Abstract: Methods and devices are provided for monitoring and manipulating a person's brainwaves to achieve a desired mental state. A method of improving a student's test-taking ability includes analyzing EEG data to determine a student's focus level during an exam and providing a suggestion to the student for improving the student's focus level. A method of manipulating brain activity includes measuring a listener's brainwave frequency and providing binaural beats to the listener to guide the listener to a desired mental state. The binaural beats may be incorporated into music in such a way that they may not be distinguished over the music. A portable apparatus includes EEG electrodes connected to earphones with malleable wire that facilitates preferential placement and stability on a user's scalp.