UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                    FOR THE QUARTER ENDED September 30, 2006
                         Commission File Number 0-18094

                             UNIVERSAL EXPRESS, INC.
                             -----------------------
             (Exact name of Registrant as specified in its charter)

             NEVADA                             11-2781803
-------------------------------           ----------------------
(State or other jurisdiction of              (I.R.S. Employer
 incorporation or organization)           Identification Number)

1230 Avenue of the Americas, Suite 771, Rockefeller Center, New York,   10020
--------------------------------------------------------------------------------
               (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code (917) 639-4157.

Securities registered pursuant to Section 12 (g) of the Act:

                                  Common Stock
                                  ------------
                                (Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 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 |_|

State the aggregate market value of the voting stock held by non-affiliates of
the registrant on September 30, 2006:

                                   $60,075,056

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.

Common Stock                        Outstanding at September 30, 2006

Class "A"                                     13,993,933,343
Class "B"                                         1,280,000
<PAGE>

                             UNIVERSAL EXPRESS, INC.

                                      INDEX

                                                                           Page
                                                                          Number
                                                                          ------

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

 Balance Sheet - September 30, 2006                                          3

 Consolidated Statement of Operations -
 Three months ended September 30, 2006                                       4

 Consolidated Statement of Cash Flows -
 Three months ended September 30, 2006                                       5

 Notes to Consolidated Financial Statements                                  6

Item 2. Management's Discussion and Analysis                                 7
        of Financial Condition and Plan of
        Operations

Item 3. Controls and Procedures                                             14

PART II - OTHER INFORMATION                                                 14

SIGNATURES                                                                  16


                                        2
<PAGE>

                     UNIVERSAL EXPRESS INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                                  September 30,

<TABLE>
<CAPTION>
                                                                           2006
                                                                       ------------
                                     ASSETS
<S>                                                                    <C>
CURRENT ASSETS:
  Cash and Equivalents                                                 $  1,348,545
  Accounts Receivable                                                       295,373
  Other Current Assets                                                    1,229,298
                                                                       ------------
     Total Current Assets                                                 2,873,216
                                                                       ------------

PROPERTY AND EQUIPMENT
Computers and Equipment                                                     377,356
   Less Accumulated Depreciation                                            (18,341)
                                                                       ------------
     Net Property and Equipment                                             359,015
                                                                       ------------

OTHER ASSETS:
  Loan to Officer                                                           715,211
  Related Party Receivables                                                 906,000
  Notes Receivable                                                          848,053
  Customer List                                                             300,000
  Goodwill                                                                1,558,276
  Other Assets                                                               38,275
                                                                       ------------
     Total Other Assets                                                   4,365,815
                                                                       ------------

                                                                       ------------
            TOTAL ASSETS                                               $  7,598,046
                                                                       ============
                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts Payable                                                     $    756,884
  Accrued Expenses
     Trade                                                                  222,102
     Interest                                                               291,670
  Current Portion of Long-Term Debt                                          83,329
  Bank Line of Credit                                                       331,617
  Notes Payable                                                             970,223
  Convertible Debentures                                                    100,000
                                                                       ------------
     Total Current Liabilities                                            2,755,825
                                                                       ------------

Long-Term Debt, Net of Current Portion                                           --
                                                                       ------------

                                                                       ------------
            TOTAL LIABILITIES                                             2,755,825
                                                                       ------------

MINORITY INTEREST IN SUBSIDIARIES                                          (142,967)

STOCKHOLDERS' EQUITY:
  Common Stock, $.005 par value; Authorized 14,950,000,000 Shares
     13,993,933,343 Shares Issued,13,993,893,343 Shares Outstanding      69,969,667
  Class B Common Stock, $.005 par value; Authorized 3,000,000
     shares 1,280,000 shares issued and outstanding                           6,400
  Additional Paid-in Capital                                             23,538,387
  Accumulated  Comprehensive Income (loss)                                 (157,558)
  Stock Rights                                                           19,551,424
  Treasury stock, at cost, 40,000 shares                                    (14,350)
  Deferred Compenstation                                                (20,608,775)
  Collateral stock                                                       (3,920,000)
  Accumulated Deficit                                                   (83,380,007)

                                                                       ------------
     Total Stockholders' Equity                                           4,985,188
                                                                       ------------

                                                                       ------------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                               $  7,598,046
                                                                       ============
</TABLE>


                                       3
<PAGE>

                     UNIVERSAL EXPRESS INC. AND SUBSIDIARIES
      CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
               FOR THREE MONTHS ENDING SEPTEMBER 30, 2006 AND 2005

<TABLE>
<CAPTION>
                                                             2006               2005
                                                        --------------     --------------
<S>                                                     <C>                <C>
  Revenues                                              $      481,898     $      219,172
  Cost of Goods Sold                                           313,675            167,523
                                                        --------------     --------------
            GROSS PROFIT                                       168,223             51,649
                                                        --------------     --------------

OPERATING EXPENSES
   Selling, General and Administrative                       1,886,639          1,006,820
   Amortization of Deferred Compensation                     3,830,847          2,148,279
   Stock Based Compensation                                         --            183,100
   Depreciation                                                 18,341             10,503
                                                        --------------     --------------
            TOTAL OPERATING EXPENSES                         5,735,827          3,348,702
                                                        --------------     --------------

OPERATING LOSS                                              (5,567,604)        (3,297,053)
                                                        ==============     ==============

  Other Income (Expense)

  Interest Income                                               10,570             11,020
  Interest Expense                                              (6,824)            (8,747)
                                                        --------------     --------------
            Total other income (expense)                         3,745              2,273
                                                        --------------     --------------

TAX PROVISIONS                                                      --                 --

     MINORITY INTEREST IN SUBSIDIARIES                           2,187

                                                        --------------     --------------
NET LOSS                                                $   (5,561,671)    $   (3,294,780)

COMPREHENSIVE LOSS - NET OF TAX                                (11,099)                --

NET COMPREHENSIVE LOSS                                      (5,572,770)        (3,294,780)
                                                        ==============     ==============

LOSS PER SHARE
  NET LOSS                                              $        (0.00)    $        (0.00)
  COMPREHENSIVE LOSS                                    $        (0.00)    $        (0.00)
  NET COMPREHENSIVE LOSS                                $        (0.00)    $        (0.00)

Weighted average number of common shares outstanding     6,465,398,363      2,193,973,899
                                                        ==============     ==============
</TABLE>

See accompanying notes


                                       4
<PAGE>

                     UNIVERSAL EXPRESS INC, AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005

<TABLE>
<CAPTION>
                                                                                        2006             2005
                                                                                        ----             ----
<S>                                                                                 <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net Loss                                                                       $ (5,572,770)    $ (3,294,780)
     Adjustments to reconcile net loss to net cash used by operating activities:
            Depreciation and amortization                                                 18,341           10,503
            Amortization Of Deferred Compensation                                      3,830,847        2,148,279
            Common shares issued for services                                            104,000          224,100
            Forgiveness of officer loan                                                   18,068           18,837
            Adjustment to Net Income                                                      (2,187)
     Changes in operating assets and liabilities:
            (Increase) decrease in accounts receivable                                  (217,107)          16,865
            (Increase) decrease in other current assets                                 (498,442)           1,880
            (Increase) decrease in other receivables                                          --               --
            (Increase) decrease in notes receivables                                          --            5,000
            (Increase) decrease in loan to officers                                      (10,570)         (11,020)
            (Increase) decrease in other assets                                           (8,407)              --
            Increase (decrease) in accounts payable and accrued expenses                 (81,356)          86,328
            Increase (decrease) in accrued officers salary                                (2,047)         (29,973)
            Increase (decrease) in accrued interest                                        6,367            6,975
                                                                                    -----------------------------
     Net cash provided (used) by operating activities:                                (2,415,263)        (817,006)
                                                                                    -----------------------------
CASH FLOWS FROM INVESTING ACTIVITIES
     Credit Card Line of Credit                                                          321,845           29,067
     Notes Payable                                                                       983,973               --
     Purchase of Property and Equipment                                                 (103,567)              --
     Purchase of Customer List                                                          (300,000)              --
     Acquistion of Goodwill                                                           (1,301,949)              --
     Acquistion of Property and Equipment                                                (66,957)              --
                                                                                    -----------------------------
Net cash provided (used) by investing activities                                        (466,655)          29,067

CASH FLOWS FROM FINANCING ACTIVITIES:
     Bank line of credit payments                                                         (3,246)          (7,426)
     Notes payable payments                                                              (61,250)          (1,500)
     Long Term Debt payments                                                              (7,500)          (5,000)
     Issuance of stock rights for cash                                                 2,200,000          761,000
                                                                                    -----------------------------
Net cash provided by financing activities                                           $  2,128,004     $    747,074
                                                                                    -----------------------------
Net increase (decrease) in cash and equivalents                                         (753,914)         (40,865)
CASH and equivalents, beginning of period                                              2,102,459           19,140
                                                                                    -----------------------------
CASH and equivalents, end of period                                                 $  1,348,545     $    (21,725)
                                                                                    =============================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     Interest paid in cash                                                          $        457     $      2,070
                                                                                    =============================
NON-CASH FINANCING ACTIVITIES:
     Issuance of common stock for deferred compensation                                5,592,540        1,804,300
     Issuance of common stock for Conversion of Stock Rights                                  --           59,000
</TABLE>

See accompanying notes


                                       5
<PAGE>

                    UNIVERSAL EXPRESS, INC. AND SUBSIDIARIES
                          Notes To Financial Statements
                                   (Unaudited)

1.    Basis of Presentation

      The accompanying unaudited consolidated financial statements have been
      prepared in accordance with generally accepted accounting principles for
      interim financial statements and with the instructions to Form 10-QSB and
      Item 310 of Regulation S-B. Accordingly, they do not include all of the
      information and disclosures required for annual financial statements.
      These financial statements should be read in conjunction with the
      consolidated financial statements and related footnotes included in the
      Company's annual report on Form 10-KSB for the year ended June 30, 2006.

      In the opinion of the Company's management, all adjustments (consisting of
      normal recurring accruals) necessary to present fairly the Company's
      financial position as of September 30, 2006 and the results of operations
      and cash flows for the three months ended September 30, 2006 have been
      included.

      The results of operations for the three months ended September 30, 2006,
      are not necessarily indicative of the results to be expected for the full
      year ended June 30, 2007.

2.    Segment Information

      Three months ended September 30, 2006:

                                Transportation/
                 Logistics &       Equipment
                International       Leasing         Parent
                   Shipping        Brokerage        (Other)        Consolidated
                -------------   ---------------     -------        ------------
Revenue           $ 481,898         $ --0--         $   --0--      $   481,898

Operating
Income/(Loss)      (473,954)          --0--        (5,089,904)      (5,563,858)

      Three months ended September 30, 2005:

                                Transportation/
                 Logistics &       Equipment
                International       Leasing         Parent
                   Shipping        Brokerage        (Other)        Consolidated
                -------------   ---------------     -------        ------------
Revenue           $ 219,165         $     7         $   --0--      $   219,172
Operating
Loss               (359,331)         (3,237)       (2,932,212)      (3,294,780)

      Assets of the segment groups are not relevant for management of the
      businesses nor for disclosure.


                                       6
<PAGE>

3.    Capital Stock

      During the quarter ended September 30, 2006 the Company issued
      1,323,800,000 shares of common stock. Of such shares issued, 1,297,800,000
      were issued for deferred services, and 26,000,000 for services.


                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATION

Included in this report are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Although the Company believes that
the expectations reflected in such forward-looking statements are reasonable; it
can give no assurance that such expectations reflected in such forward-looking
statements will prove to be correct. The Company's actual results could differ
materially from those anticipated in the forward-looking statements as a result
of certain factors, including sales levels, distribution and competition trends
and other market factors.

Universal Express, Inc. (USXP) evolved into a conglomerate of supportive
companies and divisions centered around its private postal system.

The Company's principal subsidiaries and divisions are: UniversalPost Private
Postal Network/Postal Nation UniversalPost International Courier Service
Universal Express Logistics, Inc.
         Virtual Bellhop(TM)
         Luggage Express(TM)
         LEAP (Luggage Express Associate Program division)
         Luggage Express Found
MadPackers, Inc.
Universal Express Capital Corp.
Universal Cash Express
Universal Express Properties

                                   Marketplace

A challenging global economy has grown over the past decade. Internet, catalog
and retail sales continue to mandate an inexpensive and responsive outsourced
final mile Domestic and International delivery network. That innovative and
outsourced final mile network continues to be addressed by Universal Express and
it has undergone visionary expansion in the last decade. Strong strategic
relationships are currently being established with companies and manufacturers,
thus strengthening its long term private postal network, its luggage business
and its logistical courier network.


                                       7
<PAGE>

Members of the UniversalPost's private postal network provide the public with a
complement to the U.S. Post Office for many retail and business postal services.
In addition, these Postal Service Centers offer individuals and business
customers an additional variety of personal business services and merchandise.

Luggage Express has begun to separate passengers from suitcases and offer a
safer and more pleasurable travel experience.

These courier companies and private postal centers form a highly fragmented
cottage industry. Universal Express believes that since this industry generates
over $14 billion in sales and presently consists of more than 30,000 independent
operators, there is a market opportunity for the development of an association
with the goal of unifying and organizing the independent and franchised postal
stores and couriers nationwide. These members are electronically connected to
other members via our new website, new sales and products.

Our company believes that an affordable outsourced distribution system is needed
to suit consumers' future needs. Universal Express believes it has positioned
itself to be a contender in the global economy for the next decade with the
development of its outsourced and innovative subsidiaries.

USXP is now positioned as a significant player in the international shipping and
transportation industries. By building its divisions through classic outsourcing
techniques, USXP's future revenue growth will not be offset by increased
overhead.

In just the past few years, USXP has identified more than 9,000 private postal
centers in a network called UniversalPost that produces growing revenue streams
for both its members and USXP. USXP offers its UniversalPost Network members
discounted services from some of the country's largest vendors, as well as
innovative new luggage services that resonate in the world's present
security-conscious travel climate.

USXP's business strategy is far more than the sum of today's parts. The
company's three highly synergistic divisions position the company to create an
entirely new industry paradigm by offering the private postal industry and
consumers value-added services and products, logistical services, equipment
leasing and cost-effective delivery of goods and services worldwide.

UniversalPost(TM) Network, the name for USXP's private postal network, taps the
purchasing power of over 20,000 privately owned and operated postal stores to
create the nation's first truly organized and funded private postal system.

USXP's Web-based CRM software system empowers swift delivery of business
products and services to the network: commercial mail receiving; office products
and supplies; packaging and shipping; copying, imaging, photo finishing and
digital services; home office boutique items; and even concierge services.


                                       8
<PAGE>

Universal Express Logistics, Inc. joins the company's visionary Luggage
Express(TM) service offered through the UniversalPost Network and its
Internet-based Virtual Bellhop(R) luggage pickup and delivery service to free
travelers from the stress of dealing with their luggage as they travel across
the country and around the world. Today's target customer is the upscale
traveler planning extended stays at destination resorts, but the service is
equally appealing to any traveler who prefers not to pay extra airline fees or
struggle with heavy and awkward baggage at either end of their trip. When you
consider that domestic airline luggage is expected to exceed 3 billion pieces
annually, USXP's revenue potential is substantial as acceptance of luggage
transportation services reaches critical mass with further branding and
advertising.

A new subsidiary; Luggage Express Found's mission is to deliver luggage that has
been lost by the airlines, to customers in the most efficient and convenient way
possible. Utilizing a fleet of trucks together with the knowledge of the
transportation industry, Luggage Express Found takes the frustration out of
missing baggage. Luggage Express Found includes Global Trucking, Airport
Alliance and American Delivery Systems.

MadPackers(TM) is a service oriented company that is assisting the college world
by moving students and their belongings into their rooms ahead of time; creating
a fluid move in process on the first days of school for students, parents and
administrations across the country through a "door to dorm(TM)" shipping
service. MadPackers takes students' belongings from their home and sends them
directly to their college residences. They also take students' belongings back
home after the semester has ended. They store students' belongings during
winter, summer, and study abroad breaks, as well as ship to study abroad and
spring break destinations. MadPackers provides students, parents, and
administrations an innovative solution to the move in process on and off
campuses across the country.

Universal Express Capital Corp. is a full-service, asset-based transportation
and leasing service that provides capital acquisition funding for the business
sector. USXP has established strategic alliances with a number of major
manufacturing firms in the limousine, livery, small fleet, vehicle rental,
delivery truck and van, bus and aircraft industries.

Universal Cash Express, a division of Universal Express Capital, is a leader in
the pre-paid PIN based products industry. Cash Express develops products and
services for companies wishing to expand their current market penetration into
this exciting and growing market segment. Cash Express employs industry experts
that are able to advise these companies on which products are desired by this
market niche. Cash Express is further able to assist our corporate clients by
designing the perfect product for them to accelerate their profit potential.

The Company is also affiliated with The Coalition for luggage Security. The
Coalition is made of companies and individuals with the mission of creating
safer air travel by separating luggage from passengers. The Founder and
President of the Coalition is Richard Altomare, who is also the CEO and Chairman
of the Company. Currently, his white paper entitled, "More Safety, Less Hassle
for American Travelers: A Private Sector Solution" has been circulated in
Congress. You can read more about the Coalition and this white paper at
www.luggagesecuritycoalition.com.


                                       9
<PAGE>

              UniversalPost(TM) Network- The Private Postal Network

UniversalPost Network, a private postal network, is an association formed to
create a very much needed partnership between previously unconnected shipping
and packaging store owners. This concept has been accomplished many times before
in American industries, most notably by FTD's maturation of the independent
florists across America and Interflora's unification and development of florists
in Europe. UniversalPost Network provides independent store-owners with a
variety of cost effective services and products to help increase their
profitability, while they are still able to maintain their local or franchised
identities.

Individual Services and Products

      o     Flowers/Gift Baskets
      o     Corrugated & Packaging
      o     Moving Supplies
      o     Customized Corrugated
      o     Parcel Insurance
      o     E-Bay Power Selling Franchises
      o     Certified/Registered E-mail's
      o     Personalized Postage
      o     Discounted Supplies
      o     Joint Promotions
      o     Fingerprinting
      o     Credit Union
      o     Consolidated Shipping rates
      o     Supplemental Health Insurance
      o     Print Certified Mail
      o     On-line Purchasing
      o     Van Sales
      o     Visa Debit Card

            UniversalPost(TM) Network- International Courier Service

UniversalPost Network, the International Courier Service, is an alliance of
independently owned and operated express courier services operating in 268
cities in 120 countries. UniversalPost Network provides global delivery and
services to international firms. This network currently delivers over 650,000
packages per month and is part of the world's largest independently owned
courier network. It is the 5th largest express courier network in the world
behind the integrated United States express carriers such as FedEx, UPS and DHL.


                                       10
<PAGE>

Unlike the major integrators who operate their own aircraft and thus offer rigid
pick up and delivery schedule, UniversalPost Network members offer flexible,
customized International services to meet a client's specific distribution
needs. Instead of operating our own costly fleet, UniversalPost Network offers
express International air courier service and expedited air cargo through
regularly scheduled commercial airlines to transport time-sensitive documents,
parcels, freight and mail.

According to industry estimates, private postal stores alone ship $600,000,000
annually in International packages and without UniversalPost Network are totally
dependent upon their suppliers' shipping. The obvious synergy between
UniversalPost, the International Courier Service and UniversalPost Network, the
private postal network, enhances our unusual position in the shipping service
industry.

Now UniversalPost Network members can offer an in-house solution for
international deliveries at a higher profit margin for themselves and increase
the value of international delivery service to their customers rather than the
more expensive traditional carriers. The UniversalPost Networks' use of the
UniversalPost envelope for their international shipping method instead of
outsourced options strengthens the local postal stores' position as an
international delivery solution.

                     Luggage Express(TM) and Virtual Bellhop

Luggage Express and its premier service, the Virtual Bellhop, facilitate and
manage the movement of baggage door-to-door for leisure and business travelers.

With many years of logistical corporate and entrepreneurial experience in
relevant core businesses, Universal Express has created a powerful logistical
business model driven by multi-channel distribution and multi-market demand. We
have established relationships with travel service providers and distribution
partners.

There are significant market opportunities not limited to the abundance of
checked bags presently being moved each year. Making travel easier and more
enjoyable through luggage free travel is the goal of our two companies.

Whether it be through partners like hotels, airlines, cruise lines, credit card
companies, airline or travel agencies, or simply our neighborhood postal store,
we continue to introduce Americans to luggage-free travel.

With over 1.5 billion suitcases presently being checked by domestic passengers,
our companies offer significant benefits to the airlines. Customer satisfaction,
easier check-in, a secure alternative to curb-side check-in, less congestion in
the departure hall and minimizing departure delays, defines our service. The FAA
expects the number of airline passengers to double, making domestic luggage to
exceed 3 billion suitcases. Luggage Express and Virtual Bellhop are indeed
poised for luggage-free travel.


                                       11
<PAGE>

On September 6, 2006, the Company announced that Madpackers was featured in USA
Today.

On September 8, 2006, announced the acquisition of Global Trucking, of Miami,
Florida, a leader in the industry of delivering misplaced or lost suitcases from
airports, rebranded "Luggage Express Found".

On September 15, 2006, the Company announced that Madpackers had partnered with
Binghamton University, State University of New York. On October 24, 2006, the
Company announced that Virtual Bellhop had formed a strategic partnership with
Windstar Cruises.

On November 2, 2006, the Company announced that Madpackers would launch a Door
to Dorm" concert tour covering 25 colleges.

On November 2, 2006, the Company announced that Luggage Express has begun
advertising with the National Hockey League team, the Florida Panthers.

On November 2, 2006, the Company announced the introduction by Madpackers Of its
student based service expansion into areas outside the shipping and storage
areas.

On November 2, 2006, the Company announced the completion of its Uniform
Offering Circular and Franchise Agreement for its Luggage Express Associates
Program (LEAP.

On November 2, 2006, the Company announced the acquisition of the business of
American Delivery Systems, a baggage delivery company operating out of
Hollywood, Fort Lauderdale International Airport, delivering lost or misplaced
luggage from airlines to travelers.

                         Universal Express Capital Corp.

The Universal Express family of companies has broadened the nature of its core
business by entering the financial services industry via its subsidiary
Universal Express Capital Corp. A full service, asset based transportation and
equipment lessor, Universal Express Capital Corp. provides capital acquisition
funding, in the form of lease financing, to the national business community as
well as within the framework of Universal Express' other affiliates and
subsidiaries.

                             Universal Cash Express

Universal Cash Express, a division of Universal Express Capital, is a leader in
the pre-paid PIN based products industry. Cash Express develops products and
services for companies wishing to expand their current market penetration into
this exciting and growing market segment. Cash Express employs industry experts
that are able to advise these companies on which products are desired by this
market niche. Cash Express is further able to assist our corporate clients by
designing the perfect product for them to accelerate their profit potential.


                                       12
<PAGE>

                          Universal Express Properties

The Company announced its real estate division on November 12, 2004. The
division will concentrate on commercial property acquisitions, commercial loans
and other lending activities, and will seek to be the lead investor in private
placements, limited partnerships and other activities with a goal to develop a
portfolio sufficient to operate the company as a real estate investment trust
(REIT).

On February 27, 2006, the Company announced the signing of a letter of intent to
purchase a South Florida based fuel and wholesale jobber, which servicing 144
gas stations and directly owns 46 of them.

Results of Operations - Three Months ended September 30, 2006.

                                                 Three Months Ended
                                                 ------------------
                                                 2006          2005
                                                 ----          ----
Revenues
Logistics & International shipping -          481,898       219,165
Transportation / Equipment -                       --             7
Leasing                                            --             0
Other -                                            --             0

Cost Of Goods Sold                            313,675       167,523
Selling, General and Administration         5,717,486     3,338,199
Depreciation & Amortization                    18,341        10,503

During the three months ended September 30, 2006 operating revenues increased to
$ 481,898 from $ 219,172. This increase is due mainly to the acquisition of
Global Trucking Services, Inc.

Cost of revenues were $ 313,675 and $ 167,523 respectively.

Liquidity and Capital Resources - for the three months Ended September 30, 2006.

The net proceeds from investments in the Company was approximately $ 2,200,000.
Approximately $ 2,415,263 was used in its operating activities.

Until the UniversalPost Network, Postal Nation, Virtual Bellhop, Luggage
Express, MadPackers, USXP Capital, UniversalPost International Delivery,
Universal Express Properties and the Company's other businesses, are fully
developed, the Company will continue to rely on equity and debt raised to fund
its operations. Management is continuing efforts to raise cash by arranging
lines of credit, and obtaining additional equity capital. The Company's future
business operations will require additional capital.


                                       13
<PAGE>

Management is presently exploring methods to increase available credit lines as
well as methods to increase working capital through both traditional and
non-traditional debt services.

Controls and Procedures

      Richard Altomare, our Chief Executive Officer and Chief Financial Officer,
performed an evaluation of the Company's disclosure controls and procedures
within 90 days prior to the filing date of this report. Based on his evaluation,
he concluded that the controls and procedures in place are sufficient to assure
that material information concerning the Company which could affect the
disclosures in the Company's quarterly and annual reports is made known to him
by the other officers and employees of the Company, and that the communications
occur with promptness sufficient to assure the inclusion of the information in
the then-current report.

      There have been no significant changes in the Company's internal controls
or in other factors that could significantly affect those controls subsequent to
the date on which Mr. Altomare performed his evaluation.

PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

The Company filed a lawsuit for $168 Million in 2003 against North American
Airlines and its President Mr. McKinnon in New York Supreme Court, Queens
County, New York, for breach of contract and fraud, plus punitive damages. This
suit was predicated upon Mr. McKinnon's actions following the signing of a
contract for Universal to purchase this charter airline, the breach of that
contract in various ways by Mr. McKinnon and Mr. McKinnon's attempts to
frustrate the accomplishment of the proposed acquisition. This case is pending.

In 2005, the Company filed a lawsuit for $269 Million against Capitalliance
Financial Services and individuals and firms associated with Capitalliance in
New York Supreme Court, New York County. This suit was predicated upon a series
of failed transactions proposed to our Company, which were grounded on fraud,
misrepresentation and a series of forged instruments and documents. This case is
pending.

In 2006, the Company brought an action in New York Supreme Court, County of
Albany, for $160 Million against Coach Industries Group and related companies.
This suit is predicated on fraud and breach of contract, with respect to the
violation of a "right of first refusal" our Company had to purchase a courier
management company, Corporate Development Services (formerly, SubContracting
Concepts, Inc.). This case is pending.

On March 2, 2004, the Company brought suit against the SEC in Federal Court in
Florida seeking damages from "naked shorting" of its shares and other matters.
Thereafter, on March 23, 2004, the SEC brought an action in federal court in New
York against certain officers of the Company.


                                       14
<PAGE>

These matters are pending. The Company and its President have been leading
opponents of the growing "naked shorting" scandal for ten years and has joined
with many other public companies in focusing on this national problem in press
releases and public forums. It is significant that the Company has received very
substantial jury verdicts and judgments concerning this problem, as indicated
below.

On July 26, 2001, a jury in the Circuit Court of the Eleventh Circuit, Dade
County, Florida awarded the Company a damage verdict after trial, of $87,622,000
compensatory damages, $275,000,000 punitive damages and $26,286,000 pre-judgment
interest, or a total judgment entered of $389 Million, against Select Capital
and various stock manipulators and "naked shorters." This judgment continues to
grow with post-judgment interest. On August 23, 2003, another jury in the
Circuit Court, Dade County, Florida, after trial, awarded another verdict to the
Company in the total amount of $137 Million, against South Beach Financial and
related stock manipulators and "naked shorters". Judgment was entered in favor
of the Company upon this verdict. This judgment continues to grow with
post-judgment interest. These judgments were non-appealable. Collection efforts
on behalf of the Company with respect to these judgments are ongoing and the
Company believes that the judgments are substantially collectable.

The Company is involved in several lawsuits with vendors, suppliers, and
professionals. These claims are all disputed by the Company. The Company
believes that the disposition of these matters will not have a material adverse
effect on the Company's financial position.

Item 2. CHANGES IN SECURITIES -- NONE

Item 3. DEFAULTS ON SENIOR SECURITIES -- NONE

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - NONE

Item 5. OTHER INFORMATION -- NONE

Item 6. EXHIBITS AND REPORTS ON FORM 8-K --NONE


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SIGNATURES:

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company's report on Form 10-QSB has been signed below by the following person on
behalf of the registrant and in the capacities and on the dates indicated.

                                          UNIVERSAL EXPRESS, INC.


Date:  November 13, 2006                  /s/ Richard A. Altomare
                                          -----------------------
                                          Richard A. Altomare, President
                                          and Chairman of the Board