Carnegie Development, Inc - Quarter Report: 2008 May (Form 10-Q)

form10q_052008.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarter ended March 31, 2008
o	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

eDOORWAYS CORPORATION

(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 May 08, 2007, there were 213,864,688 shares of common stock, $0.001 par value, outstanding.

Transitional Small Business Disclosure Format (Check one).

Yes o No x

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CONTRARY TO THE RULES OF THE SEC, THE COMPANY’S FINANCIAL STATEMENTS INCLUDED IN THIS FILING HAVE NOT BEEN REVIEWED BY AN INDEPENDENT PUBLIC ACCOUNTANT IN ACCORDANCE WITH PROFESSIONAL STANDARDS FOR CONDUCTING SUCH REVIEWS.

THERE WAS NOT TIME TO COMPLETE THE REVIEW OF THE 10-Q FOR MARCH 31, 2008 BECAUSE WE JUST FILED OUR 10-K FOR THE YEAR ENDED DECEMBER 31, 2007 ON FRIDAY,MAY 16, 2008. WE WILL AMEND THE 10-Q ONCE THE AUDITOR HAS COMPLETED THEIR REVIEW AND

eDOORWAYS CORPORATION

FORM 10-Q

FOR THE QUARTER ENDED MARCH 31, 2008

INDEX

		PAGE
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements	3

	Balance Sheet as of March 31, 2008 (unaudited) and December 31, 2007	3

	Statement of Operations for the Three Months Ended March 31, 2008 (unaudited) and 2007 (unaudited)	4

	Statement of Cash Flow for the Three Months Ended March 31, 2008 (unaudited) and 2007 (unaudited)	5

	Notes to Financial Statements (unaudited)	6

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	9

Item 3.	Controls and Procedures	13

PART II.	OTHER INFORMATION	16

Item 1.	Legal Proceedings	13

Item 2.	Changes in Securities and Use of Proceeds	13
Item 3.	Other Information	13

Item 4.	Exhibits	14

CERTIFICATIONS		14

SIGNATURES		14

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

M POWER ENTERTAINMENT, INC.
BALANCE SHEETS
	March 31,			December 31,
	2008 (unaudited)			2007
ASSETS
CURRENT ASSETS
Cash	$	677		$	45,647
Deferred Compensation		241,875

OTHER ASSETS
Deferred Financing Costs, net of accumulated amortization of $246,222.98 and $218,052, respectively		158,762			215,686
Deposits		159,211			9,211
Fixed Assets, net of accumulated depreciation of $1,799 and $1,660, respectively		3,750			3,889
TOTAL ASSETS	$	564,275		$	274,433

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Accounts Payable - Trade	$	491,846		$	450,651
Accrued Expenses		1,045,154			1,000,429
Notes Payable		180,748			176,158
Convertible Debentures 6%, net of discount of $1,811,528, and $1,851,00 respectively		557,412			434,826
Convertible Debenture Derivative Liability		5,596,681			2,805,523,
Total Current Liabilities		7,871,841			4,432,761

LONG TERM LIABILITIES
Convertible Debentures 6%, net of discount of $1,688,243, and $1,811,528 respectively
Total Long Term Liabilities		-			-

TOTAL LIABILITIES		7,871,841			4,867,587

STOCKHOLDERS' DEFICIT
Series C Preferred Stock, $0.001 par value per share; 1,000,000 shares authorized and 1,000,000 shares issued, respectively		1,000			-
Series D Preferred Stock, $0.001 par value per share; 1,000 shares authorized 1,000 and 1,000 shares issued, respectively		1			1
Common Stock, $0.001 par value per share; 1,000,000,000 shares authorized; 169,637,688 and 75,497,688 shares issued and outstanding, respectively		60,168			13,318
Additional Paid-In Capital		63,345,597			62,818,788
Accumulated Deficit		(70,714,332	)		(67,425,261	)
Total Stockholders' Deficit		(7,307,566	)		(4,593,154	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	564,275		$	274,,433

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS

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eDOORWAYS CORPORATION
STATEMENTS OF OPERATIONS
(unaudited)

	Three Months March 31,
	2008		2007

OPERATING EXPENSES
Depreciation and amortization	$	139	$	138
Compensation expense		152,367		130,000
Professional fees		7,783		107,913
General and administrative		64,139		45,557
Total operating expense		224,428		283,608

LOSS FROM OPERATIONS		(224,428		(283,608	)

OTHER INCOME (EXPENSES)
Interest expense and loan discount fee		(268,996		(160,590	)
Gain/(Loss) on derivative liability		(2,795,647		665,619
Total other income (expenses)		(3,064,643		505,029

NET INCOME (LOSS)	$	(3,289,071	$	221,421


BASIC INCOME ( LOSS) PER SHARE	$	( 0.00	$	0.01

DILUTED (LOSS) PER SHARE	$	(0.00	$	(0.00	)

BASIC WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		4,063,414,804		28,509,978

DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		4,063,414,804		2,885,652,835

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS

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eDOORWAYS CORPORATION
STATEMENTS OF CASH FLOW
(unaudited)
	Three Months Ended March 31,
	2008			2007

CASH FLOWS FROM OPERATING ACTIVITES
Net income (loss)		(3,394,071	)	$	221,421
Adjustments To Reconcile Net Income (Loss) To Cash
(Used In) Operating Activities
Depreciation and Amortization Expense		139			138
Common Stock And Warrants Issued For Services		109,125
Gain/(Loss) On Derivative		2,795,647			(665,619	)
Interest And Loan Disc Fees		248,681			160,590
Cancellation of Stock issued for services					(29,000	)
Changes In Operating Assets And Liabilities:		-			-
Other Current Assets					6,764
Accounts Payable And Accrued Expenses		90,509			25,924
Accounts Payable And Accrued Expenses Related Party		-			-

Net Cash Used In Operating Activities		(44,971	)		(279,783	)

CASH FLOWS FROM INVESTING ACTIVITIES
Net Cash Used In Investing Activities		-			-

CASH FLOWS FROM FINANCING ACTIVITIES
Debt converted into equity		(5000	)
Proceeds From Issuance Of New Debt		5000			148,500
		-			-
Net Cash Provided By Financing Activities		-			148,500
		-			-

NET INCREASE (DECREASE) IN CASH		(44,970	)		(131,283	)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		45,647			728,393

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	677		$	597,110

NON CASH INVESTING AND FINANCING
Conversion of Derivative Liability		4489			111,044
Conversion of Note Payable into Equity		5,170			52,894

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS

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eDOORWAYS CORPORATION

Notes to Financial Statements

March 31, 2008

(unaudited)

NOTE 1 - BASIS OF PRESENTATION

The accompanying interim financial statements of Edoorways CORPORATION 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 financial statements and notes thereto contained in eDOORWAYS CORPORATION latest Annual Report filed with the SEC on Form 10-K. 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 consolidated financial statements that would substantially duplicate the disclosure contained in the audited consolidated financial statements for the most recent fiscal year, 2007, as reported in Form 10-K, have been omitted.

Recent Pronouncements

Recent Accounting Pronouncements

In March 2008, the Financial Accounting Standards Board, or FASB, issued FAS No. 161 "Disclosures about Derivative Instruments and Hedging Activities—an amendment of FASB Statement No. 133". This standard requires companies to provide enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under Statement 133 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity's financial position, financial performance, and cash flows. This Statement is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008 with early application encouraged. The Company has not yet adopted the provisions of FAS No. 161, but does not expect it to have a material impact on its financial position, results of operations or cash flows.

In December 2007, the FASB issued FAS No. 160, "Noncontrolling Interests in Consolidated Financial Statements—an amendment of ARB No. 51." This Statement amends ARB 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. Before this Statement was issued, limited guidance existed for reporting noncontrolling interests. As a result, considerable diversity in practice existed. So-called minority interests were reported in the consolidated statement of financial position as liabilities or in the mezzanine section between liabilities and equity. This Statement improves comparability by eliminating that diversity. This Statement is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008 (that is, January 1, 2009, for entities with calendar year-ends). Earlier adoption is prohibited. The effective date of this Statement is the same as that of the related Statement 141 (revised 2007). The Company has not yet adopted FAS 160. It is not believed that this will have an impact on the Company's financial position, results of operations or cash flows.

In February 2007, the FASB, issued FAS No. 159, "The Fair Value Option for Financial Assets and Liabilities—Including an Amendment of FAS 115." This standard permits an entity to choose to measure many financial instruments and certain other items at fair value. This option is available to all entities. Most of the provisions in FAS 159 are elective; however, an amendment to FAS 115 "Accounting for Certain Investments in Debt and Equity Securities" applies to all entities with available for sale or trading securities. Some requirements apply differently to entities that do not report net income. FAS 159 is effective as of the beginning of an entities first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of FAS 157 "Fair Value Measurements." We have not yet adopted FAS 159.

In September 2006, the FASB issued FAS 157 "Fair Value Measurements." This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. This Statement applies under other accounting pronouncements that require or permit fair value measurements, the Board having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements. However, for some entities, the application of this Statement will change current practice. This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. Earlier application is encouraged, provided that the reporting entity has not yet issued financial statements for that fiscal year, including financial statements for an interim period within that fiscal year. The Company has not yet adopted this statement, and it is not believed that this will have an impact on the Company's financial position, results of operations or cash flows.

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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.

eDOORWAYS 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 eDoorways 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 eDoorways 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 March 31, 2008 was determined as follows:

Face value of notes	$	2,241,184
Less: Discount for fair value of derivatives	$	(1,683,771)
Carrying value at March 31, 2008	$	557,413

The fair values and changes in the derivative liabilities are as follows:

		Inception		March 31, 2008		Gain/(Loss)
Embedded derivative -	$	4,847,522	$	2,241,1843,437,001	$	2,606,3381,410,521
Freestanding derivative	$	191,630	$	9,8290	$	181,801181,158191,630
Fair value of derivatives in excess of proceeds at inception	$		$	2,242,385	$$	(926,703)0(8,151)
Totals	$	5,039,152	$	3,446,8302,242,385	$	2,795,647665,619

The warrants were valued using the Black Scholes pricing model. The variables used in the valuation of these warrants were as follows:

Volatility	445%
Discount Rate	2.88%
Term in years	6
Warrant Date	March 30,2007
Exercise price	3.2000
Stock price	$0.007

During the first quarter of 2008, eDOORWAYS CORPORATION has issued 2,600,000 shares of its common stock to retire $5,170 of convertible notes.

On Feburary 5, 1,000,000 shares of common stock were issued to an individual to retire promissory notes, valued at $5,000.

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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.

11500 Northwest, L.P. 11500 Northwest, L.P. commenced litigation against us on October 31, 2003 in the 11th Judicial District Court for Harris County, Texas (Cause No. 2003-60705). This case relates to a breach of a lease agreement allegedly entered into on or about March 5, 1999 for certain office space we never occupied. Plaintiff is requesting past due rents of an unspecified amount, broker's commission of $21,806, and tenant improvements of $51,439, attorney's fees, costs, and prejudgment interest. We defended the lawsuit, denied breach of the alleged lease agreement and further defended the claim for past due rents under Section 16.004 of the Texas Civil Practice & Remedies Code, i.e. we believe that the statute of limitations has tolled some or all of the claims. The case was heard on May 12, 2005. The Court ruled in our favor in the 11500 Northwest, LP case stating that the statute of limitations did apply in this case and a Take Nothing Judgment has been signed by the Court and is now final.

Marathon Oil Company. A default judgment was taken against us in favor of Marathon Oil Company accrued in our financial statements under the heading “accrued expenses” 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 related to advertising and promotional services rendered prior to July, 1999. The Plaintiff requested $77,189 for actual amounts invoiced and $10,000 in attorney’s fees. Per their invoices, these were for services rendered from May 26, 1998 through June 15, 1999. We filed an answer and defended the lawsuit under Section 16.004 of the Texas Civil Practice and Remedies Code, i.e., we believed that the statute of limitations 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 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 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. In June 2007 the Fourteenth Court of Appeals affirmed the lower court’s ruling and that case is now final.

damages along with certain other pleading requirements. The pre-lawsuit demand was for payment of $15,785.25. Trial was had on this matter in November 2007. On December 31, 2007 the court awarded Deanna S. Slater the sum of $3,400 and $5,000 to her attorneys.

B) Consulting Agreements

On January 1, 2008, a one year consulting services agreement was entered into with Lance Kimmons to assist with operations and business development of eDOORWAYS. Mr. L. Kimmons will also serve on the board of directors for the year 2008, and will receive the monthly director compensation of $2,500 per month, in addition to a $7,000 per month fee for consulting services in relation to the business development aspect of the contract.

On January 1, 2008, the Company entered into a three year employment agreement with Gary Kimmons, to act as the CEO and President of the Corporation. The agreement will automatically extend at the end of the 3 year term, unless notification is given by either party to terminate. Compensation was set and authorized by Board of Directors and agrees to compensate Mr. Kimmons in the following manner: a) Monthly salary of $25,000 (annual salary of $300,000); b) $60,000 annual cash bonus representing 20% of Executive’s annual base salary (executive may elect to receive bonus in the form of common stock rather than a cash payment); c) Company will issue 30,000,000 (thirty million) shares of restricted common stock to the Kimmons Family Partnership, LTD, as a reward for Mr. Kimmons’ accomplishments related to the Edoorways initiative in 2007; and, d) The Compnay will issue 750,000 (seven hundred fifty thousand) shares of Series “C” convertible preferred stock to be issued in the name of The Kimmons Family Partnership, LTD as a signing bonus to be given to Executive at the time the employment agreement was exercised on January 1, 2008. The Series C convertible preferred stock shall have super voting rights equal to 5 shares of common stock for each share of Series C convertible preferred.

On February 5, 2008, we entered into a consulting agreement with Ajene Watson, an individual consultant in New York, who is charged with establishing an entertainment vertical service offering as a component of eDOORWAYS. The agreement has an initial "trial" period of 90 days and converts to a month-to-month agreement thereafter. Ajene Watson and his affiliates received, upon execution of the agreement, a retainer of $150,000 in form of a non-refundable cash retainer of $5,000; a non- refundable equity retainer of $105,000 in free trading common stock and a non –refundable equity retainer of $45,000 in restricted Securites. The agreement was executed March 11, 2008.

April 11, 2008, the company entered into a consulting agreement with Marty Lobkowicz, MML International, Inc., a Florida Corporation, to advise Edoorways in financial and merger/acquisition matters, and also in matters related to retail business development and brand implementation. Compensation is a retainer Fee of $3,500 Monthly in the form of Common Stock.

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NOTE 5 - COMMON STOCK

Investors exercised their conversion rights for 22,000,000 shares of eDoorways common stock, par value $.001, at the conversion prices ranging from $0.002 to $0.00199 which reduced the convertible debentures by $3,970 and the derivative liability by $

NOTE 7 - SUBSEQUENT EVENTS

On May 8, 2008, Edoorways executed a Drawdown Equity Financing Agreement with Triumph Small Cap Fund to issue and sell to the Investor that number of shares of the Company’s common stock, par value $0.001 per share, which can be purchased pursuant to the terms of the Drawdown Equity Financing Agreement for an aggregate purchase price of up to $10,000,000. To induce the investor to execute and deliver the Drawdown Equity Financing Agreement, the company has agreed to prepare and file an SEC Registration Statement on Form S-1 no later than 45 calendar days from the date of execution.

During March and April, 2008, the company issued 63,474,005 common shares to consultants related to Ajene Watson agreement previously discussed to establish entertainment components for edoorways.

On April 7, 2008, Edoorways entered into a Finder’s Fee agreement with SmallCap Consultants, Inc. in relation to potentially securing financing for the company’s operations. A 5% fee is will be paid on any secured financing not related to the the company , payable in Cash.

On April 14, 2008, the NIR group notified eDoorways Corporation of default of the financing agreement.

During the first five months of 2008, we have issued promissory notes to various individuals for loans to obtain operating cash. The amounts of these notes total $36,200. These notes are collateralized with eDoorways currently registered shares of Common Stock.

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

The following discussion and analysis compares our results of operations for the three months ended March 31, 2008 to the same period in 2007. 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, 2007.

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, 2007 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

On March 30, 2007 (the “Issuance Date”), we entered into a Securities Purchase Agreement with AJW Capital Partners, LLC, AJW Offshore, Ltd., AJW Qualified Partners, LLC and New Millennium Capital Partners II, LLC (the “Investors”), whereby the Investors purchased an aggregate of (i) $165,000 in Callable Secured Convertible Notes (the “Notes”) and (ii) warrants to purchase 1,500,000 shares of our common stock (the “Warrants”).

Under the Securities Purchase Agreement, we are obligated to pay all costs and expenses incurred by us in connection with the negotiation, preparation and delivery of the transaction documents, as well as the costs associated with registering the common shares underlying the Notes being offered in this Prospectus.

eDOORWAYS 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,” eDoorways 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 eDoorways being unable to determine with certainty they will have enough shares available to settle any and all outstanding common stock equivalent instruments. eDoorways 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 eDoorways control, this results in these instruments being classified as liabilities under EITF 00-19 and derivatives under SFAS 133.

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Twelve Month Plan of Operations

During the next 12 months, we will direct our resources to the development, branding, and launch of the eDOORWAYS web service offering. This includes both the B to C and B to B versions of eDOORWAYS. We will enter into strategic alliances, form joint ventures and acquire interests in companies whose products and services integrate into the eDOORWAYS portal.

As the transition to the eDOORWAYS business model has proceeded, we have raised $2.415 million in capital, and plan on receiving another $3 million in 2nd quarter 2008. If the plan as outlined is achieved within 12 months, we will have raised approximately $5 million for working capital and $5 million for deployment of the B to C version of the eDOORWAYS Internet service offering.

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.

We have raised $2.415 million in capital, and hope to secure another $3 million in May of 2008 for working capital Without this funding, with our current cash balance of $2,000, we do not have enough working capital to continue operations. If raised, the additional $3 million would be allocated as follows: $1 million will be used for completion of the B to C version of eDOORWAYS, $500,000 for it's launch starting in Austin, Texas and the remaining balance will be used for expenses such as general and administrative, marketing, and consulting. The next four months are devoted to the testing and soft launch of the B to C version of the service offering, with the remainder of 2008 dedicated to transitioning into the national launch, initiating development of phases II and III of eDOORWAYS, and pursuing the B to B version.

A goal has been set to raise investment capital of $8 million in 2008 through funding acquisitions, joint ventures and strategic alliances to be used in the business to increase working capital, boost staffing, and purchase fixed assets such as a building and server farm. The increase in staffing is projected to be as follows: production – 6 employees, general and administrative – 3 employees, sales and marketing – 6 employees.

The $8 million of capital, if acquired, would be used as follows:

(a) eDOORWAYS B to C Initial Launch in Austin ($1.5 million)

·	General & Administrative

Marketing

·	Site Development & Technology Infrastructure

·	Furniture Fixtures & Equipment

·	Facilities & Office

·	Compensation

·	Working Capital

·	Reserve for Contingencies

(b) eDOORWAYS B to C National Launch ($5 million)

·	General & Administrative

Marketing

·	Site Development & Technology Infrastructure

·	Furniture Fixtures & Equipment

·	Facilities & Office

·	Compensation

·	Working Capital

·	Reserve for Contingencies

Product Development

Our objective is to complete testing of Phase I of the eDOORWAYS B to C web service offering in the second quarter of 2008 in preparation for a "soft launch" in Austin, Texas by the end of the quarter. It's also our objective initiate development of Phases II and III of the eDOORWAYS B to C service offering during the second quarter, with a goal of completing one or both by the end of the 2008 calendar year. Also, in the second quarter, we hope to complete development of a B to B version of eDOORWAYS.

Pre-launch Organization and Planning

Planning and organizing activities for the establishment of Austin, Texas as the operational headquarters of eDOORWAYS Corporation, as well as for the "soft launch" of the B to C version must be completed in the second quarter of 2008.

Marketing/Deployment of the eDOORWAYS´"B to C" Service Offering

Applied Storytelling, our brand development consultant, has established an objective of completing our B to C marketing and deployment strategy in the second quarter of 2008.

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Development of the Brand Platform

Applied Storytelling has been engaged to create the eDOORWAYS brand identity, it's positioning strategy, and platform. These activities are scheduled to be completed in the second quarter of 2008 in advance of our "soft launch."

Entertainment Vertical Market Development

Ajene Watson, an entertainment marketing consultant in New York City, has established a goal of creating a business plan and an operational division for the entertainment vertical market in the second quarter of 2008.

eDOORWAYS B to C Version National Launch

It is our objective to execute a national launch of the B to C version of eDOORWAYS during the third and fourth quarters of 2008.

Recent Events

On January 1, 2008, eDOORWAYS entered into a three year employment agreement with Gary F. Kimmons to continue to serve as CEO of the company. The base salary is $300,000 per annum,with a $60,000 bonus payable in cash, or stock if Mr. Kimmons so chooses. Also, pursuant to this agreement, Mr. Kimmons was issued 30,000,000 shares of common stock.

Edoorways entered into a director agreement with Kathryn Kimmons, effective from January 1, 2008 the January 1, 2009. A monthly director’s fee of $2,500 per month was agreed upon. Ms. Kimmons has the option to take the monthly director fee in cash or common stock of the company.

On February21, 2008 , 1,000,000 shares of common stock were issued to an individual to retire a promissory note, valued at $5,000.

On March 3, 2008, we issued performance bonuses to consultants in the form of an issuance of common stock totaling 20,453,125 shares with an aggregate value of $167,500.

On March 3, 2008, the company issued 18,187,500 shares of its common stock as compensation in lieu of $145,500 in cash owed to its key affiliates for work performed from the period of January 1, 2007 through February 28, 2008.

On March 3, 2008, we issued 1,250,000 shares of our common stock as compensation in lieu of $10,000 in cash owed as compensation to a consultant, Elaine Leonard, for performance from November 1, 2007 through February 28, 2008 as specified under her contract dated November 1, 2007.

During March and April, 2008, the company issued 63,474,005 common shares to consultants in lieu of compensation for services performed in 2008.

On April 7, 2008, Edoorways entered into a Finder’s Fee agreement with SmallCap Consultants, Inc. in relation to potentially securing financing for the company’s operations.

On April 14, 2008, the NIR group notified eDoorways Corporation of default of the financing agreement.

During the first five months of 2008, we have issued promissory notes to various individuals for loans to obtain operating cash. The amounts of these notes total $36,200.

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Liquidity

During the three months ended March 31, 2008, we used cash of $44,970 in our operations compared to using $279,783 in the comparative quarter of 2007. We had cash on hand of $677 as of March 31, 2008 and $45,647 at March 31, 2007. As reflected in the accompanying financial statements, the Company has a loss from operations of $3,289,071 a negative cash flow from operations of $44,970, a working capital deficiency of $7,629,289 and has a stockholders deficiency of $7,307,566. 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.

Off-Balance Sheet Arrangements

None.

Critical Accounting Policies

Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Note 3 of the Notes to Consolidated Financial Statements describes the significant accounting policies used in the preparation of the consolidated financial statements. Certain of these significant accounting policies are considered to be critical accounting policies, as defined below. We do not believe that there have been significant changes to our accounting policies during the year ended December 31, 2007, as compared to those policies disclosed in the December 31, 2006 financial statements.

A critical accounting policy is defined as one that is both material to the presentation of our financial statements and requires management to make difficult, subjective or complex judgments that could have a material effect on our financial condition and results of operations. Specifically, critical accounting estimates have the following attributes: 1) we are required to make assumptions about matters that are highly uncertain at the time of the estimate; and 2) different estimates we could reasonably have used, or changes in the estimate that are reasonably likely to occur, would have a material effect on our financial condition or results of operations.

Estimates and assumptions about future events and their effects cannot be determined with certainty. We base our estimates on historical experience and on various other assumptions believed to be applicable and reasonable under the circumstances. These estimates may change as new events occur, as additional information is obtained and as our operating environment changes. These changes have historically been minor and have been included in the consolidated financial statements as soon as they became known. Based on a critical assessment of our accounting policies and the underlying judgments and uncertainties affecting the application of those policies, management believes that our consolidated financial statements are fairly stated in accordance with accounting principles generally accepted in the United States, and present a meaningful presentation of our financial condition and results of operations. We believe the following critical accounting policies reflect our more significant estimates and assumptions used in the preparation of our consolidated financial statements:

Use of Estimates—These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States and, accordingly, require 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. Specifically, our management has estimated variables used to calculate the Black Scholes and binomial lattice model calculations used to value derivative instruments discussed below under "Valuation of Derivative Instruments". In addition, management has estimated the expected economic life and value of our licensed technology, our net operating loss for tax purposes, share-based payments for compensation to employees, directors, consultants and investment banks, the useful lives of our fixed assets and our allowance for bad debts. Actual results could differ from those estimates.

Deferred financing Costs—Payments, either in cash or share-based payments, made in connection with the sale of debentures are recorded as deferred debt issuance costs and amortized using the effective interest method over the lives of the related debentures. The weighted average amortization period for deferred debt issuance costs is 36 months.

Fair Value of Financial Instruments—For certain of our financial instruments, including accounts receivable, accounts payable, accrued expenses, interest payable, bank overdraft, advances payable and notes payable, the carrying amounts approximate fair value due to their relatively short maturities.

Valuation of Derivative Instruments—FAS 133, "Accounting for Derivative Instruments and Hedging Activities" requires bifurcation of embedded derivative instruments and measurement of fair value for accounting purposes. In addition, FAS 155, "Accounting for Certain Hybrid Financial Instruments" requires measurement of fair values of hybrid financial instruments for accounting purposes. We applied the accounting prescribed in FAS 155 to account for the 2006 Convertible Debentures. In determining the appropriate fair value, the Company uses a variety of valuation techniques including Black Scholes models, Binomial Option Pricing models, Standard Put Option Binomial models and the net present value of certain penalty amounts. Derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as Adjustments to Fair Value of Derivatives. The effects of interactions between embedded derivatives are calculated and accounted for in arriving at the overall fair value of the financial instruments. In addition, the fair values of freestanding derivative instruments such as warrant derivatives are valued using the Black Scholes model.

Stock Based Compensation— The Company adopted the fair value recognition provisions of FAS 123(R), using the modified prospective transition method. Under this transition method, stock-based compensation expense is recognized in the consolidated financial statements for granted, modified, or settled stock options based on estimated fair values. Results for prior periods have not been restated, as provided for under the modified prospective transition method.

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RESULTS OF OPERATIONS

THREE MONTHS ENDED MARCH 31, 2008 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 2007.

There were no revenues for the three months ended March 31, 2008 or 2007.

We had operating expenses of $224,428 for the three months ended March 31, 2008 compared to $283,608 for the comparative period of 2007. The primary reason for this increase was due to the increase in equity compensation to various consultants for services and professional fees.

We had interest expense of $268,996 during the three months ended March 31, 2008 as compared to $160,590 for the comparative period of 2007. 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 2007, and the 8% convertible debentures on March 30, 2008. The interest expense account also include the amortization of deferred financing cost of $38,103

Our net loss was $3,289,071 during the three months ended March 31, 2008 compared to a loss of $221,421 incurred in the comparable period of 2007. This increase in net income was due to a increase in professional fees and general and administrative costs in 2008, and also a loss from changes in the derivative liability on the convertible debentures.

Liquidity

During the three months ended March 31, 2008, we used cash of $44,970 in our operations compared to using $279,783 in the comparative quarter of 2007. We had cash on hand of $ 597,110 as of March 31, 2007 and $677 at March 31, 2007. As reflected in the accompanying financial statements, the Company has a loss from operations of $3,394,071, a negative cash flow from operations of $44,970, a working capital deficiency of $7,209,289 and has a stockholders deficiency of $7,307,566 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.

ITEM 3. 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 March 31, 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 March 31, 2007.

PART II - OTHER INFORMATION.

ITEM 1. LEGAL PROCEEDINGS.

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 has appealed that decision to the Fourteenth Court of Appeals in Houston, Texas where it is now pending. Both sides have filed their briefs and it was set on the submission docket in the Court of Appeals for the end of February, 2007. There has been no ruling by the Court of Appeals as of this date.

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 July 30, 2007. The company has not accrued any amounts 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.

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ITEM 2. CHANGES IN SECURITIES.

Recent Sales of Unregistered Securities

As of March 31, 2008, we issued 2,600,000 shares of our common stock to our convertible debentures holders which reduced the principle of the convertible debentures by $5,170. 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.

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.

ITEM 3. OTHER INFORMATION

eDOORWAYS and certain investors entered into a Securities Purchase Agreement dated as of providing for the issuance of 8% Callable Secured Convertible Notes in the aggregate principal amount of $165,000 and warrants to purchase an aggregate of 1,500,000 shares of the Company’s Common Stock for the aggregate consideration of $165,000. Funding of the $165,000 was completed on March 30, 2007.

Type		Date	Shares per conversion notice	Conversion Price	Principle Cnvrtd


AJWP	AJW Partners LLC	1/2/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/4/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/8/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/17/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/18/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/22/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/23/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/24/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/25/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/28/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/30/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	1/31/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/1/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/4/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/6/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/11/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/20/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/21/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/25/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/26/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	2/29/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	3/4/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	3/6/2008	11,100	0.002	22.2
AJWP	AJW Partners LLC	3/11/2008	11,100	0.0019	21.09
AJWP	AJW Partners LLC	3/18/2008	11,100	0.0019	21.09
AJWP	AJW Partners LLC	3/24/2008	11,100	0.0019	21.09
			288,600		$ 573.87

NMCP	New Millenium Capital	1/2/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/4/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/8/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/17/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/18/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/22/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/23/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/24/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/25/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/28/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/30/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	1/31/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/1/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/4/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/6/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/11/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/20/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/21/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/25/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/26/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	2/29/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	3/4/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	3/6/2008	1,350	0.002	2.70
NMCP	New Millenium Capital	3/11/2008	1,350	0.0019	2.57
NMCP	New Millenium Capital	3/18/2008	1,350	0.0019	2.57
NMCP	New Millenium Capital	3/24/2008	1,350	0.0019	2.57
			35,100		$ 69.80



AJWO	AJW Offshore Ltd	1/2/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/4/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/8/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/17/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/18/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/22/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/23/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/24/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/25/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/28/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/30/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	1/31/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/1/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/4/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/6/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/11/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/20/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/21/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/25/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/26/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	2/29/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	3/4/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	3/6/2008	59,050	0.002	118.10
AJWO	AJW Offshore Ltd	3/11/2008	59,050	0.0019	112.20
AJWO	AJW Offshore Ltd	3/18/2008	59,050	0.0019	112.20
AJWO	AJW Offshore Ltd	3/24/2008	59,050	0.0019	112.20
			1,535,300		$3,052.89

AJWQP	AJW Qualified Partners	1/2/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/4/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/8/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/17/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/18/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/22/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/23/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/24/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/25/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/28/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/30/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	1/31/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/1/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/4/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/6/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/11/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/20/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/21/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/25/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/26/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	2/29/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	3/4/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	3/6/2008	28,500	0.002	57
AJWQP	AJW Qualified Partners	3/11/2008	28,500	0.0019	54
AJWQP	AJW Qualified Partners	3/18/2008	28,500	0.0019	54
AJWQP	AJW Qualified Partners	3/24/2008	28,500	0.0019	54
			741,000		1,473
			2,600,000		$ 5,170

SUBSEQUENT EVENTS

During March and April, 2008, the company issued 63,474,005 common shares to consultants related to Ajene Watson agreement previously discussed to establish entertainment components for edoorways.

On April 14, 2008, the NIR group notified eDoorways Corporation of default of the financing agreement.

ITEM 4. EXHIBITS

List of Exhibits attached or incorporated by reference pursuant to Item 601 of Regulation SB.

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).

Signature

Dated: May 20, 2008 /s/ Gary F. Kimmons

By____________________________________

Gary F. Kimmons

President, Chief Executive Office and

Chief Financial Officer

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