U. S. SECURITIES
AND EXCHANGE COMMISSION





Washington,
D.C. 20549




Amendment
No. 1 to


FORM
10-Q





x QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934





For the
quarterly period ended September 30, 2008





o TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934





For the
transition period from  ________  to





Commission
File Number.


000-50639





RegenoCELL Therapeutics,
Inc.


(Name of
Small Business Issuer in its Charter)




Florida
            22-3880440(State of incorporation)
            (I.R.S. Employer Identification
      No.)





2 Briar
Lane, Natick,
Massachusetts 01760


(Address
of Principal Executive Offices)





(508)
647-4065


(Registrant's
telephone number, including area code)


Good
Buddy's Coffee Express, Inc.
 7
Richmond Lane, Blythewood, South Carolina 29016
 
 (Former
name, address and fiscal year, if changed since last
report)





Check
whether the registrant (1) has filed all reports required to be filed by Section
13 or 15(d) of the Securities 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


The
number of shares of the registrant's common stock, par value $0.0001 per share,
outstanding as of July 31, 2008 was 90,562,500 and there were 21 stockholders of
record.
 
 Transitional
Small Business Disclosure Format (Check one):  Yes o No x





REGENOCELL
THERAPEUTICS, INC.
 
 Amended
Quarterly Report on Form 10-Q
 For
the Quarterly Period Ended September 30, 2008
 
 FORWARD-LOOKING
STATEMENTS
 
 This Form
10-Q for the quarterly period ended September 30, 2008 contains forward-looking
statements that involve risks and uncertainties.  Forward-looking
statements in this document or incorporated herein by reference that are not
related to historical results are “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995.
 
 Statements
that are predictive, that depend upon or refer to future events or conditions,
and/or that include words such as “expects,” “anticipates,” “intends,” “plans,”
“believes,” “estimates,” “hopes,” and similar expressions constitute
forward-looking statements. In addition, any statements concerning future
financial performance (including future revenues, earnings or growth rates),
business strategies or prospects, or possible future actions by us are also
forward-looking statements.
 
 These
forward-looking statements are based on beliefs of our management as well as
current expectations, projections, assumptions and information currently
available to the Company and are subject to certain risks and uncertainties that
could cause actual results to differ materially from historical results or those
anticipated or implied by such forward-looking statements.  In
evaluating these statements, you should consider various factors including the
assumptions, risks and uncertainties set forth in our Annual Report on Form
10-KSB for the year ended December 31, 2007 and other reports and documents we
have filed with or furnished to the Securities and Exchange
Commission.  Should one or more of those risks or uncertainties
materialize or should underlying expectations, projections and assumptions prove
incorrect, actual results may vary materially from those
described.  Those events and uncertainties are difficult to predict
accurately and many are beyond our control. The Company assumes no obligation to
update these forward-looking statements to reflect events or circumstances that
occur after the date of these statements except as specifically required by
law.  Accordingly, past results and trends should not be used to
anticipate future results or trends.
  
 
 RegenoCELL
Therapeutics, Inc.
 
 Part II--
OTHER INFORMATION
 
 Item 5.
Other Information
 
 On July
17, 2008, the Issuer filed a Form 8K setting forth a change in control and new
business strategy for the corporation.  As of that filing, Issuer was
no longer a shell corporation and this filing is being amended to reflect that
status.
 
 The new
mission of the Company as of July 16, 2008 is to bring stem cell therapy
treatments to the market as quickly as possible.  The Company has
identified and entered into a Letter of Intent with a company currently treating
patients with adult stem cells for congestive heart failure and other
indications.  TheraVitae, located in Bangkok, Thailand, has developed
a process for which patent applications are pending to identify and process
adult stem cells found in a patient’s blood.  These adult stem cells
are grown into large numbers in vitro (outside the body) and then encouraged to
differentiate into angiogenic precursor cells or blood vessel forming cells for
the treatment of congestive heart failure.  These adult stem cells can
also be used for the treatment of other conditions such as peripheral artery
disease.
 
 Currently
congestive heart failure patients cleared for treatment have one-half pint of
blood drawn which is sent to TheraVitae’s cell processing facility in Israel.
After the adult stem cells in the patient’s blood have been extracted and grown
into large numbers of angiogenic precursor cells, they are sent to Bangkok,
Thailand for infusion into the patient in a minimally invasive
procedure.  The stem cell therapy is either delivered through a
catheter or injected directly into the myocardium.
 
 All
patients are private pay.
 
 The
results to date have been impressive.  Over three hundred (300)
congestive heart failure patients with no other options have shown similar
results to a clinical trial presented to the American Heart Association meeting
in November, 2006 for this therapy.
 
 In that
trial:
 
 ·
              Over
      90% of patients reported subjective improvement of their physical
      condition and ability to perform physical
  exercise.
 
 ·
              Over
      70% showed improvement in treadmill exercise
  capacity.
 
 ·
              Over
      75% of patients showed objective improvement in the perfusion defect of
      the ischemic region.
 
 The
Company has entered into a Letter of Intent which provides for two basic
businesses. The first is an opportunity to generate revenue in the short term
for the treatment of congestive heart failure.  The second is an
opportunity to generate substantial revenues in the long term for the treatment
of peripheral artery disease.
 
 The first
stem cell business is a non exclusive license to establish  clinics
initially in Mexico and later in the Caribbean (exclusive of the Dominican
Republic) to treat patients with TheraVitae’s stem cell therapy for congestive
heart failure and all other cardiovascular indications. The non exclusive
license is for four years but automatically renewable if 500 patients are
treated in either year three or four.
  
  Patients
may not be treated in the United States.  However patients from the
United States may be identified, qualified, agree to the treatment, pay for the
treatment in advance and then have their blood drawn for processing by
TheraVitae. When the stem cell therapy is ready for administration, the patient
will travel outside the United States to a clinic in Mexico or the Caribbean
operated by a subsidiary of the Company to be formed to receive the
treatment.  Because this is an autologous treatment, it is anticipated
that the regulatory requirements for administering this stem cell therapy in
Mexico and the Islands of the Caribbean will be less extensive than the United
States.  The market size for congestive heart failure in the United
States is so large that multiple treatment clinics will be needed to handle
potential demand.  Approximately five million patients have been
diagnosed in the United States with congestive heart failure.
 
 There are
over 1,100 investigation stem cell clinical trials being conducted in the United
States.  It will take multiple years for any product to be approved,
especially   products derived from embryonic or umbilical cord
blood stem cells. In the interim, patients may benefit from adult stem cell
treatment today through identification and qualification in the United States
and the administration of treatment outside the United States.  The
Company intends to be one of the first companies to benefit from the commercial
possibilities associated with adult stem cell therapy through the establishment
of clinics initially in Mexico and later in the Caribbean where patients from
the United States may be treated.  Thus, the Company will be among the
first to be able to earn revenues from adult stem cell therapy.
 
 The
second business is an exclusive license for the United States, Canada and Mexico
for the treatment of peripheral artery disease.  The exclusive license
is for four years automatically renewable for additional four year periods if
there is either (a) an active IND in the United States or (b) an approval to
market for peripheral artery disease in the United States.  Over ten
million Americans suffer from poor circulation to their extremities. Peripheral
artery disease is especially prevalent among diabetics.  After
standard treatments fail, the only alternative is amputation of the toes, foot
or leg, sometimes fingers, hand or arm.  TheraVitae’s stem cell
therapy has been shown in pilot clinical trials to re-establish blood flow to
the extremities resulting in saving the limbs from amputation.
 
 The
process for treating peripheral artery disease is very similar to the process
for treating congestive heart failure.  After the patient is
qualified, a half liter of blood is drawn and sent to TheraVitae for
processing.  The adult stem cells are extracted, grown into large
numbers and then encouraged to become angiogenic precursor
cells.  This adult stem cell therapy is then injected in multiple
locations in the limb which is experiencing poor circulation.
 
 The
Company will be responsible for all costs associated with obtaining all required
regulatory approvals for the treatment of peripheral artery disease in the
United States, Canada and Mexico.  It intends to submit to the Food
and Drug Administration an Investigational New Drug (“IND”) application for
authorization to initiate clinical trials in the United States and complete what
is necessary to apply for regulatory approval to market the
product.  Such an approval in the United States will have substantial
potential since the market size is large and flexibility of pricing is great
given the alternative of amputation.
 
 The
Issuer has been granted access to the data demonstrating the safety and efficacy
of this adult stem cell treatment.  Such access will make it possible
to expeditiously seek the necessary regulatory approvals to treat patients in
Mexico or initiate clinical trials in the United States.
  
  Item
6.  EXHIBITS
 
 (31.1)
Certification of Chief Executive Officer and Chief Financial Officer pursuant to
Rule 13a-14 or 15d-14 of the Securities Exchange Act of 1934, as adopted
pursuant to section 302 of the Sarbanes-Oxley act of 2002.
 
 (32.1)
Certification of Chief Executive Officer and Chief Financial Officer pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
 
 
 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 thereunto duly authorized.





REGENOCELL THERAPEUTICS,
INC.




August
      27, 2009
            By:
            /s/ James F. MongiardoJames
      F. Mongiardo
              Principal
      Executive Officer,
              President,
      Principal Financial Officer,
              Principal
      Accounting Officer, andDirector