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
      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.**


(Exact
      name of registrant as specified in its charter)





GOOD
      BUDDY’S COFFEE EXPRESS, INC.


(Former
      name of registrant)





Florida
            22-3880440(State
                or other jurisdiction of
                incorporation or organization)
            (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)










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 large accelerated filer, an
      accelerated filer, a non-accelerated filer, or a smaller reporting company.
      See
      the definitions of “large accelerated filer”, “accelerated filer”, and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act. Yes x No o




Large Accelerated filero
            Accelerated filer oNon-accelerated
              filer (Do not checkif
              a smaller reporting company) o
            Smaller reporting company x








Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes x No o





Indicate
      the number of shares outstanding of the registrant's common stock, par value
      $0.0001 per share, outstanding as of the latest practical date. **131,437,500
      shares of common stock outstanding as of November 12, 2008.**











**REGENOCELL
      THERAPEUTICS, INC.**





**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.




1




INDEX








Part I-- FINANCIAL
              INFORMATIONItem 1. Interim Financial Statements
              and Notes - Quarter Ended September 30, 2008Item 2. Management’s Discussion and
              Analysis or Plan of OperationsItem 3. Controls and
              ProceduresPart II-- OTHER INFORMATIONItem 1. Legal ProceedingsItem 2. Unregistered Sales of Equity
              Securities and Use of ProceedsItem 3. Defaults upon Senior
              SecuritiesItem 4. Submission of Matters to a Vote
              of Security HoldersItem 5. Other InformationItem 6. Exhibits and Reports on Form
              8-KSignatures




2




**RegenoCELL
      Therapeutics, Inc.**


**(A
      Development Stage Corporation)**








**PART
      I - FINANCIAL INFORMATION**








**Item
      1 - Interim Financial Statements and Notes - Quarter Ended September 30,
      2008**





**Contents**








Page
                No.Balance
              Sheets at September 30,2008 (unaudited)
              and
                December 31,
                2007 (audited)
            4Interim
              Statement of Operations for the Three Months
              and
                Nine Months ended September 30, 2008 and 2007
              and
                for the period from February 2, 2002 (inception) to
              September
                30, 2008(unaudited)
            5Interim Statement of Stockholders’
              Equity (Deficit) For
              the
                period from February 1, 2002 (inception) to
              September
                30, 2008 (unaudtied)
            6Interim
              Statement of Cash Flow for the Nine Months
              ended
                September 30, 2008 and 2007 and for the period
              from
                February 1, 2002 (inception) to September 30, 2008
              (unaudited)
            7Notes to Interim Financial Statements
            8




3




**RegenoCell
                  Theraputics Inc.****(A
                  Development Stage Corporation)****Balance
                  Sheet****As
                  of****September
                  30**
              
              **December
                31,****2008**
              
              **2007****Assets**Current
                  AssetsCash
              
              $
              -
              
              $
              (390
              )Other
                  Receivable
              
              
              -
              
              
              250Total
                  Current Assets
              
              
              -
              
              
              (140
              )Net
                Fixed Assets
              
              
              (4,913
              )
              
              1,875Other
                  Assets
              
              
              16,442
              
              
              -**Total
                  Assets**
              
              **$**
              **11,529**
              
              **$**
              **1,735****Liabilities
                  and Stockholders' Equity****Liabilities**Current
                  LiabilitiesAccounts
                  Payable
              
              $
              -
              
              $
              2,200Accrued
                  Interest
              
              
              1,263
              
              
              7,640Accrued
                  Expenses
              
              
              500
              
              
              2,500Total
                  Current Liabilities
              
              
              1,763
              
              
              12,340Note
                  Payable
              
              
              98,896
              
              
              68,000**Total
                  Liabilities**
              
              
              **100,659**
              
              
              **80,340****Stockholders'
                  Equity**Preferred
                  Stock $.0001 par value, 80,000,000 shares authorized,no
                  shares issued and outstanding as of September 30, 2008 andSeptember
                  30, 2007 respectively
              
              
              -
              
              
              -Common
                  Stock, $.0001 par value, 520,000,000 sharesauthorized,
                  131,437,500 and 70,312,500 shares issued andoutstanding
                  as of September 30, 2008 and December 31, 2007respectively
              
              
              13,144
              
              
              7,031Additional
                  Paid in Capital
              
              
              4,913Accumulated
                  Deficit during the development stage
              
              
              (107,186
              )
              
              (85,636
              )**Total
                  Stockholders' Equity**
              
              
              **(89,129**
              **)**
              
              **(78,605**
              **)****Total
                  Liabilities and Stockholders' Equity**
              
              **$**
              **11,529**
              
              **$**
              **1,735**




The
      accompanying notes are an integral part of these
      financial statements




4




**RegenoCell
                  Theraputics Inc.****(A
                  Development Stage Corporation)****Income
                  Statement****For
                  the Nine Months Ended September 30,****2008**
              
              **2007**
              
              **February
                  1, 2002 (Inception) Through September 30, 2008**Revenues
              
              $
              -
              
              $
              -
              
              $
              -Administrative
                  Expenses
              
              
              19,675
              
              
              8,556
              
              
              87,255Net
                  (Loss) from development stage operations
              
              
              **(19,675**
              **)**
              
              **(8,556**
              **)**
              
              **(87,255**
              **)**Loss
                  on abandonment of assets
              
              
              (1,875
              )
              
              -
              
              
              (1,875
              )Net
                  (Loss)
              
              **$**
              **(21,550**
              **)**
              **$**
              **(8,556**
              **)**
              **$**
              **(89,130**
              **)**Basic
                  net loss per common share
              
              **$**
              **(0.00**
              **)**
              **$**
              **(0.00**
              **)**
              **$**
              **(0.00**
              **)**Weighted
                  Average of Common Shares Outstanding
              
              
              **131,437,500**
              
              
              **131,437,500**
              
              
              **131,437,500**
  The
        accompanying notes are an integral part of these
        financial statements


5







**RegenoCell
                Theraputics Inc.****(A
                Development Stage Corporation)****Statement
                of Stockholders Equity****As
                of September 30, 2008****Shares**
            ****
            **Par
                Value $.0001**
            ****
            **Paid
                in Capital**
            ****
            **Retained
                Earnings**
            ****
            **Total**February
                1, 2002 -Restricted common shares issued to President of Company
                for
                expenses
            
            
            2,000,000
            
            $
            200
            
            $
            -
            
            $
            -
            
            $
            200December
                31, 2002 -Net (Loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (200
            )
            
            (200
            )**December
                31, 2002 - Balance**
            ****
            ****
            **2,000,000**
            ****
            ****
            **200**
            ****
            ****
            **-**
            ****
            ****
            **(200**
            **)**
            ****
            **-**February
                15, 2003 -Sale of restricted shares to various stockholders
            
            
            550,000
            
            
            55
            
            
            10,945
            
            
            -
            
            
            11,000December
                31, 2003 -Net (Loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (6,669
            )
            
            (6,669
            )**December
                31, 2003 - Balance**
            ****
            ****
            **2,550,000**
            ****
            ****
            **255**
            ****
            ****
            **10,945**
            ****
            ****
            **(6,869**
            **)**
            ****
            **4,331**December
                31, 2004 -Net (Loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (9,272
            )
            
            (9,272
            )**December
                31, 2004 - Balance**
            ****
            ****
            **2,550,000**
            ****
            ****
            **255**
            ****
            ****
            **10,945**
            ****
            ****
            **(16,141**
            **)**
            ****
            **(4,941**
            **)**December
                31, 2005 -Net (Loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (28,583
            )
            
            (28,583
            )**December
                31, 2005 - Balance**
            ****
            ****
            **2,550,000**
            ****
            ****
            **255**
            ****
            ****
            **10,945**
            ****
            ****
            **(44,724**
            **)**
            ****
            **(33,524**
            **)**February
                2006 repurchase of stock
            
            
            (106,250
            )
            
            (11
            )
            
            (6,739
            )
            
            -
            
            
            (6,750
            )March
                2006 repurchase of stock
            
            
            (100,000
            )
            
            (10
            )
            
            (1,990
            )
            
            -
            
            
            (2,000
            )December
                31, 2006 -Net (Loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (25,389
            )
            
            (25,389
            )**December
                31, 2006 - Balance**
            ****
            ****
            **2,343,750**
            ****
            ****
            **234**
            ****
            ****
            **2,216**
            ****
            ****
            **(70,113**
            **)**
            ****
            **(67,663**
            **)**Prior
                Year adjustment for expense reversal
            
            
            -
            
            
            -
            
            
            -
            
            
            1,650
            
            
            1,650December
                31, 2007 -Net (Loss)
            
            
            -
            
            
            -
            
            
            -
            
            
            (12,592
            )
            
            (12,592
            )**December
                31, 2007 - Balance**
            ****
            ****
            **2,343,750**
            ****
            ****
            **234**
            ****
            ****
            **2,216**
            ****
            ****
            **(81,055**
            **)**
            ****
            **(78,605**
            **)**March
                31, 2008 -additional shares issued resulting from a 3 for 1 common
                stock
                split
            
            
            4,687,500
            
            
            469
            
            
            (469
            )
            
            -
            
            
            -June
                13, 2008 -additional shares issued resulting from a 10 for 1 common
                stock
                split
            
            
            63,281,250
            
            
            6,328
            
            
            (1,747
            )
            
            (4,581
            )
            
            -July
                7, 2008 -Restricted common stock issued in lieu of employee
                compensation
            
            
            15,000,000
            
            
            1,500
            
            
            
            
            
            
            
            
            1,500July
                7, 2008 -Restricted common stock issued for contracted services
            
            
            5,250,000
            
            
            525
            
            
            
            
            
            
            
            
            525July
                22, 2008 - Issuance of restricted common stock to Thera Vitae, Inc.
                per
                the terms of the letter of intent dated July 22, 2008
            
            
            90,000,000
            
            
            9,000
            
            
            
            
            
            
            
            
            9,000July
                23, 2008 - Cancellation of common stock
            
            
            (49,125,000
            )
            
            (4,913
            )
            
            4,913
            
            
            
            
            
            -September
                30, 2008 - Net (Loss)
            
            
            
            
            
            
            
            
            
            
            
            (21,550
            )
            
            (21,550
            )**September
                30, 2008 - Balance**
            ****
            ****
            **131,437,500**
            ****
            **$**
            **13,143**
            ****
            **$**
            **4,913**
            ****
            **$**
            **(107,186**
            **)**
            **$**
            **(89,130**
            **)**




The
      accompanying notes are an integral part of these
      financial statements





6




**RegenoCell
                  Theraputics Inc.****(A
                  Development Stage Corporation)****Cash
                  Flow Statement****For
                  the Nine Months Ended September 30,****2008**
              ****
              **2007**
              ****
              **February
                  1, 2002 (date of inception) through June 30, 2008****Cash
                  Flows From Operating Activities:**Cash
                  paid to suppliers
              
              $
              (23,063
              )
              $
              (29
              )
              $
              (89,304
              )**Net
                  cash provided by (used in) operating activities**
              ****
              ****
              **(23,063**
              **)**
              ****
              **(29**
              **)**
              ****
              **(89,304**
              **)****Cash
                  Flows From Investing Activities**(Purchase)
                  of equipment
              
              
              
              
              
              -
              
              
              (4,600
              )Investment
                  in production activites
              
              
              (16,442
              )
              
              -
              
              
              (16,442
              )**Net
                  cash used in investing activities**
              ****
              ****
              **(16,442**
              **)**
              ****
              **-**
              ****
              ****
              **(21,042**
              **)****Cash
                  Flows From Financing Activities:**Proceeds
                  from note payable
              
              
              56,488
              
              
              1,500
              
              
              124,488Repayment
                  of notes payable
              
              
              (25,593
              )
              
              -
              
              
              (25,593
              )Sale
                  of common stock
              
              
              -
              
              
              -
              
              
              11,200Repurchase
                  of common stock
              
              
              -
              
              
              -
              
              
              (8,750
              )**Net
                  cash provided by (used in) financing activities**
              ****
              ****
              **30,895**
              ****
              ****
              **1,500**
              ****
              ****
              **101,345**Net
                  Increase (Decrease) in Cash
              
              
              (8,610
              )
              
              1,471
              
              
              (9,000
              )Cash
                  Beginning of Period
              
              
              (390
              )
              
              271
              
              
              -**Cash
                  End of Period**
              ****
              **$**
              **(9,000**
              **)**
              **$**
              **1,742**
              ****
              **$**
              **(9,000**
              **)****Reconciliation
                  of Income in Net Assets to Net Cash Provided by Operating Activities:**Net
                  Loss from Development Stage Activities
              
              $
              (21,550
              )
              $
              (4,351
              )
              $
              (102,605
              )Non
                  cash activities:Depreciation
              
              
              4,913
              
              
              230Abandonment
                  of Assets
              
              
              1,875
              
              
              
              
              
              4,600Write
                  off uncollected other receivable
              
              
              250
              
              
              -Stock
                  issued in lieu of compensation
              
              
              2,025
              
              
              
              
              
              2,025Reconciliation
                  Adjustments(Decrease)
                  in Accounts Payable
              
              
              (2,200
              )
              
              
              
              
              -(Decrease)
                  in Accrued Expenses
              
              
              (2,000
              )
              
              3,251
              
              
              500(Decrease)
                  in Accrued Interest
              
              
              (6,376
              )
              
              841
              
              
              1,263**Net
                  cash provided by (used in) operating activites**
              ****
              **$**
              **(23,063**
              **)**
              **$**
              **(29**
              **)**
              **$**
              **(94,216**
              **)**
  The
          accompanying notes are an integral part of these
          financial statements


7


RegenoCELL
      Therapeutics, Inc.


(A
      Development Stage Enterprise)


NOTES
      TO
      FINANCIAL STATEMENTS








Note
      1 -
      Summary of Significant Company & Organization Policies





Organization
      and Business Operations





RegenoCELL
      Therapeutics, Inc. (formerly Good Buddy's Coffee Express, Inc.) (the "Company")
      was incorporated in the State of Florida on February 1, 2002. The Company’s main
      office was located in South Carolina and planned to develop a national chain
      of
      drive through, high quality coffee outlets. In July of 2008 the main office
      was
      relocated to Massachusetts and the corporate mission was amended to develop
      a
      stem cell therapy business for the treatment of congestive heart failure and
      peripheral artery disease, in lieu of its original goals. On July 7, 2008,
      the
      Company amended its Articles of Incorporation changing the name of the
      corporation to RegenoCELL Therapeutics, Inc. In addition the Company approved
      an
      employment agreement with James F. Mongiardo as President and Chief Executive
      Officer. In addition, Scott Massey, the former President, Chief Executive
      Officer and Director of the Company, and Phillips N. Dee, the former Director
      of
      the Company resigned from their positions as officers and directors of the
      Company and James F. Mongiardo was elected as Chief Executive Officer,
      President, Treasurer, Secretary and sole Director of the Company.





At
      the
      current time the Company is still in the development stage.





Note
      2 -
      Summary of Significant Accounting Policies





Concentration
      of Credit Risk





The
      Company's financial instruments that are exposed to concentration of credit
      risk
      are cash. Additionally, the Company maintains cash balances in bank deposit
      accounts which, at times, may exceed federally insured limits.





Cash
      and
      Cash Equivalents





The
      Company considers all highly liquid investments with maturity of three months
      or
      less when purchased to be cash equivalents.





Accrued
      Expenses





At
      year
      end management recognizes an appropriate expense for the audit of its financial
      records.





Fair
      Value of Financial Instruments





Financial
      instruments, including cash, receivables, accounts payable, and notes payable
      are carried at amounts which reasonably approximate their fair value due to
      the
      short term nature of these amounts or due to variable rates of interest which
      are consistent with market rates. At present, the Company does not have any
      material accounts receivables or accounts payable.





Income
      Taxes





The
      Financial Accounting Standards Board (FASB) issued Statements of Financial
      Accounting Standards (SFAS) No. 109 "Accounting for Income Taxes", which
      requires companies to use the asset and liability method of accounting for
      income taxes. Under the asset and liability method, deferred





8





RegenoCELL
      Therapeutics, Inc.


(A
      Development Stage Enterprise)


NOTES
      TO
      FINANCIAL STATEMENTS





income
      taxes are recognized for the tax consequence of temporary differences by
      applying enacted statutory tax rates applicable to future year's differences
      between the financial statements carrying amounts and the tax basis of existing
      assets and liabilities. Pursuant to SFAS No. 109, the effect on deferred taxes
      of a change in tax rates is recognized as income in the period that includes
      the
      enactment date. Under the deferred method, deferred taxes recognized using
      the
      tax applicable to the year of the calculation and were not adjusted for
      subsequent changes in tax rates.





Earnings
      (Loss) Per Share





The
      Company presents "basic" earnings (loss) per share and, if applicable, "diluted"
      earnings per share pursuant to the provisions of Statement of Financial
      Accounting Standards No. 128, Earnings per Share (SFAS 128). Basic earnings
      (loss) per share are calculated by dividing net income or loss by the weighted
      average number of shares outstanding during each period. The calculation of
      diluted earnings (loss) per share is the same as the basic earnings (loss)
      per
      share.





Use
      of
      Estimates





The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities and disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.





Fair
      Value of Financial Instruments




The
      carrying amounts of financial instruments including cash, accounts receivable,
      accounts payable and accrued expenses approximate fair value as of September
      30,
      2008 and 2007, as a result of the relatively short maturity of these
      instruments.





Note
      3 -
      Fixed Assets





Fixed
      Assets are stated at cost less accumulated depreciation. Expenditures for
      ordinary maintenance and repairs are charged to operations as incurred. Major
      additions and improvements are capitalized using the straight-line method over
      the estimated useful life of the asset.





2008
              
              2007
              
              EstimatedUseful
                  LifeRestaurant
                  Equipment
              
              $
              -0-
              
              $
              1,300
              
              
              5
                  yearsEquipment
              
              
              -0-
              
              
              1,000
              
              
              5
                  yearsComputers
              
              
              -0-
              
              
              2,300
              
              
              5
                  years-0-
              
              
              4,600Less:
                  Accumulated Depreciation
              
              
              -0-
              
              
              2,725Net
                  Fixed Assets
              
              $
              -0-
              
              $
              1,875
  9





RegenoCELL
      Therapeutics, Inc.


(A
      Development Stage Enterprise)


NOTES
      TO
      FINANCIAL STATEMENTS





Note
      4 -
      Notes Payable





The
      Company has issued unsecured promissory notes to a related party (James F.
      Mongiardo, demand note dated September 30, 2008) and unrelated individuals
      as of
      September 30, 2008. No demand has been placed or is anticipated to be placed
      and
      therefore, they have been classified as long term debt. The detail of the long
      term debt is as follows:


Principal
              
              PrincipalSeptember
                    30,
              
              December
                  31,2008
              
              2007November
                  28, 2003 - Due June 1, 2009
              
              $
              -
              
              $
              15,000
              
              
              5%
                  per annumFebruary
                  5, 2005 - Demand Note
              
              
              47,823
              
              
              53,000
              
              
              5%
                  per annumJune
                  26, 2008 - Convertible Demand Note5%
                  per annum, convertible to common stockat
                  $1.00 per share
              
              
              42,625
              
              
              -September
                  30, 2008 - Demand Note, no interest
              
              
              7,647
              
              
              -Total
                  Debt
              
              
              102,856
              
              
              68,000Less
                  Current Portion
              
              
              -
              
              
              -Long
                  Term Debt
              
              $
              102,856
              
              $
              68,000Interest
                  expense for the quarter endingSeptember
                  30,
              
              $
              1,768
              
              $
              3,300








Note
      5 -
      Income Taxes





The
      reconciliation of the statutory Federal income tax rate to the effective tax
      rate for the nine (9) months ended September 30, 2008 and September 30, 2007
      are
      as follows:


September
                  30, 2008
              
              September
                  30, 2007Amount
              
              Rate
              
              Amount
              
              RateIncome
                  Taxes at Statutory Rate
              
              $
              (14,102
              )
              
              -15.0
              %
              $
              (11,038
              )
              
              -15.0
              %Increase
                  (Decrease) in taxesValuation
                  Allowance
              
              
              14,102
              
              
              15.0
              %
              
              11,038
              
              
              15.0
              %$
              -
              
              
              0.0
              %
              $
              -
              
              
              0.0
              %





10




RegenoCELL
      Therapeutics, Inc.


(A
      Development Stage Enterprise)


NOTES
      TO
      FINANCIAL STATEMENTS





The
      major
      components of deferred tax assets are as follows:


September
                  30, 2008
              
              September
                  30, 2007Deferred
                  tax assetsNet
                  operating loss carry forward
              
              $
              (94,018
              )
              $
              (73,589
              )Valuation
                  allowance
              
              
              94,018
              
              
              73,589Net
                  deferred tax assets
              
              $
              -
              
              $
              -





Note
      6 -
      Stockholders Equity





On
      May
      29, 2008 the Board of Directors unanimously voted to increase the authorized
      shares of both the preferred stock and common stock from 5,000,000 to 10,000,000
      shares and from 20,000,000 to 200,000,000 shares respectively.





On
      May
      29, 2008, the Board of Directors unanimously voted for a 10 for 1 forward stock
      split of the common shares effective for stockholders of record on June 13,
      2008. The number of outstanding shares of common stock was adjusted from
      approximately 7,031,250 to 70,312,500 shares, resulting from the
      split.





On
      July
      7, 2008, the Company Amended its Articles of Incorporation and increased the
      number of authorized common stock to 520,000,000 shares at a par value of $.0001
      per share. The Company also issued 250,000 restricted common shares to Douglas
      T. Rice in lieu of payment for business consulting services, 5,000,000
      restricted common shares to  Domenic
      Mazza for marketing consultation services and 15,000,000 restricted common
      shares to James F. Mongiardo CEO of the Company as employee
      compensation.





On
      July
      22, 2008, in accordance with a Letter of Intent between TheraVitae, Inc and
      the
      Company to secure licensing rights from Thera Vitae, Inc., the Board of
      Directors placed 90,000,000 restricted common shares at par value of $0.0001.in
      escrow. These shares will be released upon completion and execution of the
      agreements incorporating the terms of the Letter of Intent. The Letter of Intent
      with TheraVitae provides for a non exclusive license in Mexico and later the
      Islands of the Caribbean to commercialize TheraVitae’s stem cell therapy for
      cardiovascular indications. The Company may establish clinics to treat
      congestive heart failure patients with VesCell, TheraVitae’s stem cell therapy.
      It also provides for an exclusive license in the United States, Canada and
      Mexico to obtain regulatory approvals and then market VesCell stem cell therapy
      for the treatment of peripheral artery disease.





On
      July
      23, 2008, the Board authorized the cancellation from certain shareholders of
      49,125,000 restricted common shares, par value $0.0001. Said shares were
      returned to the transfer agent for cancellation.





Note
      7 -
      Going Concern





The
      Company has no revenues to date. Since its inception the Company has been
      dependent upon the receipt of capital investment to fund its continuing
      activities. In addition to the normal risks associated with a new business
      venture, there can be no assurance that the Company's business plan will be
      successfully executed. As has been stated, an insignificant amount of funds
      have
      been raised to date. In order to raise the necessary capital to commence its
      planned principal operations and to implement its business plan, the Company's
      management plans to complete a private placement of its common stock. The
      Company's ability to execute its business model will depend on its ability
      to
      obtain additional financing and achieve a profitable level of operations. There
      can be no assurance that sufficient
      financing will be obtained. Nor can any assurance be made that the Company
      will
      generate substantial revenues or that the business operations will prove to
      be
      profitable.





11




**ITEM
      2.** **Management’s
      Discussion and Analysis or Plan of Operations**







**Overview**





The
      Company was incorporated in Florida on February 1, 2002 and planned to develop
      cafes in South Carolina expanding to other states in the South East, featuring
      gourmet coffee, pastries and related items. The Company’s objective was to
      develop cafes that provided a forum for rapid service and a strong community
      identity with the widespread popularity of coffee and related products. Due
      to
      intense competition, in early 2008 the Company changed its focus.





On
      July
      16, 2008 the Company began focusing on a new stem cell therapy business
      opportunity as set forth in a Letter of Intent dated March 31, 2008 with
      TheraVitae, Inc. by completing several actions. These actions included the
      filing of Amended Articles of Incorporation which among other matters changed
      the name of the corporation to RegenoCELL Therapeutics, Inc. and increased
      the
      authorized capitalization to 520,000,000 shares of Common Stock and 80,000,000
      shares of Preferred Stock, approved Amended Bylaws, issued restricted common
      shares to Douglas T. Rice (250,000) for introducing this new business
      opportunity, Dominick Mazza (5,000,000) for consulting services for this new
      business opportunity and James F. Mongiardo (15,000,000) for negotiating the
      Letter of Intent which will become the new business of the corporation and
      for
      directing and building it as its President and Chief Executive Officer, ratified
      the March 31 Letter of Intent with TheraVitae, and approved the Employment
      Agreement with James F. Mongiardo as President and Chief Executive
      Officer.





The
      Letter of Intent with TheraVitae provides for a non exclusive license in Mexico
      and later the Islands of the Caribbean to commercialize TheraVitae’s stem cell
      therapy for cardiovascular indications. The Company may establish clinics to
      treat congestive heart failure patients with VesCell, TheraVitae’s stem cell
      therapy. It also provides for an exclusive license in the United States, Canada
      and Mexico to obtain regulatory approvals and then market VesCell stem cell
      therapy for the treatment of peripheral artery disease.





Further
      in connection with this change in business focus, the Board of Directors
      accepted the resignations of Scott Massey and Phillips N. Dee as directors
      and
      officers of the Company and elected James F. Mongiardo to fill the vacancies
      on
      the Board. Mr. Mongiardo was elected as Chief Executive Officer, President,
      Treasurer, Secretary and sole director of the Company.





**Critical
      Accounting Policies**





Our
      financial statements are impacted by the accounting policies used and the
      estimates and assumptions made by management during their preparation. A
      complete summary of these policies is included in Note 2 of the notes to our
      historical financial statements. We have identified below the accounting
      policies that are of particular importance in the presentation of our financial
      position, results of operations and cash flows and which require the application
      of significant judgment by management.





*Use
      of Estimates*





The
      accompanying financial statements are prepared in conformity with accounting
      principles generally accepted in the United States of America and include
      certain estimates and assumptions which 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. Accordingly,
      actual results may differ from these estimates.





12


*Income
      Taxes*





The
      Company follows the provisions of Statement of Financial Accounting Standards
      No. 109, “Accounting for Income Taxes” (“SFAS No. 109”), under which deferred
      tax assets and liabilities are determined based on differences between financial
      reporting and tax basis of assets and liabilities. Deferred tax assets and
      liabilities are measured using the enacted tax rates and laws that are expected
      to be in effect when the differences are expected to reverse. The provisions
      of
      SFAS No. 109 also require the recognition of future tax benefits such as net
      operating loss carry-forwards, to the extent that the realization of such
      benefits is more likely than not. To the extent that it is more likely than
      not
      that such benefit will not be received, the Company records a valuation
      allowance against the related deferred tax asset.





*Research
      and Development Costs*





Research
      and development costs are expensed as incurred. The cost of intellectual
      property purchased from others that is immediately marketable or that has an
      alternative future use is capitalized and amortized as intangible assets.
      Capitalized costs are amortized using the straight-line method over the
      estimated economic life of the related asset. The Company periodically reviews
      its capitalized intangible assets to assess recoverability based on the
      projected undiscounted cash flows from operations, and impairments are
      recognized in operating results when a permanent diminution in value
      occurs.




**Off
      Balance Sheet Arrangements**





The
      Company is not a party to any off-balance sheet arrangements.





**Description
      of Property**





The
      Company does not own any real property or any interest in real property and
      does
      not invest in real property or have any policies with respect thereto as part
      of
      its operations or otherwise.





Our
      principal office facility is presently located in space owned by our sole
      officer. Rent has not been charged for the office space, and it is not expected
      that rent will be charged in the near-term.





**Management’s
      Discussion and Analysis and Plan of Operations**





The
      new
      mission of the Company 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.





13


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 of 24 patients. In that trial, statistically significant improvements
      between baseline and the three month and six month follow-up were achieved
      for:





·
            Improvement
                in the six minutes walking test.





·
            Increase
                in metabolic equivalent units (METs) during the stress
                test.





·
            Decrease
                in the perfusion defect region of the target artery, meaning it had
                improved.





·
            Decrease
                in the Canadian Cardiovascular Society (CCS) Grading Scale, meaning
                the
                patient has improved.





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.





14


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
      Company has not generated any revenues from its operations. To effectuate the
      new stem cell business plan during the next twelve months, the Company must
      raise funding, locate a suitable source for congestive heart failure patients
      and/or implement marketing programs to find these patients who may benefit
      from
      stem cell therapy, establish a review procedure and staging center to draw
      blood
      from qualified patients, and establish a site outside the United States which
      can administer the stem cell therapy. In addition the Company must begin
      assembling or developing the required data, finalizing a clinical protocol
      and
      clinical case report form, contracting with clinical sites able to conduct
      the
      requisite clinical trials, obtaining Institutional Review Board approval for
      these clinical trials, and contracting with a clinical research organization
      to
      administer these clinical trials as part of or in conjunction with the
      submission of an IND to the
      Food and Drug Administration for authorization to begin clinical trials in
      the
      United States for the treatment of peripheral artery disease.





The
      Company anticipates earning revenues for the treatment of congestive heart
      failure patients although it is not anticipated that any revenues will be earned
      during the fourth quarter of 2008. The Company does not anticipate that during
      the next twelve months the Company will earn sufficient revenues to fully
      support all aspects of the new stem cell business plan and, therefore, will
      continue to seek new funding through equity financings.





For
      the
      twelve month period following the date of this Quarterly Report, the Company
      will be required to obtain additional financing in order to continue to pursue
      the business plan. The Company believes that additional debt financing will
      not
      be an alternative for funding as the Company does not have tangible assets
      to
      secure any debt financing. The Company anticipates that additional funding
      will
      be in the form of equity financing from the sale of its common stock. The
      Company cannot provide investors with any assurance that the Company will be
      able to raise sufficient funding from the sale of its common stock to fund
      the
      business plan going forward.





If
      the
      Company is unsuccessful at raising sufficient capital to fund its operations,
      for whatever reason, the Company may be forced to seek opportunities outside
      of
      its new business focus or to seek a buyer for its business or another entity
      with which the Company could partner. Even if the Company is successful in
      obtaining equity financing to fund its business plan, there is no assurance
      that
      the Company will obtain the funding necessary to pursue its plan over the
      long-term.


15





**ITEM
      3.** **Controls
      and Procedures**




*Evaluation
      of disclosure controls and procedures*





In
      connection with the preparation of this Quarterly Report on Form 10-Q, an
      evaluation was carried out by our management, with the participation of the
      Chief Executive Officer and Chief Financial Officer, of the effectiveness of
      our
      disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
      under the Securities Exchange Act of 1934 (Exchange Act)) as of September 30,
      2008. Disclosure controls and procedures are designed to ensure that information
      required to be disclosed in reports filed or submitted under the Exchange Act
      is
      recorded, processed, summarized, and reported within the time periods specified
      in the SEC rules and forms and that such information is accumulated and
      communicated to management, including the Chief Executive Officer and the Chief
      Financial Officer, to allow timely decisions regarding the required disclosures.
      Based on its evaluation, our management concluded, as of the end of the period
      covered by this report, that our disclosure controls and procedures were
      effective.





There
      has
      been no change in our internal control over financial reporting (as defined
      in
      Rule 13 a-15(f) under the Exchange Act) during the quarter ended September
      30,
      2008 that has materially affected, or is reasonably likely to materially affect,
      our internal control over financial reporting.








**PART
      II - OTHER INFORMATION**





**Item
      1. Legal Proceedings**





We
      are
      not party to any legal proceedings as of the date of this Form
      10-Q.





**Item
      2. Unregistered Sales of Equity Securities and Use of
      Proceeds**





Not
      applicable.





**Item
      3. Defaults Upon Senior Securities**





Not
      applicable.





**Item
      4. Submission of Matters to a Vote of Security Holders**





On
      July
      2, 2008 through written consent in lieu of a special meeting of the stockholders
      of Good Buddy’s Coffee Express, Inc., stockholders representing at least of
      majority of the outstanding stock of the Company agreed to pursue a new business
      opportunity as set forth in the March 31, 2008 Letter of Intent between
      TheraVitae, Inc. and RegenoCELL Therapeutics, Inc. to commercialize stem cell
      technology and approved, adopted, ratified and confirmed the following actions
      taken by the Board of Directors: (1) Amending the Articles of Incorporation;
      (2)
      Amending the Bylaws; (3) Issuing restricted common shares par value $0.0001
      to
      Douglas T. Rice (250,000), Dominick Mazza (5,000,000) and James F. Mongiardo
      (15,000,000); (4) ratifying the Letter of Intent between TheraVitae, Inc. and
      RegenoCELL Therapeutics, Inc. dated March 31, 2008: (5) approving the Employment
      Agreement with James F. Mongiardo as President and Chief Executive Officer;
      and
      (6) upon concurrence of a majority of shareholders to the previous resolutions
      and actions, acceptance of the resignation of Scott Massey as President, Chief
      Executive Officer and director, the resignation of Phillips N. Dee as director,
      and the election and appointment of James F. Mongiardo as Chief Executive
      Officer, President, Treasurer and Secretary and director.




16




**Item
      5. Other Information**





Not
      applicable.





**Item
      6. Exhibits and Reports on Form 8-K.**





**a)
      Exhibits**





The
      following are exhibits included with this Quarterly Report on Form
      10-Q:





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.





**b)
      Reports on Form 8-K**





The
      Company filed a Current Report on Form 8-K on July 16 , 2008 in connection
      with
      the actions taken by the Board of Directors with the approval of at least a
      majority of the outstanding stock of the Company to implement the new stem
      cell
      therapy business opportunity.











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.**





Dated:
      November 13, 2008







By:
            /s/
              James F. MongiardoJames
                F. Mongiardo
              Principal
                Executive Officer,
              President,
                Principal Financial Officer,
              Principal
                Accounting Officer, and
              Director






17