UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC 20549





FORM
10-Q





[X]
            Quarterly
      Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of
      1934For
      the quarterly period ended March 31,
      2008[  ]
            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
            N/A(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 [X]
Yes    [ ] No





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 Accelerated filer
            [ ]
      Non-accelerated filer[X]
      Smaller reporting company





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).   Yes [X]   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 March
31, 2008.




Table of Contents




TABLE OF
      CONTENTS
            PagePART I – FINANCIAL INFORMATIONItem 1:
            Financial Statements
            3Item 2:
            Management’s Discussion and Analysis of Financial Condition and
      Results of Operations
            4Item 3:
            Quantitative and Qualitative Disclosures About Market
      Risk
            8Item 4T:
            Controls and Procedures
            8PART II – OTHER INFORMATIONItem 1:
            Legal Proceedings
            9Item 1A:
            Risk Factors
            9Item 2:
            Unregistered Sales of Equity Securities and Use of
      Proceeds
            9Item 3:
            Defaults Upon Senior Securities
            9Item 4:
            Submission of Matters to a Vote of Security
      Holders
            9Item 5:
            Other Information
            9Item 6:
            Exhibits
            9




2
 Table of Contents




PART
I - FINANCIAL INFORMATION





Item 1.   Financial Statements





Our
unaudited financial statements included in this Form 10-Q are as
follows:





(a)
            Unaudited Balance Sheet as of March 31,
    2008;





(b)
            Unaudited Statements of Operations for the three and six months
      ended March 31, 2008 and period from inception (September 6, 2007) to
      March 31, 2008;





(c)
            Statement of Stockholders’ Equity for the period from inception
      (September 6, 2007) through March 31,
2008;





(d)
            Unaudited Statements of Cash Flows for the three and six months
      ended March 31, 2008 and period from inception (September 6, 2007) to
      March 31, 2008;





(e)
            Notes to Unaudited 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-Q.  In the
opinion of management, all adjustments considered necessary for a fair
presentation have been included.  Operating results for the interim
period ended March 31, 2008 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 March 31, 2008
 
 ASSETSCurrent
      AssetsCash
      and equivalents
              $
              -0-Prepaid
      expenses
              
              -0-TOTAL
      ASSETS
              $
              -0-LIABILITIES
      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
              
              (43,000)Total
      stockholders’ equity
              
              -0-TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY
              $
              -0-
 See
accompanying notes to financial statements.
  F-1
 Table of Contents
 WINDSTAR, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 STATEMENTS
OF OPERATIONS
 Three
Months and Six Months Ended March 31, 2008
 Period
from September 6, 2007 (Inception) to March 31, 2008
 
 Three
      months ended
                  March
      31, 2008
              
              Six
      months endedMarch
      31, 2008
              
              Period
      fromSeptember
      6, 2007(Inception)
      to
                March
      31, 2008Revenues
              $
              -0-
              
              $
              -0-
              
              $
              -0-Expenses
      :Professional
      fees
              
              2,000
              
              
              39,000
              
              
              43,000Net
      Loss
              $
              (2,000)
              
              $
              (39,000)
              
              $
              (43,000)Net
      loss per share:Basic
      and diluted
              $
              0.00
              
              $
              (0.02)
              
              $
              (0.02)Weighted
      average shares outstanding:Basic
      and diluted
              
              2,150,000
              
              
              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 March 31, 2008
 
 Common
      stock
              
              Additional
      paid-in
              
              Deficit
      accumulated during the developmentShares
              
              Amount
              
              capital
              
              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
              -
              
              
              -
              
              
              -
              
              
              (39,000)
              
              
              (39,000)Balance,
      March 31, 2008
              2,150,000
              
              $
              2,150
              
              $
              40,850
              
              $
              (43,000)
              
              $
              -
  See
accompanying notes to financial statements.
 
 F-3
 Table of Contents
 WINDSTAR,
INC.
 (A
DEVELOPMENT STAGE COMPANY)
 STATEMENTS
OF CASH FLOWS
 Three
Months and Six Months Ended March 31, 2008
 Period
from September 6, 2007 (Inception) to March 31, 2008
 
 Three
      months ended
                    March
      31,
                    2008
              
              Six
      months ended
                    March
      31,
                    2008
              
              Period
      FromSeptember
      6, 2007(Inception)
      toMarch
      312008CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      loss
              $
              (2,000)
              
              $
              (39,000)
              
              $
              (43,000)Change
      in non-cash working capital items
                Prepaid
      expenses
              
              2,000
              
              
              4,000
              
              
              - 10,962CASH
      FLOWS USED BY OPERATING ACTIVITIES
              
              0
              
              
              (35,000)
              
              
              (43,000)CASH
      FLOWS FROM FINANCING ACTIVITIESProceeds
      from sales of common stock
              
              0
              
              
              0
              
              
              43,000NET
      INCREASE IN CASH
              
              (2,000)
              
              
              (35,000)
              
              
              0Cash,
      beginning of period
              
              2,000
              
              
              35,000
              
              
              0Cash,
      end of period
              $
              0
              
              $
              0
              
              $
              0SUPPLEMENTAL
      CASH FLOWINFORMATIONInterest
      paid
              $
              0
              
              $
              0
              
              $
              0Income
      taxes paid
              $
              0
              
              $
              0
              
              $
              0
  See
accompanying notes to financial statements.
  F-4
 Table of Contents
 WINDSTAR, INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO THE FINANCIAL STATEMENTS
 March
31, 2008
 
 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 March 31, 2008 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
 March
31, 2008
 
 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 March 31, 2008 consisted of an advance retainer paid to the firms
outside independent auditors for services to be rendered for periods after March
31, 2008.
  NOTE
3 – INCOME TAXES
  For
the period ended March 31, 2008, 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 $43,000 at March 31, 2008, and
will expire in the year 2028.
 
 F-6
 Table of Contents
 WINDSTAR,
INC.
 (A
DEVELOPMENT STAGE COMPANY)
 NOTES
TO THE FINANCIAL STATEMENTS
 March
31, 2008
 
 
 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:
  2008Deferred
      tax asset attributable to:Net
      operating loss carryover
              $
              14,500Valuation
      allowance
              
              (14,500)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.     Management’s Discussion and Analysis
of Financial Condition and Results of Operations





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 intend
such 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, and are including 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. Our ability to predict results or the actual effect of future plans
or strategies is inherently uncertain. Factors which could have a material
adverse affect on our operations 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 should also be 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 concerning our business, including additional factors that could
materially affect our financial results, is included herein and in our other
filings with the 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 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




4
 Table of Contents




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, 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.




5
 Table of Contents




§
            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;





§
            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.





Significant
Equipment





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





6
 Table of Contents




Results
of Operations for the Three and Six Months Ended March 31, 2008 and Period from
September 6, 2007 (Date of Inception) until March 31, 2008





We
generated no revenue for the period from September 6, 2007 (Date of Inception)
until March 31, 2008. 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.





Our
Operating Expenses for the three months ended March 31, 2008 were $37,000,
consisting entirely of Professional Fees.  Our Operating Expenses for
the six months ended March 31, 2008 were $39,000, consisting entirely of
Professional Fees.  Our Operating Expenses from September 6, 2007
(Date of Inception) to March 31, 2008 were $43,000, consisting entirely of
Professional Fees. We, therefore, recorded a net loss of $2,000 for the three
months ended March 31, 2008, $39,000 for the six months ended March 31, 2008,
and $43,000 for the period from September 6, 2007 (Date of Inception) until
March 31, 2008. Our operating expenses are wholly attributable to professional
fees associated with the initial development of our business, legal expenses,
and consulting 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.





Liquidity
and Capital Resources





As of
March 31, 2008, we had no current assets. We had no current liabilities as of
March 31, 2008. Thus, we have working capital of $0 as of March 31,
2008.





Operating
activities used $43,000 in cash for the period from September 6, 2007 (Date of
Inception) until March 31, 2008. Our net loss of $43,000 represented all our
negative operating cash flow. Financing Activities during the period from
September 6, 2007 (Date of Inception) until March 31, 2008 generated $43,000 in
cash during the period.





As of
March 31, 2008, we have insufficient cash to operate our business at the current
level for the next twelve months and insufficient cash to achieve our business
goals. The success of our business plan beyond the next 12 months is contingent
upon us obtaining additional financing. We intend to fund operations through
debt and/or equity financing arrangements, which may be insufficient to fund our
capital expenditures, working capital, or other cash requirements. We do not
have any formal commitments or arrangements for the sales of stock or the
advancement or loan of funds at this time. There can be no assurance that such
additional financing will be available to us on acceptable terms, or at
all.





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 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.





7
 Table of Contents




Off
Balance Sheet Arrangements





As of
March 31, 2008, there were no off balance sheet arrangements.





Item 3.     Quantitative and Qualitative
Disclosures About Market Risk





A smaller
reporting company is not required to provide the information required by this
Item.





Item 4T.     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 March 31, 2008.  This evaluation was
carried out under the supervision and with the participation of our Chief
Executive Officer and Chief Financial Officer, Siew Mee Fam.  Based
upon that evaluation, our Chief Executive Officer and Chief Financial Officer
concluded that, as of March 31, 2008, our disclosure controls and procedures are
effective.  There have been no significant changes in our internal
controls over financial reporting during the quarter ended March 31, 2008 that
have materially affected or are reasonably likely to materially affect such
controls.





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. An internal control system, no matter how well conceived and
operated, can provide only reasonable, not absolute, assurance that the
objectives of the control system are met. 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.





8
 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 1A:  Risk Factors





A smaller
reporting company is not required to provide the information required by this
Item.





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





None





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 March
31, 2008.





Item 5.     Other Information





None





Item 6.      Exhibits





Exhibit
              Number
            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




9
 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:
            May
      12, 2008By:       /s/Siew Mee
      Fam
              Siew
      Mee Fam
              President,
      Secretary, Chief Executive Officer, Chief Financial
              Officer, Principal Accounting Officer, Treasurer, and
      Director