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**UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION**
  Washington, D.C. 20549

FORM10-QSB

x Quarterly Report
  pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2004

 ̈ Transition Report
  pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period __________ to __________

Commission File Number  000-50693

JAVAKINGCOFFEE, INC. 
  (Exact name of small Business Issuer as specified in its charter)

|Nevada                          | 71-0915828                       
|------------------------------- | ---------------------------------
|(State or other jurisdiction of | (IRS Employer Identification No.)
|incorporation or organization)  |                                  

|Suite 248, 811A Ryan Road,               |           
|---------------------------------------- | ----------
|Richmond, British Columbia, Canada       | V7A 2E4   
|(Address of principal executive offices) | (Zip Code)

778-891-5280
  Issuers telephone number, including area code

NOT APPLICABLE 
  (Former name, former address and former fiscal year end, if changed since last
  report)

Check whether the issuer (1) filed all reports required to
  be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
  the past twelve months (or for such shorter period that the issuer was required
  to file such reports), and (2) has been subject to such filing requirements
  for the past 90 days:**Yes  ̈****No**
  x

State the number of shares outstanding of each of the issuers
  classes of common stock, as of the latest practicable date: 3,500,000 shares of common stock issued and outstanding as of October 15, 2004.

Transitional Small Business Disclosure Format (check one):
  **Yes**  ̈ **No**
  x

1

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PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.



2

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JAVAKINGCOFFEE, INC.

INTERIM FINANCIAL STATEMENTS

September 30, 2004

(Stated in US Dollars)

(Unaudited)

F-1

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JAVAKINGCOFFEE, INC. 
   INTERIM BALANCE SHEETS
  September 30, 2004 and December 31, 2003 
  (Stated in US Dollars) (Unaudited)

|                                                             |   | September 30, |   |   | December 31, |  
|------------------------------------------------------------ | - | ------------- | - | - | ------------ | -
|ASSETS                                                       |   | 2004          |   |   | 2003         |  
|Current                                                      |   |               |   |   |              |  
|Cash and equivalents                                         | $ | 18,607        |   | $ | 20,610       |  
|                                                             |   |               |   |   |              |  
|LIABILITIES                                                  |   |               |   |   |              |  
|Current                                                      |   |               |   |   |              |  
|Accounts payable and accrued liabilities                     | $ | 10,769        |   | $ | 13,745       |  
|Due to related parties  Note 4                              |   | 43,600        |   |   | 27,100       |  
|                                                             |   |               |   |   |              |  
|                                                             |   | 54,369        |   |   | 40,845       |  
|                                                             |   |               |   |   |              |  
|STOCKHOLDERS DEFICIENCY                                     |   |               |   |   |              |  
|Capital stock                                                |   |               |   |   |              |  
|Authorized:                                                  |   |               |   |   |              |  
|25,000,000 common shares, par value $0.001 per share         |   |               |   |   |              |  
|Issued and outstanding:                                      |   |               |   |   |              |  
|3,500,000 common
      shares (December 31, 2003: 3,500,000) |   | 3,500         |   |   | 3,500        |  
|Additional paid-in capital                                   |   | 31,500        |   |   | 31,500       |  
|Deficit                                                      |   | (70,762       | ) |   | (55,235      | )
|                                                             |   |               |   |   |              |  
|                                                             |   | (35,762       | ) |   | (20,235      | )
|                                                             |   |               |   |   |              |  
|                                                             | $ | 18,607        |   | $ | 20,610       |  

SEE ACCOMPANYING NOTES

F-2

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JAVAKINGCOFFEE, INC. 
  INTERIM STATEMENTS OF OPERATIONS
  for the three and nine months ended September 30, 2004 and 2003 
  (Stated in US Dollars) (Unaudited)

|                                  |   | Three months ended |   |   | Nine months ended |  
|--------------------------------- | - | ------------------ | - | - | ----------------- | -
|                                  |   | September 30,      |   |   | September 30,     |  
|                                  |   | 2004               |   |   | 2003              |  
|Revenue                           |   |                    |   |   |                   |  
|Sales                             | $ | 19,000             |   | $ | -                 |  
|Interest income                   |   | -                  |   |   | -                 |  
|                                  |   |                    |   |   |                   |  
|                                  |   | 19,000             |   |   | -                 |  
|                                  |   |                    |   |   |                   |  
|Expenses                          |   |                    |   |   |                   |  
|Marketing and advertising         |   | 12,000             |   |   | -                 |  
|Office and miscellaneous          |   | 218                |   |   | -                 |  
|Professional fees                 |   | 10,280             |   |   | 3,653             |  
|Registration and filing fees      |   | 850                |   |   | -                 |  
|Website design and maintenance    |   | -                  |   |   | -                 |  
|                                  |   |                    |   |   |                   |  
|                                  |   | 23,348             |   |   | 3,653             |  
|                                  |   |                    |   |   |                   |  
|Net loss for the period           | $ | (4,348             | ) | $ | (3,653            | )
|                                  |   |                    |   |   |                   |  
|Basic and diluted loss per share  | $ | (0.00              | ) | $ | (0.00             | )
|                                  |   |                    |   |   |                   |  
|Weighted average number of shares |   |                    |   |   |                   |  
|outstanding                       |   | 3,500,000          |   |   | 3,500,000         |  

SEE ACCOMPANYING NOTES

F-3

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JAVAKINGCOFFEE, INC. 
   INTERIM STATEMENTS OF CASH FLOWS 
  for the nine months ended September 30, 2004 and 2003 
  (Stated in US Dollars) (Unaudited)

|                                                                      |   | Nine months ended |  
|--------------------------------------------------------------------- | - | ----------------- | -
|                                                                      |   | September 30,     |  
|                                                                      |   | 2004              |  
|Cash flows used in Operating Activities                               |   |                   |  
|Net loss for the period                                               | $ | (15,527           | )
|Adjustments to reconcile net loss to net cash used by
      operating |   |                   |  
|activities                                                            |   |                   |  
|Increase in prepaid
      expenses                                    |   | -                 |  
|Increase in accounts
      payable and accrued liabilities            |   | (2,976            | )
|                                                                      |   |                   |  
|Net cash used in operating activities                                 |   | (18,503           | )
|                                                                      |   |                   |  
|Cash flows provided by Financing Activities                           |   |                   |  
|Issuance of common shares                                             |   | -                 |  
|Increase in due to related parties                                    |   | 16,500            |  
|                                                                      |   |                   |  
|                                                                      |   | 16,500            |  
|                                                                      |   |                   |  
|Increase (decrease) in cash during the period                         |   | (2,003            | )
|                                                                      |   |                   |  
|Cash, beginning of period                                             |   | 20,610            |  
|                                                                      |   |                   |  
|Cash, end of period                                                   | $ | 18,607            |  
|                                                                      |   |                   |  
|Supplemental disclosure of cash flow information:                     |   |                   |  
|Cash paid for:                                                        |   |                   |  
|Interest                                                              | $ | -                 |  
|                                                                      |   |                   |  
|Income taxes                                                          | $ | -                 |  

SEE ACCOMPANYING NOTES

F-4

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JAVAKINGCOFFEE, INC. 
  INTERIM STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY)
  for the period from July 15, 2002 (Date of Incorporation) to September 30, 2004
  (Stated in US Dollars) (Unaudited)

|                              |              |  |   |         |  |   | Additional |  |   |  |         |   |   |         |  
|----------------------------- | ------------ |  | - | ------- |  | - | ---------- |  | - |  | ------- | - | - | ------- | -
|                              | Common Stock |  |   | Paid-in |  |   |            |  |   |  |         |  
|                              | Shares       |  |   | Amount  |  |   | Capital    |  |   |  | Deficit |   |   | Total   |  
|Capital stock issued for cash |              |  |   |         |  |   |            |  |   |  |         |   |   |         |  
|
      at $0.01              | 3,500,000    |  | $ | 3,500   |  | $ | 31,500     |  | $ |  | -       |   | $ | 35,000  |  
|Net loss for the period       | -            |  |   | -       |  |   | -          |  |   |  | (22,226 | ) |   | (22,226 | )
|                              |              |  |   |         |  |   |            |  |   |  |         |   |   |         |  
|Balance, December 31, 2002    | 3,500,000    |  |   | 3,500   |  |   | 31,500     |  |   |  | (22,226 | ) |   | 12,774  |  
|Net loss for the year         | -            |  |   | -       |  |   | -          |  |   |  | (33,009 | ) |   | (33,009 | )
|                              |              |  |   |         |  |   |            |  |   |  |         |   |   |         |  
|Balance, December 31, 2003    | 3,500,000    |  |   | 3,500   |  |   | 31,500     |  |   |  | (55,235 | ) |   | (20,235 | )
|Net loss for the period       | -            |  |   | -       |  |   | -          |  |   |  | (15,527 | ) |   | (15,527 | )
|                              |              |  |   |         |  |   |            |  |   |  |         |   |   |         |  
|Balance, September 30, 2004   | 3,500,000    |  | $ | 3,500   |  | $ | 31,500     |  | $ |  | (70,762 | ) | $ | (35,762 | )

SEE ACCOMPANYING NOTES

F-5

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JAVAKINGCOFFEE, INC. 
  NOTES TO THE INTERIM FINANCIAL STATEMENTS 
  September 30, 2004 
  (Stated in US Dollars)(Unaudited)

|Note 1 | Interim Financial Statements
      While the information presented in the accompanying
        nine months to September 30, 2004 interim financial statements is unaudited,
        it includes all adjustments which are, in the opinion of management, necessary
        to present fairly the financial position, result of operations and cash
        flows for the interim period presented in accordance with the accounting
        principles generally accepted in the United States of America. In the
        opinion of management, all adjustments considered necessary for a fair
        presentation of the results of operations and financial position have
        been included and all such adjustments are of a normal recurring nature.
      Operating results for the quarter ended September 30,
        2004 are not necessarily indicative of the results that can be expected
        for the year ending December 31, 2004.                                                                        
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 2 | Continuance of Operations
      The Company is in the business of improving the current
        status of existing coffee shops by providing training to make a full line
        of specialty coffee products and providing booklets on operating specialty
        coffee outlets.
      The financial statements have been prepared using generally
        accepted accounting principles in the United States of America applicable
        for a going concern which assumes that the Company will realize its assets
        and discharge its liabilities in the ordinary course of business. As at
        September 30, 2004, the Company has a working capital deficiency of $35,762
        and has accumulated losses of $70,762 since its commencement. Its ability
        to continue as a going concern is dependent upon the ability of the Company
        to obtain the necessary financing to meet its obligations and pay its
        liabilities arising from normal business operations when the come due.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 3 | Significant Accounting Policy
      Revenue Recognition
      Revenue is recognized when it is probable that the economic
        benefits will flow to the Company and when the revenue can be measured
        reliably, on the following basis:
      - revenue from training services and booklets are recognized
        when the relevant services are rendered, booklets are delivered and collection
        is reasonably assured.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 4 | Due to Related Parties
      The amount due to related parties consist of advances
        from directors of the Company, are unsecured, non-interest bearing and
        have no specific terms for repayment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

F-6

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ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS
  OR PLAN OF OPERATION.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this Quarterly Report constitute
  "forward-looking statements" within the meaning of Section 27A of the Securities
  Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities
  Exchange Act of 1934 (the Exchange Act). These statements, identified
  by words such as plan, "anticipate," "believe," "estimate," "should,"
  "expect" and similar expressions, include our expectations and objectives regarding
  our future financial position, operating results and business strategy. These
  statements reflect the current views of management with respect to future events
  and are subject to risks, uncertainties and other factors that may cause our
  actual results, performance or achievements, or industry results, to be materially
  different from those described in the forward-looking statements. Such risks
  and uncertainties include those set forth under this Item 2. "Management's Discussion
  and Analysis or Plan of Operation" and elsewhere in this Quarterly Report. We
  advise you to carefully review the reports and documents we file from time to
  time with the Securities and Exchange Commission (SEC), particularly
  our annual reports on Form 10-KSB, our quarterly reports on Form 10-QSB and
  our current reports on Form 8-K.

As used in this Quarterly Report, the terms "we", "us", "our",
  the Company and Javakingcoffee mean Javakingcoffee,
  Inc. unless otherwise indicated. All dollar amounts in this Quarterly Report
  are in U.S. dollars unless otherwise stated.

INTRODUCTION

The following discussion and analysis summarizes our plan
  of operations for the next twelve months, our results of operations for the
  nine month period ended September 30, 2004 and changes in our financial condition
  from December 31, 2003. This discussion should be read in conjunction with our
  Amendment No. 4 to our Registration Statement on Form SB-2, filed with the SEC
  on April 13, 2004.

We were incorporated on July 15, 2002 under the laws of the
  State of Nevada under the name Titan Web Solutions, Inc. On August
  18, 2003, we changed our name to Javakingcoffee, Inc.

We are in the business of offering a full range of business
  consulting services to retailers in the specialty coffee industry in China.
  We provide advice and assistance to entrepreneurs and small business owners
  in China on the development and operation of trendy, high-volume specialty coffee
  retail outlets.

The number of specialty coffee shops in China has grown quickly
  over the last few years, particularly in Beijing and Shanghai. As the popularity
  of coffee drinking among white collar workers and college students in China
  continues to grow, we believe that a large number of independent specialty coffee
  shops will be opened in the near future. As a result, we believe that there
  will be a market for businesses able to provide knowledge and expertise on how
  to design and operate North American style specialty coffee outlets.

In order to assist the development of our business, we have
  drafted an online operations manual as a tool for our prospective clients. This
  operations manual, written in Chinese, is designed to assist prospective clients
  to:

- determine the type of specialty coffee business
    that is suitable for them;
- evaluate the local market for a specialty
    coffee business;
- select locations for the specialty coffee
    business;

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- identify and select appropriate suppliers and equipment;
- develop a well-organized business plan;
- train and recruit employees; and
- market their business.

In the future, existing and prospective clients will be given
  a password that will enable them to access the operations manual from our website.
  If our initial efforts are successful and we are able to generate significant
  revenues, we hope to expand our website to function as an online community where
  future clients can interact with one another and obtain information on economic
  trends and trends within the specialty coffee industry.

In addition, our President, Chen (Jason) Wu, has continued
  to develop business contacts within China. As a result of Mr. Wus efforts,
  the State Economic Trade Commission of China (the SETC), the Economic
  and Trade Commission of the Province of Jiangsu (the ETCJ) and a
  private company known as the Hailan Group have each agreed to assist our efforts
  to seek prospective clients. Through these entities, we were introduced to our
  two existing clients, Beijing CXSD Investment Co., Ltd. (Beijing CXSD)
  and H&H Co., Ltd. (H&H). See Item 5. Other Information.
  Although the SETC, the ETCJ and the Hailan Group have agreed to assist our efforts
  to seek additional clients, our arrangements with them are informal and they
  have provided no assurances that they will be able to secure clients on our
  behalf.

PLAN OF OPERATIONS

Over the next twelve months we will complete our obligations
  to Beijing CXSD and H&H. We will also continue to develop our business by
  marketing our services and developing our business contacts, and by conducting
  research and gathering information on developments and trends in the specialty
  coffee industry. Specifically, we intend to engage in the following business
  development activities:

|1. | Website Development and Online Operations Manual:
        We expect to spend approximately $2,000 over the next twelve months on
        the continued development and maintenance of our website at www.javakingcoffee.com,
        and on the continued development of our online operations manual. Our
        website is currently operational and we have completed a draft of our
        operations manual. We expect to have a finalized operations manual ready
        for use by future clients sometime in the next six months.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|2. | Marketing and Business Development: We expect
        to spend approximately $4,000 over the next twelve months on marketing
        and business development activities. We expect to spend these funds on
        the following activities:                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

| | (a) | We intend to invite representatives of the SETC,
        the ETCJ and the Hailan Group to visit the United States and Canada in
        order to provide them with a better understanding of our business plan
        and the specialty coffee business in North America. However, due to problems
        with securing visas, we are not sure when these representatives will be
        able to visit.                                                                                                                                                         
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | (b) | We will continue to develop our contacts and relationships
        with local business brokers, specialty coffee suppliers, industrial designers
        and other third party vendors. In addition to being contacts that we can
        use when providing services to future clients, we believe that these contacts
        and relationships will become a good source of referrals. We do not expect
        to spend any funds over the next twelve months to send our officers and
        employees to China for business development purposes. Mr. Wu has

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| |     | agreed to use his own funds for trips to China to build brand recognition
      and to continue to develop valuable business contacts in China.                                      
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                      
| | (c) | We will continue to market and promote our business through traditional
      advertising and promotional media such as newspapers, trade publications,
      email and the Internet.

In addition to the above expenses, we expect to spend approximately
  $24,000 over the next twelve months on professional fees, including audit, accounting
  and legal fees associated with meeting our reporting obligations under the Securities
  Act and the Exchange Act.

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Three Month and Nine Month Summary

|                  | Three Months Ended Sept.
      30 |   | Nine Months Ended Sept. 30
|----------------- | --------------------------------- | - | --------------------------
|                  |                                   |   |                           
|                  | 2004                              |   | 2003                      
|Revenue           | $19,000                           |   | $ --                      
|Expenses          | (23,348                           | ) | (3,653                    
|Net Income (Loss) | $(4,348                           | ) | $(3,653                   

Revenues

As of September 30, 2004, we had earned fees in the amount
  of $4,000 and $15,000 in exchange for providing our services to Beijing CXSD
  and H&H, respectively. Under the extended terms of our agreement with Beijing
  CXSD, we expect to receive aggregate fees in the amount of $5,000. Under the
  extended terms of our agreement with H&H, we expect to receive aggregate
  fees in the amount of $25,000. See Item 5. Other Information.

Expenses

The major components of our expenses are outlined in the table below:

|                        | Three Months Ended Sept.
      30 |  | Nine Months Ended Sept. 30
|----------------------- | --------------------------------- |  | --------------------------
|                        |                                   |  |                           
|                        | 2004                              |  | 2003                      
|Marketing and           | $12,000                           |  | $ --                      
|Advertising             |                                   |  |                           
|Office and              | 218                               |  | --                        
|Miscellaneous           |                                   |  |                           
|Professional Fees       | 10,280                            |  | 3,653                     
|Registration and Filing | 850                               |  | --                        
|Fees                    |                                   |  |                           
|Website Design and      | --                                |  | --                        
|Maintenance             |                                   |  |                           
|Total Expenses          | $23,348                           |  | $3,653                    

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Our expenses increased significantly during the three month
  period ended September 30, 2004 as the result of a promotional advertisement
  placed by us in Trends Magazine, a fashion and lifestyle magazine
  published in China. We spent approximately $12,000 to place this advertisement.

If we are successful in securing a significant number of additional
  contracts for the provision of our services, of which there is no assurance,
  we expect that our expenses will increase significantly as we will have to hire
  and train additional employees and engage the services of professional industrial
  designers and other third party sub-contractors to assist in the construction
  and design of specialty coffee shops. If we engage the services of third party
  sub-contractors, we expect to incorporate the fees charged by those sub-contractors
  into the fees that we charge our clients.

Liquidity and Capital Resources

Cash Flows

|                                              | Nine Months Ended Sept.
      30
|--------------------------------------------- | --------------------------------
|                                              | 2004                            
|Net Cash from (used in) Operating Activities  | $(18,503                        
|Net Cash from Financing Activities            | 16,500                          
|Net Increase (decrease) in Cash During Period | $(2,003                         

We received a total of $16,500 in debt financing from our
  directors during the nine month period ended September 30, 2004. Although we
  began to earn revenues for the first time during our third fiscal quarter ended
  September 30, 2004, we continue to have negative cash flows from our operations.

Working Capital

|                        |                   |   |                  |   | Percentage            |   
|----------------------- | ----------------- | - | ---------------- | - | --------------------- | --
|                        | At Sept. 30, 2004 |   | At Dec. 31, 2003 |   | Increase / (Decrease) |   
|Current Assets          | $18,607           |   | $20,610          |   | (9.7                  | )%
|Current Liabilities     | (54,369           | ) | (40,845          | ) | 33.1                  | % 
|Working Capital Deficit | $(35,762          | ) | $(20,235         | ) | 76.7                  | % 

Our current liabilities at September 30, 2004 included $43,600
  payable to our directors for advances made by them to the Company. These advances
  are unsecured, non-interest bearing and have no specific terms for repayment.

As of September 30, 2004, we had cash and cash equivalents
  of $18,607 and a working capital deficit of $35,762, an increase in our working
  capital deficit of 76.7% from December 31, 2003. It is the opinion of our management
  that our existing cash and cash equivalents will not be sufficient to meet our
  working capital requirements over the next twelve months. As such, we will require
  additional financing in order to continue our operations. Our directors, Messrs.
  Wu, Madanayake and Tony Castro, have executed a Memorandum of Understanding,
  pursuant to which they have agreed to advance up to $100,000, collectively,
  in additional capital to us if needed. Pursuant to this Memorandum of Understanding,
  when we are in need of cash, we can notify each of Messrs. Wu, Madanayake and
  Castro in writing and demand a loan. Depending upon each individuals personal
  financial condition at the time the demand is made, the individual in the better
  financial position may loan a greater proportion of the funds required than
  the others. In exchange for any advances made by Messrs. Wu, Madanayake and
  Castro, we will issue promissory notes evidencing our

6

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indebtedness. Although Messrs. Wu, Madanayake and Castro have
  agreed to advance us funds as described above, there is no assurance that they
  will be able to continue to provide us with sufficient financing in order to
  allow us to continue our operations. If Messrs. Wu, Madanayake and Castro are
  unable to provide us with necessary funds or if our funding needs are greater
  than the $100,000 they have agreed to loan us, then there is no assurance that
  we will be able to obtain alternate financing on terms favorable to us, if at
  all. If we are unable to obtain financing necessary to meet our obligations,
  our ability to continue as a going concern may be limited.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that
  have or are reasonably likely to have a current or future effect on our financial
  condition, changes in financial condition, revenues or expenses, results of
  operations, liquidity, capital expenditures or capital resources that is material
  to stockholders.

ITEM 3.     CONTROLS AND PROCEDURES.

Evaluation Of Disclosure Controls And Procedures

As of the end of the period covered by this report, our management
  carried out an evaluation, under the supervision and with the participation
  of our principal executive officer and our principal financial officer, of the
  effectiveness of the design and operation of our disclosure controls and procedures
  (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based
  on this evaluation, our principal executive officer and principal financial
  officer have concluded that our disclosure controls and procedures are, as of
  the date covered by this Quarterly Report, effective to ensure that the information
  required to be disclosed by us in the reports that we file or submit under the
  Exchange Act is recorded, processed, summarized and reported within the time
  periods specified in the SEC rules and forms.

Changes In Internal Controls Over Financial Reporting

In connection with the evaluation of our internal controls
  during the period covered by this report, our principal executive officer and
  principal financial officer have determined that there have been no changes
  to our internal controls over financial reporting that has materially affected,
  or is reasonably likely to materially effect, our internal controls over financial
  reporting.

PART II - OTHER INFORMATION

ITEM 4.     SUBMISSION OF MATTERS
  TO A VOTE OF SECURITY HOLDERS.

Our Annual Meeting was held on June 14, 2004. At the Annual
  Meeting, our stockholders unanimously approved the re-election of Chen (Jason)
  Wu, Udaya Madanayake and Tony Castro to our Board of Directors for the next
  year.

ITEM 5.     OTHER INFORMATION.

On April 30, 2004, we entered into an agreement with Beijing
  CXSD to provide them with our expertise and assistance in developing a full
  line of specialty coffee products in exchange for fees in the amount of $2,500.
  We have verbally agreed to extend the terms of this agreement and we now expect
  to be paid fees in the amount of $5,000, of which we have been paid $4,000.

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On August 26, 2004, we entered into an agreement with H&H
  to provide them with assistance and advice on improving the style and feel of
  their existing coffee shop and to give it a more North American style and ambience.
  The original terms of this agreement called for us to be paid fees in the amount
  of $2,500. We have verbally agreed to extend the terms of this agreement and
  we now expect to be paid $25,000 in fees, of which we have been paid $15,000.

All other information required to be disclosed by us in a
  current report on Form 8-K since the date of filing of our Amendment No. 4 to
  our Registration Statement on Form SB-2, filed with the SEC on April 13, 2004,
  has been disclosed by us by the filing of such reports.

The following Current Reports on Form 8-K have been filed
  by us since the end of our fiscal year ended December 31, 2003:

|Date of Form 8-K | Date of Filing with the SEC | Description of the Form 8-K                    
|---------------- | --------------------------- | -----------------------------------------------
|                 |                             |                                                
|August 20, 2004  | August 24, 2004             | Disclosure of Changes to Certifying Accountant.

ITEM 6.     EXHIBITS.

(a) 	Exhibits and Index of Exhibits Required By Item 601 of Regulation S-B.



|Exhibit Number | Description of Exhibit                                                                                                                                           
|-------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1            | Articles of Incorporation.(1)                                                                                                                                    
|3.2            | Bylaws.(1)                                                                                                                                                       
|10.1           | Memorandum of Understanding among Chen (Jason) Wu, Udaya Madanayake
      and Tony Castro.(2)                                                                    
|               |                                                                                                                                                                  
|10.2           | Agreement between Beijing CXSD Investment Co., Ltd. and Javakingcoffee,
      Inc., dated April 30, 2004.(3)                                                     
|               |                                                                                                                                                                  
|10.3           | Agreement between H&H Co. Ltd. and Javakingcoffee, Inc.,
      dated August 26, 2004.(3)                                                                         
|               |                                                                                                                                                                  
|31.1           | Certification of Principal Executive
      Officer pursuant to Section 302 of theSarbanes-Oxley
      Act of 2002.                                               
|               |                                                                                                                                                                  
|31.2           | Certification of Principal Financial
      Officer pursuant to Section 302 of the Sarbanes-Oxley
      Act of 2002.                                              
|               |                                                                                                                                                                  
|32.1           | Certification of Principal Executive
      Officer pursuant to 18 U.S.C. Section 1350, asadopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|               |                                                                                                                                                                  
|32.2           | Certification of Principal Financial
      Officer pursuant to 18 U.S.C. Section 1350, asadopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

| | (1) | Previously filed as an Exhibit to our Form SB-2
        registration statement filed with the SEC on May 7, 2003.                                  
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                    
| | (2) | Previously filed as an Exhibit to our Amendment No.
        3 to our Form SB-2 registration statement filed with the SEC on March
        29, 2004.

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| | (3) | Previously filed as an Exhibit to our Quarterly Report
        on Form 10-QSB for the period ending March 31, 2004 filed with the SEC
        on October 22, 2004.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act,
  the registrant caused this report to be signed on its behalf by the undersigned,
  thereunto duly authorized.

|                        |     | JAVAKINGCOFFEE, INC.                             
|----------------------- | --- | -------------------------------------------------
|                        |     |                                                  
|Dated: October 21, 2004 | By: | /s/ Chen (Jason) Wu                              
|                        |     | _________________________________________________
|                        |     | CHEN (JASON) WU                                  
|                        |     | PRESIDENT                                        

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