Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
EVEREST SPECIAL SITUATIONS FUND LP
  2. Issuer Name and Ticker or Trading Symbol
METRO ONE TELECOMMUNICATIONS INC [INFO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
PLATINUM HOUSE, 21 HA'ARBAA STREET
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2007
(Street)

TEL AVIV 64739 
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock, no par value $ 1.78 08/15/2007   P   156 (1)   08/15/2007   (2) Common Stock, no par value 876,405 (3) $ 10,000 200 D (4)  
Warrants to Purchase Preferred Stock $ 10,000 08/15/2007   P   2 (5)   08/15/2007 08/15/2009 Series A Convertible Preferred Stock, no par value 140 $ 0 2 D (4)  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
EVEREST SPECIAL SITUATIONS FUND LP
PLATINUM HOUSE
21 HA'ARBAA STREET
TEL AVIV 64739 
    X    
Maoz Everest Fund Management, Ltd.
PLATINUM HOUSE
21 HA'ARBAA STREET
TEL AVIV 64739 
    X    

Signatures

 By: By: Maoz Everest Fund Management, Ltd., its general partner; By: Elchanan Maoz, its Chairman and Chief Executive Officer   08/16/2007
**Signature of Reporting Person Date

 By: /s/ Elchanan Maoz, its Chairman and Chief Executive Officer   08/16/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The shares of Series A Convertible Preferred Stock (Preferred Stock) reported herein were acquired by Everest Special Situations Fund, L.P. (Everest) as part of the second stage of a private placement transaction (the Private Placement). Such shares of Preferred Stock are entitled to vote together with common stock on all matters on a discounted as-converted basis (the discount is equal to the difference between the conversion price and the market price on the date of issuance) .
(2) The shares of Preferred Stock have no expiration date.
(3) The number of shares of common stock into which the Preferred Stock is convertible is subject to certain adjustments, including anti-dilution adjustments.
(4) As the general partner of Everest, Maoz Everest Fund Management, Ltd. (Maoz Everest) may be deemed to beneficially own the shares and warrants held by Everest. Maoz Everest disclaims ownership of such shares and warrants except to the extent of its pecuniary interest therein.
(5) The warrants reported herein were acquired by Everest in connection with the Private Placement. One warrant to purchase 15.4 shares of Preferred Stock was issued to Everest on June 5, 2007 in connection with the initial stage of the Private Placement, but was not exercisable without approval from the Issuer's shareholders which was obtained on August 14, 2007. The second warrant to purchase 54.6 shares of Preferred Stock was issued to Everest in connection with the second stage of the Private Placement.

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