certifying Officers have indicated that there were no changes in our internal
        controls or other factors that could affect such controls during the three
        months ending June 30, 2007.
 
 
 -10-
  **PART
        II - OTHER INFORMATION.**
 
 ITEM1.
        LEGAL PROCEEDINGS.
 
 Texas
        Workforce Commission. On February 10, 2000, the Texas Workforce Commission
        placed an administrative lien on us in the amount of $109,024 in connection
        with
        a claim for unpaid compensation by our former employees.
 
 Marathon
        Oil Company. A default judgment was taken against us in favor of Marathon
        Oil
        Company on August 31, 1999 in the amount of $326,943 representing past and
        future rentals under a lease agreement, together with $7,500 in attorney's
        fees
        and post judgment interest at 10% per annum until Paid. Credit towards the
        judgment was ordered for sale of personal property by the Sheriff or Constable.
        We believe the personal property sold for approximately $28,000. To the extent
        that the property was leased during the unexpired term, it is possible that
        there would be a mitigation of the damages claim in our favor. We believe
        that
        some or all of the space was subsequently rented approximately 90 days later.
        The remaining $306,443 has been accrued in our financial statements under
        the
        heading "accrued expenses."
 
 Awalt
        Group, Inc. Awalt Group, Inc. commenced litigation against MPE in January
        2004
        in the United States District Court, Southern District of Texas, Houston
        Division (Cause No. H-03-5832). This case relates to advertising and promotional
        services rendered prior to July, 1999. The Plaintiff is requesting $77,189
        for
        actual amounts invoiced and $10,000 in attorney¡¦s fees. Per their invoices,
        these are for services rendered from May 26, 1998 through June 15, 1999.
        We
        filed an answer and are defending the lawsuit under Section 16.004 of the
        Texas
        Civil Practice and Remedies Code, i.e., we believe that the statute of
        limitations has tolled the claim. The case was dismissed by the Federal court
        in
        2005 for lack of diversity, but the plaintiffs re-filed in state court alleging
        a sworn account in the amount of $78,294 plus costs, interest and attorney
        fees.
        We have filed an Answer asserting our statute of limitations defense. On
        August
        10, 2005, we filed a Motion for Summary Judgment based on the limitations
        defense and set it for hearing to be held on September 2, 2005. The court
        in the
        Awalt case ruled in our favor on our Motion for Summary Judgment and signed
        a
        Take Nothing Judgment in our favor on November 1, 2005. The Awalt Group appealed
        that decision to the Fourteenth Court of Appeals in Houston, Texas where
        it was
        ruled in M Power¡¦s favor on June 19, 2007.  The lawsuit is now final
        and there is no liability for M Power.
 
 
 Deanna
        S.
        Slater. On August 31, 2006, Deanna S. Slater, an independent contractor formerly
        with M Power Entertainment, Inc., brought suit in County Civil Court at Law
        Number Four in Harris County, Texas, Docket Number 872,560, alleging breach
        of
        contract, quantum meruit, promissory estoppel and for attorney¡¦s fees. She has
        filed her Second Amended Petition alleging actual damages of at least $35,785
        in
        late January and has now dropped the claims for quantum meruit and promissory
        estoppel. The pre-lawsuit demand was for payment of $15,785.25. . There was
        a
        trial date set for April 30, 2007, but this trial date has been rescheduled
        for
        November 19, 2007. The company has not accrued any amount on the financial
        statements for this potential liability.
 
 
 We
        are
        not aware of other claims or assessments, other than as described above,
        which
        may have a material adverse impact on our financial position or results of
        operations.
 
 -11-
 
 ITEM2.
        UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
        PROCEEDS
 
 Recent
        Sales of Unregistered Securities
 
 During
        the three months ended June 30, 2007, we issued 138,464,000 shares of our
        common
        stock to our convertible debentures holders which reduced the principle of
        the
        convertible debentures by $34,977. Our shares were issued in reliance on
        the
        exemption from registration provided by Section 4(2) of the Securities Act
        of
        1933. No commissions were paid for the issuance of such shares.
 
 Type
              Date
              Shares
                  per conversion notice
              Conversion
                  Price
              Principle
                  CnvrtdAJWO
              04/02/07
              2,320,665
              0.000300
              $     696.20AJWO
              04/04/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/09/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/11/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/13/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/17/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/19/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/23/07
              2,320,665
              0.000200
              $     464.13AJWO
              04/26/07
              2,320,665
              0.000200
              $     464.13AJWO
              05/02/07
              2,320,665
              0.000200
              $     464.13AJWO
              05/07/07
              2,320,665
              0.000300
              $     696.20AJWO
              05/21/07
              2,320,665
              0.000300
              $     696.20AJWO
              05/24/07
              2,320,665
              0.000300
              $     696.20AJWO
              05/30/07
              2,320,665
              0.000300
              $     696.20AJWO
              06/04/07
              6,159,210
              0.000300
              $  1,847.76AJWO
              06/06/07
              6,159,210
              0.000300
              $  1,847.76AJWO
              06/11/07
              6,159,210
              0.000300
              $  1,847.76AJWO
              06/13/07
              6,159,210
              0.000300
              $  1,847.76AJWO
              06/15/07
              6,159,210
              0.000270
              $  1,662.99AJWO
              06/20/07
              6,159,210
              0.000250
              $  1,539.80AJWO
              06/22/07
              6,159,210
              0.000200
              $  1,231.84AJWO
              06/26/07
              6,159,210
              0.000190
              $  1,170.2581,762,990
              
              $
                  20,654.13AJWP
              04/02/07
              436,230
              0.000300
              $     130.87AJWP
              04/04/07
              436,230
              0.000200
              $       87.25AJWP
              04/09/07
              436,230
              0.000200
              $       87.25AJWP
              04/11/07
              436,230
              0.000200
              $       87.25AJWP
              04/13/07
              436,230
              0.000200
              $       87.25AJWP
              04/17/07
              436,230
              0.000200
              $       87.25AJWP
              04/19/07
              436,230
              0.000200
              $       87.25AJWP
              04/23/07
              436,230
              0.000200
              $       87.25AJWP
              04/26/07
              436,230
              0.000200
              $       87.25AJWP
              05/02/07
              436,230
              0.000200
              $       87.25AJWP
              05/07/07
              436,230
              0.000300
              $     130.87AJWP
              05/21/07
              436,230
              0.000300
              $     130.87AJWP
              05/24/07
              436,230
              0.000300
              $     130.87AJWP
              05/30/07
              436,230
              0.000300
              $     130.87AJWP
              06/04/07
              1,157,785
              0.000300
              $     347.34AJWP
              06/06/07
              1,157,785
              0.000300
              $     347.34AJWP
              06/11/07
              1,157,785
              0.000300
              $     347.34AJWP
              06/13/07
              1,157,785
              0.000300
              $     347.34AJWP
              06/15/07
              1,157,785
              0.000270
              $     312.60AJWP
              06/20/07
              1,157,785
              0.000250
              $     289.45AJWP
              06/22/07
              1,157,785
              0.000200
              $     231.56AJWP
              06/26/07
              1,157,785
              0.000190
              $     219.9815,369,500
              
              $  3,882.49AJWQP
              04/02/07
              1,120,050
              0.000300
              $     336.02AJWQP
              04/04/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/09/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/11/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/13/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/17/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/19/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/23/07
              1,120,050
              0.000200
              $     224.01AJWQP
              04/26/07
              1,120,050
              0.000200
              $     224.01AJWQP
              05/02/07
              1,120,050
              0.000200
              $     224.01AJWQP
              05/07/07
              1,120,050
              0.000300
              $     336.02AJWQP
              05/21/07
              1,120,050
              0.000300
              $     336.02AJWQP
              05/24/07
              1,120,050
              0.000300
              $     336.02AJWQP
              05/30/07
              1,120,050
              0.000300
              $     336.02AJWQP
              06/04/07
              2,972,693
              0.000300
              $     891.81AJWQP
              06/06/07
              2,972,693
              0.000300
              $     891.81AJWQP
              06/11/07
              2,972,693
              0.000300
              $     891.81AJWQP
              06/13/07
              2,972,693
              0.000300
              $     891.81AJWQP
              06/15/07
              2,972,693
              0.000270
              $     802.63AJWQP
              06/20/07
              2,972,693
              0.000250
              $     743.17AJWQP
              06/22/07
              2,972,693
              0.000200
              $     594.54AJWQP
              06/26/07
              2,972,693
              0.000190
              $     564.8139,462,244
              
              $  9,968.55
 
 -12-
 NMCP
              04/02/07
              53,055
              0.000300
              $       15.92NMCP
              04/04/07
              53,055
              0.000200
              $       10.61NMCP
              04/09/07
              53,055
              0.000200
              $       10.61NMCP
              04/11/07
              53,055
              0.000200
              $       10.61NMCP
              04/13/07
              53,055
              0.000200
              $       10.61NMCP
              04/17/07
              53,055
              0.000200
              $       10.61NMCP
              04/19/07
              53,055
              0.000200
              $       10.61NMCP
              04/23/07
              53,055
              0.000200
              $       10.61NMCP
              04/26/07
              53,055
              0.000200
              $       10.61NMCP
              05/02/07
              53,055
              0.000200
              $       10.61NMCP
              05/07/07
              53,055
              0.000300
              $       15.92NMCP
              05/21/07
              53,055
              0.000300
              $       15.92NMCP
              05/24/07
              53,055
              0.000300
              $       15.92NMCP
              05/30/07
              53,055
              0.000300
              $       15.92NMCP
              06/04/07
              140,812
              0.000300
              $       42.24NMCP
              06/06/07
              140,812
              0.000300
              $       42.24NMCP
              06/11/07
              140,812
              0.000300
              $       42.24NMPC
              06/13/07
              140,812
              0.000300
              $       42.24NMCP
              06/15/07
              140,812
              0.000270
              $       38.02NMCP
              06/20/07
              140,812
              0.000250
              $       35.20NMCP
              06/22/07
              140,812
              0.000200
              $       28.16NMCP
              06/26/07
              140,812
              0.000190
              $       26.751,869,266
              
              $     472.19
 
 The
        above
        issuance of shares of our common stock qualified for exemption under Section
        4(2) of the Securities Act of 1933 since the issuance of such shares by us
        did
        not involve a public offering. The holders were sophisticated investors and
        had
        access to information normally provided in a prospectus regarding us. The
        offering was not a ¡§public offering¡ ̈ as defined in Section 4(2) due to the
        insubstantial number of persons involved in the deal, size of the offering,
        manner of the offering and number of shares offered.
 
 
 ITEM3.
        DEFAULTS UPON SENIOR SECURITIES
 
 None
 
 
 ITEM4.
        SUBMISSION OF MATTERS TO A VOTE OF SECURITY
        HOLDERS
 
 
 In
        July
        2007, our shareholders voted to amend our Amended and Restated Certificate
        of
        Incorporation to change our corporate name from M Power Entertainment, Inc.
        to
        eDOORWAYS Corporation.  We expect to complete the necessary filings to
        effect this name change before the end of the year.
 
 In
        July
        2007, our shareholders voted to authorize us to effect a reverse stock split
        of
        our common stock in the range of 1000:1 to 2000:1, as determined in the sole
        discretion of our Board of Directors. . Pursuant to Rule 14c-2 under the
        Securities Exchange Act of 1934, as amended, the reverse split will not be
        adopted until a date at least 20 days after July 31, 2007, the date the
        Information Statement was mailed to stockholders.  The exact ratio of
        the reverse stock split has not yet been determined.
   ITEM5.
        OTHER INFORMATION
 
 Subsequent
        Events
 
 In
        July
        2007, our shareholders voted to amend our Amended and Restated Certificate
        of
        Incorporation to change our corporate name from M Power Entertainment, Inc.
        to
        eDOORWAYS Corporation.  We expect to complete the necessary filings to
        effect this name change before the end of the year.
 
 In
        July
        2007, our shareholders voted to authorize us to effect a reverse stock split
        of
        our common stock in the range of 1000:1 to 2000:1, as determined in the sole
        discretion of our Board of Directors.   Pursuant to Rule 14c-2
        under the Securities Exchange Act of 1934, as amended, the reverse split
        will
        not be adopted until a date at least 20 days after July 31, 2007, the date
        the
        Information Statement was mailed to stockholders.  The exact ratio of
        the reverse stock split has not yet been determined.
   ITEM6.
        EXHIBITS
 
 List
        of
        Exhibits attached or incorporated by reference pursuant to Item 601 of
        Regulation SB.
 
 10.1
                  Non-employee director agreement with Lance Kimmons appointing him
                  to the
                  Board on January 1, 2007. (Filed with Form 10-KSB on April 2, 2007
                  and
                  incorporated herein by reference).
 
 10-2
                  Consulting Agreement between the Company and speakTECH dated April
                  19,
                  2007. (Filed with Form 10-QSB on May 15, 2007 and incorporated
                  herein by
                  reference).
 
 10-3
                  Consulting Agreement between Justin McCormack dated April 1, 2007.
                  (Filed with Form 10-QSB on May 15, 2007 and incorporated herein
                  by reference ).
 
 10-4
                  Consulting Agreement with Studio Number One dated May 3, 2007.
                  (Filed with
                  Form 10-QSB on May 15, 2007 and incorporated herein by
                  reference).
 
 31.1
                  Certification of the Chief Executive Officer/Chief Financial Officer
                  pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
                  herewith).
 
 32.1
                  Certification of Officers pursuant to 18 U.S.C. Section 1350, as
                  adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed
                  herewith).
 
 
 Dated:
        August 13, 2007
 /s/
        Gary F. Kimmons
 By____________________________________
 Gary
        F.
        Kimmons
 President,
        Chief Executive Office and
 Chief
        Financial Officer