Commission File No. 000-52261


                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549


                                    FORM 10-K


/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934


                  For the Fiscal Year Ended: December 31, 2007


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


                     For the Transition Period From __ to __


                      STAR FINANCIAL DIRECT PLACEMENT, INC.
        _________________________________________________________________
        (Exact Name of Small Business Issuer as Specified in its Charter)


           Delaware                                              20-55377-35
_______________________________                              ___________________
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)


   1880 Century Park East, Suite 315
            Los Angeles, CA                                             90067
________________________________________                              __________
(Address of principal executive offices)                              (Zip code)


                   Issuer's telephone number: (310) 556-0080


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

                                      None


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

                               $.001 Common Stock
                               __________________
                                (Title of Class)


<PAGE>


     Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act. Yes [ ] No [X]

     Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or 15(d) of the Act. Yes [ ] No [X]

     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 [ ]

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

     Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer or a smaller reporting company.
See definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

________________________________________________________________________________

                                           Non-accelerated filer        Smaller
Large accelerated                        (Do not check if a smaller    reporting
      filer          Accelerated filer       reporting company)         company
       [ ]                  [ ]                     [ ]                   [X]
________________________________________________________________________________

     Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes [X] No [ ]

     The aggregate market value of the Registrant's Common Stock held by
non-affiliates of the Registrant (without admitting that any person whose shares
are not included in such calculation is an affiliate) computed by reference to
the price at which the common stock was last sold as of the last business day of
the Registrant's most recently completed second fiscal quarter was $0.

     As of April XX, 2008, the Registrant had 5,000,000 shares of Common Stock,
$.001 par value, issued and outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None


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                                TABLE OF CONTENTS


                                                                           PAGE

                                     PART I

Item 1.  Business                                                            4

Item 1A. Risk Factors                                                        5

Item 1B. Unresolved Staff Comments                                           9

Item 2.  Properties                                                          9

Item 3.  Legal Proceedings                                                   9

Item 4.  Submission of Matters to a Vote of Security Holders                 9


                                     PART II

Item 5.  Market for Registrant's Common Equity, Related Stockholder
         Matters and Issuer Purchases of Equity Securities                  10

Item 6.  Selected Financial Data                                            11

Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                          11

Item 7A. Quantitative and Qualitative Disclosures About Market Risk         13

Item 8.  Financial Statements and Supplementary Data                        14

Item 9.  Changes in and Disagreements With Accountants on Accounting
         and Financial Disclosure                                           26

Item 9A. Controls and Procedures                                            26

Item 9B. Other Information                                                  27


                                    PART III

Item 10. Directors, Executive Officers and Corporate Governance             27

Item 11. Executive Compensation                                             28

Item 12. Security Ownership of Certain Beneficial Owners and
         Management and Related Stockholder Matters                         29

Item 13. Certain Relationships and Related Transactions, and Director
         Independence                                                       29

Item 14. Principal Accountant Fees and Services                             29


                                    PART IV

Item 15. Exhibits and Financial Statement Schedules                         30

Signatures                                                                  31


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                                     PART I


ITEM 1.   BUSINESS.

Introduction.

     Star Financial Direct Placement, Inc. (formerly Flickering Star Financial,
Inc., sometimes referred to as the "Company") was incorporated on April 19, 2006
under the laws of the State of Delaware.

     The Company's business strategy is to be a reporting registrant with the
Securities and Exchange Commission under the Securities Exchange Act of 1934, as
amended, (the "1934 Act") and to be available as a shell entity to facilitate
interim disclosures of the financing of private or small public companies and to
be a party to a business combination.

     Because of the diverse structures used for the transactions which are
negotiated for business combinations, coupled with financing of the resulting
entity, the role of the Company will be unknown until a business combination is
located. We believe that these transactions usually involves a privately
negotiated sale of an issuer's equity security or equity-linked securities to an
investor, wherein the sale is conditioned upon a subsequent resale registration
statement filed with the Securities and Exchange Commission. The privately
negotiated sale involving private companies usually require no disclosures
because they are governed by the guidelines and safe harbor provisions under
Section 4(2) or Regulation D of the Securities Act of 1933, as amended.

     During the financing process, we further believe that certain of the
participants in certain transactions desire the ability to disclose the terms
and conditions of the business combination and as an additional participant in
the transaction, we can facilitate such a disclosure. This disclosure is part of
our obligation as a reporting registrant under the 1934 Act. These disclosures
will commence upon the negotiation of the business combination through the
closing as compared to having no disclosures until the resale registration
statement is filed with the Securities and Exchange Commission.

     These disclosures may facilitate a participant in securing a listing on an
overseas stock exchange.

     We believe that the participants who desire the disclosure, in addition to
the private company or small public company, can be divided into the so-called
fundamental investors (private equity/venture capital funds, mutual funds and
accredited investors) or the so-called technical investors (hedge funds,
arbitrage funds, institutional funds and accredited investors).

Shell.

     As of the date hereof, we can be defined as a "shell" company, an entity
which is generally described as having no or nominal operations and with no or
nominal assets or assets consisting solely of cash and cash equivalents. As a
shell company, our sole purpose at this time is to locate and consummate a
merger or acquisition with a private entity.

Blind Pool.

     Also, as of the date hereof, based upon our proposed future business
activities, we may also be deemed a "blank check" company. The Securities and
Exchange Commission definition of such a company is a development stage company
that has no specific business plan or purpose, or has indicated that its
business plan is to engage in a merger or acquisition with an unidentified
company or companies, or other entity or person and is issuing "penny stock."


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     A "penny stock" security is any equity security other than a security (i)
that is a reported security (ii) that is issued by an investment company (iii)
that is a put or call issued by the Option Clearing Corporation (iv) that has a
price of $5.00 or more (except for purposes of Rule 419 of the Securities Act of
1933, as amended) (v) that is registered on a national securities exchange (vi)
that is authorized for quotation on the Nasdaq Stock Market, unless other
provisions of the defining rule are not satisfied, or (vii) that is issued by an
issuer with (a) net tangible assets in excess of $2,000,000, if in continuous
operation for more than three years or $5,000,000 if in operation for less than
three years or (b) average revenue of at least $6,000,000 for the last three
years.

     We became a reporting company on a voluntary basis because the primary
attraction of the Company as a merger partner or acquisition vehicle will be its
status as a reporting company. In addition, we became a reporting company to
enhance investor protection and to provide information if a trading market
commences. Only those companies that report their current financial information
to the Securities and Exchange Commission, banking, or insurance regulators are
permitted to be quoted on the OTC Bulletin Board System.

ITEM 1A.  RISK FACTORS.

     Our business is subject to numerous risk factors, including the following:

1.   We have had no operating history nor any revenues or earnings from
     operations and we are insolvent.

     We have no assets or financial resources. We will, in all likelihood,
sustain operating expenses without corresponding revenues, at least until the
consummation of a business combination. This may result in us incurring a net
operating loss that will increase continuously until we can consummate a
business combination with a profitable business opportunity. There is no
assurance that we can identify such a business opportunity and consummate such a
business combination.

     Our auditor's going concern opinion and the notation in the financial
statements indicate that we do not have significant cash or other material
assets and that we are relying on advances from stockholders, officers and
directors to meet our limited operating expenses. We are insolvent in that we
are unable to pay our debts in the ordinary course of business as they become
due.

2.   Our proposed plan of operation is speculative.

     The success of our proposed plan of operation will depend to a great extent
on the operations, financial condition and management of the identified business
opportunity or the participants in the business opportunity. In the event we
complete a business combination, of which there can be no assurance, the success
of our operations may be dependent upon management of the successor firm or
venture partner firm and numerous other factors beyond our control.

3.   We face intense competition for business opportunities and combinations.

     We are and will continue to be an insignificant participant in the business
of seeking mergers with, joint ventures with and acquisitions of small private
and public entities. A large number of established and well-financed entities,
including venture capital and hedge fund firms, are active in mergers and
acquisitions of companies that may be our desirable target candidates. Nearly
all such entities have significantly greater financial resources, technical
expertise and managerial capabilities than we have and, consequently, we will be
at a competitive disadvantage in identifying possible business opportunities and
successfully completing a business combination.


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4.   We have no agreements for a business combination or other transaction and
     have established no standards for a business combination.

     We have no arrangement, agreement or understanding with respect to engaging
in a merger with, joint venture with or acquisition of, a private or public
entity. There can be no assurance that we will be successful in identifying and
evaluating suitable business opportunities or in concluding a business
combination. Management has not identified any particular industry or specific
business within an industry for our evaluation. There is no assurance that we
will be able to negotiate a business combination on terms favorable to us. We
have not established a specific length of operating history or a specified level
of earnings, assets, net worth or other criteria which we will require a target
business opportunity to have achieved, and without which we would not consider a
business combination in any form with such business opportunity. Accordingly, we
may enter into a business combination with a business opportunity having no
significant operating history, losses, limited or no potential for earnings,
limited assets, negative net worth or other negative characteristics.

5.   The reporting requirements under federal securities law may delay or
     prevent us from making certain acquisitions.

     Sections 13 and 15(d) of the 1934 Act, require companies subject thereto to
provide certain information about significant acquisitions, including certified
financial statements for the company acquired, covering one, two, or three
years, depending on the relative size of the acquisition. The time and
additional costs that may be incurred by some target entities to prepare such
statements may significantly delay or essentially preclude consummation of an
otherwise desirable acquisition by the Company. Acquisition prospects that do
not have or are unable to obtain the required audited statements may not be
appropriate for acquisition so long as the reporting requirements of the 1934
Act are applicable.

     In addition to the audited financial statements, (i) for the resale
registration statement or (ii) in the filing of the Form 8-K that we file to
report an event that causes us to cease being a shell company, we will be
required to include that information that is normally reported by a company in a
Form 10 or Form 10-SB. The time and additional costs that may be incurred by
some target entities to prepare and disclose such information may significantly
delay or essentially preclude consummation of an otherwise desirable acquisition
by the Company.

6.   The Investment Company Act of 1940 creates a situation wherein we would be
     required to register and could be required to incur substantial additional
     costs and expenses.

     Although we will be subject to regulation under the 1934 Act, management
believes the Company will not be subject to regulation under the Investment
Company Act of 1940, insofar as we will not be engaged in the business of
investing or trading in securities. In the event we engage in business
combination that results in us holding passive investment interests in a number
of entities, we could be subject to regulation under the Investment Company Act
of 1940. In such event, we would be required to register as an investment
company and could be expected to incur significant registration and compliance
costs. We have obtained no formal determination from the Securities and Exchange
Commission as to the status of our Company under the Investment Company Act of
1940 and, consequently, any violation of such Act would subject us to material
adverse consequences.

7.   At the time we do any business combination, a shareholder will most likely
     hold a substantially lesser percentage ownership in the Company.

     Our current primary plan of operation is based upon us being a participant
in a business combination with a private or small public company, with other
participants joining as investors. There is contemplated that there will be an
issuance of our previously authorized and unissued Common Stock would result in
reduction in percentage of shares owned by our present shareholder. Further, our
present shareholder may sell or transfer some or all of his stock to the other
participants in the business combination.

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<PAGE>


8.   As a shell company, we face substantial additional adverse business and
     legal consequences.

     We may enter into a business combination with an entity that desires to
establish a public trading market for its shares. A business opportunity may
initially attempt to avoid or delay what it deems to be adverse consequences of
undertaking its own public offering by seeking a business combination with us.
Such consequences may include, but are not limited to, time delays of the
registration process, significant expenses to be incurred in such an offering,
loss of voting control to public shareholders and the inability or unwillingness
to comply with various federal and state laws enacted for the protection of
investors.

     On June 29, 2005, the Securities and Exchange Commission adopted final
rules amending the Form S-8 and the Form 8-K for shell companies like us. The
amendments expand the definition of a shell company to be broader than a company
with no or nominal operations/assets or assets consisting of cash and cash
equivalents, the amendments prohibit the use of a From S-8 (a form used by a
corporation to register securities issued to an employee, director, officer,
consultant or advisor), under certain circumstances, and revise the Form 8-K to
require a shell company to include current Form 10 or Form 10-SB information,
including audited financial statements, in the filing on Form 8-K that the shell
company files to report the acquisition of the business opportunity. This
initial filing is within four days of the acquisition. The Form 8-K filing may
be reviewed by the Securities and Exchange Commission and the prospects of
certain disclosures or review or the lack of the ability to issue securities
using a Form S-8 may delay the consummation of a business combination because of
the target entities inability to comply with various federal and state laws
enacted for the protection of investors or the unwillingness to assume the
significant costs of compliance.

9.   The requirement of audited financial statements may disqualify business
     opportunities.

     Our management believes that any potential business opportunity must
provide audited financial statements for review, for the protection of all
parties to the business combination. One or more attractive business
opportunities may choose to forego the possibility of a business combination
with us, rather than incur the expenses associated with preparing audited
financial statements prior to the date needed for the resale registration
statement.

10.  Our shareholders may face significant restrictions on the resale of our
     Common Stock due to state "blue sky" laws or if we are determined to be a
     "blank check" company and we have not filed a resale registration statement
     with the Securities and Exchange Commission.

     Until we have filed a resale registration statement under the Securities
Act of 1933, as amended, there are state regulations that may adversely affect
the transferability of our Common Stock. We have not registered our Common Stock
for resale under the securities or "blue sky" laws of any state. We may seek
qualification or advise our shareholders of the availability of an exemption. We
are under no obligation to register or qualify our Common Stock in any state or
to advise the shareholders of any exemptions.

     Current shareholders and participants in the business combination should be
aware that there might be significant state restrictions upon the ability of any
investor to purchase the Common Stock, unless registered under federal law or
qualified under state laws.

     Blue sky laws, regulations, orders, or interpretations place limitations on
offerings or sales of securities by "blank check" companies or in "blind-pool"
offerings, or if such securities represent "cheap stock" previously issued to
promoters or others. Our initial shareholder, because he originally paid $.1.00
for each share, may be deemed to hold "cheap stock." These limitations typically
provide, in the form of one or more of the following limitations, that such
securities are:


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     (a)  Not eligible for sale under exemption provisions permitting sales
          without registration to accredited investors or qualified purchasers;

     (b)  Not eligible for the transaction exemption from registration for
          non-issuer transactions by a registered broker-dealer;

     (c)  Not eligible for registration under the simplified small corporate
          offering registration (SCOR) form available in many states;

     (d)  Not eligible for the "solicitations of interest" exception to
          securities registration requirements available in many states;

     (e)  Not permitted to be registered or exempted from registration, and thus
          not permitted to be sold in the state under any circumstances.

     Virtually all 50 states have adopted one or more of these limitations, or
other limitations or restrictions affecting the sale or resale of stock of blank
check companies or securities sold in "blind pool" offerings or "cheap stock"
issued to promoters or others. Specific limitations on such offerings have been
adopted in:

                  Alaska           Nevada               Tennessee
                  Arkansas         New Mexico           Texas
                  California       Ohio                 Utah
                  Delaware         Oklahoma             Vermont
                  Florida          Oregon               Washington
                  Georgia          Pennsylvania
                  Idaho            Rhode Island
                  Indiana          South Carolina
                  Nebraska         South Dakota

     Any secondary trading market which may develop, may only be conducted in
those jurisdictions where an applicable exemption is available or where the
shares have been registered.

     We do not have any legal opinions as it relates to whether we are a shell
company or blind pool company or blank-check company. The Securities and
Exchange Commission has adopted a rule (Rule 419) which defines a blank-check
company as (i) a development stage company, that is (ii) offering penny stock,
as defined by Rule 3a51-1, and (iii) that has no specific business plan or
purpose or has indicated that its business plan is engage in a merger or
acquisition with an unidentified company or companies. Certain jurisdictions may
have definitions that are more restrictive than Rule 419. We have been informed
that the Securities and Exchange Commission has cautioned that "it will
scrutinize registered offerings for attempts to create the appearance that the
registrant... has a specific business plan, in an effort to avoid the applicable
of Rule 419." Provisions of Rule 419 apply to every registration statement filed
under the Securities Act of 1933, as amended, relating to an offering by a
blank-check company. We have never filed a registration statement under the
Securities Act of 1933, as amended.

     Until we have filed a resale registration statement under the Securities
Act of 1933, as amended, and if we are determined to be a so-called "blank
check" company, our shareholder will be required to file a registration
statement under the Securities Act of 1933, as amended, prior to the resale of
the Common Stock, unless there exists a transactional or security exemption for
such sale under the Securities Act of 1933, as amended. Our current shareholder
and participants in any proposed business combination who desire to purchase the
Common Stock should be aware that the we are under no obligation to register the
shares on behalf of our shareholders under the Securities Act of 1933, as
amended.


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     The Company's director and sole has expressed his intention not to engage
in any transactions with respect to the Company's Common Stock except in
connection with or part of or following a business combination resulting in us
no longer being defined as a blank check issuer. This may occur prior to the
filing of the resale registration statement under the Securities and Exchange
Act of 1933, as amended.

     11.  Our Common Stock may be subject to significant restriction on resale
          due to federal penny stock restrictions.

     The Securities and Exchange Commission has adopted rules that regulate
broker or dealer practices in connection with transactions in penny stocks.
Penny stocks generally are equity securities with a price of less than $5.00
(other than securities registered on certain national securities exchanges or
quoted on the Nasdaq system, provided that current price and volume information
with respect to transactions in such securities is provided by the exchange
system). The penny stock rules require a broker or dealer, prior to a
transaction in a penny stock not otherwise exempt from the rules, to deliver a
standardized risk disclosure document prepared by the Securities and Exchange
Commission that provides information about penny stocks and the nature and level
of risks in the penny stock market. The broker or dealer also must provide the
customer with bid and offer quotations for the penny stock, the compensation of
the broker or dealer, and its salesperson in the transaction, and monthly
account statements showing the market value of each penny stock held in the
customer's account. The penny stock rules also require that prior to a
transaction in a penny stock not otherwise exempt from such rules, the broker or
dealer must make a special written determination that a penny stock is a
suitable investment for the purchaser and receive the purchaser's written
agreement to the transaction.

     These disclosure requirements may have the effect of reducing the level of
trading activity in any secondary market for our stock that becomes subject to
the penny stock rules, and accordingly, any shareholder of our Common Stock may
find it difficult to sell his securities, if at all.

ITEM 1B.  UNRESOLVED STAFF COMMENTS.

     We have no unresolved comments from the Staff of the Securities and
Exchange Commission.

ITEM 2.   PROPERTIES.

     We have no properties and at this time we have no agreements to acquire any
properties. We presently occupy office space at 1880 Century Park East, Suite
315, Los Angeles, CA 90067. This space is provided to the Company by Ronald J.
Stauber, our attorney, on a rent free basis, and it is anticipated that this
arrangement will remain until such time as the Company successfully consummates
a merger or acquisition. Management believes that this arrangement will meet the
Company's needs for the foreseeable future.

ITEM 3.   LEGAL PROCEEDINGS.

     There is no litigation pending or threatened by or against the Company.


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

     There have been no matters submitted to the Company's security holders.


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                                     PART II


ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
          ISSUER PURCHASES OF EQUITY SECURITIES.

Market Price.

     There is no trading market for our Common Stock at present and there has
been no trading market to date. Until we have filed a resale registration
statement under the Securities Act of 1933, as amended there is no assurance
that a trading market will ever develop or, if such a market does develop, that
it will continue. After we have filed a resale registration statement under the
Securities Act of 1933, as amended, if required, we intend to request a
broker-dealer to make application to the NASD Regulation, Inc. to have the
Company's securities traded on the OTC Bulletin Board System or published, in
print and electronic media, or either, in the Pink Sheets, LLC "Pink Sheets."

     The Securities and Exchange Commission adopted Rule 15g-9, which
established the definition of a "penny stock," for purposes relevant to the
Company, as any equity security that has a market price of less than $5.00 per
share or with an exercise price of less than $5.00 per share, subject to certain
exceptions. For any transaction involving a penny stock, unless exempt, the
rules require: (i) that a broker or dealer approve a person's account for
transactions in penny stocks; and (ii) the broker or dealer receive from the
investor a written agreement to the transaction, setting forth the identity and
quantity of the penny stock to be purchased. In order to approve a person's
account for transactions in penny stocks, the broker or dealer must (i) obtain
financial information and investment experience and objectives of the person;
and (ii) make a reasonable determination that the transactions in penny stocks
are suitable for that person and that person has sufficient knowledge and
experience in financial matters to be capable of evaluating the risks of
transactions in penny stocks. The broker or dealer must also deliver, prior to
any transaction in a penny stock, a disclosure schedule prepared by the
Commission relating to the penny stock market, which, in highlight form, (i)
sets forth the basis on which the broker or dealer made the suitability
determination; and (ii) that the broker or dealer received a signed, written
agreement from the investor prior to the transaction. Disclosure also has to be
made about the risks of investing in penny stock in both public offering and in
secondary trading, and about commissions payable to both the broker-dealer and
the registered representative, current quotations for the securities and the
rights and remedies available to an investor in cases of fraud in penny stock
transactions. Finally, monthly statements have to be sent disclosing recent
price information for the penny stock held in the account and information on the
limited market in penny stocks.

     For the initial listing in the NASDAQ SmallCap market, a company must have
net tangible assets of $4 million or market capitalization of $50 million or a
net income (in the latest fiscal year or two of the last fiscal years) of
$750,000, a public float of 1,000,000 shares with a market value of $5 million.
The minimum bid price must be $4.00 and there must be 3 market makers. In
addition, there must be 300 shareholders holding 100 shares or more, and the
company must have an operating history of at least one year or a market
capitalization of $50 million.

     For continued listing in the NASDAQ SmallCap market, a company must have
net tangible assets of $2 million or market capitalization of $35 million or a
net income (in the latest fiscal year or two of the last fiscal years) of
$500,000, a public float of 500,000 shares with a market value of $1 million.
The minimum bid price must be $1.00 and there must be 2 market makers. In
addition, there must be 300 shareholders holding 100 shares or more.

     We intend to strongly consider undertaking a transaction with any merger or
acquisition candidate that will allow the Company's securities to be traded
without the aforesaid limitations. However, there can be no assurances that,
upon a successful merger or acquisition, the Company will qualify its securities
for listing on NASDAQ or some other national exchange, or be able to maintain
the maintenance criteria necessary to insure continued listing. The failure of
the Company to qualify its securities or to meet the relevant


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maintenance criteria after such qualification in the future may result in the
discontinuance of the inclusion of the Company's securities on a national
exchange. In such events, trading, if any, in the Company's securities may then
continue in the non-NASDAQ over-the-counter market. As a result, a shareholder
may find it more difficult to dispose of, or to obtain accurate quotations as to
the market value of, the Company's securities.

Holders.

     There is one (1) holder of the Company's Common Stock. On April 30, 2006,
we issued 5,000,000 of our Common Shares (giving effect to a 1000 for 1
split-dividend) for cash at $.001 per share. All of the issued and outstanding
shares of the Company's Common Stock were issued in accordance with the
exemption from registration afforded by Section 4(2) of the Securities Act of
1933, as amended.

Dividends.

     The Company has not paid any cash dividends to date, and has no plans to do
so in the immediate future.

ITEM 6.   SELECTED FINANCIAL DATA.

     Not applicable to smaller reporting companies.

ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

General Plan.

     The Company's business strategy is to be a reporting registrant with the
Securities and Exchange Commission under the 1934 Act and to be available as a
shell to facilitate the financing of private or small public companies.

     Because of the diverse structures used for the transactions which are
negotiated for business combinations, coupled with financing of the resulting
entity, the role of the Company will be unknown until a business combination is
located. We believe that these transactions usually involves a privately
negotiated sale of an issuer's equity security or equity-linked securities to an
investor, wherein the sale is conditioned upon a subsequent resale registration
statement filed with the Securities and Exchange Commission. The privately
negotiated sale involving private companies usually require no disclosures
because they are governed by the guidelines and safe harbor provisions under
Section 4(2) or Regulation D of the Securities Act of 1933, as amended.

     We further believe that certain of the participants in certain transactions
desire the ability to disclose the financing terms and conditions of the
business combination and as the additional participant in the transaction, we
can facilitate such a disclosure. This disclosure is part of our obligation as a
reporting registrant under the 1934 Act. These disclosures will commence upon
the negotiation of the business combination through the closing as compared to
having no disclosures until the resale registration statement if filed with the
Securities and Exchange Commission.

     We further believe that the participants who desire the disclosure can be
divided into the fundamental investors (private equity/venture capital funds,
mutual funds and accredited investors) or technical investors (hedge funds,
arbitrage funds, institutional funds and accredited investors).

     We will not restrict our search to any specific business, industry, or
geographical location and we may participate in a business venture of virtually
any kind or nature. We may seek a business opportunity with investors or with
entities which have recently commenced operations, or which wish to utilize the
public marketplace in order to raise additional capital in order to expand into
new products or markets, to develop a new product or service, or for other
corporate purposes.


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<PAGE>


     We anticipate that the selection of a business opportunity in which to
participate will be complex and extremely risky. Due to general economic
conditions, rapid technological advances being made in some industries and
shortages of available capital, we believe that there are numerous firms seeking
the benefits of an issuer who has complied with the 1934 Act. Such benefits may
include immediate disclosure of relevant factors involving the business
combination, facilitating or improving the terms on which additional equity
financing may be sought, providing liquidity for incentive stock options or
similar benefits to key employees, and providing liquidity (subject to
restrictions of applicable statutes) for all shareholders.

     It is anticipated that we will incur nominal expenses in the implementation
of our business plan described herein. The participate in the proposed business
combination will be required to provide financing. Because we have no capital
with which to pay other minimal anticipated expenses, present management of the
Company will pay these charges with his personal funds, as interest free loans
to the Company or as capital contributions. However, if loans, the only
opportunity which management has to have these loans repaid will be from a
prospective business combination.

Acquisition of Opportunities.

     In implementing a structure for a particular business acquisition, we may
become a party to a merger, consolidation, reorganization, or joint venturer,
with another corporation or entity. We may also acquire stock or assets of an
existing business. On the consummation of a transaction, it is probable that the
present management and sole shareholder of the Company will no longer be in
control of the Company. In addition, our director may, as part of the terms of
the acquisition transaction, resign and be replaced by new directors without a
vote of shareholders and may sell his stock in the Company to the participates,
or either.

     While the actual terms of a transaction to which the Company may be a party
cannot be predicted, it may be expected that the parties to the business
transaction will find it desirable to avoid the creation of a taxable event and
thereby structure the acquisition in a so-called "tax-free" reorganization under
Sections 368(a)(1) or 351 of the Internal Revenue Code. Because of the diverse
structures used for the transactions which are negotiated for business
combinations, coupled with financing of the resulting entity, the role of the
Company will be unknown until a business combination is located. We believe that
these transactions usually involves a privately negotiated sale of an issuer's
equity security or equity-linked securities to an investor, wherein the sale is
conditioned upon a subsequent resale registration statement filed with the
Securities and Exchange Commission.

     We will participate in a business opportunity only after the negotiation
and execution of appropriate written agreements. These will be disclosed in our
filings with the Securities and Exchange Commission. Although the terms of such
agreements cannot be predicted, generally such agreements will require some
specific representations and warranties by all of the parties thereto, will
specify certain events of default, will detail the terms of closing and the
conditions which must be satisfied by each of the parties prior to and after
such closing, will outline the manner of bearing costs, including costs
associated with the Company's attorneys and accountants, will set forth remedies
on default and will include miscellaneous other terms.

     We have no present intent to acquire or merge with any entity which cannot
provide independent audited financial statements at the time of closing of the
proposed transaction and supply other information that is normally disclosed in
filings with the Securities and Exchange Commission. We are subject to all of
the reporting requirements included in the 1934 Act. These rules are intended to
protect investors by deterring fraud and abuse in the securities markets through
the use of shell companies. Included in these requirements is the affirmative
duty of the Company to file independent audited financial statements as part of
its Form 8-K to be filed with the Securities and Exchange Commission upon
consummation of a merger or acquisition, as well as the Company's audited
financial statements included in its annual report on Form 10-K. In addition, in
the filing of the Form 8-K that we file to report an event that causes us to
cease being a shell company, we are required to include that information that is
normally reported by a company in its original Form 10. This information will
usually be available prior to the filing of a resale registration statement
under the Securities and Exchange Act of 1933, as amended.


                                       12


<PAGE>


Accounting for a Business Combination.

     In July 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards "SFAS" No. 141, "Business Combinations" and SFAS
No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires business
combinations initiated after June 30, 2001 to be accounted for using the
purchase method of accounting, and broadens the criteria for recording
intangible assets separate from goodwill. Recorded goodwill and intangibles will
be evaluated against these new criteria and may result in certain intangibles
being subsumed into goodwill, or alternatively, amounts initially recorded as
goodwill may be separately identified an recognized apart from goodwill. SFAS
No. 142 requires the use of a non-amortization approach to account for purchased
goodwill and certain intangibles. Under a non-amortization approach, goodwill
and certain intangibles is more than its fair value. Goodwill is the excess of
the acquisition costs of the acquired entity over the fair value of the
identifiable net assets acquired. The Company is required to test goodwill and
intangible assets that are determined to have an indefinite life for impairments
at least annually. The provisions of SFAS No. 142 require the completion of an
annual impairment test with any impairment recognized in current earnings. The
provisions of SFAS No. 141 and SFAS No. 142 may be applicable to any business
combination that we may enter into in the future.

     We have also been informed that most business combinations will be
accounted for as a reverse acquisition with us being the surviving registrant.
As a result of any business combination, if the acquired entity's shareholders
will exercise control over us, the transaction will be deemed to be a capital
transaction where we are treated as a non-business entity. Therefore, the
accounting for the business combination is identical to that resulting from a
reverse merger, except no goodwill or other intangible assets will be recorded.
For accounting purposes, the acquired entity will be treated as the accounting
acquirer and, accordingly, will be presented as the continuing entity.

Competition.

     We will remain an insignificant participant among the firms that engage in
the acquisition of business opportunities. There are many established venture
capital and financial concerns which have significantly greater financial and
personnel resources and technical expertise than the Company. In view of our
combined extremely limited financial resources and limited management
availability, we will continue to be at a significant competitive disadvantage
compared to our competitors.

Investment Company Act of 1940.

     Although we will be subject to regulation under the Securities Act of 1933,
as amended, and the 1934 Act, our management believes that we will not be
subject to regulation under the Investment Company Act of 1940 insofar as the
Company will not be engaged in the business of investing or trading in
securities. In the event we engage in business combinations that result in the
Company holding passive investment interests in a number of entities, we could
be subject to regulation under the Investment Company Act of 1940. In such
event, we would be required to register as an investment company and could be
expected to incur significant registration and compliance costs. We have
obtained no formal determination from the Securities and Exchange Commission as
to the status of the Company under the Investment Company Act of 1940 and,
consequently, any violation of such Act would subject the Company to material
adverse consequences.

Employees.

     We have no full time or part-time employees. Lawrence M. Simons, Sr., M.D.
anticipates devoting not more than a few hours a week of time to our activities.
Dr. Simons has agreed to allocate a portion of said time to the activities of
the Company, without compensation.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     Not applicable to smaller reporting companies.


                                       13


<PAGE>


ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.









                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A Development Stage Enterprise)


                                DECEMBER 31, 2007
                                DECEMBER 31, 2006



























                                       14


<PAGE>


                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                                    CONTENTS








________________________________________________________________________________

FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm                        1

   Balance Sheets                                                              2

   Statements of Operations                                                    3

   Statements of Stockholders' Deficit                                         4

   Statements of Cash Flows                                                    5

   Notes to Financial Statements                                            6-12
________________________________________________________________________________
















                                       15


<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Board of Directors
Star Financial Direct Placement, Inc.
Las Vegas, Nevada


We have audited the accompanying balance sheets of Star Financial Direct
Placement, Inc. (A Development Stage Enterprise) as of December 31, 2007 and
2006 and the related statements of operations, stockholder's deficit, and cash
flows for the periods then ended and the period April 19, 2006 (inception)
through December 31, 2007. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Star Financial Direct
Placement, Inc. (A Development Stage Enterprise) as of December 31, 2007 and
2006 and the results of its operations and cash flows for periods then ended and
the period April 19, 2006 (inception) through December 31, 2007, in conformity
with U.S. generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 1 to the
financial statements, the Company has limited operations and has no established
source of revenue. This raises substantial doubt about its ability to continue
as a going concern. Management's plan in regard to these matters is also
described in Note 1. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.






Kyle L. Tingle, CPA, LLC


March 25, 2008
Las Vegas, Nevada


                                       16


<PAGE>

<TABLE>
<CAPTION>

                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                                 BALANCE SHEETS

                                                       December 31,     December 31,
                                                               2007             2006
                                                       ____________     ____________
<S>                                                    <C>              <C>
                                     ASSETS

CURRENT ASSETS
     Cash                                              $      5,000     $      5,000
                                                       ____________     ____________

            Total current assets                       $      5,000     $      5,000
                                                       ____________     ____________

                   Total assets                        $      5,000     $      5,000
                                                       ============     ============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
     Accounts payable                                  $     25,488     $     27,138
     Officers advances                                        6,304            1,166
                                                       ____________     ____________

            Total current liabilities                  $     31,792     $     28,304
                                                       ____________     ____________

STOCKHOLDERS' DEFICIT
        Preferred stock: $.001 par value;
        authorized 4,000,000 shares; no shares
        issued or outstanding

     Common stock: $.001 par value;
        authorized 100,000,000 shares; issued
        and outstanding:  5,000,000 shares at
        December 31, 2007 and December 31, 2006               5,000            5,000
     Accumulated deficit during development stage           (31,792)          (28,304)
                                                       ____________     ____________

            Total stockholders' deficit                $    (26,792)    $    (23,304)
                                                       ____________     ____________

                   Total liabilities and
                   stockholders' deficit               $      5,000     $      5,000
                                                       ============     ============


                 See Accompanying Notes to Financial Statements.

</TABLE>

                                       17


<PAGE>

<TABLE>
<CAPTION>

                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                            STATEMENTS OF OPERATIONS

                                                                          Apr. 19, 2006
                                     Year Ended         Year Ended       (inception) to
                                   December 31,       December 31,         December 31,
                                           2007               2006                 2007
                                   ____________       ____________       ______________
<S>                                <C>                <C>                <C>

Revenues                           $          0       $          0       $            0

Cost of revenue                               0                  0                    0
                                   ____________       ____________       ______________

           Gross profit            $          0       $          0       $            0
General, selling and
   administrative expenses                3,488             26,654               31,792
                                   ____________       ____________       ______________
           Operating loss          $     (3,488)      $    (26,654)      $      (31,792)

Nonoperating income (expense)                 0                  0                    0
                                   ____________       ____________       ______________

   Net loss                        $     (3,488)      $    (26,654)      $      (31,792)
                                   ============       ============       ==============


   Net loss per share, basic
   and diluted                     $      (0.00)      $      (0.00)      $        (0.01)
                                   ============       ============       ==============

   Average number of shares
   of common stock outstanding        5,000,000          5,000,000            5,000,000
                                   ============       ============       ==============


                 See Accompanying Notes to Financial Statements.

</TABLE>

                                       18


<PAGE>

<TABLE>
<CAPTION>

                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                       STATEMENTS OF STOCKHOLDERS' DEFICIT

                                                              Accumulated
                                                                Deficit
                                       Common Stock             During
                                   ____________________       Development
                                    Shares       Amount         Stage             Total
                                   _________     ______       ___________       __________
<S>                                    <C>       <C>          <C>               <C>

April 30,2006, issue
  common stock                         5,000     $5,000       $         0       $    5,000
December 31, 2006, forward
      stock  1,000:1               4,500,000
Net loss, December 31, 1996                                       (28,304)         (28,304)
                                   _________     ______       ___________       __________
Balance, December 31, 1996         5,000,000     $5,000       $   (28,304)      $  (26,654)

Net loss, December 31, 2007                                        (3,438)          (3,488)
                                   _________     ______       ___________       __________
Balance, December 31, 2007         5,000,000     $5,000       $   (31,792)      $  (31,792)
                                   =========     ======       ===========       ==========


                 See Accompanying Notes to Financial Statements.

</TABLE>

                                       19


<PAGE>

<TABLE>
<CAPTION>

                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                            STATEMENTS OF CASH FLOWS

                                                                                                   Apr. 19, 2006
                                                                Year Ended        Year Ended      (inception) to
                                                              December 31,      December 31,        December 31,
                                                                      2007              2006                2007
                                                              ____________      ____________      ______________
<S>                                                           <C>               <C>               <C>

Cash Flows From
Operating Activities
    Net loss                                                  $     (3,488)     $    (28,304)     $      (31,792)
    Adjustments to reconcile net loss
    to cash used in operating activities:
   Changes in assets and liabilities
    Increase (decrease) in accounts payable                         (1,650)           27,138              25,488
                                                              ____________      ____________      ______________

         Net cash used in
            operating activities                              $     (5,138)     $     (1,166)     $       (6,304)
                                                              ____________      ____________      ______________

Cash Flows From
Investing Activities                                          $          0      $          0      $            0
                                                              ____________      ____________      ______________

Cash Flows From
Financing Activities
    Issuance of common stock                                  $          0      $      5,000      $        5,000
    Increase in officer advances                                     5,138             1,166               6,304
                                                              ____________      ____________      ______________

         Net cash provided by
            financing activities                              $          0      $      6,166      $       11,304
                                                              ____________      ____________      ______________

         Net increase (decrease)
            in cash                                           $          0      $      5,000      $        5,000

Cash, beginning of period                                            5,000                 0      $          0
                                                              ____________      ____________      ______________

Cash, end of period                                           $      5,000      $      5,000      $        5,000
                                                              ============      ============      ==============


Supplemental Information and Non-monetary Transactions:

Interest paid                                                 $          0      $          0      $            0
                                                              ============      ============      ==============

Taxes paid                                                    $          0      $          0      $            0
                                                              ============      ============      ==============


                 See Accompanying Notes to Financial Statements.

</TABLE>

                                       20


<PAGE>

                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS:

Star Financial Direct Placement, Inc. ("Company") was organized April 19, 2006
as Flickering Star Financial, Inc. under the laws of the State of Delaware. On
September 13, 2006, the Delaware Secretary of State certified the amended
Articles of Incorporation changing the name to Star Financial Direct Placement,
Inc. The Company currently has no operations and, in accordance with Statement
of Financial Accounting Standard (SFAS) No. 7, "ACCOUNTING AND REPORTING BY
DEVELOPMENT STAGE ENTERPRISES," is considered a Development Stage Enterprise.

A SUMMARY OF THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES IS AS FOLLOWS:

ESTIMATES

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

CASH

For the Statements of Cash Flows, all highly liquid investments with maturity of
three months or less are considered to be cash equivalents. There were no cash
equivalents as of December 31, 2007 and December 31, 2006.

INCOME TAXES

Income taxes are provided for using the liability method of accounting in
accordance with SFAS No. 109 "ACCOUNTING FOR INCOME TAXES," and clarified by FIN
48, "ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES--AN INTERPRETATION OF FASB
STATEMENT NO. 109." A deferred tax asset or liability is recorded for all
temporary differences between financial and tax reporting. Temporary differences
are the differences between the reported amounts of assets and liabilities and
their tax basis. Deferred tax assets are reduced by a valuation allowance when,
in the opinion of management, it is more likely than not that some portion or
all of the deferred tax assets will not be realized. Deferred tax assets and
liabilities are adjusted for the effect of changes in tax laws and rates on the
date of enactment.

SHARE BASED EXPENSES

In December 2004, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 123R "SHARE BASED PAYMENT." This statement is a revision to SFAS 123 and
supersedes Accounting Principles Board (APB) Opinion No. 25, "ACCOUNTING FOR
STOCK ISSUED TO EMPLOYEES," and amends FASB Statement No. 95, "STATEMENT OF CASH
FLOWS." This statement requires a public entity to expense the cost of employee
services received in exchange for an award of equity instruments. This statement
also provides guidance on valuing and expensing these awards, as well as
disclosure requirements of these equity arrangements. The Company adopted SFAS
No. 123R upon creation of the company and expenses share based costs in the
period incurred.


                                       21


<PAGE>


                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

GOING CONCERN

The Company's financial statements are prepared in accordance with generally
accepted accounting principles applicable to a going concern. This contemplates
the realization of assets and the liquidation of liabilities in the normal
course of business. Currently, the Company does not have cash, nor material
assets, nor does it have operations or a source of revenue sufficient to cover
its operation costs and allow it to continue as a going concern. The Company
will be dependent upon the raising of additional capital through placement of
our common stock in order to implement its business plan, or merge with an
operating company. There can be no assurance that the Company will be successful
in either situation in order to continue as a going concern. The officers and
directors have committed to advancing certain operating costs of the Company.

RECENT ACCOUNTING PRONOUNCEMENTS

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements" (SFAS
157). SFAS 157 provides guidance for using fair value to measure assets and
liabilities. SFAS 157 addresses the requests from investors for expanded
disclosure about the extent to which companies measure assets and liabilities at
fair value, the information used to measure fair value and the effect of fair
value measurements on earnings. SFAS 157 applies whenever other standards
require (or permit) assets or liabilities to be measured at fair value, and does
not expand the use of fair value in any new circumstances. SFAS 157 is effective
for financial statements issued for fiscal years beginning after November 15,
2007 and will be adopted by the Company in the first quarter of fiscal year
2009. We do not expect that the adoption of SFAS 157 will have a material impact
on our financial condition or results of operations.

In September 2006, the FASB issued SFAS No. 158, "Employers' Accounting for
Defined Benefit Pension and Other Postretirement Plans" ("SFAS No. 158"). SFAS
No. 158 requires companies to recognize in their statement of financial position
an asset for a plan's overfunded status or a liability for a plan's underfunded
status and to measure a plan's assets and its obligations that determine its
funded status as of the end of the company's fiscal year. Additionally, SFAS No.
158 requires companies to recognize changes in the funded status of a defined
benefit postretirement plan in the year that the changes occur and those changes
will be reported in comprehensive income. The provision of SFAS No. 158 that
will require us to recognize the funded status of our postretirement plans, and
the disclosure requirements, will be effective for us as of December 31, 2006.
We do not expect that the adoption of SFAS No. 158 will have a material impact
on our consolidated financial statements.

In February 2007, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 159, "The Fair Value Option for Financial
Assets and Financial Liabilities - Including an amendment of FASB Statement No.
115" (hereinafter "SFAS No. 159"). This statement permits entities to choose to
measure many financial instruments and certain other items at fair value. The
objective is to improve financial reporting by providing entities with the
opportunity to mitigate volatility in reported earnings caused by measuring
related assets and liabilities differently without having to apply complex hedge
accounting provisions. This statement is expected to expand the use of fair
value measurement, which is consistent with the Board's long-term measurement
objectives for accounting for financial instruments. This statement is effective
as of the beginning of an entity's first fiscal year that begins after November


                                       22


<PAGE>


                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                          NOTES TO FINANCIAL STATEMENTS


NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

15, 2007, although earlier adoption is permitted. Management has not determined
the effect that adopting this statement would have on the Company's financial
condition or results of operations.

In December 2007, the FASB issued SFAS 141(R), "Business Combinations-- a
replacement of FASB Statement No. 141." This Statement replaces SFAS 141,
"Business Combinations," and requires an acquirer to recognize the assets
acquired, the liabilities assumed, including those arising from contractual
contingencies, any contingent consideration, and any noncontrolling interest in
the acquiree at the acquisition date, measured at their fair values as of that
date, with limited exceptions specified in the statement. SFAS 141(R) also
requires the acquirer in a business combination achieved in stages (sometimes
referred to as a step acquisition) to recognize the identifiable assets and
liabilities, as well as the noncontrolling interest in the acquiree, at the full
amounts of their fair values (or other amounts determined in accordance with
SFAS 141(R)). In addition, SFAS 141(R)'s requirement to measure the
noncontrolling interest in the acquiree at fair value will result in recognizing
the goodwill attributable to the noncontrolling interest in addition to that
attributable to the acquirer. SFAS 141(R) amends SFAS No. 109, "Accounting for
Income Taxes," to require the acquirer to recognize changes in the amount of its
deferred tax benefits that are recognizable because of a business combination
either in income from continuing operations in the period of the combination or
directly in contributed capital, depending on the circumstances. It also amends
SFAS 142, "Goodwill and Other Intangible Assets," to, among other things,
provide guidance on the impairment testing of acquired research and development
intangible assets and assets that the acquirer intends not to use. SFAS 141(R)
applies prospectively to business combinations for which the acquisition date is
on or after the beginning of the first annual reporting period beginning on or
after December 15, 2008. We are currently assessing the potential impact that
the adoption of SFAS 141(R) could have on our financial statements.

In December 2007, the FASB issued SFAS 160, "Noncontrolling Interests in
Consolidated Financial Statements." SFAS 160 amends Accounting Research Bulletin
51, "Consolidated Financial Statements," to establish accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also clarifies that a noncontrolling
interest in a subsidiary is an ownership interest in the consolidated entity
that should be reported as equity in the consolidated financial statements. SFAS
160 also changes the way the consolidated income statement is presented by
requiring consolidated net income to be reported at amounts that include the
amounts attributable to both the parent and the noncontrolling interest. It also
requires disclosure, on the face of the consolidated statement of income, of the
amounts of consolidated net income attributable to the parent and to the
noncontrolling interest. SFAS 160 requires that a parent recognize a gain or
loss in net income when a subsidiary is deconsolidated and requires expanded
disclosures in the consolidated financial statements that clearly identify and
distinguish between the interests of the parent owners and the interests of the
noncontrolling owners of a subsidiary. SFAS 160 is effective for fiscal periods,
and interim periods within those fiscal years, beginning on or after December
15, 2008. We are currently assessing the potential impact that the adoption of
SFAS 141(R) could have on our financial statements.


                                       23


<PAGE>


                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2.  STOCKHOLDERS' EQUITY

COMMON STOCK

The authorized common stock of the Company consists of 100,000,000 shares with
par value of $0.001 and 4,000,000 shares of preferred stock with a par value of
$0.001. On April 30, 2006 the Company authorized and issued 5,000 shares of its
$0.001 par value common stock in consideration of $5,000 in cash.

On December 31, 2006, the Company's shareholders approved a forward split of its
common stock at one thousand shares for one share of the existing shares. The
number of common stock shares outstanding increased from 5,000 to 5,000,000.
Prior period information has been restated to reflect the stock split.

The Company has no issued or outstanding preferred stock.

NET LOSS PER COMMON SHARE

Net loss per share is calculated in accordance with SFAS No. 128, "EARNINGS PER
SHARE." The weighted-average number of common shares outstanding during each
period is used to compute basic loss per share. Diluted loss per share is
computed using the weighted averaged number of shares and dilutive potential
common shares outstanding. Dilutive potential common shares are additional
common shares assumed to be exercised.

Basic net loss per common share is based on the weighted average number of
shares of common stock outstanding of 5,000,000 during 2007, and since
inception. As of December 31, 2007 and since inception, the Company had no
dilutive potential common shares.

NOTE 3.  INCOME TAXES

We did not provide any current or deferred U.S. federal income tax provision or
benefit for any of the periods presented because we have experienced operating
losses since inception. Per Statement of Accounting Standard No. 109 -
Accounting for Income Tax and FASB Interpretation No. 48 - Accounting for
Uncertainty in Income Taxes an interpretation of FASB Statement No.109, when it
is more likely than not that a tax asset cannot be realized through future
income the Company must allow for this future tax benefit. We provided a full
valuation allowance on the net deferred tax asset, consisting of net operating
loss carryforwards, because management has determined that it is more likely
than not that we will not earn income sufficient to realize the deferred tax
assets during the carryforward period.

All tax returns have been filed. There are no open tax years.


                                       24


<PAGE>


                      STAR FINANCIAL DIRECT PLACEMENT, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                          NOTES TO FINANCIAL STATEMENTS


The components of the Company's deferred tax asset as of December 31, 2007 and
2006 are as follows:

                                                2007         2006
                                           _________     ________
     Net operating loss carryforward       $  11,127     $  9,906
     Valuation allowance                     (11,127)      (9,906)
                                           _________     ________

     Net deferred tax asset                $       0     $      0
                                           =========     ========


A reconciliation of income taxes computed at the statutory rate to the income
tax amount recorded is as follows:

                                                                          Since
                                                2007         2006     Inception
                                           _________     ________     _________

     Tax at statutory rate (34%)           $   1,221     $  9,906     $  11,127
     Increase in valuation allowance          (1,221)      (9,906)      (11,127)
                                           _________     ________     _________

     Net deferred tax asset                $       0     $      0     $       0
                                           =========     ========     =========


The net federal operating loss carry forward will expire between 2026 and 2027.
This carry forward may be limited upon the consummation of a business
combination under IRC Section 381.


NOTE 4.  RELATED PARTY TRANSACTIONS

The Company neither owns nor leases any real or personal property. An officer or
resident agent of the corporation provides office services without charge. Such
costs are immaterial to the financial statements and accordingly, have not been
reflected therein. The officers and directors for the Company are involved in
other business activities and may, in the future, become involved in other
business opportunities. If a specific business opportunity becomes available,
such persons may face a conflict in selecting between the Company and their
other business interest. The Company has not formulated a policy for the
resolution of such conflicts. As of December 31, 2007 and December 31, 2006, the
company owed officers $6,304 and $1,166 respectively.

NOTE 5.  WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common stock of the Company.


                                       25


<PAGE>


ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
          FINANCIAL DISCLOSURE.

     None


ITEM 9A.  CONTROLS AND PROCEDURES.

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

     Under the supervision and with the participation of our management,
including our principal executive officer and principal financial officer, we
conducted an evaluation of our disclosure controls and procedures, as such term
is defined under Rule 13a-15(e) promulgated under the 1934 Act or the 1934 Act.
Based on this evaluation, our principal executive officer and our principal
financial officer concluded that our disclosure controls and procedures were
effective as of the end of the period covered by this annual report.

Management's Report on Internal Control Over Financial Reporting

     Our management is responsible for establishing and maintaining adequate
internal control over financial reporting, as such term is defined in 1934 Act
Rule 13a-15(f). Under the supervision and with the participation of our
management, including our President and Chief Executive Officer and Chief
Financial Officer, we conducted an evaluation of the effectiveness of our
internal control over financial reporting based on the framework in INTERNAL
CONTROL - INTEGRATED FRAMEWORK issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on our evaluation under the
framework in INTERNAL CONTROL -- INTEGRATED FRAMEWORK, our management concluded
that our internal control over financial reporting was effective as of December
31, 2007.

Changes in Internal Control Over Financial Reporting

     There was no change in our internal control over financial reporting during
our most recent fiscal quarter that has materially affected, or is reasonably
likely to materially affect, our internal controls over financial reporting.

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of Star Financial Direct Placement, Inc.

     We have audited Star Financial Direct Placement, Inc.'s internal control
over financial reporting as of December 31, 2007, based on criteria established
in Internal Control--Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (the COSO criteria). Las Palmas Mobile
Estates's management is responsible for maintaining effective internal control
over financial reporting, and for its assessment of the effectiveness of
internal control over financial reporting included in the accompanying
Management's Report on Internal Control Over Financial Reporting. Our
responsibility is to express an opinion on the company's internal control over
financial reporting based on our audit.

     We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether
effective internal control over financial reporting was maintained in all
material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material weakness
exists, testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk, and performing such other
procedures as we consider necessary in the circumstances. We believe that our
audit provides a reasonable basis for our opinion.

     A company's internal control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles. A company's internal control over


                                       26


<PAGE>


financial reporting includes those policies and procedures that (1) pertain to
the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company; (2)
provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are
being made only in accordance with authorizations of management and directors of
the company; and (3) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of the company's
assets that could have a material effect on the financial statements.

     Because of its inherent limitations, internal control over financial
reporting may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

     In our opinion, Star Financial Direct Placement, Inc. maintained, in all
material respects, effective internal control over financial reporting as of
December 31, 2007, based on the COSO criteria.

     We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), the balance sheets as of
December 31, 2007 and 2006, and the related statements of operations,
stockholders' equity and cash flows for each of the three years in the period
ended December 31, 2007 of Star Financial Direct Placement, Inc. and our report
dated March 25, 2008 expressed a qualified opinion on matters other than those
involving controls and procedures.

Very truly yours,

/s/  KYLE L. TINGLE, CPA
________________________
     Kyle L. Tingle, CPA


ITEM 9B.  OTHER INFORMATION.

     We have no information that we would have been required to disclose in a
report on Form 8-K during a fourth quarter of the year covered by this Form
10-K.


                                    PART III


ITEM 10.  DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.

     Our director and sole officer (and our promoter, affiliate and control
person) is as follows:

             Name                  Age           Position
            _________________________________________________________

            Lawrence M. Simons,     51           President/Secretary/
            Sr., M.D.                            Treasurer/Director

     Our sole officer and director will serve until the next annual meeting of
the shareholders or until his death, resignation, retirement, removal, or
disqualification, or until the successors have been duly elected and qualified.

     Our bylaws and Delaware law provides that vacancies in the existing Board
of Directors may be filled by majority vote of the remaining Directors. Officers
of the Company serve at the will of the Board of Directors.

     There are no agreements or understandings for any officer or director to
resign at the request of another person and no officer or director is acting on
behalf of or will act at the direction of any other person.


                                       27


<PAGE>


Resume.

Lawrence M. Simons, Sr., M.D.

     Lawrence M. Simons, Sr., M.D. earned his medical degree in 1983 and
completed his residency in 1985. From 1985 until the present, Dr. Simons has
been a practicing physician. From 1989 through the present, Dr. Simons has been
engaged in both a general practice with an emphasis on pain management. From
1989 through 2000, he also practiced anesthesiology. Dr. Simons is knowledgeable
in private and public financing of business.

Other Offerings.

     Lawrence M. Simons, Sr., M.D. has not been a director, officer, promoter,
control person or affiliate in any blank check offering, blind pool offering or
shell company.

Conflicts of Interest.

     Our sole officer and director may become associated with other firms
involved in a range of business activities. Consequently, there are potential
inherent conflicts of interest in acting as our officer and director. Insofar as
the officer and director is engaged in other business activities, we anticipate
that he will devote only a minor amount of time to our affairs.

     Our officer and director may in the future become a shareholder, officer or
director of other companies which may be engaged in business activities similar
to those conducted by the Company. Accordingly, additional direct conflicts of
interest may arise in the future with respect to said individuals acting on
behalf of the Company or other entities. Moreover, additional conflicts of
interest may arise with respect to opportunities which come to the attention of
said individual in the performance of his duties or otherwise. We do not
currently have a right of first refusal pertaining to opportunities that come to
management's attention insofar as such opportunities may relate to the Company's
proposed business operations.

     Our officer and director is, so long as he is an officer or a director of
the Company, subject to the restriction that all opportunities contemplated by
the Company's plan of operation which come to his attention, either in the
performance of his duties or in any other manner, will be considered
opportunities of, and be made available to the Company and the companies that he
is affiliated with on an equal basis. A breach of this requirement will be a
breach of the fiduciary duties of the officer or director.

     We have not adopted any other conflict of interest policy with respect to
such transactions.

ITEM 11.  EXECUTIVE COMPENSATION.

     Lawrence M. Simons, Sr., M.D. has not received any compensation for
services rendered to the Company, nor is he to receive such compensation in the
future.

     It is possible that persons associated with management may refer a
prospective merger or acquisition candidate to the Company. Our officer and
director will not receive any finders fee, either directly or indirectly, as a
result of his efforts to implement the Company's business plan outlined herein.

     We have no retirement, pension, profit sharing, stock option or insurance
programs or other similar programs for the benefit of its employees.


                                       28


<PAGE>


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
          RELATED STOCKHOLDER MATTERS.

Security Ownership of Certain Beneficial Owners.

     The following table sets forth the security and beneficial ownership for
each class of our equity securities for any person who is known to be the
beneficial owner of more than five (5%) percent of the Company.


                         Name and                   Amount and
                        Address of                  Nature of
                        Beneficial                  Beneficial     Percent
Title of Class           Owner                       Owner        of Class
____________________________________________________________________________

Common            Lawrence M. Simons,                Record         100%
                  Sr., M.D.                          5,000,000
                  11901 W. 109th St.
                  Overland Park Kansas 66210

Common            Sole Officer and                   5,000,000      100%
                  Director as a Group
                  (1 individual)

     The total of the Company's outstanding Common Shares are held by one (1)
person.

Security Ownership of Management.

     The following table sets forth the ownership for each class of equity
securities of the Company owned beneficially and of record by our sole director
and officer.

                         Name and                   Amount and
                        Address of                  Nature of
                        Beneficial                  Beneficial     Percent
Title of Class           Owner                       Owner        of Class
____________________________________________________________________________

Common            Lawrence M. Simons,                Record         100%
                  Sr., M.D.                          5,000,000
                  11901 W. 109th St.
                  Overland Park Kansas 66210

Common            Sole Officer and                   5,000,000      100%
                  Director as a Group
                  (1 individual)

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
          INDEPENDENCE.

     There have been no related party transactions, or any other transactions or
relationships required to be disclosed pursuant to Item 404 of Regulation S-B.

     Lawrence M. Simons, Sr., M.D. has agreed to provide the necessary funds,
without interest, for the Company to comply with the 1934 Act provided that he
is an officer and director of the Company when the obligation is incurred. All
advances will be interest-free.

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit and Non-Audit Fees

                           Fiscal Year Ended
                              December 31,
_______________________________________________

                          2007            2006
_______________________________________________

Audit Fees               $3,150          $1,350

Audit Related Fees         None            None

Tax Fees                    300             125

All Other Fees             None            None

     Pre Approval of Services by the Independent Auditor

The Board of Directors has established policies and procedures for the approval
and pre approval of audit services and permitted non-audit services. The Board
has the responsibility to engage and terminate the Company's independent
registered public accountants, to pre-approve their performance of audit
services and permitted non-audit services and to review with the Company's
independent registered public accountants their fees and plans for all auditing
services. All services provided by and fees paid to Kyle A. Tingle in 2007 were
pre-approved by the Board of Directors.


                                       29


<PAGE>


ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

     There are no reports on Form 8-K incorporated herein by reference.

     The following documents are filed as part of this report:

                  23.1 Consent of Kyle L. Tingle, CPA.

                  31.1 Certification of Chief Executive Officer.

                  31.2 Certification of Chief Financial Officer.

                  32.1 Section 906 Certification.

                  32.2 Section 906 Certification.




























                                       30


<PAGE>


                                   SIGNATURES


     Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Company has duly caused this Form 10-KSB to be signed on its behalf
by the undersigned, thereunto duly authorized.



Date:  April 10, 2008              STAR FINANCIAL DIRECT PLACEMENT, INC.



                                   By: /s/ LAWRENCE M. SIMONS, SR., M.D.
                                   _____________________________________________
                                           Lawrence M. Simons, Sr., M.D.
                                           President, Vice President, Secretary
                                           and Treasurer (Chief Financial
                                           Officer) and sole Director


     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.


Date: April 10, 2008               STAR FINANCIAL DIRECT PLACEMENT, INC.



                                   By: /s/ LAWRENCE M. SIMONS, SR., M.D.
                                   _____________________________________________
                                           Lawrence M. Simons, Sr., M.D.
                                           President, Vice President, Secretary
                                           and Treasurer (Chief Financial
                                           Officer) and sole Director







                                       31