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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                   FORM 10-KSB

[X]  Annual Report Under Section 13 or 15(d) of The Securities Exchange Act of
     1934

          For the fiscal year ended January 31, 2007

[_]  Transition Report Under Section 13 or 15(d) of The Securities Exchange Act
     of 1934

          For the transition period from ______________ to _____________

                        Commission file number 000-51911

                          AAMAXAN TRANSPORT GROUP, INC.
                 (Name of small business issuer in its charter)

               Delaware                                    20-5772205
       (State or other jurisdiction of                   (I.R.S. Employer
       incorporation or organization)                   Identification No.)

                 31 Walmer Rd, Suite 6 Toronto, Ontario, M5R 2W7
               (Address of principal executive offices) (Zip Code)

                                 (416) 928-3095
                (Issuer's telephone number, including area code)

              Securities registered under Section 12(b) of the Act:

               Title of each class         Name of each exchange on which
               to be so registered         each class is to be registered

                       N/A                              N/A

              Securities registered under Section 12(g) of the Act:

                Common Capital Stock, $0.0001 par value per share
                                (Title of Class)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15 (d) of the Securities Exchange Act during the past 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 ___

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of Company's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Securities Exchange Act).

                                  Yes X   No ___

<PAGE>

The issuer's revenues for the fiscal year ended January 31, 2007 were $0.

As of February 23, 2007, the aggregate market value of issuer's voting stock
held by non-affiliates was $101,560 based on the last sale price at which the
common equity was sold on January 25, 2007 at $0.01, as reported on the Pink
Sheets.

          APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                        DURING THE PRECEDING FIVE YEARS:

Check whether the registrant filed all documents and reports required to be
filed by Sections 12, 13 or 15(d) of the Securities Exchange Act after the
distribution of securities under a plan confirmed by a court.

                                  Yes ___ No ___

    As of January 31, 2007, the issuer had 24,342,957 shares of Common Stock,
                    $.0001 par value per share outstanding.

                    Documents Incorporated By Reference: None

     Transitional Small Business Disclosure Format (Check one): Yes ___ No X

















<PAGE>
                                TABLE OF CONTENTS
                                                                          Page
                                                                          ----

PART I

ITEM 1.  Description of Business                                             1

ITEM 2.  Description of Property                                             6

ITEM 3.  Legal Proceedings                                                   6

ITEM 4.  Submission of Matters to a Vote of Security Holders                 6


PART II

ITEM 5.  Market for Common Equity and Related Stockholder Matters            6

ITEM 6.  Management's Discussion and Analysis or Plan of Operation           7

ITEM 7.  Financial Statements                                                8

ITEM 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure                                                        23

ITEM 8A. Controls and Procedures                                            23

ITEM 8B. Other Information                                                  23

PART III

ITEM 9.  Directors, Executive Officers, Promoters, Control Persons
and Corporate Governance; Compliance with Section 16(a) of the
Exchange Act                                                                23

ITEM 10. Executive Compensation                                             25

ITEM 11. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters                                             25

ITEM 12. Certain Relationships and Related Transactions, and Director
Independence                                                                25

ITEM 13. Exhibits                                                           26

ITEM 14. Principal Accountant Fees and Services                             26

Signatures                                                                  26




<PAGE>

                   FORWARD LOOKING STATEMENTS AND RISK FACTORS

Certain  statements  contained  in this Form 10-KSB  filed by Aamaxan  Transport
Group, Inc., a development stage company ("Aamaxan" or the "Company") constitute
"statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended (the "Securities  Act"), and Section 21E of the Securities  Exchange Act
of 1934, as amended (the "Exchange Act"). These statements,  identified by words
such as "will," "may," "expect,"  "believe,"  "anticipate,"  "intend,"  "could,"
"should,"  "expect,"  "estimate," "plan" and similar  expressions,  relate to or
involve the current  views of  management  with respect to future  expectations,
objectives and events and are subject to substantial  risks,  uncertainties  and
other factors  beyond  management's  control that may cause actual results to be
materially  different from any such forward-looking  statements.  Such risks and
uncertainties  include those set forth in this document and others made by or on
behalf of the Company in the future, including but not limited to, the Company's
limited operating  history,  its need for additional  capital or financing,  its
ability or inability to produce and market products and services, its ability to
make a  profit  in  the  future,  its  dependence  on a  limited  number  of key
personnel,  its ability to locate and  consummate  business  opportunities  that
would appear to be in the best interests of the  shareholders,  competition from
other or similar companies or businesses,  and, general economic conditions. Any
forward-looking  statements in this document and any subsequent Company document
must be  evaluated  in light of these  and other  important  risk  factors.  The
Company  does not intend to update any  forward-looking  information  to reflect
actual  results  or  changes  in  the  factors  affecting  such  forward-looking
information.

PART I

ITEM 1. Description of Business

History

Aamaxan Transport Group,  Inc.  ("Aamaxan" or the "Company") was incorporated on
June 3, 1998 under the laws of the State of Delaware as Worthington Venture Fund
Inc. ("Worthington  Delaware").  On August 14, 1998, Worthington Delaware's name
was changed to Admax  Technology,  Inc.  ("Admax").  On August 28,  1998,  Admax
merged with Worthington Venture Fund, Inc. ("Worthington Utah"), a non-operating
Utah shell corporation, and changed its name to Aamaxan Transport Group, Inc.

The Company has not had any  substantive  business  operations  from the date of
incorporation  until the present time and is considered a "shell  company" as it
has no or nominal operations. During the years ending January 31, 1999 and 2000,
the  Company  attempted  to  acquire  certain  companies  and  assets.  Although
acquisition  agreements  were  executed,  shares of common stock were issued and
only partially  cancelled and funds advanced,  these  acquisitions did not close
and the  acquisitions  were written  off. The Company was dormant from  mid-2000
until recently.

The Company has been  seeking,  and will continue to seek,  potential  operating
businesses and business  opportunities  with the intent to acquire or merge with
such businesses.  The Company is considered a development  stage company and its
principal  purpose is to locate and  consummate a merger or  acquisition  with a
private entity.  Because of the Company's  current status of having only nominal
assets  and  no  recent  operating  history,  in  the  event  the  Company  does
successfully  acquire or merge with an  operating  business  opportunity,  it is
likely that the  Company's  current  shareholders  will  experience  substantial
dilution and a resultant change in control of the Company.

Any target acquisition or merger candidate of the Company will become subject to
the same reporting  requirements as the Company upon  consummation of any merger
or  acquisition.  Thus,  in the event the  Company  successfully  completes  the
acquisition of, or merger with, an operating business opportunity, that business
opportunity  must provide Form 10 or Form 10-SB level  disclosure  in a Form 8-K
including audited  financial  statements for at least the two most recent fiscal
years or, in the event the  business  opportunity  has been in business for less
than two years, audited financial statements will be required from the period of
inception.   This  could  limit  the   Company's   potential   target   business
opportunities due to the fact that many private business opportunities either do
not  have  audited  financial  statements  or  are  unable  to  produce  audited
statements without substantial time and expense.


                                       1
<PAGE>

The Company has no recent operating  history and no  representation is made, nor
is any  intended,  that the  Company  will in fact be able to  carry  on  future
business activities successfully.  If the Company needs cash over the ensuing 12
months in order to carry out its business activities,  the Company believes that
it will be able to  borrow  sufficient  cash from its  stockholders  in order to
satisfy any such immediate  requirements.  For this reason, the Company does not
presently  anticipate  having to raise any  additional  funds within the next 12
months or longer.  In spite of being able to meet cash needs that are  currently
anticipated, there can be no assurance that the Company will have the ability to
acquire or merge with an operating business, business opportunity or property at
all,  let alone one that will be of  material  value or benefit to the  Company.
There can also be no assurance that the Company's cash needs can be indefinitely
met by cash  advances  from a  stockholder  or anyone else  associated  with the
Company.

As stated elsewhere  herein,  management plans to investigate,  research and, if
justified,  potentially acquire or merge with one or more businesses or business
opportunities.  The Company currently has no commitment or arrangement,  written
or oral,  to  participate  in any business  opportunity  and  management  cannot
predict  the nature of any  potential  business  opportunity  it may  ultimately
consider,  let alone enter into.  Management  will have broad  discretion in its
search for and negotiations with any potential business or business opportunity.

Use of Form S-8 and Form 8-K by Shell Companies

Effective  August 22, 2005,  the  Commission  adopted a series of rules and rule
amendments  designed to deter fraud and abuse through the use of reporting shell
companies.  The  most  significant  rule  changes  were as  follows:  (i)  shell
companies are prohibited from using Form S-8 to register offerings of securities
during  the  period a company  is  defined  as a shell  company  and for 60 days
thereafter;  and (ii) upon completion of a transaction  whereby a company ceases
to be a shell  company,  the  company  must  file  Form 10 or Form  10-SB  level
disclosure  in a Form  8-K  within  four  business  days  after  completing  the
transaction.  The changes to the Form 8-K rules may limit the number of business
opportunities  that would be interested  in  completing a  transaction  with the
Company.

Sources of Business Opportunities and Risks Associated Therewith

Management  of the Company  intends to use various  resources  in the search for
potential business  opportunities  including,  but not limited to, the Company's
officer and director, consultants,  special advisors, securities broker-dealers,
venture  capitalists,  members  of the  financial  community  and others who may
present management with unsolicited proposals.  Because of the Company's lack of
capital,  it may  not be  able  to  retain  on a fee  basis  professional  firms
specializing in business  acquisitions and reorganizations.  Rather, the Company
will most likely have to rely on outside sources,  not otherwise associated with
the Company,  persons that will accept their compensation only after the Company
has finalized a successful  acquisition or merger.  To date, the Company has not
engaged  or entered  into any  discussion,  agreement  or  understanding  with a
particular consultant regarding the Company's search for business opportunities.
Presently,  no final  decision has been made nor is  management in a position to
identify any future prospective consultants.

If the Company  elects to engage an independent  consultant,  it intends to look
only to consultants  that have experience in working with small public companies
in search of an appropriate business opportunity. Also, the consultant will more
than likely  have  experience  in  locating  viable  merger  and/or  acquisition
candidates  and  have  a  proven  track  record  of  finalizing   such  business
combinations. Further, the Company would prefer to engage a consultant that will
provide  services  for only  nominal  up-front  consideration  and who  would be
willing  to be fully  compensated  at the  close of a  business  combination  or
acquisition.

The Company does not intend to limit its search to any specific kind of industry
or business.  The Company may investigate and ultimately  acquire a venture that
is in its  preliminary  or  development  stage,  is already in operation,  or in
various stages of existence and development.  Management  cannot predict at this

                                       2
<PAGE>

time the status or nature of any venture in which the Company may participate. A
potential  venture  might need  additional  capital or merely desire to have its
shares  publicly  traded.  The most  likely  scenario  for a  possible  business
arrangement  would  involve  the  acquisition  of or  merger  with an  operating
business  that does not need  additional  capital,  but which merely  desires to
establish a public trading market for its shares.  Management  believes that the
Company could provide a potential public vehicle for a private entity interested
in becoming a publicly held corporation.

Evaluation and Risks Associated Therewith

Once the Company has identified a particular  entity as a potential  acquisition
or merger candidate,  management will seek to determine  whether  acquisition or
merger  is  warranted  or  whether  further  investigation  is  necessary.  Such
determination will generally be based on management's  knowledge and experience,
or with the  assistance  of outside  advisors  and  consultants  evaluating  the
preliminary  information  available to them. As stated in the previous  section,
management  may elect to  engage  outside  independent  consultants  to  perform
preliminary analysis of potential business  opportunities.  However,  because of
the Company's lack of capital it may not have the necessary funds for a complete
an exhaustive investigation of any particular opportunity.

In evaluating such potential business opportunities,  the Company will consider,
to the extent relevant to the specific  opportunity,  several factors  including
potential  benefits  to the  Company  and  its  shareholders;  working  capital,
financial  requirements  and  availability of additional  financing;  history of
operation,  if any;  nature of present  and  expected  competition;  quality and
experience of management; need for further research, development or exploration;
potential for growth and  expansion;  potential  for profits;  and other factors
deemed relevant to the specific opportunity.

Because  the  Company  has not  located  or  identified  any  specific  business
opportunity  as of the date hereof,  there are a multitude of unknown risks that
cannot be adequately  defined or  identified  prior to the  identification  of a
specific business opportunity.  No assurance can be made following  consummation
of any acquisition or merger that the business venture acquired or targeted will
develop into a going concern or, if the business is already  operating,  that it
will  continue  to  operate   successfully.   Many  of  the  potential  business
opportunities made available to the Company may involve, among other things, new
and untested  products,  processes or market strategies which may not ultimately
prove successful.

Form of Potential Acquisition or Merger and Risks Associated Therewith

Presently,  the Company cannot predict the manner in which it might  participate
in a  prospective  business  opportunity.  Each  potential  opportunity  will be
reviewed  and,  upon the basis of that  review,  a suitable  legal  structure or
method of  participation  will be  chosen.  The  particular  manner in which the
Company  participates in a specific  business  opportunity  will depend upon the
nature of that opportunity,  the respective needs and desires of the Company, on
the one hand,  and the  respective  needs and desires of those in control of the
opportunity, on the other, and, the relative negotiating strength of the parties
involved.  Actual  participation  in a business  venture may take the form of an
asset purchase,  lease,  joint venture,  license,  partnership,  stock purchase,
reorganization,  merger  or  consolidation.  The  Company  may act  directly  or
indirectly through an interest in a partnership,  corporation,  or other form of
organization.  Whatever  form any business  transaction  ultimately  takes,  the
Company does not intend to participate in opportunities  through the purchase of
minority stock positions.

Because of the Company's  current  situation,  having only nominal assets and no
recent operating history, in the event the Company does successfully  acquire or
merge with an operating  business  opportunity,  it is likely that the Company's
present  shareholders will experience  substantial  dilution and there will be a
probable  change in  control  of the  Company.  Most  likely,  the owners of the
business  opportunity  will  acquire  control  of  the  Company  following  such
transaction.  Management has not  established any guidelines as to the amount of
control it will offer to prospective business  opportunities,  rather management
will attempt to negotiate  the best  possible  agreement  for the benefit of the
Company's shareholders.

Need for Additional Capital or Financing and Risks Associated Therewith

                                       3
<PAGE>

Management does not presently  intend to borrow funds to compensate any persons,
consultants,  promoters  or  affiliates  in  relation to the  consummation  of a
potential  merger  or  acquisition.  However,  if the  Company  engages  outside
advisors or  consultants  in its search for  business  opportunities,  it may be
necessary for the Company to attempt to raise  additional  funds. As of the date
hereof,  the Company has not made any  arrangements or definitive  agreements to
use outside  advisors or consultants  or to raise any capital.  In the event the
Company does need to raise capital, most likely the only method available to the
Company  would be the private sale of its  securities.  These  possible  private
sales  would more than  likely  have to be to persons  known by the  director or
other  shareholders  of the  Company  or to  venture  capitalists  that would be
willing to accept the substantial  risks  associated with investing in a company
with limited history, no current operations and nominal capital.

Because  of the nature of the  Company as a  development  stage  company,  it is
unlikely that it could make a public offering of securities or be able to borrow
any significant sum from either a commercial or private lender.  Management will
attempt to acquire  funds or  financing,  if  necessary,  on the best  available
terms.  However,  there can be no  assurance  that the  Company  will be able to
obtain additional funding or financing when and if needed, or that such funding,
if available,  can be obtained on terms reasonable or acceptable to the Company.
Although not presently anticipated,  a possibility exists that the Company would
offer and sell  additional  securities  to its  existing  shareholders  or their
affiliates or possibly even "accredited investors."

Possible Sales of Shares by Certain Shareholders or Insiders

In the case of a future acquisition or merger, there exists a possibility that a
condition of such transaction might include the sale of shares presently held by
officers,  directors, their affiliates, if any, or other insiders of the Company
to parties affiliated with or designated by the potential business  opportunity.
Presently,  management has no plans to seek or actively negotiate such terms and
conditions.  However, if any such situation does arise,  management is obligated
to  follow  the  Company's  Certificate  of  Incorporation  and  all  applicable
corporate  laws in  negotiating  such an  arrangement.  Under this scenario of a
possible  sale by  officers,  directors  and other  insiders,  if any,  of their
shares, it is unlikely that similar terms and conditions would be offered to all
other  shareholders of the Company or that the  shareholders  would be given the
opportunity to approve such a transaction.

Finder's, Agent's or Broker's Fees

In the event of a  successful  acquisition  or merger,  a  finder's,  agent's or
broker's  fee,  in the  form  of  cash or  securities,  may be  paid to  persons
instrumental in facilitating  the  transaction.  The Company has not established
any  criteria or limits for the  determination  of any such fee,  although it is
likely that an appropriate fee will be based upon  negotiations by and among the
Company,  the  appropriate  business  opportunity,  and the  finder  or  broker.
Management  cannot at this  time  estimate  the type or amount of any  potential
finder's or agent's fee that might be paid. Though possible, it is unlikely that
a finder's or agent's fee will be paid to an affiliate of the Company because of
the potential conflict of interest that might result. If such a fee were paid to
an  affiliate,  it would have to be in such a manner so as not to  compromise an
affiliate's possible fiduciary duty to the Company or to violate the doctrine of
usurpation of a corporate  opportunity.  Further,  in the unlikely  event that a
finder's or agent's fee was paid to an  affiliate,  the  Company  would  likely,
though not necessarily, have such an arrangement ratified by the shareholders in
an  appropriate  manner.  It should  also be noted  that  finder's,  agent's  or
broker's  fees  in  the  types  of  situations   involved  here  are  frequently
substantial  and no  assurance  can be made  that  any  such  fee  would  not be
substantial or not entail the issuance of several million common capital shares.

Potential Conflicts of Interest

Presently, it is believed to be highly unlikely that the Company will acquire or
merge with a business opportunity in which the Company's management,  affiliates
or promoters,  if any, have an ownership  interest.  Any possible  related party
transaction  of this type would  likely have to be  ratified by a  disinterested

                                       4
<PAGE>

Board of Directors and possibly, by the shareholders. Whatever would happen, the
Company  intends do whatever it believes is  necessary  to fully and  completely
comply with Delaware  corporate law.  Management  does not  anticipate  that the
Company will acquire or merge with any related entity or person.

Rights and Participation of Shareholders

It is presently  anticipated by management that prior to consummating a possible
acquisition  or merger,  the  Company,  if required  by relevant  state laws and
regulations,  will seek to have the transaction  ratified by shareholders in the
appropriate manner.

The Board of Directors  will have the discretion to consummate an acquisition or
merger by written consent if it is determined to be in the best interests of the
Company  to do so.  Regardless  of  whether  an  action to  acquire  or merge is
ratified  by calling and  holding a formal  shareholders'  meeting or by written
consent,   the  Company  intends  to  provide  its  shareholders  with  complete
disclosure  documentation  concerning a potential  target business  opportunity,
including  appropriate audited financial  statements of the target to the extent
the same can be made available at the time. It is  anticipated  that all of such
information will be disseminated to the shareholders either by a proxy statement
prepared in accordance with Schedule 14A  promulgated  under the Exchange Act in
the event that a  shareholders'  meeting is called  and held,  or by  subsequent
information statement prepared in accordance with Schedule 14C promulgated under
the  Exchange Act in the event the  corporate  action is approved by the written
consent of a majority.

Within four business days after  completing a merger or acquisition  transaction
where the Company ceases to be a shell company, the Company must file a Form 8-K
that provides Form 10 or Form 10-SB level disclosure.

Competition

Because the Company  has not  identified  any  potential  acquisition  or merger
candidate,  it is  unable  to  evaluate  the  type  and  extent  of  its  likely
competition.  The Company is aware that there are several other public companies
with only nominal  assets that are also  searching for operating  businesses and
other business opportunities as potential acquisition or merger candidates.  The
Company will be in direct  competition  with these other public companies in its
search for  business  opportunities  and, due to the  Company's  current lack of
funds and capital  resources,  it may be difficult to successfully  compete with
these other companies.

Employees

As of the date hereof, the Company does not have any full time employees and has
no plans for  retaining  full time  employees  until such time as the  Company's
business  warrants the expense,  or until the Company  successfully  acquires or
merges  with an  operating  business.  The  Company  may  find it  necessary  to
periodically hire part-time clerical help on an as-needed basis.

Facilities

The Company is currently  using as its principal  place of business the business
office of its principal shareholder,  Marc Juliar, located in Toronto,  Ontario.
Although  the Company has no written  agreement  and pays no rent for the use of
this  facility,  it is  contemplated  that at such  future  time as the  Company
acquires  or  merges  with  an  operating  business,  the  Company  will  secure
commercial office space from which it will conduct its business.  However, until
such  time as the  Company  completes  an  acquisition  or  merger,  the type of
business in which the  Company  will be engaged and the type of office and other
facilities that will be required is unknown. The Company has no current plans to
secure such commercial office space.

Industry Segments

No  information  is  presented  regarding  industry  segments.  The  Company  is
presently a development  stage  company  seeking a potential  acquisition  of or
merger with a yet known and yet-to-be-identified  business opportunity.



                                       5
<PAGE>

ITEM 2. Description of Property

Administrative  operations  are conducted  from the offices of Marc Juliar at 31
Walmer Rd, Suite 6, Toronto,  Ontario, M5R 2W7. We expect to operate for as long
as  possible  from  these  offices to  minimize  operating  expenses.  We do not
currently  pay rent for these offices and do not  anticipate  paying rent to Mr.
Juliar for any such  offices in the  future.  Our  operations  do not  currently
require  office  or  laboratory  space to meet  our  objectives,  and  therefore
administration from these offices is sufficient. At some point in the future, as
may be necessary to implement and carry out our plans, we may require additional
office space requiring  rental  expense,  but we do not anticipate any such need
during the next six to twelve  months.  We will  however,  incur  common  office
operating expenses such as telephone, office supplies, postage, etc.

ITEM 3. Legal Proceedings

There are presently no material pending legal or governmental agency proceedings
to which the Company or its officer, director or majority stockholder is a party
or to which any of its property is subject and, to the best of its knowledge, no
such actions against the Company are contemplated or threatened.

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

None.

PART II

ITEM 5. Market for Common Equity and Related Stockholder Matters

The Company's  stock is currently  listed in the "Pink Sheets"  published by the
Pink Sheets, LLC (previously  National  Quotation Bureau,  LLC) under the symbol
"AMXT".  No shares of the Company's common stock have previously been registered
with the Commission or any state  securities  agency or authority.  There are no
plans, proposals,  arrangements or understandings with any person concerning the
development of a trading market in any of the Company's securities.

As of January 31, 2007 there were 217 holders of record of the Company's  common
stock,  which  figure  does not  take  into  account  those  shareholders  whose
certificates  are held in the name of  broker-dealers  or other nominees such as
the Depository Trust Company (DTC) or Cede & Company.  The following table shows
the high and low bid prices of the Company's common stock as reported by the OTC
Bulletin Board or the Pink Sheets for the periods indicated.

                                   High         Low

Fiscal 2006

     First Quarter                $0.0007     $0.0004
     Second Quarter               $0.0007     $0.0007
     Third Quarter                $0.0007     $0.0005
     Fourth Quarter               $0.0007     $0.0005

Fiscal 2007

     First Quarter                $0.02       $0.0005
     Second Quarter               $0.02       $0.009
     Third Quarter                $0.02       $0.008
     Fourth Quarter               $0.015      $0.012


                                       6
<PAGE>

Dividend Policy

The Company has not declared or paid cash dividends or made distributions in the
past and the Company does not anticipate that it will pay cash dividends or make
distributions in the foreseeable future. The Company currently intends to retain
and invest future earnings to finance its operations.

Sales of Unregistered Securities

On June 21, 2005, the holder of a convertible  promissory  note in the amount of
$43,210 plus accrued interest of $249 converted its note in to 18,786,957 common
shares of the company.  These shares were issued  pursuant to the exemption from
registration afforded by Section 4(2) of the Securities Act of 1933, as amended.
The  Commission has taken the position that  securities  issued by a blank check
company and held by  stockholders  in the  capacity of  management,  affiliates,
control persons and promoters cannot be resold under Rule 144 or Section 4(1) of
the  Securities  Act of  1933,  as  amended  and  must be  registered  with  the
Commission  prior to being  resold.  Accordingly,  the  Company  has  placed the
appropriate  restrictive  legend on these 18,786,957 common shares.  For further
information  on the  Commission's  position,  please  refer to the letter  dated
January 21, 2000 to Mr. Ken Worm,  Assistant  Director,  OTC Compliance  Unit of
NASD Regulation,  from Mr. Richard K. Wulff, Chief of Small Business, of the SEC
staff, available on the Commission's website.

ITEM 6. Management's Discussion and Analysis or Plan of Operation

Background

The Company is considered a development  stage company with no assets or capital
and with no  operations  or income  since  inception.  The  costs  and  expenses
associated  with the  recent  operations  of the  Company  have been paid for by
stockholders of the Company.

It is anticipated that the Company will require only nominal capital to maintain
its corporate  viability and necessary funds will most likely be provided by the
Company's  existing  shareholders  or its officer and director in the  immediate
future.  However,  unless the Company is able to facilitate an acquisition of or
merger with an  operating  business or is otherwise  able to obtain  significant
outside financing,  substantial doubt will be cast on its ability to continue as
a viable corporation.

In the  opinion of  management,  neither  inflation  nor  recession  will have a
material  effect on the operations of the Company until such time as the Company
successfully  completes an acquisition or merger. At that time,  management will
evaluate  the  possible  effects of  inflation or recession on the Company as it
relates to its business and  operations  following a successful  acquisition  or
merger.

Plan of Operation

During  the  next  twelve  months,  the  Company  will  actively  seek  out  and
investigate possible business  opportunities with the intent to acquire or merge
with one or more  business  ventures.  Because the Company  lacks cash and other
capital resources,  it may be necessary for the officers and directors to either
advance  funds  to the  Company  or to  accrue  expenses  until  such  time as a
successful  business  consolidation  can be made. There is no assurance that the
Company  will be able to obtain funds from these  persons and has no  agreements
for such funding.

Management  intends to hold  expenses to a minimum  and to obtain  services on a
contingency basis when possible. Further, the Company's directors will defer any
compensation until such time as an acquisition or merger can be accomplished and
will strive to have the business opportunity provide their remuneration, if any.
However,  if the Company engages  outside  advisors or consultants in its search
for business  opportunities,  it may be necessary  for the Company to attempt to
raise additional funds.

As of the date hereof,  the Company has not made any  arrangements or definitive
agreements to use outside  advisors or consultants  or to raise any capital.  In
the event the  Company  does need to raise  capital  most likely the only method
available to the Company would be the private sale of its securities. Because of
the nature of the Company as a development stage company, it is unlikely that it

                                       7
<PAGE>

could make a public sale of securities or be able to borrow any  significant sum
from either a commercial or private  lender.  There can be no assurance that the
Company will be able to obtain  additional  funding when and if needed,  or that
such funding, if available, can be obtained on terms acceptable to the Company.

The Company does not intend to use any employees, with the possible exception of
part-time  clerical  assistance  on an  as-needed  basis.  Outside  advisors  or
consultants  will be used only if they can be obtained  for minimal cost or on a
deferred payment basis.  Management is confident that it will be able to operate
in this manner and to continue its search for business  opportunities during the
next twelve months.

Going Concern

The financial  statements  of the Company have been  prepared  assuming that the
Company will continue as a going concern.  However, the Company has no assets or
working capital and has no business operations.  These conditions, among others,
give rise to  substantial  doubt  about the  Company's  ability to continue as a
going concern. Management is continuing to seek to purchase an ongoing business.
Until such time, the Company  anticipates its working capital needs to be funded
through  advances from its  stockholders.  Management  believes that these steps
will provide the Company with adequate funds to sustain its continued existence.
There is, however, no assurance that the steps taken by management will meet all
of the  Company's  needs  or that  it will  continue  as a  going  concern.  The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.

ITEM 7. Financial Statements


                          Aamaxan Transport Group, Inc.

                          (A Development Stage Company)


                              Financial Statements

                                       and

             Report of Independent Registered Public Accounting Firm

                  For the Years Ended January 31, 2007 and 2006








                                        8
<PAGE>


                                 C O N T E N T S
                                 ---------------


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ......................10

BALANCE SHEET.................................................................11

STATEMENTS OF OPERATIONS......................................................12

STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)...............................13-15

STATEMENTS OF CASH FLOWS...................................................16-17

NOTES TO FINANCIAL STATEMENTS..............................................18-22








                                        9
<PAGE>



             Report of Independent Registered Public Accounting Firm
             -------------------------------------------------------



Board of Directors and Stockholders
Aamaxan Transport Group, Inc.
Toronto, Ontario

We have audited the accompanying balance sheet of Aamaxan Transport Group, Inc.,
(a  development  stage  company) (the  "Company") as of January 31, 2007 and the
related statements of operations,  stockholders' equity (deficit) and cash flows
for each of the years in the two year period ended  January 31, 2007 and for the
period June 3, 1998  (inception)  through  January  31,  2007.  These  financial
statements   are  the   responsibility   of  the   Company's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our 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 audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  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 Aamaxan Transport Group, Inc.
at January 31, 2007,  and the results of its  operations and cash flows for each
of the years in the two year  period  ended  January 31, 2007 and for the period
June 3, 1998 (inception) through January 31, 2007, in conformity with accounting
principles generally accepted in the United States of America.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 1 to the
financial statements, the Company has no assets or working capital as of January
31, 2007, a significant deficit accumulated during the development stage and has
no business operations.  These conditions, among others, raise substantial doubt
about the Company's ability to continue as a going concern.  Management's  plans
in  regard  to  these  matters  are  also  described  in Note 1.  The  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty.





Turner, Stone & Company, L.L.P.
Certified Public Accountants
Dallas, Texas
March 15, 2007




                                       10
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                                  BALANCE SHEET
                                  -------------
                                JANUARY 31, 2007
                                ----------------



                                     Assets
                                     ------

Current assets:

     Cash                                                          $          -
     Prepaid expenses                                                       313
                                                                   -------------
         Total current assets                                               313
                                                                   -------------

                                                                   $        313
                                                                   =============



                 Liabilities and Stockholders' Equity (Deficit)
                 ----------------------------------------------

Current liabilities:

     Accounts payable                                              $      4,109
     Advances from stockholder                                           38,489
                                                                   -------------

         Total current liabilities                                       42,598
                                                                   -------------

Stockholders' equity (deficit):

     Preferred stock, $.001 par value, 10,000,000
       shares authorized, no shares issued or outstanding                     -
     Common stock, $.0001 par value, 25,000,000
       shares authorized, 24,342,957 shares
       issued and outstanding                                             2,435
     Additional paid-in capital                                       7,350,337
     Deficit accumulated during the development stage                (7,395,057)
                                                                   -------------
                                                                        (42,285)
                                                                   -------------

                                                                   $        313
                                                                   =============






    The accompanying notes are an integral part of the financial statements.



                                       11
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                            STATEMENTS OF OPERATIONS
                            ------------------------

                                                                    Cumulative
                                                                      From
                                                                    Inception
                                     Year Ended     Year Ended       Through
                                     January 31,    January 31,     January 31,
                                        2007           2006            2007
                                    ------------  -------------  ---------------

Revenues                            $          -  $           -  $            -
                                    ------------  -------------  ---------------

Operating expense:

     General and administrative           30,433         55,311       7,395,057
                                    ------------  -------------  ---------------

Loss from operations                     (30,433)       (55,311)     (7,395,057)
                                    ------------  -------------  ---------------

Provision for income taxes                     -              -               -
                                    ------------  -------------  ---------------

Net loss                            $    (30,433) $     (55,311) $   (7,395,057)
                                    ============  =============  ===============

Basic and diluted net income per
     weighted average common share  $      (.00)  $        (.00)
                                    ============  =============

Weighted average number of common
     shares outstanding               24,342,957     17,085,530
                                    ============  =============


















    The accompanying notes are an integral part of the financial statements.


                                       12
<PAGE>
<TABLE>
<CAPTION>
                                           AAMAXAN TRANSPORT GROUP, INC.
                                           -----------------------------
                                           (A DEVELOPMENT STAGE COMPANY)
                                           -----------------------------
                                    STATEMENTS OF STOCKHOLDERS'EQUITY (DEFICIT)
                                    -------------------------------------------
                         FOR THE PERIOD JUNE 3, 1998 (INCEPTION) THROUGH JANUARY 31, 2007
                         ----------------------------------------------------------------



                                                                          Additional
                           Preferred Stock           Common Stock          Paid-In       Accumulated
                          Shares      Amount      Shares      Amount       Capital         Deficit          Total
                         --------    -------    ----------   ---------   ------------   -------------   -------------
<S>                      <C>         <C>        <C>          <C>         <C>            <C>             <C>
Issuance of common
 stock in exchange
 for organizational
 services                       -    $     -        83,333   $       8   $        472   $           -   $        480

Issuance of common
 stock in attempted
 merger with ESI                -          -       307,873          31        620,696               -         620,727

Issuance of common
 stock for services
 at $33.74 per share            -          -         1,817           -         61,312               -          61,312

Issuance of common
 stock for cash                 -          -        10,288           1        349,225               -         349,226

Issuance of
 convertible
 preferred stock for
 cash in private
 placement
 transaction                  500         50             -           -        498,190               -         498,240

Conversion of
 preferred stock for
 common stock                (150)       (15)       21,122           2             13               -               -

Issuance of common
 stock for accrued
 rent at $30.00 per
 share                          -          -         1,928           -         57,856               -          57,856

Net loss                        -          -             -           -              -        (129,775)       (129,775)
                         --------    -------    ----------   ---------   ------------   -------------   -------------

Balance at
 January 31, 1999             350         35       426,361          42      1,587,764        (129,775)      1,458,066




                     The accompanying notes are an integral part of the financial statements.

                                                         13
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                           AAMAXAN TRANSPORT GROUP, INC.
                                           -----------------------------
                                           (A DEVELOPMENT STAGE COMPANY)
                                           -----------------------------
                                    STATEMENTS OF STOCKHOLDERS'EQUITY (DEFICIT)
                                    -------------------------------------------
                         FOR THE PERIOD JUNE 3, 1998 (INCEPTION) THROUGH JANUARY 31, 2007
                         ----------------------------------------------------------------



                                                                          Additional
                           Preferred Stock           Common Stock          Paid-In       Accumulated
                          Shares      Amount      Shares      Amount       Capital         Deficit          Total
                         --------    -------    ----------   ---------   ------------   -------------   -------------
<S>                      <C>         <C>        <C>          <C>         <C>            <C>             <C>
Issuance of common
 stock in exchange
 for services at
 $25.91 per share               -          -         3,667           1         94,999               -          95,000

Issuance of common
 stock in exchange
 for services at
 $11.40 per share               -          -         1,576           -         17,972               -          17,972

Conversion of
 preferred stock for
 common stock                (200)       (20)       53,877           5             15               -               -

Issuance of common
 stock in exchange
 for services at
 $30.00 per share               -          -           333           -         10,000               -          10,000

Common stock issued
 as an adjustment of
 prior year shares
 issued in exchange
 for services                   -          -         3,142           1             (1)              -               -

Net loss                        -          -             -           -              -        (131,000)       (131,000)
                         --------    -------    ----------   ---------   ------------   -------------   -------------

Balance at
 January 31, 2000             150         15       488,956          49      1,710,749        (260,775)      1,450,038

Conversion of
 preferred stock for
 common stock                (150)       (15)      250,000          25            (10)              -               -

Issuance of common
 stock in exchange
 for services at
 $.45 per share                 -          -       117,044          12         52,488               -          52,500




                     The accompanying notes are an integral part of the financial statements.

                                                         14
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                                           AAMAXAN TRANSPORT GROUP, INC.
                                           -----------------------------
                                           (A DEVELOPMENT STAGE COMPANY)
                                           -----------------------------
                                    STATEMENTS OF STOCKHOLDERS'EQUITY (DEFICIT)
                                    -------------------------------------------
                         FOR THE PERIOD JUNE 3, 1998 (INCEPTION) THROUGH JANUARY 31, 2007
                         ----------------------------------------------------------------



                                                                          Additional
                           Preferred Stock           Common Stock          Paid-In       Accumulated
                          Shares      Amount      Shares      Amount       Capital         Deficit          Total
                         --------    -------    ----------   ---------   ------------   -------------   -------------
<S>                      <C>         <C>        <C>          <C>         <C>            <C>             <C>
Issuance of common
 stock in exchange
 for services at
 $1.18 per share                -          -     4,700,000         470      5,545,530               -       5,546,000

Net loss                        -          -             -           -              -      (7,048,538)     (7,048,538)
                         --------    -------    ----------   ---------   ------------   -------------   -------------

Balance at each of
 the years ended
 January 31, 2001,
 2002, 2003, 2004
 and 2005                       -          -     5,556,000         556      7,308,757      (7,309,313)              -

Issuance of common
 stock upon
 conversion
 of note payable
 and accrued
 interest                       -          -    18,786,957       1,879         41,580               -          43,459

Net loss                        -          -             -           -              -         (55,311)        (55,311)
                         --------    -------    ----------   ---------   ------------   -------------   -------------

Balance at
 January 31, 2006               -          -    24,342,957       2,435      7,350,337      (7,364,624)        (11,852)

Net loss                        -          -             -           -              -         (30,433)        (30,433)
                         --------    -------    ----------   ---------   ------------   -------------   -------------

Balance at
 January 31, 2007               -    $     -    24,342,957   $   2,435   $  7,350,337   $  (7,395,057)  $     (42,285)
                         ========    =======    ==========   =========   ============   =============   =============






                     The accompanying notes are an integral part of the financial statements.

                                                         15
</TABLE>


<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                            STATEMENTS OF CASH FLOWS
                            ------------------------


                                                                   Cumulative
                                                                      From
                                                                    Inception
                                     Year Ended    Year Ended        Through
                                     January 31,   January 31,     January 31,
                                        2007          2006            2007
                                    ------------  -------------  ---------------

Cash flows from operating
  activities:

Net loss                            $    (30,433) $     (55,311) $   (7,395,057)

Adjustments to reconcile net loss
  to net cash used in operating
  activities:
    Note payable issued in exchange
     for services                              -         43,210          43,210
    Common stock issued for
     services                                  -            249       5,841,369
Merger acquisition expense                     -              -       1,468,193
Changes in assets and liabilities:
    Prepaid expenses                        (313)             -            (313)
    Account payable                       (1,612)         5,721           4,109
                                    ------------  -------------  ---------------

        Net cash used in operating
        activities                       (32,358)        (6,131)        (38,489)
                                    ------------  -------------  ---------------

Cash flows from investing
  activities:

    Investment in ESI                          -              -        (847,466)
                                    ------------  -------------  ---------------

        Net cash used in investing
        activities                             -              -        (847,466)
                                    ------------  -------------  ---------------

Cash flows from financing
  activities:

    Issuance of preferred stock
      for cash                                 -              -         498,240
    Issuance of common stock for
      cash                                     -              -         349,226
    Advances from stockholder             32,358          6,131          38,489
                                    ------------  -------------  ---------------

        Net cash provided by
        financing activities              32,358          6,131         885,955
                                    ------------  -------------  ---------------

Net change in cash                             -              -               -

Cash at the beginning of period                -              -               -
                                    ------------  -------------  ---------------

Cash at the end of period           $          -  $           -  $            -
                                    ============  =============  ===============






    The accompanying notes are an integral part of the financial statements.


                                       16
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                            STATEMENTS OF CASH FLOWS
                            ------------------------




                        Supplemental Schedule of Non-Cash
                        ----------------------------------
                        Investing and Financing Activities
                        ----------------------------------



                                                                   Cumulative
                                                                      From
                                                                    Inception
                                     Year Ended    Year Ended        Through
                                     January 31,   January 31,     January 31,
                                        2007          2006            2007
                                    ------------  -------------  ---------------

Issuance of 18,786,957 common
  stock shares upon conversion of
  convertible note payable and
  accrued interest payable          $          -  $      43,459  $       43,459
















    The accompanying notes are an integral part of the financial statements.


                                       17
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------



1.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and business
-------------------------

Aamaxan  Transport  Group,  Inc. (the Company) was  incorporated on June 3, 1998
under the laws of the State of Delaware under the name Worthington Venture Fund,
Inc.  (WD).  On August 14, 1998, WD changed its name to Admax  Technology,  Inc.
(Admax). On August 28, 1998, Admax merged with Worthington Venture Fund, Inc., a
non-operating Utah shell corporation,  and changed its name to Aamaxan Transport
Group,  Inc.  Its  primary  activities  through  January  31, 2007 have been the
attempted  acquisition  of  interests  in the  trucking  industry  (Note 2). The
Company was completely dormant from mid-2000 to mid-2005 although there were two
changes in control of the Company's outstanding common stock shares (Note 2).

Basis of presentation and going concern uncertainty
---------------------------------------------------

The financial  statements  of the Company have been  prepared  assuming that the
Company will continue as a going concern.  However, the Company has no assets or
working capital and has no business operations.  These conditions, among others,
give rise to  substantial  doubt  about the  Company's  ability to continue as a
going  concern.  Management is continuing to seek  additional  equity capital to
fund a merger or  acquisition  or to  purchase an ongoing  business.  Until such
time,  the Company  anticipates  its working  capital needs to be funded through
advances  from its  stockholders.  Management  believes  that  these  steps will
provide the Company  with  adequate  funds to sustain its  continued  existence.
There is, however, no assurance that the steps taken by management will meet all
of the  Company's  needs  or that  it will  continue  as a  going  concern.  The
accompanying  financial  statements  do not include any  adjustments  that might
result from the outcome of this uncertainty.

Development stage activities
----------------------------

The Company has not  conducted  any  business  operations  since its  inception.
Accordingly,  all  of  the  Company's  operating  results  and  cash  flows  are
considered to be those related to development stage activities and represent the
`cumulative  from  inception'  amounts  from its  development  stage  activities
reported pursuant to Statement of Financial Accounting Standards ("SFAS") No. 7,
Development Stage Enterprises.

Management estimates
--------------------

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

Cash and cash flows
-------------------

For purposes of the statements of cash flows,  cash includes demand deposits and
time deposits and other highly liquid  investments  with original  maturities of
less than three  months.  The Company had no cash at the end of January 31, 2007
and 2006. Also, for the years ended January 31, 2007 and 2006 and for the period
June 3, 1998  (inception)  through  January 31, 2007, no payments of interest or
taxes were made.





                                       18
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------



Net loss per share
------------------

Basic loss per share  amounts are computed by dividing the net loss  (numerator)
by the weighted average number of common shares  outstanding  during the periods
(denominator).  Diluted  loss per  common  share  amounts  reflect  the  maximum
dilution that would result from potentially  dilutive  securities.  Diluted loss
per share amounts are not presented  because there are no  potentially  dilutive
securities, options or warrants outstanding.

Reverse stock split
-------------------

On July 28, 2000, the Company completed a reverse split of its common stock at a
ratio of 1 share of common  stock for every 30 shares of common stock issued and
outstanding.  All per share  amounts  referenced in the  accompanying  financial
statements have been retroactively adjusted for the reverse stock split.

Fair value of financial instruments
-----------------------------------

In accordance with the reporting requirements of SFAS No. 107, Disclosures About
Fair Value of Financial  Instruments,  the Company  calculates the fair value of
its assets and  liabilities  which qualify as financial  instruments  under this
statement and includes this additional information in the notes to the financial
statements  when the fair value is different  than the  carrying  value of those
financial instruments.  The estimated fair value of the convertible note payable
approximated  its carrying  value  because its terms were  comparable to similar
lending  arrangements in the marketplace with comparable risks. During the years
ended  January  31,  2007 and 2006 and for the period  June 3, 1998  (inception)
through  January  31,  2007,  the  Company  did not  have  any  other  financial
instruments.












                                       19
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------



2.      CAPITAL STRUCTURE DISCLOSURES

The Company's capital structure is complex and consists of preferred stock and a
general  class of common stock.  The Company is  authorized to issue  35,000,000
shares of stock,  10,000,000 of which have been  designated as preferred  shares
with a par value per share of $.001 and 25,000,000 of which have been designated
as common shares with a par value per share of $.0001.

Attempted merger with ESI
-------------------------

On August 1, 1998, the Company issued 307,873 shares of common stock in exchange
for the various assets and  liabilities of Eaglewings  Systems,  Inc.  (ESI), an
Arkansas corporation wholly owned and controlled by the Company's sole director,
officer  and  controlling  stockholder,  effecting  a change of  control  of the
Company. However, because the Company could not comply with several terms of the
merger, the assets and liabilities of ESI were never formally transferred to the
Company.  On July 9,  2000,  the  Company's  board  of  directors  affirmed  the
unconsummated  merger  and the fact  that the  shares  originally  issued in the
attempted merger were to be retained by the holder as consideration  for efforts
expended.  In March 2006, the Company  entered into an agreement with the former
officer,  sole  director and  controlling  stockholder  of the Company  formally
acknowledging the rescission of the attempted merger.

Changes in control
------------------

On August 10, 2000, the Company issued 4,700,000 common stock shares in exchange
for services effecting a change of control of the Company.  On July 5, 2005, the
Company issued  18,786,957 common stock shares upon conversion of a note payable
(Note 5) effecting another change of control of the Company.

Preferred stock
---------------

The  Company  is  authorized  to issue  10,000,000  shares  of $.001  par  value
preferred  stock.  In  December  1998,  the  Company  raised  $498,240 of equity
capital,  net of related costs,  through the issuance of 500 shares of preferred
stock. In connection with this issuance,  the Company  designated 1,000 of these
shares as Series A Convertible Preferred Stock. Each share had a stated value of
$1,000 and was  convertible  at the holder's  option anytime after issuance into
shares of the  Company's  common stock based on a conversion  price equal to the
lesser of (a) $.70 or (b) 65% of the average  market  price per common share for
the  five  trading  days  immediately  preceding  the  date of  conversion.  The
preferred shares also paid an annual 2.0% cumulative  dividend payable quarterly
and upon  conversion.  In  addition,  attached  to each share was one warrant to
purchase one share of common stock at the above  conversion  price. The warrants
expired on December 31, 2001.

During the years  ended  January  31,  2001,  2000 and 1999,  150,  200 and 150,
respectively,  of these shares were converted  into 250,000,  53,877 and 21,122,
respectively,  common stock shares. As of January 31, 2007, there were no shares
of  preferred  stock  issued  and  outstanding  and no other  series,  rights or
privileges had been designated with respect to the Company's preferred stock.

Common stock
------------

The Company is authorized to issue 25,000,000  shares of $.0001 par value common
stock.  Each share  contains  one voting right and the right to dividends if and
when declared by the Board of Directors.



                                       20
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------



3.      RELATED PARTY TRANSACTIONS

Since  September 2, 2005,  Marc Juliar is the sole director and president of the
Company and he currently owns 14,186,957  shares of common stock or 58.3% of the
Company's outstanding shares.

At January 31, 2007, another stockholder had advanced $38,489 (2006 - $6,131) to
the Company by  directly  paying  certain  operating  expenses.  These funds are
non-interest  bearing,  unsecured  and  payable  upon  demand  as  funds  become
available.

4.      COMMITMENTS AND CONTINGENCIES

As of  January  31,  2007,  the  Company  is  not  subject  to  any  significant
commitments or contingencies or obligated under any lease commitments.

5.      CONVERTIBLE NOTE PAYABLE

On May 10, 2005, the Company issued a convertible  note payable in the amount of
$43,210  as  consideration  for  consulting  services  provided  to and  certain
expenses paid directly for the Company by an unaffiliated  individual.  The note
was payable on November 10, 2005,  bore interest at 5.0%,  was unsecured and was
convertible at the holder's option based on a conversion  price equal to 110% of
the last `Best Bid' price of the common stock as quoted in the `Pink Sheets'. On
June 20, 2005,  the note was sold to a corporation  owned and  controlled by the
then president and sole director of the Company.  On July 5, 2005, the note plus
$249 of accrued interest was converted into 18,786,957 common stock shares.

6.      INCOME TAXES

The  Company  recognizes  deferred  tax  assets  and  liabilities  based  on the
estimated  future tax  consequences  attributable  to  differences  between  the
financial  statement  carrying  amounts of existing  assets and  liabilities and
their respective tax bases. In addition, future tax benefits, such as those from
net operating loss carry forwards, are recognized to the extent that realization
of such  benefits is more likely than not.  Deferred tax assets and  liabilities
are measured  using enacted tax rates expected to apply to taxable income in the
years in which those  temporary  differences  are  expected to be  recovered  or
settled.  The effect on deferred tax assets and  liabilities  of a change in tax
rates is recognized in income in the period that includes the enactment date. At
January 31, 2007,  the Company had a deferred tax asset  totaling  approximately
$2,515,000  (2006 - $2,503,000),  which relates to the Company's  cumulative net
operating  loss  carry  forward  totaling   approximately   $7,395,000  (2006  -
$7,365,000),  which will expire  through 2027.  This deferred tax asset has been
fully  offset by a  valuation  allowance.  The  Company  does not have any other
deferred tax assets or liabilities.

The Tax Reform Act of 1986 imposed  substantial  restrictions of the utilization
of net operating  loss carry  forwards in the event of an "ownership  change" as
defined by the Section 382 of the Internal  Revenue Code of 1986. If the Company
has an "ownership  change," the  Company's  ability to utilize the net operating
losses could be reduced.








                                       21
<PAGE>

                          AAMAXAN TRANSPORT GROUP, INC.
                          -----------------------------
                          (A DEVELOPMENT STAGE COMPANY)
                          -----------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------


A reconciliation  of income tax expense at the statutory  federal rate of 34% to
income  tax  expense at the  Company's  effective  tax rate for the years  ended
January 31, 2007 and 2006 and for the period  June 3, 1998  (inception)  through
January 31, 2007 is as follows.




                                                                   Cumulative
                                                                      From
                                                                    Inception
                                     Year Ended    Year Ended        Through
                                     January 31,   January 31,     January 31,
                                        2007          2006            2007
                                    ------------  -------------  ---------------

   Tax benefit computed at
     statutory rate                 $    (10,347) $     (18,806) $   (2,514,319)

   Increase in valuation allowance        10,347         18,806       2,514,319
                                    ------------  -------------  ---------------

                                    $          -  $           -  $            -
                                    ============  =============  ===============

The  Company  uses the accrual  method of  accounting  for income tax  reporting
purposes.  At January  31,  2007 and 2006,  the  significant  components  of the
Company's deferred tax assets (benefits) and liabilities are summarized.

                                                   January 31,     January 31,
                                                      2007            2006
                                                  -------------  ---------------

         Deferred tax asset:

           Net operating loss carry forward       $   2,514,319  $    2,503,972

           Less valuation allowance                  (2,514,319)     (2,503,972)
                                                  -------------  ---------------

           Net deferred tax asset                 $           -  $            -
                                                  =============  ===============












                                       22
<PAGE>

ITEM 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure

None.

ITEM 8A. Controls and Procedures

As required by Rule 13a-15 under the  Exchange  Act, as of the end of the fiscal
year covered by this report, Marc Juliar, the Company's CEO and CFO, has carried
out an  evaluation  of the  effectiveness  of the  design and  operation  of the
Company's disclosure controls and procedures.  Based upon that evaluation,  Marc
Juliar  concluded  that the Company's  disclosure  controls and  procedures  are
effective  at January  31,  2007.  There  have been no changes in the  Company's
internal  controls over financial  reporting in connection  with this evaluation
that  occurred  during the fourth  quarter  of fiscal  2007 that has  materially
affected,  or is reasonably likely to materially  affect, the Company's internal
control over financial reporting.

Disclosure  controls and procedures are controls and other  procedures  that are
designed to ensure that  information  required to be disclosed in the  Company's
reports filed or submitted  under the Exchange Act is (1)  recorded,  processed,
summarized and reported, within the time periods specified in the Securities and
Exchange  Commission's  rules and forms and (2) accumulated and  communicated to
management,  including  the  Company's  CEO,  as  appropriate,  to allow  timely
decisions regarding required disclosure.

ITEM 8B. Other Information

None.

PART III

ITEM 9. Directors,  Executive Officers, Promoters, Control Persons and Corporate
Governance; Compliance with Section 16(a) of the Exchange Act

Executive Officers and Directors

The executive officers and directors of the Company are as follows:

Name             Age       Position
-----------------------------------------------------

Marc Juliar      29        President and Director

As set forth in the Company's Certificate of Incorporation and Bylaws, copies of
which are  incorporated  by reference,  all directors hold office until the next
annual meeting of stockholders and until their successors have been duly elected
and  qualified.  There  are  no  agreements  with  respect  to the  election  of
directors.  Though the Company has not compensated Mr. Juliar for his service on
the Board of Directors or any  committee  thereof,  directors are entitled to be
reimbursed  for  expenses  incurred for  attendance  at meetings of the Board of
Directors  and any  committee  of the Board of  Directors.  However,  due to the
Company's  lack of funds,  Mr. Juliar and any future  director will likely defer
his or her  expenses  and any  compensation  until such time as the  Company can
consummate a successful acquisition or merger. As of the date hereof, Mr. Juliar
has not accrued any expenses or  compensation.  As further set forth in Exs. 3.1
and 3.2 incorporated by reference,  officers are appointed annually by the Board
of Directors and each executive officer serves at the discretion of the Board of
Directors. The Company does not have any standing committees.

Mr. Juliar has served as the Company's President, Chief Executive Officer, Chief
Financial  Officer and Chairman of the Board since August 2005.  Mr.  Juliar has
been the  President of Paradigm Oil and Gas since  November 9, 2006.  From April
2004 to January 2006,  Mr. Juliar was an officer and director of Kodiak  Energy,
Inc. Mr. Juliar is an independent  contractor to the Film,  Music Video and T.V.
Commercial  production business.  From 2001 until 2002, Mr. Juliar was a student
at the  University  of Toronto.  Mr. Juliar  attended the  University of Toronto
located in Toronto, Ontario.


                                       23
<PAGE>

During the last five years,  no officers or directors  have been involved in any
legal proceedings,  bankruptcy proceedings, criminal proceedings or violated any
federal or state  securities or commodities laws or engaged in any activity that
would limit their  involvement  in any type of business,  securities  or banking
activities.

Prior Blank Check Experience of Officers and Directors

None

Corporate Governance

The  Company's  board of directors has not adopted a code of ethics that applies
to members of its board of directors, its officers including its Chief Executive
Officer  (being its  principal  executive  officer and  principal  financial and
accounting  officer).  Because  the  Company  currently  has only one  executive
officer (who is also the sole  director of the  Company),  it is not  considered
necessary for the Company to adopt a Code of Business  Conduct and Ethics.  Once
the Company's  operations  expand and it has additional  employees,  the Company
intends to adopt a Code of Business Conduct and Ethics.

Aamaxan does not have any committees of the board of directors at this time. The
board of directors  does not have a nominations  committee  because there is one
director and  shareholder  suggestions  would be known to the entire  board.  As
such, the board of directors believes there will be sufficient  communication by
shareholders  with the board  about  matters  and  nominees to be brought to its
attention.

Aamaxan's sole director functions as an audit committee and performs some of the
same functions as an audit committee  including:  (1) selection and oversight of
the  Company's  independent  accountant;  (2)  establishing  procedures  for the
receipt,  retention and treatment of complaints regarding  accounting,  internal
controls and auditing matters; and (3) engaging outside advisors. Aamaxan is not
a "listed  company"  under SEC rules and is  therefore  not  required to have an
audit committee comprised of independent directors. Aamaxan's board of directors
has determined that its director is not an "audit  committee  financial  expert"
within the meaning of the rules and  regulations of the SEC.  Aamaxan's board of
directors  has  determined,  however,  that  its  director  is able to read  and
understand  fundamental  financial  statements and has business  experience that
results in that member's  financial  sophistication.  Accordingly,  the board of
directors believes that its director has the sufficient knowledge and experience
necessary to fulfill the duties and  obligations  that an audit  committee would
have.

Compliance With Section 16(a) Of The Exchange Act

Based on  information  provided to the Company,  it is believed  that all of the
Company's directors, executive officers and persons who own more than 10% of the
Company's common stock were in compliance with Section 16(a) of the Exchange Act
of 1934 during the last fiscal year.

ITEM 10. Executive Compensation

The Company has not adopted a bonus,  profit sharing,  or deferred  compensation
plan of any  sort for the  benefit  of its  employees,  officers  or  directors.
Further,  the Company  has not entered  into an  employment  agreement  with Mr.
Juliar  or any other  persons  and no such  agreements  are  anticipated  in the
immediate future.  Because there is nothing further to disclose under this Item,
the Company has not prepared compensation tables as would otherwise be required.


                                       24
<PAGE>

ITEM 11. Security  Ownership of Certain  Beneficial  Owners  and  Management and
Related Stockholder Matters

The  following  table  sets  forth  information,  to the  best of the  Company's
knowledge,  as of January 31,  2007,  with  respect to each person  known to own
directly  and/or  beneficially  more than 5% of the Common  Capital Stock of the
Company, each director and officer and all directors and officers as a group. As
of January 31, 2007,  there were a total of 24,342,957  common shares issued and
outstanding.

Title of      Name and Address            Amount and Nature of        Percent
Class         of Beneficial Owner         Beneficial Ownership        of Class
--------------------------------------------------------------------------------
Common          Marc Juliar (1)                14,186,957               58.3%
Capital
Shares


All directors, officers and
persons owning more than 5%                    14,186,957               58.3%
       as a group (2)


(1) Mr. Marc Juliar, the Company's only officer and director of the company. Mr.
Juliar directly owns his shares.  There are no options,  warrants or convertible
instruments of any kind outstanding.

(2) Mr. Juliar is currently  the only  director and officer of the Company.  Mr.
Juliar directly owns his shares.

ITEM 12. Certain   Relationships   and   Related   Transactions,   and  Director
Independence

During the past two fiscal  years  there have been no  transactions  between the
Company and Mr. Juliar or any member of his immediate family.

During the past two fiscal years, a stockholder of the Company  advanced $38,489
to the Company by paying directly certain  operating  expenses.  These funds are
non-interest  bearing,  unsecured  and  payable  upon  demand  as  funds  become
available.

Mr.  Juliar,  like any other  corporate  officer or director,  is subject to the
doctrine of usurpation of corporate  opportunities only insofar as it applies to
business  opportunities  in which the Company has indicated an interest,  either
through its proposed business plan or by way of an express statement of interest
contained in the  Company's  minutes.  If Mr.  Juliar or any other  directors or
officers  are  presented  in the future  with  business  opportunities  that may
conflict with business interests  identified by the Company,  such opportunities
must be promptly  disclosed to the Board of Directors and made  available to the
Company.  In the event that the Board  rejects an  opportunity  so presented and
only in that  event,  any of the  Company's  officers  and  directors  may avail
themselves of such an opportunity. In spite of these eventualities, every effort
will be made to resolve any  conflicts  that may arise in favor of the  Company.
There can be no assurance, however, that these efforts will be successful.

ITEM 13. Exhibits

      3.1  Certificate of Incorporation of the Company, as amended,  filed April
           12, 2005,  incorporated by reference from the Company's  Registration
           Statement on Form 10-SB
      3.2  Amended and  Restated  Bylaws of the  Company,  filed April 12, 2005,
           incorporated by reference from the Company's  Registration  Statement
           on Form 10-SB
      31.1 Certification  of the Chief  Executive  Officer  and Chief  Financial
           Officer  pursuant  to  Rule  13a-  14(a)  or  Rule  15d-14(a)  of the
           Securities Exchange Act of 1934, as amended.
      32.1 Certification  of the Chief  Executive  Officer  and Chief  Financial
           Officer  pursuant to U.S.C.  Section  1350,  as adopted,  pursuant to
           Section 906 of the Sarbanes-Oxley Act of 2002


                                       25
<PAGE>

ITEM 14. Principal Accountant Fees and Services

The following table presents fees for professional  services rendered by Turner,
Stone & Company,  L.L.P. for the audit of the Company's financial  statements as
of and for the years  ended  January 31, 2007 and 2006 and fees billed for other
services rendered by Turner, Stone & Company, L.L.P. during those periods.

                                       Years Ended
                                     2007         2006
                                  ---------     ---------

Audit Fees                        $  7,500      $  19,702
Audit related fees (1)            $  9,355      $       -
Tax Fees (2)                      $  4,775      $       -

(1) Audit related fees are for assurance related  services.  In 2007, these fees
related primarily to quarterly reviews and a Form 10-SB  Registration  Statement
filing.

(2) Tax fees in 2007 related  primarily to advice and assistance with respect to
tax  compliance  matters on the  Company's tax returns for the 1998 through 2006
tax year ends.


SIGNATURES

Pursuant to the  requirements of 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 thereunto duly authorized.

                                         AAMAXAN TRANSPORT GROUP, INC.

                                         /s/ Marc Juliar

                                         Marc Juliar
                                         Chief Executive Officer and
                                         Chief Financial Officer

Date: March 15, 2007





















                                       26

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