UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM
10-K  [X] ANNUAL
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the
fiscal year ended December 31, 2008  [
 ] TRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For
transition period ___ to ____  Commission file number: 000-33399  NOVA STAR INNOVATIONS, INC. (Exact
name of registrant as specified in its charter) Nevada
(State
or other jurisdiction of incorporation or organization)
01-0437914
(I.R.S.
Employer Identification No.)#281,
369 East 900 South, Salt Lake City, Utah
(Address
of principal executive offices)
84111
(Zip
Code)  Registrants
telephone number, including area code:  (801) 323-2395  Securities registered
under Section 12(b) of the Exchange Act:  None  Securities registered
under Section 12(g) of the Exchange Act:  Common Stock  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 Exchange Act.      Yes [
  ]   No [X]  Indicate by check
mark whether the registrant (1) 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 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 10-K.
        [  ]  1   Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company: Large
accelerated filer [  ]
Non-accelerated
filer [  ]
Accelerated
filed [  ]
Smaller
reporting company [X]  Indicate by check
mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).    Yes [X]   No [   ]  The registrant did
not have an active trading market for its common stock as of the end of its most
recently completed second fiscal quarter; therefore, an aggregate market value
of shares of voting and non-voting stock held by non-affiliates cannot be
determined.  The number of shares
outstanding of the registrants common stock as of March 2, 2009 was
18,000,000.  Documents
incorporated by reference:  None  TABLE
OF CONTENTS  PART
I Item
1.  Business 3 Item
2.  Properties 6 Item
3.  Legal Proceedings 6 Item
4.  Submission of Matters to a Vote of Security Holders 6  PART
II Item 5.  Market
for Registrants Common Equity, Related Stockholder Matters and
Issuer Purchases of Equity Securities 6 Item
6.  Selected Financial Data 7 Item
7.  Managements Discussion and Analysis of Financial Condition and Results
of Operations 7 Item
8.  Financial Statements and Supplementary Data 8 Item
9.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure 20 Item
9A(T).  Controls and Procedures 20 Item
9B.  Other Information 21  PART
III Item
10.  Directors, Executive Officers and Corporate Governance 21 Item
11.  Executive Compensation 22 Item 12.
 Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters 22 Item
13.  Certain Relationships and Related Transactions, and Director
Independence 23 Item
14.  Principal Accounting Fees and Services 23  PART
IV Item
15.  Exhibits, Financial Statement Schedules 24 Signatures 25    2   In
this report references to Nova Star, we, us, and our refer to Nova Star
Innovations, Inc.  FORWARD LOOKING STATEMENTS  The Securities and
Exchange Commission (SEC) encourages companies to disclose forward-looking
information so that investors can better understand future prospects and make
informed investment decisions.  This report contains these types of
statements.  Words such as may, expect, believe, anticipate,
estimate, project, or continue or comparable terminology used in
connection with any discussion of future operating results or financial
performance identify forward-looking statements.  You are cautioned not to
place undue reliance on the forward-looking statements, which speak only as of
the date of this report.  All forward-looking statements reflect our
present expectation of future events and are subject to a number of important
factors and uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements.  PART I  ITEM
1.  BUSINESS  Historical
Development  Nova Star
Innovations, Inc. was incorporated in the state of Maine on April 25, 1986 as
Hystar Aerospace Marketing Corporation of Maine (Hystar-Maine).  Hystar
Maine was the wholly-owned subsidiary of Nautilus Entertainment, Inc., (now
called VIP Worldnet, Inc.), a Nevada corporation.  Hystar-Maine was formed
to lease, sell and market the Hystar airship, a heavy-lift airship, and the
Burket Mill, a waste milling device.  However, the venture was found to be
cost prohibitive and Hystar-Maine ceased such activities in 1986.  On April
11, 2001, Hystar-Maine completed a change of domicile merger with Nova Star
Innovations, Inc. for the sole purpose of changing Hystar-Maines domicile to
the state of Nevada.  Our
Plan  Our business plan is
to seek, investigate, and, if warranted, acquire an interest in a business
opportunity.  Our acquisition of a business opportunity may be made by
merger, exchange of stock, or otherwise.  We have very limited sources of
capital, and we probably will only be able to take advantage of one business
opportunity.  As of the date of this filing we have not identified any
business opportunity that we plan to pursue, nor have we reached any preliminary
or definitive agreements or understandings with any person concerning an
acquisition or merger.  The current economy
creates more challenges for the success of our business plan.  With the
inconsistency of the stock market, the general lack of investor confidence and
the uncertainty related to the future global economy, management believes that
equity investments and transactions may be less attractive then they have been
in the past.  However, management believes that it is possible, if not
probable, for a company like ours, without many assets or liabilities, to
negotiate a merger or acquisition with a viable private company.  The
opportunity arises principally because of the expensive legal and accounting
fees and the length of time associated with the registration process of going
public.  But if the global  economy continues to decline, then it is
very possible that there would be little or no economic value for another
company to enter into a transaction with Nova Star.  Our search for a
business opportunity will not be limited to any particular geographical area or
industry and includes both U.S. and international companies.  Our
management has unrestricted discretion in  3   seeking
and participating in a business opportunity, subject to the availability of such
opportunities, economic conditions and other factors.  Our management
believes that companies who desire a public market to enhance liquidity for
current stockholders, or plan to acquire additional assets through issuance of
securities rather than for cash, will be potential merger or acquisition
candidates.  The selection of a
business opportunity in which to participate is complex and extremely risky and
will be made by management in the exercise of their business judgement.
 Our activities are subject to several significant risks which arise
primarily as a result of the fact that we have no specific business plan and may
acquire or participate in a business opportunity based on the decision of
management which will, in all probability, act without consent, vote, or
approval of our stockholders.  We cannot assure you that we will be able to
identify and merge with or acquire any business opportunity which will
ultimately prove to be beneficial to us and our stockholders.  Should a
merger or acquisition prove unsuccessful, it is possible management may decide
not to pursue further acquisition activities and management may abandon our
search and we may become dormant or be dissolved.  It is possible that
the range of business opportunities that might be available for consideration by
us could be limited by the fact that our common stock is not listed to trade on
any market.  We cannot assure you that a market will develop or that a
stockholder will be able to liquidate his/her/its investments without
considerable delay, if at all.  If a market develops, our shares will
likely be subject to the rules of the Penny Stock Suitability Reform Act of
1990.  The liquidity of penny stock is affected by specific disclosure
procedures required by that Act to be followed by all broker-dealers, including
but not limited to, determining the suitability of the stock for a particular
customer, and obtaining a written agreement from the customer to purchase the
stock.  This rule may affect the ability of broker-dealers to sell our
securities and may affect the ability of purchasers to sell our securities in
any market.  Investigation
and Selection of Business Opportunities  We anticipate that
business opportunities will come to our attention from various sources,
including our officers and directors, our stockholders, professional advisors,
such as attorneys and accountants, securities broker-dealers, investment banking
firms, venture capitalists, members of the financial community and others who
may present unsolicited proposals.  Management expects that prior personal
and business relationships may lead to contacts with these various sources.  Our management will
analyze the business opportunities; however, none of our management are
professional business analysts.  (See Part III, Item 10, below.)  Our
management has had no experience with mergers and acquisitions of business
opportunities and has not been involved with an initial public offering.
 Due to managements limited experience with these types of transactions,
they may rely on promoters or their affiliates, principal stockholders or
associates to assist in the investigation and selection of business
opportunities.  Certain conflicts of
interest exist or may develop between us and our executive officers and
directors.  Our management has other business interests to which they
currently devote attention, which include their primary employment.  Our
management may be expected to continue to devote their attention to these other
business interests although management time should be devoted to our business.
 As a result, conflicts of interest may arise that can be resolved only
through their exercise of judgment in a manner which is consistent with their
fiduciary duties to us.     4   A
decision to participate in a specific business opportunity may be made upon our
managements analysis of: · the
quality of the business opportunitys management and personnel, · the
anticipated acceptability of its new products or marketing concept, · the
merit of its technological changes, · the
perceived benefit that it will derive from becoming a publicly held entity, and · numerous
other factors which are difficult, if not impossible, to analyze through the
application of any objective criteria.  No one factor
described above will be controlling in the selection of a business opportunity.
 Management will attempt to analyze all factors appropriate to each
opportunity and make a determination based upon reasonable investigative
measures and available data.  Potential business opportunities may occur in
many different industries and at various stages of development.  Thus, the
task of comparative investigation and analysis of such business opportunities
will be extremely difficult and complex.  Potential investors must
recognize that because of our limited capital available for investigation and
managements limited experience in business analysis, we may not discover or
adequately evaluate adverse facts about the business opportunity to be
acquired.  In many instances, we
anticipate that the historical operations of a specific business opportunity may
not necessarily be indicative of the potential for the future because of the
possible need to substantially shift marketing approaches, significantly expand
operations, change product emphasis, change or substantially augment management,
or make other changes.  We will be dependent upon the owners of a business
opportunity to identify any such problems which may exist and to implement, or
be primarily responsible for, the implementation of required changes.  Form of
Acquisition  We cannot predict the
manner in which we may participate in a business opportunity.  Specific
business opportunities will be reviewed as well as our needs and desires and
those of the promoters of the opportunity.  The legal structure or method
deemed by management to be suitable will be selected based upon our review and
our relative negotiating strength.  Such methods may include, but are not
limited to, leases, purchase and sale agreements, licenses, joint ventures and
other contractual arrangements.  We may act directly or indirectly through
an interest in a partnership, corporation or other forms of organization.
 We may be required to merge, consolidate or reorganize with other
corporations or forms of business organizations. In addition, our present
management and stockholders most likely will not have control of a majority of
our voting shares following a merger or reorganization transaction.  As
part of such a transaction, our existing directors may resign and new directors
may be appointed without any vote by our stockholders.  We likely will
acquire our participation in a business opportunity through the issuance of
common stock or other securities.  Although the terms of any such
transaction cannot be predicted, it should be noted that issuance of additional
shares also may be done simultaneously with a sale or transfer of shares
representing a controlling interest by current principal stockholders.  In the event we merge
or acquire a business opportunity, the successor company will be subject to our
reporting obligations.  This is commonly referred to as a back door
registration.  A back door registration occurs when a non-reporting
company becomes the successor of a reporting company by merger, consolidation,
exchange of securities, acquisition of assets or otherwise.  This type of
event  5   requires
the successor company to file a current report with the SEC which provides the
same kind of information about the company to be acquired that would appear in a
registration statement, including audited and pro forma financial statements.
 Accordingly, we may incur additional expense to conduct due diligence and
present the required information for the business opportunity in any report.
 Also, the SEC may elect to conduct a full review of the successor company
and may issue substantive comments on the sufficiency of disclosure related to
the company to be acquired, which will likely result in expense for that
company.  Competition  We expect to
encounter substantial competition in our effort to locate attractive business
opportunities.  Business development companies, venture capital
partnerships and corporations, venture capital affiliates of large industrial
and financial companies, small investment companies, and wealthy individuals
will be our primary competition. Many of these entities will have significantly
greater experience, resources and managerial capabilities than we do and will be
in a better position than we are to obtain access to attractive business
opportunities.  We also will experience competition from other reporting
development stage companies, many of which may have more funds available for
such transactions.  Employees  We currently have no
employees.  Our management expects to confer with consultants, attorneys
and accountants as necessary.  We do not anticipate a need to engage any
full-time employees so long as we are seeking and evaluating business
opportunities.  We will determine the need for employees based upon a
specific business opportunity, if any.  ITEM
2.  PROPERTIES  We do not currently
own or lease any property.  Until we pursue a viable business opportunity
and recognize income we will not seek office space.  ITEM
3.  LEGAL PROCEEDINGS  We are not a party to
any proceedings or threatened proceedings as of the date of this filing.  ITEM
4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS  We have not submitted
a matter to a vote of our shareholders during the fourth quarter of the 2008
fiscal year.   PART II  ITEM
5.  MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES  Market
Information  Our common stock is
not listed to trade on any public market.     6   Holders
and Dividends  We had 85
stockholders of record as of March 2, 2009.  We have not declared dividends
on our common stock and do not anticipate paying dividends on our common stock
in the foreseeable future.  Recent Sales of
Unregistered Securities  None.  Issuer Purchase
of Securities  None.  ITEM
6.  SELECTED FINANCIAL DATA  Not applicable.   ITEM
7.  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS  We are a development
stage company that has not recorded revenues for the past two fiscal years.
 At December 31, 2008, we had $926 in cash and we had total liabilities of
$40,750.  We will need to raise additional capital during the next twelve
months to fund our basic operations.  Management intends to rely upon loans
to meet our cash requirements, but we have not entered into written agreements
guaranteeing funds and, therefore, no one is obligated to provide funds to us in
the future.  We may also rely on the issuance of our common stock in lieu
of cash to convert debt or pay expenses.  Management
anticipates that the struggling global economy will restrict the number of
business opportunities available to us and will restrict the cash available for
such transactions.  There can be no assurance in the current economy that
we will be able to acquire an interest in an operating company.  If we obtain a
business opportunity, then it may be necessary to raise additional capital.
 We likely will sell our common stock to raise this additional capital.
 We anticipate that we will issue such stock pursuant to exemptions
provided by federal and state securities laws.  The purchasers and manner
of issuance will be determined according to our financial needs and the
available exemptions to the registration requirements of the Securities Act of
1933.  We do not currently intend to make a public offering of our stock.
 We also note that if we issue more shares of our common stock, then our
shareholders may experience dilution in the value per share of their common
stock.  Off-Balance
Sheet Arrangements  None.     7   ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA     Nova
Star Innovations, Inc. (a
Development Stage Company)  Financial Statements  December
31, 2008 and 2007   CONTENTS   Report
of Independent Registered Public Accounting Firm 9  Balance
Sheets 10  Statements
of Operations 11  Statements
of Stockholders Deficit 12  Statements
of Cash Flows 13  Notes
to the Financial Statements 14    8


[Logo]
CHISHOLM,
BIERWOLF, NILSON & MORRILL, LLC
Certified
Public Accountants
Phone
(801) 292-8756   Fax (801) 292-8809   www.cbnmcpa.com
Todd D. Chisholm
Nephi J.
Bierwolf
Troy F. Nilson
Douglas W. Morrill  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  To
the Board of Directors and Stockholders Nova
Star Innovations, Inc. (A Development Stage Company) Salt
Lake City, Utah  We have audited the accompanying balance sheets of Nova Star
Innovations, Inc. (a development stage company) as of December 31, 2008 and 2007
and the related statements of operations, stockholders deficit and cash flows
for the years then ended and from inception on April 25, 1986  through
December 31, 2008. 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 audits.  We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States).  Those standards
require that we plan and perform the audits 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 also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
 We believe that our audits provide 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 Nova Star
Innovations, Inc. (a development stage company) as of December 31, 2008 and 2007
and the results of its operations and cash flows for the years ended December
31, 2008 and 2007 and from inception on April 25, 1986 through December 31, 2008
in conformity with generally accepted accounting principles in the United States
of America.  The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern.  The Company has
suffered recurring losses and has no operations which raise substantial doubt
about its ability to continue as a going concern.  Managements plans in
regard to these matters are described in Note 2. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.  /s/
Chisholm, Bierwolf, Nilson & Morrill Chisholm,
Bierwolf, Nilson & Morrill Bountiful,
Utah 84010 March
24, 2009   PCAOB
Registered, Members of AICPA, CPCAF and UACPA533 West 2600 South, Suite
25   Bountiful, Utah 84010
12
South Main, Suite 208, Layton, Utah 84041


9    Nova Star Innovations,
Inc.(A Development Stage
Company)Balance SheetsDecember
31ASSETS





2008

2007CURRENT ASSETSCash




$
926
$
2,803Total Current
Assets



926

2,803TOTAL ASSETS



$
926
$
2,803LIABILITIES
AND STOCKHOLDERS' DEFICITCURRENT LIABILITIESAccounts Payable



$
40,750
$
37,650Total Current
Liabilities



40,750

37,650Total
Liabilities




40,750

37,650STOCKHOLDERS' DEFICITCommon Stock, $.001 par value;
20,000,000 sharesauthorized;
18,000,000 shares issued and outstanding

18,000

18,000Additional Paid-in
Capital



9,000

9,000Deficit Accumulated During the
Development Stage


(66,824)

(61,847)Total Stockholders'
Deficit



(39,824)

(34,847)TOTAL LIABILITIES
AND STOCKHOLDERS' DEFICIT
$
926
$
2,803The accompany
notes are an integral part of these financial
statements      10    Nova Star
Innovations, Inc.(A Development
Stage Company)Statements of
OperationsFromInception
onFor the Years
Ended

April 25,
1986December 31

to Dec.
31,2008

2007

2008REVENUES




$
-
$
-
$
-EXPENSESGeneral &
Administrative




4,977

9,986

66,824Total
Expenses





4,977

9,986

66,824Net
Operating Loss




(4,977)

(9,986)

(66,824)LOSS BEFORE TAXES




(4,977)

(9,986)

(66,824)TAXES






-

-

-NET LOSS




$
(4,977)
$
(9,986)
$
(66,824)NET LOSS PER SHARE



$
(0.00)
$
(0.00)WEIGHTED AVERAGE SHARESOUTSTANDING





18,000,000

18,000,000The accompanying
notes are an integral part of these financial
statements     11    Nova Star Innovations, Inc.(A Development Stage Company)Statements of Stockholders' DeficitFrom Inception on April 25, 1986 through December 31,
2008DeficitAccumulatedAdditional

During theCommon Stock

Paid-in

DevelopmentShares

Amount

Capital

StageIssuance
of shares for marketing rights at inception
17,000,000
$
17,000
$
-
$
-Net
(loss) for the year ended December 31, 1986
-

-

-

(17,000)Balance
- December 31, 1986


17,000,000

17,000

-

(17,000)Net
income (loss) for the years endedDecember
31, 1987 thru December 31, 2000

-

-

-

-Balance
- December 31, 2000


17,000,000

17,000

-

(17,000)Net
(loss) for the year ended December 31, 2001
-

-

-

-Balance
- December 31, 2001


17,000,000

17,000

-

(17,000)Net
(loss) for the year ended December 31, 2002
-

-

-

(5,000)Balance
- December 31, 2002


17,000,000

17,000

-

(22,000)Common
stock issued for services at $.01 per share
1,000,000

1,000

9,000

-Net
(loss) for the year ended December 31, 2003
-

-

-

(10,000)Balance
- December 31, 2003


18,000,000

18,000

9,000

(32,000)Net
(loss) for the year ended December 31, 2004
-

-

-

(5,000)Balance
- December 31, 2004


18,000,000

18,000

9,000

(37,000)Net
(loss) for the year ended December 31, 2005
-

-

-

(5,050)Balance
- December 31, 2005


18,000,000

18,000

9,000

(42,050)Net
(loss) for the year ended December 31, 2006
-

-

-

(9,811)Balance
- December 31, 2006


18,000,000

18,000

9,000

(51,861)Net
(loss) for the year ended December 31, 2007
-

-

-

(9,986)Balance
- December 31, 2007


18,000,000

18,000

9,000

(61,847)Net
(loss) for the year ended December 31, 2008
-

-

-

(4,977)Balance
- December 31, 2008


18,000,000
$
18,000
$
9,000
$
(66,824)The accompany notes are an integral part of these financial
statements      12    Nova Star
Innovations, Inc.(A Development
Stage Company)Statements of Cash
FlowsFromInception
onApril 25,
1986For the years
ended

ThroughDecember 31,

December
31,2008

2007

2008Cash Flows from Operating
ActivitiesNet Loss



$
(4,977)
$
(9,986)
$
(66,824)Adjustments to reconcile net
(loss) to cash provided(Used) by operating
activities:Shares issued
for services



-

-

10,000Depreciation
& Amortization



-

-

17,000Changes in assets &
liabilities:Increase in
Accounts Payable and Accrued Expenses
3,100

12,000

40,750Net Cash Provided
(Used) by Operating Activities

(1,877)

2,014

926Cash Flows from Investing
Activities


-

-

-Cash Flows from Financing
Activities


-

-

-Increase (Decrease) in
Cash



(1,877)

2,014

926Cash and Cash Equivalents at
Beginning of Period

2,803

789

-Cash and Cash Equivalents at
End of Period
$
926
$
2,803
$
926Supplemental Non-Cash Flow
Information:Stock issued for
marketing rights

$
-
$
-
$
17,000Stock issued for
services




$
-
$
-
$
10,000Cash Paid
For:Interest




$
-
$
-
$
-Income
Taxes



$
-
$
-
$
-The accompanying
notes are an integral part of these financial
statements.   13   Nova Star Innovations, Inc. (A Development Stage Company) Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - Summary of Significant Accounting Policies  a. Organization  The Company was incorporated in Maine on April 25, 1986 to lease,
sell, and market airships and the Burkett Mill, a waste milling device, which
rights were acquired from VIP Worldnet, Inc. initially the only shareholder, The
technology to further develop the airship and the mill by the parent company
proved to be prohibitive, and shortly after the acquisition of the marketing
rights further activity ceased.  The Company has been looking for a new
operating company since that time.  On April 11, 2001, the Company merged with Nova Star Innovations,
Inc.  (Nova Star), a Nevada corporation, in a domicile merger.
 Pursuant to the merger, Hystar ceased to exist and Nova Star became the
surviving corporation.  b. Recognition
of Revenue  The Company has adopted the provisions of SEC Staff Accounting
Bulletin No. 104, Revenue Recognition In Financial Statements (SAB
104"), which provides guidance on the recognition, presentation and disclosure
of revenue in financial statements filed with the SEC.  SAB 104 outlines
the basic criteria that must be met to recognize revenue and provides guidance
for disclosure related to revenue recognition policies.  In general, the
Company recognizes revenue related to monthly services provided when (i)
persuasive evidence of an arrangement exists, (ii) delivery has occurred or
services have been rendered, (iii) the fee is fixed or determinable and (iv)
collectability is reasonably assured.  c. Loss
Per Share  The
computation of earnings per share of common stock is based on the weighted
average number of shares outstanding at the date of the financial
statements.  Loss
Numerator
Shares
Denominator
Per Share
AmountFor the year ended December 31, 2008:Basic
EPS
Loss
to common stockholders
$  (4,977)
18,000,000
$  (0.00)For the year ended December 31, 2007:Basic
EPS
Loss
to common stockholders
$  (9.986)
18,000,000
$  (0.00)
   14   Nova Star Innovations, Inc. (A Development Stage Company) Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - Summary of Significant Accounting Policies
(continued)  d. Cash and Cash
Equivalents  The Company considers all highly liquid investments with
maturities of three months or less to be cash equivalents.  e. Provision for Income Taxes  No provision for income taxes has been recorded due to net
operating loss carryforwards totaling $ 66,824 that will be offset against
future taxable income.  These NOL carryforwards began to expire in the year
2003.  No tax benefit has been reported in the financial statements because
the Company believes there is a 50% or greater chance the carryforward will
expire unused.  Deferred tax asset and the valuation account are as follows as
December 31, 2008 and 2007: December 31,2008

2007Deferred tax asset:NOL
carryforward
$      22,720

$       21,028Valuation
allowance
(22,720)

(21,028)$      
       --

$    
          --
  The Company utilized the liability method of accounting for income
taxes.  Under the liability method, deferred income tax assets and
liabilities are provided based on the difference between the financial
statements and tax basis of assets and liabilities measured by the currently
enacted tax rates in effect for the years in which these differences are
expected to reverse.  Deferred tax expense or benefit is the result of
changes in deferred tax assets and liabilities.  Due to the change in ownership provisions of the Tax Reform Act of
1986, net operating loss carryforwards, for Federal income tax reporting
purposes are subject to annual limitations.  Should a change in ownership
occur, net operating loss carryforwards may be limited as to their future use by
the Company.  f. Use of estimates  The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period.  Actual results could differ from those estimates.   15   Nova Star Innovations, Inc. (A Development Stage Company) Notes to the Financial Statements December 31, 2008 and 2007  NOTE 1 - Summary of Significant Accounting Policies
(continued)  g. Fair Value of Financial Instruments  Unless otherwise indicated, the fair values of all reported
assets and liabilities which represent financial instruments (none of which are
held for trading purposes) approximate the carrying values of such amounts.  NOTE
2 - Going Concern  The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern.  The Company has no
assets and has had recurring operating losses for the past several years and is
dependent upon financing to continue operations.  The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.  It is managements plan to find an operating company to merge
with, thus creating necessary operating revenue.  NOTE 3 -   Stockholders Equity  In 1986, the Company issued 17,000,000 shares of common stock for
the marketing rights to an airship and a waste milling device.  The value
of this issuance was $17,000.  During 2003, the Company issued 1,000,000 shares of common stock,
for services rendered, valued at $10,000 (or $.01 per share).  NOTE 4 - Development Stage Company  The Company is a development stage company as defined in Financial
Accounting Standards Board Statement No. 7.  It is concentrating
substantially all of its efforts in raising capital and searching for a business
operation with which to merge, or assets to acquire, in order to generate
significant operations.  NOTE 5 - Recent Pronouncements  In February 2007, the FASB issued Statement of Financial
Accounting Standards (SFAS) No. 159, The Fair Value Option for Financial
Assets and Financial Liabilities  Including an Amendment of FASB Statement No.
115, Accounting for Certain Investments in Debt and Equity Securities (SFAS
159). SFAS 159 permits an entity to choose to measure many financial instruments
and certain items at fair value. The objective of this standard is to improve
financial reporting by providing entities with the opportunity to mitigate
volatility in reporting earnings caused by measuring related assets and
liabilities differently without having to apply complex hedge accounting
provisions. SFAS 159 permits all entities to choose to measure eligible items at
fair value at specified election dates. Entities will report unrealized gains
and losses on items for which the fair value option has been elected in earnings
at each  16   Nova Star Innovations, Inc. (A Development Stage Company) Notes to the Financial Statements December 31, 2008 and 2007   NOTE
5 - Recent Pronouncements (Continued)  subsequent reporting date. The fair value option: (a) may be
applied instrument by instrument, with a few exceptions, such as investments
accounted for by the equity method; (b) is irrevocable (unless a new election
date occurs); and (c) is applied only to entire instruments and not to portions
of instruments. SFAS 159 is effective as of the beginning of an entitys first
fiscal year that begins after November 15, 2007. Early adoption is permitted.
The adoption of SFAS 159 is not expected to have a material impact on our
financial position, results of operations or cash flows.  In December 2007, the FASB issued SFAS No. 141(R), Business
Combinations"(SFAS 141(R)). SFAS 141(R) replaces SFAS No. 141, Business
Combinations, but retains the requirement that the purchase method of
accounting for acquisitions be used for all business combinations. SFAS 141(R)
expands on the disclosures previously required by SFAS 141, better defines the
acquirer and the acquisition date in a business combination, and establishes
principles for recognizing and measuring the assets acquired (including
goodwill), the liabilities assumed and any non-controlling interests in the
acquired business. SFAS 141(R) also requires an acquirer to record an adjustment
to income tax expense for changes in valuation allowances or uncertain tax
positions related to acquired businesses. SFAS 141(R) is effective for all
business combinations with an acquisition date in the first annual period
following December 15, 2008; early adoption is not permitted. The impact of SFAS
141(R) will have on our consolidated financial statements will depend on the
nature and size of acquisitions we complete after its adoption.  In December 2007, the FASB issued SFAS No. 160, Noncontrolling
Interests in Consolidated Financial Statements-an amendment of ARB No. 51
(SFAS 160). SFAS 160 requires that non-controlling (or minority) interests in
subsidiaries be reported in the equity section of the companys balance sheet,
rather than in a mezzanine section of the balance sheet between liabilities and
equity. SFAS 160 also changes the manner in which the net income of the
subsidiary is reported and disclosed in the controlling companys income
statement. SFAS 160 also establishes guidelines for accounting for changes in
ownership percentages and for deconsolidation. SFAS 160 is effective for
financial statements for fiscal years beginning on or after December 1, 2008 and
interim periods within those years; early adoption is not permitted. The
adoption of SFAS 160 is not expected to have a material impact on our financial
position, results of operations or cash flows.  In March 2008, the FASB issued SFAS No. 161 Disclosures about
Derivative Instruments and Hedging Activities-an amendment of FASB Statement No.
133 (SFAS 161), which amends and expands the disclosure requirements of
SFAS 133 to provide an enhanced understanding of an entitys use of derivative
instruments, how they are accounted for under SFAS 133 and their effect on the
entitys financial position, financial performance and cash flows. The
provisions of SFAS 161 are effective for the period beginning after November 15,
2008. The adoption of SFAS 161 is not expected to have  17   Nova Star Innovations, Inc. (A Development Stage Company) Notes to the Financial Statements December 31, 2008 and 2007  NOTE
5 - Recent Pronouncements (Continued)  a material impact on our financial position, results of operations
or cash flows.  In April 2008, the FASB issued FASB Staff Position (FSP) No.
142-3, Determination of the Useful Life of Intangible Assets (FSP
142-3). FSP 142-3 amends the factors an entity should consider in developing
renewal or extension assumptions used in determining the useful life of
recognized intangible assets under FASB Statement No. 142, Goodwill and
Other Intangible Assets. This new guidance applies prospectively to
intangible assets that are acquired individually or with a group of other assets
in business combinations and asset acquisitions. FSP 142-3 is effective for
financial statements issued for fiscal years and interim periods beginning after
December 15, 2008. Early adoption is prohibited. The adoption of FSP 142-3 is
not expected to have a material impact on our financial position, results of
operations or cash flows.  In May 2008, the FASB issued SFAS No. 162, The Hierarchy of
Generally Accepted Accounting Principles (SFAS 162), which will provide
framework for selecting accounting principles to be used in preparing financial
statements that are presented in conformity with U.S. generally accepted
accounting principles (GAAP) for nongovernmental entities. With the issuance of
SFAS 162, the GAAP hierarchy for nongovernmental entities will move from
auditing literature to accounting literature. The adoption of SFAS 162 is not
expected to have a material impact on our financial position, results of
operations or cash flows.  In May 2008, the FASB issued FSP APB No. 14-1, Accounting for
Convertible Debt Instruments That May Be Settled in Cash upon Conversion
(Including Partial Cash Settlement) (FSP APB 14-1). FSP APB 14-1 clarifies
that convertible debt instruments that may be settled in cash upon either
mandatory or optional conversion (including partial cash settlement) are not
addressed by paragraph 12 of APB Opinion No. 14, Accounting for Convertible
Debt and Debt issued with Stock Purchase Warrants.  FSP APB 14-1 is
effective for financial statements issued for fiscal years beginning after
December 15, 2008, and interim periods within those fiscal years. The adoption
of FSP APB 14-1 is not expected to have a material impact on our financial
position, results of operations or cash flows.  In May 2008, the FASB issued SFAS No. 163, Accounting for
Financial Guarantee Insurance Contracts (SFAS 163). SFAS 163 clarifies how
SFAS No. 60, Accounting and Reporting by Insurance Enterprises, applies
to financial guarantee insurance contracts issued by insurance enterprises, and
addresses the recognition and measurement of premium revenue and claim
liabilities. It requires expanded disclosures about contracts, and recognition
of claim liability prior to an event of default when there is evidence that
credit deterioration has occurred in an insured financial obligation. It also
requires disclosure about (a) the risk-management activities used by an
insurance enterprise to evaluate credit deterioration in its insured financial
obligations, and (b) the insurance enterprise's surveillance or watch list. The
adoption of SFAS 163 is not  18   Nova Star Innovations, Inc. (A Development Stage Company) Notes to the Financial Statements December 31, 2008 and 2007  NOTE
5 - Recent Pronouncements (Continued)  expected to have a material impact on our financial position,
results of operations or cash flows.  In June 2008, the FASB issued FSP EITF No. 03-6-1, Determining
Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities (FSP EITF 03-6-1).  FSP EITF 03-6-1 mandates
that unvested share-based payment awards that contain nonforfeitable rights to
dividends or dividend equivalents be considered participating securities and be
included in the computation of earnings per share pursuant to the two-class
method. This change will become effective for our fiscal year beginning November
2009, and requires retrospective application for all periods presented. The
adoption of FSP EITF 03-6-1 is not expected to have a material impact on our
financial position, results of operations or cash flows.  In June 2008, the FASB ratified EITF Issue No. 07-5,
Determining Whether an Instrument (or Embedded Feature) Is Indexed to an
Entitys Own Stock (EITF 07-5). EITF 07-5 mandates a two-step process for
evaluating whether an equity-linked financial instrument or embedded feature is
indexed to the entitys own stock. This Issue is effective for financial
statements issued for fiscal years beginning after December 15, 2008, and
interim periods within those fiscal years. Earlier application by an entity that
has previously adopted an alternative accounting policy is not permitted.
 The adoption of EITF 07-5 is not expected to have a material impact on our
financial position, results of operations or cash flows.  19   ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND
FINANCIAL DISCLOSURE  During the two most
recent fiscal years we have not had a change in, or disagreement with, our
independent registered public accounting firm.  ITEM
9A(T).  CONTROLS AND PROCEDURES  Disclosure
Controls and Procedures  We maintain
disclosure controls and procedures that are designed to ensure that information
required to be disclosed in our filings under the Exchange Act is recorded,
processed, summarized and reported within the periods specified in the rules and
forms of the SEC.  This information is accumulated to allow timely
decisions regarding required disclosure.  Our President, who serves as our
principal executive officer and principal financial officer, evaluated the
effectiveness of our disclosure controls and procedures as of the end of the
period covered by this report.  Based on that evaluation, he concluded that
our disclosure controls and procedures were effective.  Managements
Annual Report on Internal Control over Financial Reporting  Management is
responsible to establish and maintain adequate internal control over financial
reporting.   Our principal executive officer is responsible to design
or supervise a process that provides reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting
principles.  The policies and procedures include: · maintenance
of records in reasonable detail to accurately and fairly reflect the
transactions and dispositions of assets, · 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 are being made only in
accordance with authorizations of management and directors, and · provide
reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of assets that could have a material effect on
our financial statements.  For the year ended
December 31, 2008, management has relied on the Committee of Sponsoring
Organizations of the Treadway Commission (COSO), Internal Control - Integrated
Framework, issued in 1992, to evaluate the effectiveness of our internal
control over financial reporting.  Based upon that framework management has
determined that our internal control over financial reporting is effective.  Our management
determined that there were no changes made in our internal controls over
financial reporting during the fourth quarter of 2008 that have materially
affected, or are reasonably likely to materially affect our internal control
over financial reporting.  This annual report
does not include an attestation report of our registered public accounting firm
regarding managements report on internal control over financial reporting.
 The managements report was not subject to attestation by our registered
public accounting firm pursuant to temporary rules of the SEC that permit the
company to provide only the managements report in this annual report.   20   ITEM 9B.  OTHER INFORMATION  None.   PART III  ITEM
10.  DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE  Directors and
Executive Officers  Our directors and
executive officers, and their respective ages and biographical information are
presented below.  Our bylaws require two directors who serve until our next
annual meeting or until each is succeeded by a qualified director.  Our
executive officers are appointed by our board of directors and serve at its
discretion.  There are no existing family relationships between or among
any of our executive officers or directors. Name
Age
Position
Held
Director
TermMark
S. Clayton
51
Director
and President
July
5, 2000 until our next annual meetingDebi
Lee
54
Director
and Secretary/Treasurer
March
2008 until our next annual meeting
  Mark S.
Clayton -Mr. Clayton is the owner and President of Fitness
Equipment Source which wholesales exercise equipment.  He has operated that
business for over 10 years.  He graduated from the University of Utah in
1980 with a bachelors degree in business management.  Debi Lee
-  From 2001 to 2006 Ms. Lee was employed as a Manager at Grand America
Hotel, located in Salt Lake City, Utah.  From March 2006 to the present,
she was a home maker.  Her former business experience has been primarily in
sales and marketing.  Compliance with
Section 16(a) of the Exchange Act  Section 16(a) of the
Securities Exchange Act of 1934 requires our directors, executive officers and
persons who own more than ten percent of a registered class of our equity
securities, to file with the SEC initial reports of ownership and reports of
changes in ownership of common stock and our other equity securities.
 Officers, directors and greater than ten-percent beneficial owners are
required by SEC regulations to furnish us with copies of all Section 16(a)
reports they file.  Based upon our review of these reports, we believe Ms.
Lee did not file a Form 3 for the year ended December 31, 2008.  Code of
Ethics  Since we have only
two persons serving as directors and executive officers, and because we have
minimal operations, we have not adopted a code of ethics for our principal
executive and financial officers.  Our board of directors will revisit this
issue in the future to determine if adoption of a code of ethics is appropriate.
 In the meantime, our management intends to promote honest and ethical
conduct, full and fair disclosure in our reports to the SEC, and comply with
applicable governmental laws and regulations.     21   Committees  We are a smaller
reporting company with minimal operations and only two persons serving as
directors and executive officers.  As a result, we do not have a standing
nominating committee for directors, nor do we have an audit committee with an
audit committee financial expert serving on that committee.  Our entire
board of directors, acts as our nominating and audit committee.   ITEM
11.  EXECUTIVE COMPENSATION  Executive
Officer Compensation  Our principal
executive officer did not receive compensation during the year ended December
31, 2008.  None of our named executive officers received any cash or
non-cash compensation during the past three fiscal years and none had
outstanding equity awards at year end.  We have not entered into employment
contracts with our executive officers and their compensation, if any, will be
determined at the discretion of our board of directors.  We do not offer
retirement benefit plans to our executive officers, nor have we entered into any
contract, agreement, plan or arrangement, whether written or unwritten, that
provides for payments to a named executive officer at, or in connection with,
the resignation, retirement or other termination of a named executive officer,
or a change in control of the company or a change in the named executive
officers responsibilities following a change in control.  Compensation of
Directors  We do not have any
standard arrangement for compensation of our directors for any services provided
as director, including services for committee participation or for special
assignments.   ITEM
12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS  Securities
Under Equity Compensation Plans  None.  Beneficial
Ownership  The following tables
set forth the beneficial ownership of our outstanding common stock of each
person or group known by us to own beneficially more than 5% of our outstanding
common stock.  Our management does not beneficially own any shares of
common stock.  Beneficial ownership is determined in accordance with the
rules of the SEC and generally includes voting or investment power with respect
to securities.  Except as indicated by footnote, the persons named in the
table below have sole voting power and investment power with respect to all
shares of common stock shown as beneficially owned by them.  The percentage
of beneficial ownership is based on 18,000,000 shares of common stock
outstanding as of March 2, 2009.     22    CERTAIN BENEFICIAL OWNERSName
and address
of
beneficial owner
Amount and nature
of beneficial ownership
Percent
of classVIP
Worldnet, Inc.
726 S. Casino
Center Blvd. #207
Las
Vegas, NV 89101
15,009,450 (1)
83.4First
Equity Holdings Corp.
2157 S. Lincoln
Street
Salt
Lake City, UT 84106
1,252,000 (2)
6.9  (1) VIP
Worldnet, Inc. holds 15,000,000 shares and its affiliates own 9,450 shares
of our common stock. (2) Represents
1,000,000 shares held by First Equity Holdings Corp. and 252,000 shares held by
its affiliate.   ITEM
13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE  Transactions
with Related Parties  During the past two
fiscal years we have not engaged in, or propose to engage in, any transactions
involving our executive officers, directors, 5% or more stockholders or
immediate family members of such persons.  Parent
Company  VIP Worldnet, Inc. is
our parent company and beneficially owns 15,009,450 shares of our common stock.
 Such shares represent 83.4% of our issued and outstanding shares.  Director
Independence  None of our directors
are independent directors as defined by Nasdaq Stock Market Rule
4200(a)(15).   ITEM
14.  PRINCIPAL ACCOUNTING FEES AND SERVICES  Auditor
Fees  The following table
presents the aggregate fees billed for each of the last two fiscal years by our
independent registered public accounting firm, Chisholm, Bierwolf, Nilson &
Morrill LLC, Certified Public Accountants, in connection with the audit of our
financial statements and other professional services rendered by that accounting
firm.       23    2007

2008Audit
fees
$      
  1,764

$        2,400Audit-related
fees
0

0Tax
fees
0

0All
other fees
$     
         0

$
             0  Audit fees represent
the professional services rendered for the audit of our annual financial
statements and the accounting firm review of our financial statements included
in quarterly reports, along with services normally provided by the firm in
connection with statutory and regulatory filings or engagements.
 Audit-related fees represent professional services rendered for assurance
and related services by the accounting firm that are reasonably related to the
performance of the audit or review of our financial statements that are not
reported under audit fees.  Tax fees represent
professional services rendered by the accounting firm for tax compliance, tax
advice, and tax planning.  All other fees represent fees billed for
products and services provided by the accounting firm, other than the services
reported for the other categories.  Pre-approval
Policies  We do not have an
audit committee currently serving and as a result our board of directors
performs the duties of an audit committee.  Our board of directors will
evaluate and approve in advance the scope and cost of the engagement of an
auditor.  We do not rely on pre-approval policies and procedures.   PART IV  ITEM
15.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES  Exhibits  No. Description 3.1 Articles
of Incorporation (Incorporated by reference to exhibit 3.1 to Form 10-SB, filed
December 10, 2001) 3.3 Bylaws
(Incorporated by reference to exhibit 3.2 to Form 10-SB, filed December 10,
2001) 31.1 Principal
Executive Officer Certification 31.2 Principal
Financial Officer Certification 32.1 Section
1350 Certification     24   SIGNATURES  Pursuant to the
requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, there unto duly authorized  NOVA STAR
INNOVATIONS, INC.   By:
   /s/ Mark S. Clayton Mark
S. Clayton, President  Date:  March 27,
2009   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.   /s/ Mark S.
Clayton Mark S. Clayton Principal Executive
Officer Principal Financial
and Accounting Officer Director and
President  Date:  March 27,
2009    /s/ Debi
Lee Debi Lee Director and
Secretary/Treasurer  Date: March 27,
2009  25