~~Table~~UNITED ofSTATES SECURITIES ~~Contents~~AND EXCHANGE COMMISSION

~~UNITED~~Washington ~~STATES~~D.C. ~~SECURITIES AND EXCHANGE COMMISSION~~20549

~~Washington~~FORM ~~D.C. 20549~~8-K

~~FORM~~CURRENT ~~8-K~~REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

~~CURRENT~~Date ~~REPORT~~of Report (Date of earliest event reported): July 30, 2007 (June 26, 2007)

~~Pursuant~~MBI toFinancial, ~~Section 13 OR 15(d) of~~Inc. ~~the Securities Exchange Act of 1934~~

~~Date of Report~~ (~~Date~~Exact name of ~~earliest~~registrant ~~event~~as ~~reported):~~specified ~~February 05,~~in ~~2007~~its ~~(February 01, 2007~~charter)

~~MBI~~Nevada (State ~~Financial,~~or ~~Inc.~~other jurisdiction of incorporation)

2-42114 (~~Exact~~Commission ~~name~~File ~~of registrant as specified in its charter~~Number)

~~Nevada~~75-1310613 (~~State~~IRS orEmployer ~~other~~Identification ~~jurisdiction of incorporation~~No.)

~~2-42114~~1845 Woodall Rogers, Suite 1020 — Dallas, TX (75201) (~~Commission~~Address ~~File~~of ~~Number~~principal executive offices) (Zip Code)

~~75-1310613~~Registrant’s ~~(IRS~~telephone ~~Employer~~number, ~~Identification~~including ~~No.~~area code: (214) 468-0000

~~1845~~Check ~~Woodall~~the ~~Rogers,~~appropriate ~~Suite 1020~~box —below ~~Dallas,~~if TXthe ~~(75201)~~Form 8-K filing is intended to simultaneously satisfy the ~~(Address~~filing obligation of ~~principal~~the ~~executive~~registrant ~~offices)~~under any of the following provisions (~~Zip~~see ~~Code~~General Instruction A.2. below):

~~Registrant’s~~o ~~telephone~~Written ~~number,~~communications ~~including~~pursuant ~~area~~to ~~code:~~Rule 425 under the Securities Act (~~214) 468-0000~~17 CFR 230.425)

~~Check~~o ~~the~~Soliciting ~~appropriate~~material ~~box~~pursuant ~~below~~to ifRule ~~the Form 8~~14a-K12 ~~filing is intended to simultaneously satisfy the filing obligation of the registrant~~ under ~~any of~~ the ~~following~~Exchange ~~provisions~~Act (~~see~~17 ~~General~~CFR ~~Instruction A~~240.~~2. below~~14a-12):

o ~~Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o~~ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ~~o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))~~

~~TABLE~~o OFPre-commencement ~~CONTENTS~~communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

	Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
SIGNATURES
Resignation Letter
Employment Letter

Section 1—Registrant’s Business and Operations

~~Table~~Item 1.01 ofEntry ~~Contents~~into a Definitive Material Agreement.

~~FORM~~On ~~8-K~~June 29, 2007, the registrant entered into a loan agreement and issued a promissory note to ~~MBI~~obtain a loan of $800,000 ~~Inc~~from a private lender. The loan bears interest at eighteen percent (18%) per annum and matures on September 29, 2007. The loan is secured by all of the registrant’s assets pursuant to a security agreement dated June 29, 2007 between the registrant and the private lender. The proceeds of the loan are expected to be used for acquisitions and working capital.

~~Section~~ This report, including the foregoing descriptions of the terms and conditions of the loan agreement, promissory note, and security agreement, is qualified in its entirety by reference to the loan agreement, promissory note, and security agreement furnished as Exhibits 10.1, 10.2, —and 10.3 ~~Financial~~hereto, ~~Information~~respectively, and incorporated herein by reference. See also Items 2.03 and 9.01 of this report. The information in Items 2.03 and 9.01 of this report is incorporated in this Item 1.01 by reference.

~~Item~~Section ~~5.02~~2—Financial ~~Departure of Directors or Principal Officers; Election of Directors; Appointment of~~Information ~~Principal Officers~~

~~Effective February~~Item 2,.03 ~~2007,~~Creation ~~Richard~~of M.a ~~Hewitt~~Direct ~~submitted~~Financial ~~his~~Obligation ~~resignation~~or ~~from~~an ~~the~~Obligation ~~Board~~under an Off-Balance Sheet Arrangement of ~~Directors effective~~a ~~immediately~~Registrant.

On ~~February~~June 129, 2007, the ~~Company~~registrant ~~hired~~entered ~~Robert~~into ~~Marshall~~a ~~Currier~~loan asagreement ~~its~~to ~~Chief~~obtain ~~Financial~~a ~~Officer. In~~loan ~~the~~of ~~past~~$800,000 ~~five~~from ~~years~~a private Mrlender. ~~Currier~~ ~~has~~The ~~held~~loan ~~the~~bears ~~Chief~~interest ~~Financial~~at ~~Officer~~eighteen ~~position~~percent at(18%) aper ~~medical services~~annum ~~company~~ and ~~has~~matures ~~been~~on September 29, ~~responsible~~2007. ~~for~~The ~~the~~loan ~~financial~~is ~~reporting~~secured atby aall ~~public~~of ~~energy~~the ~~company. Mr. Currier~~registrant’s ~~base~~assets ~~salary~~pursuant isto ~~$165,000~~a ~~which~~security agreement ~~may~~dated ~~increase to $200~~June 29,~~000~~ ~~based~~2007 ~~upon~~between the ~~completion~~registrant ~~of certain~~and ~~capital~~the ~~raising~~private ~~events~~lender. HeThe ~~was~~Registrant ~~granted~~also issued ~~100,000~~a ~~shares~~warrant ofto the ~~Company’s~~private ~~restricted~~lender ~~common stock~~for ~~on his start date and 150~~1,600,000 ~~shares~~at onan ~~his~~exercise price ~~first~~of ~~anniversary~~$0.40 ~~When~~per ~~the~~share. ~~executive stock~~The ~~ownership~~proceeds ~~plan~~of isthe ~~formed~~loan heare ~~will~~expected ~~participate~~to inbe ~~the~~used ~~plan~~for atacquisitions ~~1,000,000~~and ~~shares~~working capital.

~~(c)~~ This report, including the foregoing descriptions of the terms and conditions of the loan agreement, warrant, and security agreement, is qualified in its entirety by reference to the loan agreement, warrant, and security agreement furnished as Exhibits 10.1, 10.2, and 10.3 hereto, respectively, and incorporated herein by reference. See also Items 1.01 and 9.01 of this report. The information in Items 1.01 and 9.01 of this report is incorporated in this Item 1.01 by reference.

Exhibit No.		Description
10.1		Resignation letter from Richard M. Hewitt
10.2		Employment letter for Robert Marshall Currier

Section 3 — Securities and Trading Markets

~~Table~~Item 3.02 Unregistered Sales of ~~Contents~~Equity Securities.

~~SIGNATURES~~As previously reported pursuant to the Form 8-K dated and filed April 18, 2007 by the registrant with the Commission, on April 17, 2007, the registrant (i) entered into a purchase agreement dated April 17, 2007 with an investor to sell 1,000 shares of Series C Convertible Preferred Stock of the registrant to the investor for $1,000 per share and (ii) in connection with the sale, issued a warrant dated April 17, 2007 to the investor to purchase up to 2,000,000 shares of common stock of the registrant, subject to adjustment, at an exercise price of $0.40 per share, subject to adjustment.

~~Pursuant~~On June 29, 2007, the registrant entered into an amendment to the ~~requirements~~purchase agreement dated April 17, 2007 with the investor to reduce the number of shares of Series C Convertible Preferred Stock sold to the ~~Securities~~investor ~~Exchange~~pursuant ~~Act~~to the purchase agreement from 1,000 shares to 300 shares. The Series C Convertible Preferred Stock provides for a 15% dividend rate, which is guaranteed for one year, and is initially convertible into common stock of ~~1934~~the registrant The initial conversion rate for every two shares of convertible preferred stock, the ~~Registrant~~investor ~~has~~will ~~duly~~receive ~~caused~~three shares of the ~~this~~registrant’s ~~report~~common stock. The sale of the preferred stock to bethe ~~signed~~accredited oninvestor ~~its~~was ~~behalf~~made in reliance upon the exemption from registration afforded by Section 4(2) of the ~~undersigned~~Securities ~~hereunto~~Act ~~duly~~of 1933, ~~authorized~~as amended (the “Securities Act”), and Rule 506 of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act.

~~MBI~~In ~~Financial~~connection with the amendment and in exchange for the original warrant, ~~INC~~which was cancelled, on June 29, 2007, the registrant issued a new warrant dated June 29, 2007 to the investor to purchase up to 600,000 shares of common stock of the registrant, subject to adjustment, at an exercise price of $0.40 per share, subject to adjustment. The new warrant includes a cashless exercise provision and expires five years from the date of issuance. The issuance of the warrant to the accredited investor was made in reliance upon the exemption from registration afforded by Section 4(~~Registrant~~2) ~~Date:~~of ~~December~~the Securities 28Act of 1933,~~2006~~ ~~/s/~~as ~~Patrick~~amended ~~McGeeney~~(the ~~Patrick~~“Securities ~~McGeeney~~Act”), ~~Chairman,~~and ~~President~~Rule 506 of Regulation D promulgated by the Securities and ~~Chief~~Exchange ~~Executive~~Commission ~~Officer~~under the Securities Act.

This report, including the foregoing descriptions of the terms and conditions of the amended and restated purchase agreement and the newly issued warrant, is qualified in its entirety by reference to the amended and restated purchase agreement and the newly issued warrant furnished as Exhibits 99.1 and 99.2 hereto, respectively, and incorporated herein by reference. See also Item 9.01 of this report. The information in Item 9.01 of this report is incorporated in this Item 3.02 by reference.

On June 29, 2007 and on July 17, 2007, the registrant (i) entered into a purchase agreements dated June 29, 2007 and July 17, 2007, respectively, in substantially the form furnished as Exhibit 99.1 hereto with each of six (6) investors to sell 200, 200, 200, 160, 100 and 100 shares, respectively, of common stock of the registrant to the investors for $1,000 per share and (ii) in connection with the sales, issued a warrant dated June 29, 2007 and July 17, 2007, respectively, in substantially the form furnished as Exhibit 99.2 hereto to each of the investors to purchase up to 400,000, 400,000, 300,000, 240,000, 200,000, and 150,000 shares, respectively, of common stock of the registrant, subject to adjustment, at an exercise price of $0.40 per share, subject to adjustment. The warrants include a cashless exercise provision and expire five years from the date of issuance. The issuance of the warrant to the accredited investor was made in reliance upon the exemption from registration afforded by Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act.

From June 26, 2007 to June 29, 2007, the registrant entered into conversion agreements in substantially the form furnished as Exhibit 99.3 hereto with each of four (4) debt holders to sell 125,000, 125,000, 62,500, and 62,500 shares, respectively, of common stock of the registrant to the accredited investors in exchange for cancellation of debt owed by the registrant to the accredited investors in the aggregate principal amount of 50,000, 50,000, 25,000, and 25,000, respectively. In connection with this debt conversion, the Registrant issued a warrant to each debt holder, in substantially the form furnished as Exhibit 99.2 hereto to each of the debt holders to purchase up to 125,000, 125,000, 62,500 and 62,500 shares, respectively, of common stock of the registrant, subject to adjustment, at an exercise price of $0.40 per share, subject to adjustment. The warrants include a cashless exercise provision and expire five years from the date of issuance. The issuance of the common shares and warrants to the debt holders as a result of the debt conversion was made in reliance upon the exemption from registration afforded by Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act.

This report, including the foregoing descriptions of the terms and conditions of the purchase agreements, is qualified in its entirety by reference to the form of conversion agreement furnished as Exhibit 99.3 hereto and incorporated herein by reference. See also Item 9.01 of this report. The information in Item 9.01 of this report is incorporated in this Item 3.02 by reference.

Section 9—Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description

10.1		Loan Agreement dated June 29, 2007 between MBI Financial, Inc. and a private lender (furnished herewith and incorporated herein by reference)

10.2		Warrant dated June 29, 2007 issued by MBI Financial, Inc. to a private lender (furnished herewith and incorporated herein by reference)

10.3		Security Agreement dated June 29, 2007 between MBI Financial, Inc. and a private lender (furnished herewith and incorporated herein by reference)

99.1		Form of Purchase Agreement between MBI Financial, Inc. and investors (furnished herewith and incorporated herein by reference)

99.2		Warrant issued by MBI Financial, Inc. to investors (furnished herewith and incorporated herein by reference)

99.3		Form of Conversion Agreement (furnished herewith and incorporated herein by reference)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	MBI Financial, Inc. (Registrant) Date: July 30, 2007
	/s/ Patrick A. McGeeney
	Patrick A. McGeeney, Chairman, Chief Executive Officer and President

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