UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      DC 20549





FORM
      10-QSB





[X]
            Quarterly
                Report pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934For
                the quarterly period ended December
                31,
                2007[  ]
            Transition
                Report pursuant to 13 or 15(d) of the Securities Exchange Act of
                1934For
                the transition period __________ to__________Commission
                File Number:  333-146834





Windstar,
      Inc.


(Exact
      name of small business issuer as specified in its charter)




Nevada
            Not
                Available(State
                or other
                jurisdiction of incorporation or organization)
            (IRS
                Employer Identification No.)




No
                47 Hala Pegoh,
              Taman
                Sri Pengkalan 31650
              Ipoh,
                Perak,
                Malaysia(Address
                of principal executive offices)





(014)
                327-4470(Issuer’s
                telephone number)_______________________________________________________________(Former
                name, former address and former fiscal year, if changed since last
                report)




Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
      (or
      for such shorter period that the issuer was required to file such reports),
      and
      (2) has been subject to such filing requirements for the past 90 days [ ]
      Yes    [X] No





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





State
      the
      number of shares outstanding of each of the issuer’s classes of common stock, as
      of the latest practicable date:  2,150,000 common shares as of
      December 31, 2007





Transitional
      Small Business Disclosure Format (check one): Yes [ ] No [X]


Table
          of Contents


TABLE
                OF
                CONTENTS
            PagePART
                I – FINANCIAL
                INFORMATIONItem
                1.
            Financial
                Statements
            3Item
                2.
            Plan
                of Operation
            4Item
                3.
            Controls
                and Procedures
            9PART
                II – OTHER
                INFORMATIONItem
                1.
            Legal
                Proceedings
            10Item
                2.
            Unregistered
                Sales of Equity Securities and Use of
                Proceeds
            10Item
                3.
            Defaults
                Upon Senior Securities
            10Item
                4.
            Submission
                of Matters to a Vote of Security
                Holders
            10Item
                5.
            Other
                Information
            10Item
                6.
            Exhibits
            10


Table
          of Contents


PART
      I - FINANCIAL INFORMATION





Item
      1.                      
     Financial Statements





Our
                unaudited financial statements included in this Form 10-QSB are as
                follows:F-1
            Balance
                Sheet as of December 31, 2007;F-2
            Statements
                of Operations for the three months ended December
                31, 2007 and period from inception (September 6, 2007) through December
                31, 2007;F-3
            Statement
                of Stockholders’ Equity from inception (September 6,
                2007) through December 31, 2007;F-4
            Statements
                of Cash Flows for the three months ended December
                31, 2007 and period from inception (September 6, 2007) through December
                31, 2007;F-5
            Notes
                to Financial
                Statements.




These
      unaudited financial statements have been prepared in accordance with accounting
      principles generally accepted in the United States of America for interim
      financial information and the SEC instructions to Form 10-QSB.  In the
      opinion of management, all adjustments considered necessary for a fair
      presentation have been included.  Operating results for the interim
      period ended December 31, 2007 are not necessarily indicative of the results
      that can be expected for the full year.


3
 Table
          of Contents


WINDSTAR,
      INC.


(A
        DEVELOPMENT STAGE COMPANY)
 BALANCE
        SHEET
 As
        of December 31, 2007
 
 ASSETSCurrent
                  AssetsCash
                  and equivalents
              $
              -0-Prepaid
                  expenses
              
              2,000TOTAL
                  ASSETS
              $
              2,000LIABILITIES
                  AND STOCKHOLDERS’ EQUITYCurrent
                  Liabilities
              $
              -0-Stockholders’
                  EquityCommon
                  Stock, $.001 par value, 100,000,000 shares authorized, 2,150,000
                  shares issued and outstanding
              
              2,150Additional
                  paid-in capital
              
              40,850Deficit
                  accumulated during the development stage
              
              (41,000)Total
                  stockholders’ equity
              
              2,000TOTAL
                  LIABILITIES AND STOCKHOLDERS’ EQUITY
              $
              2,000
 
 See
        accompanying notes to financial statements.  F-1
 Table
              of Contents
 WINDSTAR,
        INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 STATEMENTS
        OF OPERATIONS
 Three
        Months Ended December 31, 2007
 Period
        from September 6, 2007 (Inception) to December 31, 2007
  Three
                    months ended
                  December
                    31, 2007
              
              Period
                  from
                September
                  6, 2007
                (Inception)
                  to
                December
                  31,
                  2007Revenues
              $
              -0-
              
              $
              -0-Expenses:Professional
                  fees
              
              37,000
              
              
              41,000Net
                  Loss
              $
              (37,000)
              
              $
              (41,000)Net
                  loss per share:Basic
                  and diluted
              $
              (0.02)
              
              $
              (0.02)Weighted
                  average shares outstanding:Basic
                  and diluted
              
              2,150,000
              
              
              2,150,000
  See
        accompanying notes to financial statements.
 F-2
 Table
            of Contents
 WINDSTAR,
        INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 STATEMENT
        OF STOCKHOLDERS’ EQUITY
 Period
        from September 6, 2007 (Inception) to December 31, 2007
 
 Common
                  stock
                Shares                   
                  Amount
              
              
              Additional
                paid-in
                capital
              
              
              Deficit
                accumulated
                during the development
                stage
              
              
              TotalIssuance
                  of common stockfor
                  cash @$.001
              2,150,000
              
              
              $
              2,150
              
              $
              40,850
              
              $
              -
              
              $
              43,000Net
                  loss for the period
              -
              
              
              
              -
              
              
              -
              
              
              (4,000)
              
              
              (4,000)Balance,
                  September 30, 2007
              2,150,000
              
              
              
              2,150
              
              
              40,850
              
              
              (4,000)
              
              
              39,000Net
                  loss for the period
              -
              
              
              
              -
              
              
              -
              
              
              (37,000)
              
              
              (37,000)Balance,
                  December 31, 2007
              2,150,000
              
              
              $
              2,150
              
              $
              40,850
              
              $
              (41,000)
              
              $
              2,000
 
 See
        accompanying notes to financial statements.
 F-3
 Table
            of Contents
 WINDSTAR,
        INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 STATEMENTS
        OF CASH FLOWS
 Three
        Months Ended December 31, 2007
 Period
        from September 6, 2007 (Inception) to December 31, 2007
 
 Three
                    months ended
                  December
                    31,2007
              
              
              Period
                    From
                  September
                      6, 2007(Inception)
                    to
                  December
                    31, 2007CASH
                  FLOWS FROM OPERATING ACTIVITIESNet
                  loss
              $
              (37,000)
              
              
              $
              (41,000)Change
                  in non-cash working capital items: Prepaid
                  expenses
              
              2,000
              
              
              
              (2,000)CASH
                  FLOWS USED BY OPERATING ACTIVITIES
              
              (35,000)
              
              
              
              (43,000)CASH
                  FLOWS FROM FINANCING ACTIVITIESProceeds
                  from sales of common stock
              
              0
              
              
              
              43,000NET
                  INCREASE IN CASH
              
              (35,000)
              
              
              
              0Cash,
                  beginning of period
              
              35,000
              
              
              
              0Cash,
                  end of period
              $
              0
              
              
              $
              0SUPPLEMENTAL
                  CASH FLOWINFORMATIONInterest
                  paid
              $
              0
              
              
              $
              0Income
                  taxes paid
              $
              0
              
              
              $
              0
 
 See
        accompanying notes to financial statements.
 F-4
 Table
            of Contents
 WINDSTAR,
        INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 NOTES
        TO THE FINANCIAL STATEMENTS
 December
        31, 2007
 
 NOTE
        1 – SUMMARY OF ACCOUNTING POLICIES
  Nature
        of Business
  Windstar,
        Inc. (“Windstar”) is a development stage company and was incorporated in Nevada
        on September 6, 2007.  The Company is developing a cooking smoke
        purifier.  Windstar operates out of office space owned by a director
        and stockholder of the Company.  The facilities are provided at no
        charge.  There can be no assurances that the facilities will continue
        to be provided at no charge in the future.
  Development
        Stage Company
  The
        accompanying financial statements have been prepared in accordance with the
        Statement of Financial Accounting Standards No. 7 ”Accounting and Reporting by
        Development-Stage Enterprises”.  A development-stage enterprise is one
        in which planned principal operations have not commenced or if its operations
        have commenced, there has been no significant revenues there
        from.
  Cash
        and Cash Equivalents
  Windstar
        considers all highly liquid investments with maturities of three months or
        less
        to be cash equivalents.  At December 31, 2007 the Company had $0 of
        cash.
  Fair
        Value of Financial Instruments
  Windstar’s
        financial instruments consist of cash and cash equivalents. The carrying
        amount
        of these financial instruments approximates fair value due either to length
        of
        maturity or interest rates that approximate prevailing market rates unless
        otherwise disclosed in these financial statements.
  Income
        Taxes
  Income
        taxes are computed using the asset and liability method.  Under the
        asset and liability method, deferred income tax assets and liabilities are
        determined based on the differences between the financial reporting and tax
        bases of assets and liabilities and are measured using the currently enacted
        tax
        rates and laws.  A valuation allowance is provided for the amount of
        deferred tax assets that, based on available evidence, are not expected to
        be
        realized.
  F-5
 Table
            of Contents
 WINDSTAR,
        INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 NOTES
        TO THE FINANCIAL STATEMENTS
 December
        31, 2007
 
 NOTE
        1 – SUMMARY OF ACCOUNTING POLICIES (continued)
  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 the financial statements and
        the
        reported amount of revenues and expenses during the reporting
        period.  Actual results could differ from those
        estimates.
  Basic
        loss per share
  Basic
        loss per share has been calculated based on the weighted average number of
        shares of common stock outstanding during the period.
  Recent
        Accounting Pronouncements
  Windstar
        does not expect the adoption of recently issued accounting pronouncements
        to
        have a significant impact on the Company’s results of operations, financial
        position or cash flow.
  NOTE
        2 – PREPAID EXPENSES
  Prepaid
        expenses at December 31, 2007 consisted of an advance retainer paid to the
        firms
        outside independent auditors for services to be rendered for periods after
        December 31, 2007.
  NOTE
        3 – INCOME TAXES
  For
        the period ended December 31, 2007, Windstar has incurred net losses and,
        therefore, has no tax liability.  The net deferred tax asset generated
        by the loss carry-forward has been fully reserved.  The cumulative net
        operating loss carry-forward is approximately $41,000 at December 31, 2007,
        and
        will expire in the year 2027.
  F-6
 Table
            of Contents
 WINDSTAR,
        INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 NOTES
        TO THE FINANCIAL STATEMENTS
 December
        31, 2007
 
 
 NOTE
        3 – INCOME TAXES (continued)
  The
        cumulative tax effect at the expected rate of 34% of significant items
        comprising our net deferred tax amount is as follows:
  2007Deferred
                  tax asset attributable to:Net
                  operating loss carryover
              $
              13,900Valuation
                  allowance
              
              (13,900)Net
                  deferred tax asset
              $
              -
 
 NOTE
        4 – LIQUIDITY AND GOING CONCERN
  Windstar
        has limited working capital and has not yet received revenues from sales
        of
        products or services.  These factors create substantial doubt about
        the Company’s ability to continue as a going concern.  The financial
        statements do not include any adjustment that might be necessary if the Company
        is unable to continue as a going concern.
  The
        ability of Windstar to continue as a going concern is dependent on the Company
        generating cash from the sale of its common stock and/or obtaining debt
        financing and attaining future profitable operations.  Management’s
        plans include selling its equity securities and obtaining debt financing
        to fund
        its capital requirement and ongoing operations; however, there can be no
        assurance the Company will be successful in these efforts.


F-7
 Table
          of Contents




Item
      2.     Plan of Operation





Forward-Looking
      Statements





Certain
      statements, other than purely historical information, including estimates,
      projections, statements relating to our business plans, objectives, and expected
      operating results, and the assumptions upon which those statements are based,
      are “forward-looking statements” within the meaning of the Private Securities
      Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933
      and Section 21E of the Securities Exchange Act of
      1934.   These forward-looking statements generally are identified
      by the words “believes,” “project,” “expects,” “anticipates,” “estimates,”
“intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will
      continue,” “will likely result,” and similar expressions.  We intendsuch
      forward-looking statements to be
      covered by the safe-harbor provisions for forward-looking statements contained
      in the
      Private Securities Litigation Reform Act of 1995, andareincluding
      this statement for purposes of
      complying with those safe-harbor provisions.Forward-looking
      statements are based on current expectations and assumptions that are subject
      to
      risks and uncertainties which may cause actual results to differ materially
      from
      the forward-looking statements. Ourability to predict results or the
      actual effect of future plans or strategies is inherently uncertain.Factors
      whichcould have a material
      adverse affect onouroperations and future prospects on a
      consolidated basis include, but are not limited to: changes in economic
      conditions, legislative/regulatory changes, availability of capital, interest
      rates, competition,and
      generally accepted accounting
      principles.
      These risks and uncertainties shouldalsobe
      considered in evaluating
      forward-looking statements and undue reliance should not be placed on such
      statements.We
      undertake no obligation to update or revise publicly any forward-looking
      statements, whether as a result of new information, future events or
      otherwise.  Further
      information concerningourbusiness, including additional factors
      that could materially affectourfinancial results, is included herein
      and inourother
      filings withthe SEC.





Plan
      of Operation





We
      were
      incorporated as “Windstar, Inc.” in the State of Nevada on September 6, 2007. We
      are engaged in the business of developing, producing, and marketing an effective
      and inexpensive air purification device. Our goal is to produce an improved
      air
      purification device (our “Product”) specifically for removing the impurities
      produced while cooking, and for recycling and redistributing the cleansed air
      back into the kitchen. Our intention is to manufacture and distribute our
      Product to residential consumers in the Philippines and other Asian countries
      for everyday use in their homes. We are a development stage company and have
      not
      generated any sales to date. Our product is still in the development stage
      and
      is not yet ready for commercial sale. We plan to complete the development of
      our
      product in the next six to twelve months, and begin recognizing revenue from
      the
      distribution of our product by April, 2009.





Product
      Development





Our
      company’s goal is to produce an air purification device that is available to the
      public at a price of $20 per unit, so as not to create a financial hardship
      on
      families who would like cleaner kitchen




4
 Table
          of Contents




air.
      We
      will achieve this goal by continuing to develop our product using the best
      materials and methods available to achieve the highest quality product at the
      lowest possible production cost.





We
      intend
      to continue to test and refine the design of the prototype of our Product over
      the coming months. While we feel that our Product in its current form could
      compete effectively in the marketplace, we plan to improve the design of our
      Product to improve its filtration efficiency and reduce its production cost
      as
      much as possible. Specifically, we are looking to achieve the
      following:





§
            Creating
                the most effective purification system using the least amount of
                space;





§
            Making
                our product quieter and more energy efficient, to reduce consumer
                cost;





§
            Selecting
                the best materials available at the lowest cost
                possible





Depending
      upon the success of our initial product, in the future we intend to add
      additional components to give consumers more options and increase demand for
      our
      products. We expect to incur roughly $10,000 on product development in the
      next
      twelve months.





Production
      and Distribution





We
      do not
      currently have any manufacturing facilities. Our directors have contacted
      several general manufacturers in the Philippines, and have begun negotiations
      for the manufacture of our product on a contract basis. We are currently
      negotiating price, payment, customer guarantee, shipping, inventory, delivery
      schedule and returns. Production of our Product doesn’t require any facilities
      or equipment beyond what is available at any general manufacturer. We could
      contract with any general manufacturer to manufacture our product by following
      our instructions. Most manufacturers already utilize the same materials we
      use
      to create our Product, we simply need to provide the design and manufacturing
      instructions. We do not anticipate renting a warehouse at this stage of our
      business. The manufacturer we select to work with us will provide packaging,
      storage, and shipping services for us as part of our agreement.





We
      intend
      to sell our product in wholesale orders to large kitchen, home appliance, and
      residential construction companies. Upon receiving a wholesale order, we will
      arrange for manufacture and shipment of the Product to the customer at
      pre-negotiated prices from the manufacturer. We anticipate wholesale orders
      will
      be fulfilled within five business days of placing the order to the manufacturer.
      Our Product will arrive at the customer fully assembled, with easy-to-follow
      instructions for installation and use. As a result, production of our air
      purifiers will not require us to procure any special facilities or
      equipment.





Marketing
      Strategy





The
      goal
      of our company is for our air purification system to become the leading air
      purification product in Asia. In order to achieve our goal, we intend to
      complete the development of our initial product and introduce our product to
      the
      kitchen and home appliance industries within the next twelve months. To increase
      consumer awareness of our product among our potential customers,




5
 Table
          of Contents




specifically
      major kitchen retailers, we intend to specifically engage in the
      following:





§
            Attending
                National and Regional Kitchen and Home Appliance Promotions, Events
                and
                Conferences: These are events and conferences managed by regional
                and
                central home appliance organizations to promote new kitchen products
                and
                technology. We plan to introduce our products to the home appliance
                merchants, retailers and wholesalers in attendance at these events.
                These
                events will also include trade meetings and promotional events and
                related
                seminars and conferences.





§
            Developing
                Direct Marketing Programs to Attract Retailers: We intend to market
                directly to retailers by conducting seminars, through the use of
                online
                advertisements, and through traditional media outlets such as newspapers
                and trade publications.





§
            Special
                Promotions: Initially, we intend to offer special promotions to a
                few
                major home appliance retailers by supplying them with a limited amount
                of
                our Product for sale or distribution to their general customers.
                Based on
                customer feedback, we anticipate these retailers will begin placing
                regular, wholesale orders with our
                company.





§
            Product
                Demonstrations: We intend to send members of our sale team to various
                kitchen and home appliance supply stores and retailers to conduct
                live
                demonstrations of our product, including assembly, installation,
                and
                effectiveness.





We
      anticipate that the costs associated with our initial marketing program will
      be
      approximately $6,000. Additional Travel expenses associated with the
      development, production, and marketing of our Product are expected to be
      approximately $4,000.





Management
      Expansion





We
      intend
      to expand our current management team to retain directors, officers and
      employees with experience relevant to our business focus. Our current officers
      are highly skilled in technical areas such as research and product development,
      and we are looking to add officers who have experience in marketing and business
      management to expand our company more effectively.





Sales
      Personnel





In
      the
      short term, we intend to use the services of our management to sell our
      products. As our product approaches the manufacturing stage, however, we plan
      to
      employ salespersons in the Philippines, and other Asian countries to promote
      and
      sell our Product. These sales representatives will be responsible for
      soliciting, selecting and securing accounts within a particular regional
      territory.





Expenses





We
      estimate the costs to implement our business strategy over the following twelve
      months to be:





§
            Travel
                and Related expenses, which will consist primarily of our executive
                officers and directors visiting home appliance merchants, retailers
                and
                wholesalers in their sales efforts. We estimate travel and related
                expenses for the next twelve months will be approximately
                $4,000;




6
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          of Contents




§
            Initial
                Marketing, which will consist of the marketing efforts discussed
                above,
                including direct marketing and attendance at trade shows. We estimate
                initial marketing expenses for the next twelve months will be
                approximately $6,000;





§
            Research
                and Development costs consist of developing and testing our Product
                and
                determining the best combination of materials and suppliers for
                production. We estimate that research and development costs for the
                next
                twelve months will be approximately
                $10,000.





We
      intend to obtain business capital through the use of private equity fundraising
      or shareholder loans. We anticipate that, in time, the primary source of
      revenues for our business model will be the sale of our Product.





Off
      Balance Sheet Transactions





As
      of
      December 31, 2007, we have had no off balance sheet transactions.





Significant
      Equipment





We
      do not
      intend to purchase any significant equipment for the next twelve
      months.





Results
      of Operations for the three months ended December 31, 2007 and period from
      inception (September 6, 2007) to December 31, 2007





We
      did
      not earn any revenues from inception through the period ending December 31,
      2007. We do not anticipate earning revenues until such time that we refine
      our
      Product and successfully market it to our target consumers. We are presently
      in
      the development stage of our business and we can provide no assurance that
      we
      will successfully implement our business plan.





We
      incurred operating expenses in the amount of $37,000 for the three months ended
      December 31, 2007 and $41,000 from our inception on September 6, 2007 to
      December 31, 2007. The operating expenses for these periods consisted of legal
      fees and accounting fees. We anticipate our operating expenses will increase
      as
      we undertake our plan of operations. The increase will be attributable to the
      continued development of our Product and the professional fees associated with
      our becoming a reporting company under the Securities Exchange Act of
      1934.


7
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          of Contents


Liquidity
      and Capital Resources





We
      had
      current assets of $2,000 as of December 31, 2007.  We had current
      liabilities of $0 as of December 31, 2007.  We therefore had working
      capital of $2,000 as of December 31, 2007.





We
      have
      not attained profitable operations and are dependent upon obtaining financing
      to
      pursue our business activities. For these reasons our auditors stated in their
      report that they have substantial doubt we will be able to continue as a going
      concern.





Going
      Concern


We
      have
      limited working capital and have not yet received revenues from sales of
      products or services. These factors create substantial doubt about the our
      ability to continue as a going concern. The financial statements contained
      herein do not include any adjustment that might be necessary if we are unable
      to
      continue as a going concern.





Our
      ability to continue as a going concern is dependent on our generating cash
      from
      the sale of our common stock and/or obtaining debt financing and attaining
      future profitable operations. Management’s plans include selling our equity
      securities and obtaining debt financing to fund out capital requirement and
      ongoing operations; however, there can be no assurance we will be successful
      in
      these efforts.





8
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          of Contents


Item
      3.     Controls and
      Procedures





We
      carried out an evaluation of the effectiveness of the design and operation
      of
      our disclosure controls and procedures (as defined in Exchange Act Rules
      13a-15(e) and 15d-15(e)) as of December 31, 2007.  This evaluation was
      carried out under the supervision and with the participation of our Chief
      Executive Officer and our Chief Financial Officer, Siew Mee
      Fam.  Based upon that evaluation, our Chief Executive Officer and
      Chief Financial Officer concluded that, as of December 31, 2007, our disclosure
      controls and procedures are effective.  There have been no changes in
      our internal controls over financial reporting during the quarter ended December
      31, 2007.





Disclosure
      controls and procedures are controls and other procedures that are designed
      to
      ensure that information required to be disclosed in our reports filed or
      submitted under the Exchange Act are recorded, processed, summarized and
      reported, within the time periods specified in the SEC's rules and forms.
      Disclosure controls and procedures include, without limitation, controls and
      procedures designed to ensure that information required to be disclosed in
      our
      reports filed under the Exchange Act is accumulated and communicated to
      management, including our Chief Executive Officer and Chief Financial Officer,
      to allow timely decisions regarding required disclosure.





Limitations
      on the
      Effectiveness of Internal Controls





Our
      management does not expect that our disclosure controls and procedures or our
      internal control over financial reporting will necessarily prevent all fraud
      and
      material error. Our disclosure controls and procedures are designed to provide
      reasonable assurance of achieving our objectives and our Chief Executive Officer
      and Chief Financial Officer concluded that our disclosure controls and
      procedures are effective at that reasonable assurance level.  Further,
      the design of a control system must reflect the fact that there are resource
      constraints, and the benefits of controls must be considered relative to their
      costs. Because of the inherent limitations in all control systems, no evaluation
      of controls can provide absolute assurance that all control issues and instances
      of fraud, if any, within the Company have been detected. These inherent
      limitations include the realities that judgments in decision-making can be
      faulty, and that breakdowns can occur because of simple error or mistake.
      Additionally, controls can be circumvented by the individual acts of some
      persons, by collusion of two or more people, or by management override of the
      internal control. The design of any system of controls also is based in part
      upon certain assumptions about the likelihood of future events, and there can
      be
      no assurance that any design will succeed in achieving its stated goals under
      all potential future conditions. Over time, control may become inadequate
      because of changes in conditions, or the degree of compliance with the policies
      or procedures may deteriorate.




9
 Table
          of Contents


PART
      II – OTHER INFORMATION





Item
      1.     Legal Proceedings





We
      are
      not a party to any pending legal proceeding. We are not aware of any pending
      legal proceeding to which any of our officers, directors, or any beneficial
      holders of 5% or more of our voting securities are adverse to us or have a
      material interest adverse to us.





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





On
      October 31, 2007, the registration statement filed on Form SB-2 (Commission
      file
      number 333-146834) was declared effective by the SEC. This offering has
      commenced and is ongoing. This registration statement registered 950,000 shares
      of Common Stock on behalf of certain selling shareholders of the company. We
      will not receive any proceeds from this offering and have not made any
      arrangements for the sale of these securities.





Item
      3.     Defaults upon Senior
      Securities





None





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





No
      matters have been submitted to our security holders for a vote, through the
      solicitation of proxies or otherwise, during the quarterly period ended December
      31, 2007.





Item
      5.     Other Information





None





Item
      6.      Exhibits





ExhibitNumber
            Description
                of Exhibit3.1
            Articles
                of Incorporation(1)3.2
            By-Laws(1)31.1
            Certification
                of Chief Executive Officer pursuant to 18
                U.S.C. Section 1350, as adopted pursuant to Section 302 of the
                Sarbanes-Oxley Act of 200231.2
            Certification
                of Chief Financial Officer pursuant to 18
                U.S.C. Section 1350, as adopted pursuant to Section 302 of the
                Sarbanes-Oxley Act of 200232.1
            Certification
                of Chief Executive Officer and Chief
                Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
                pursuant
                to Section 906 of the Sarbanes-Oxley Act of 2002


(1)
            Previously
                included as an exhibit to the Registration Statement on Form SB-2
                filed on
                October 22, 2007


10
 Table
          of Contents





SIGNATURES





In
      accordance with the requirements of the Securities and Exchange Act of 1934,
      the
      Registrant has duly caused this report to be signed on its behalf by the
      undersigned, thereunto duly authorized.





Windstar,
                Inc.Date:
            February
                1, 2008By:
            /s/
                Siew Mee
                FamSiew
                Mee Fam
              President,
                Secretary, Chief Executive Officer, Chief Financial
                Officer,
              Principal Accounting
                Officer, Treasurer, and
                Director