UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-KSB  x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended  MARCH 31, 2007  o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934  JAVA EXPRESS, INC. (Name of Small Business Issuer in its Charter)  Nevada000-5054788-0515333(State or jurisdiction of incorporation)(Commission File No.)(I.R.S. Employer Identification No.)  5017 Wild Buffalo Avenue, Las Vegas, Nevada 89131 (Address number principal executive offices)  (702) 839-1098 (Issuers telephone number)  Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001  Check whether the Issuer is not required to file reports pursuant to Section 13 or 15 (d) of the Exchange Act   o  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 registrant was required to file such reports) ;  and (2) has been subject to such filing requirements for the past 90 days.   Yes  x     No  o  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 registrant'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 Exchange Act). Yes  x    No  o  State issuer's revenue for its most recent fiscal year: $-0-  A market value of the voting stock held by non-affiliates cannot be determined because the registrant does not have a trading market.  As of May 15, 2007, the registrant had 5,701,000 shares of common stock outstanding.  Documents incorporated by reference: None  Transitional Small Business Disclosure Format:   Yes  o      No   x  1       Table of Contents  PART I 3 ITEM 1. DESCRIPTION OF BUSINESS 3 ITEM 2: DESCRIPTION OF PROPERTY 6 ITEM 3: LEGAL PROCEEDINGS 6 ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 7 PART II 7 ITEM 5: MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES7 ITEM 6: MANAGEMENTS DISCUSSION AND ANALYSIS 8 ITEM 7. FINANCIAL STATEMENTS 14 ITEM 8: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS 26 ITEM 8A: CONTROLS AND PROCEDURES 26 ITEM 8B: OTHER INFORMATION 26 PART III 26 ITEM 9: DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSON AND COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT26 ITEM 10. EXECUTIVE COMPENSATION 28 ITEM 11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS  & MANAGEMENT29 ITEM 12: CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE31 ITEM 13: EXHIBITS 32 ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES 33 SIGNATURES 34   2       PART I   FORWARD LOOKING STATEMENTS  In this report, references to "Java Express," Java, "we," "us," and "our" refer to Java Express, Inc.  This annual report contains certain forward-looking statements and for this purpose any statements contained in this annual report that are not statements of historical fact may be deemed to be forward-looking statements.  Without limiting the foregoing, words such as "may," "will," "expect," "believe," "anticipate," "estimate" or "continue" or comparable terminology are intended to identify forward-looking statements.  These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control.  These factors include but are not limited to economic conditions generally and in the markets in which Java Express may participate, competition within Java's chosen industry, technological advances and failure by us to successfully develop business relationships.   ITEM 1. DESCRIPTION OF BUSINESS  Historical Development  Java Express, Inc. was incorporated on December 14, 2001 under the laws of the State of Nevada for the purpose of selling coffee and other related items to the general public from retail coffee shop locations.  From April through July of 2003, we conducted a limited offering in the State of Nevada pursuant to the exemption provided for under Section 3(b), Regulation D, Rule 504 of the Securities Act of 1933, as amended and in accordance with the Nevada Revised Statutes. We raised $79,000 for the purpose of pursuing our coffee kiosk business. On January 12, 2004, Java Express filed a registration statement on Form 10-SB on a voluntary basis in order to become subject to the reporting requirements of Section 13 of the Securities and Exchange Act of 1934, as amended.  Java was unsuccessful in establishing retail coffee shop locations and on September 29, 2004 acquired 100% ownership in K-Com Business Coaching Corp., a Utah Corporation (K-Com)and began developing K-Coms existing business coaching operations. On January 30, 2006, we dissolved K-Com and all of its assets and liabilities were absorbed by Java Express.  Our Business  We offer business consulting and coaching services to small businesses which includes: § writing business plans § bookkeeping services § on-going consulting and coaching services such as -  building and increasing organizational effectiveness -  developing and implementing marketing ideas -  long and short term strategic planning  We primarily market our services in Nevada, Utah, and Southern California.   3     Our products and services  We provide our business consulting and coaching to small business; our service is both in-depth and customized to the individual needs of our clients.  We focus mainly on three areas: (1) writing business plans; (2) ongoing consulting services which include building and increasing organizational effectiveness, developing and implementing marketing ideas, and strategic planning, and (3) bookkeeping services. With each client, we try to target key areas that are common problem areas for most small businesses related to business development. Clients are led through a thorough process that gives the management team an opportunity to not only describe what is currently done within the company, but it also describes the company's mission and focus both now and for the future.  In addition, because we cater to smaller businesses, we are able to provide in-depth, customized services in this process. A more specific breakdown of our services includes:  Business Plan Writing  - We offer small companies specially tailored, professionally written business development plans. We provide guidance and suggestions to businesses thereby allowing their management team to focus on the goals of the particular business, both present and future. Through the process of developing a business plan, we assist our clients in evaluating their options and in choosing a course of action. We also help our clients in implementing their business plan. A well-written business plan is essential for the following reasons:  § it helps clients clarify, focus and research their business development and prospects; § it provides a considered and logical three-to-five year framework to develop and pursue business strategies; and § it offers a benchmark against which actual performance can be measured and evaluated.  Since each business is unique, we must provide a tailored business plan to achieve desired results. Through our structured, business plan strength and weakness analysis we can give a business valuable focus. We begin most business plans with a conservative, time-tested structure, then we customize the final product to suit the individual client's business and goals. We strive to make each business plan a realistic account of the expectations and long-term objectives of the particular client, whether the client is an established business or a new venture.  Consulting and Coaching Services  - We also provide ongoing consulting services. Because the writing of a sound business plan is merely the first step to achieving a company's goals, we try to facilitate and foster the implementation of the ideas which are generated during the writing of the business plan. We provide our clients with an outside view of their operations. This perspective provides them with an unbiased opinion about their business and how they can change existing structures to improve their overall efficiency and bottom line.  The following is a partial list of topics that we typically address upon request:  § Relationship building and network development § Multi-dimensional marketing issues § Company expansion efforts § Setting company goals § Short and long term strategic planning  Bookkeeping Services  - We have also found that there are small companies which do not want to be bothered with the responsibility of maintaining their own books because they do not have the staff or the desire to hire the staff to perform the work. We also offer our clients daily accounting services, if needed through affiliate companies. This allows professionals to concentrate on what they do best without worrying whether they have made the correct accounting entries.   4     Our market  We primarily market our services to small businesses in Utah, Nevada and California which we believe can benefit from our knowledge of the day-to-day requirements of operating a business. We also believe there are not only certain small business entrepreneurs looking for assistance in strategic planning but that financial institutions that fund small businesses are looking for management that has conducted solid strategic planning as well as businesses which know how to manage their resources. We believe a well-written business plan demonstrates a company's ability to plan and implement a sound growth strategy, paving the way for that business to raise the necessary funds to grow and operate successfully.  We promote our services and attract businesses through client referrals and small marketing campaigns which include:  § strategic alliances and relationship building with small law firms, accounting offices and business brokers; § direct response print advertisements; § advertising by banners, affiliated marketing and direct mail; and § presence at industry trade shows.  Distribution methods  Our clients are serviced through telephone, Internet and on-site.  Competitive business conditions and our methods of competition  The market for business consulting services is highly competitive. Many of our competitors have greater financial resources than we have enabling them to finance acquisition and development opportunities, pay higher prices for the same opportunities, or develop and support their own operations.  In addition, these larger, more experienced firms can offer bundled, valued added or additional services we do not provide. They also have greater name recognition and often have the luxury of sacrificing profitability in order to capture a greater portion of the market.  In order to be competitive we must offer a wide range of quality services at a reasonable cost.  The constantly changing modern business environment demands an evolving range of strategic and operating options for small businesses to stay responsive and competitive. In response, in order for us to stay competitive we believe we must be able to: § formulate and implement new strategies and tactics for our clients; § develop ancillary products and services; § engage in effective target marketing programs; and § effectively target our niche market of small and medium § development companies  Our competitors mostly include accounting firms especially the larger, nationally known firms such as Deloitte Touche and Tohmatsu, KPMG and Accenture.  There are also small local firms which offer similar services mostly in their local geographic areas; we do not compete directly with any small local firms in the locales in which we currently render/market our service.  Once we develop our web site, we will compete with many internet based competitors.  Developing a web site may not help us to compete.  Dependence on one or more major customers  We provide services for clients on a per job basis. Currently we have NO clients.  In the past we have frequently relied on only one or two major clients and we were entirely dependent on that client. If we have only one major client, the completion of a job for that client can impact our cash flows, as if has now, if we have not secured additional and/or new clients.  We are dependent on management to actively market services and attract new clients.   5     Patents, trademarks, license, franchises, concessions, royalty agreements  None.  Need for government approval  There are no special federal, state or local laws regulating the proposed type of general business retailing that we plan to engage in and there are no special licenses or permits required other than a general business license.  Effects of existing regulations  Other than maintaining the good standing of our corporation, complying with applicable local business licensing requirements, preparing our periodic reports under the Securities Exchange Act of 1934, as amended (the "1934 Act"), and complying with other applicable securities laws, rules and regulations as set forth above, we do not believe that existing or probable governmental regulations will have a material effect on our operations.  We are not aware of any new proposed probable governmental regulations that will have a material effect on our proposed operations.  Cost and effect of compliance with environmental laws  There are no environmental laws that materially impact our business.  Research and development expenses  During the past two years we spent -0- on research and development.  Employees  We have no employees at this time other than our sole director/officer, Howard Abrams, who currently perform administrative services on a part time basis; Mr Abrams became sole officer/director on May 30, 2006 upon the resignation of Lance Musicant.  Mr. Howard Abrams also provides the business coaching services and devotes whatever time is necessary to service our clients and to conduct marketing.  We currently do not have an employment agreement with Mr. Abrams.  Reports to Security Holders  We file annual, quarterly and other reports with the Securities and Exchange Commission ("SEC"). Copies of our reports, including exhibits may be examined at the office of the Securities and Exchange Commission at 100 F Street, NE, Washington, D.C. 20549, through the EDGAR database at www.sec.gov; or may be obtained from this office on payment of the usual fees for reproduction.  The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0300.   ITEM 2: DESCRIPTION OF PROPERTY  Java Express has no properties and at this time and has no agreements to acquire any properties. Currently, we utilize office space in the home of our president, Howard Abrams for administrative services as well as for our consulting service operations.   ITEM 3: LEGAL PROCEEDINGS  None.    6     ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS  We have not submitted a matter to a vote of our shareholders during the fourth quarter of our fiscal year ended March 31, 2007.    PART II   ITEM 5: MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES  Market Information  On March 21, 2005, our shares were cleared for trading on the NASD Over-the-Counter Bulletin Board (OTCBB) under the symbol JVEX; as of our fiscal year ended March 31, 2007, no active trading had yet developed nor is there is any guarantee that an active trading market will develop in the near future.  Holders  We currently have 41 shareholders.  Dividends  We have never paid dividends on our common stock.  The Board of Directors presently intends to pursue a policy of retaining earnings, if any, for use in our operations and to finance expansion of our business.  Any declaration and payment of dividends in the future, of which there can be no assurance, will be determined by our Board of Directors in light of conditions then existing, including our earnings, financial condition, capital requirements and other factors. There are presently no dividends which are accrued or owing with respect to our outstanding stock. No assurance can be given that dividends will ever be declared or paid on our common stock in the future.  Recent Sales of Unregistered Securities  There have been no sales of unregistered securities during the period covered by this report.  Issuer Purchase of Securities  None.  Securities Authorized for Issuance under Equity Compensation Plans  None.     7     ITEM 6: MANAGEMENTS DISCUSSION AND ANALYSIS  Safe Harbor for Forward-Looking Statements  When used in this report, the words may, will, expect, anticipate,  continue, estimate, project, intend, and similar expressions are intended to identify forward-looking statements within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934 regarding events, conditions, and financial trends that may affect the Javas future plans of operations, business strategy, operating results, and financial position.  Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors.  Such factors are discussed further below under Trends and Uncertainties, and also include general economic factors and conditions that may directly or indirectly impact our financial condition or results of operations.  General  Java Express, Inc. was incorporated on December 14, 2001 under the laws of the State of Nevada for the purpose of selling coffee and other related items to the general public from retail coffee shop locations. We were unsuccessful in establishing retail coffee shop locations and on September 29, 2004 acquired 100% ownership in K-Com Business Coaching Corp., a Utah Corporation.  We discontinued our efforts to establish a coffee shop business and began focusing on developing K-Coms existing business coaching operations. In January 30, 2006, we dissolved K-Com Business Coaching Services and all of its assets and liabilities were absorbed Java Express and are reflected in our financial statements for the year ended March 31, 2006.  Results of Operations  The following discussions are based on the consolidated financial statements for the years ended March 31, 2007 and 2006, for Java Express, Inc.  The following discussions are a summary and should be read in conjunction with the financial statements, and notes thereto, included with this report in Item 7. Financial Statements.  Comparison of March 31, 2007 and 2006 Fiscal Year Operations  Year Ended March 31,  2007Year Ended March 31, 2006Revenues$         -$123,650Cost of revenues-39,000Gross profit-84,650Total operating expenses57,968133,,453Loss from operations57,96848,803Other expense11,2239,357Net loss69,19158,160Net loss per share(0.01)(0.01)  Revenues and Costs of Revenues  Revenues are generated by services provided and are recognized as services are performed. We had no revenues for the year ended March 31, 2007 compared to revenues of $123,650 for our year ended March 31, 2006.  We therefore had no cost of revenues this year compared to cost of revenues $39,000 or 31.5% during our last fiscal year.  Our lack of revenues in the current fiscal year is due to the completion of contracts with our clients that were not replaced; management was not successful in securing new contracts with existing clients or new clients to provide us with revenues during the current year. Management is currently examining its options for funding sources or other business operations.   8     Operating Expenses  During our fiscal year ended March 31, 2007, our general and administrative expenses were $53,656 and sales and marketing cost us $4,312 for total operating expenses of $57,968. Our operating expenses for the fiscal year ended March 31, 2006 were significantly higher at $133,453 with general and administrative expenses of $66,701 and sales & marketing cost us $66,752.  We spent significant amounts on marketing last year as we tried to take advantage of our market in response to our revenue stream and nearly 70% profit margin.  During both fiscal years our general and administrative expenses were mostly associated with day-to-day operations including the legal and accounting expenses associated with our reporting obligations.  Loss from operations  Our net operating losses for March 31, 2007 year-end were $57,968 compared to our fiscal year end March 31, 2006 when we had an operating loss of  $48,803.  Revenues last year were not sufficient to provide a significant decrease in operating losses between the two years.  Other expenses  Other expenses during our fiscal year ended March 31, 2007 consisted of a $11,223 interest expense; other expenses during our fiscal year ended March 31, 2006 consisted of an interest expense of $9,357. The increase in interest expense between the two years was a result of interest on notes due and payable.  Net Loss  We had a total net loss during our March 31, 2007 year of $69,191; our net loss for March 31, 2006 was slightly less at $58,160.  Cumulative Losses Since Inception  Although we generated revenues since inception of $204,463 and a gross profit of $159,063 or 78%, our cumulative loss from operations is $398,774 and our cumulative net loss is $439,687.  Our costs of operating have consistently exceeded our revenues and we suffered from a complete lack of revenues in the current year.  .  Liquidity and Capital Resources  Balance Sheet Information  The following information is a summary of our balance sheet as of March 31, 2007:  Summary Balance Sheet as of March 31, 2007  Total Current Assets$21Net Fixed Assets7,535Total Assets7,556Total Liabilities239,503Accumulated Deficit439,687Total Stockholders Deficit231,947  At March 31, 2007, our total current assets were $21 and consisted of cash and cash equivalents; we also had fixed assets of $7,535 net of accumulated depreciation of $10,365.   9     Liabilities at March 31, 2007 totaled $239,503 and consisted of $2,581 in accounts payable, related party notes payable of $211,922 including accrued interest, and related party accounts payable of $25,000 in unpaid services due our former president, Lance Musicant who resigned during our first quarter.  The notes are further discussed below.  Acquisition of Subsidiary through Issuance of Common Stock  We funded the acquisition of our subsidiary through the issuance of common stock.  On September 29, 2004 the Company issued 1,200,000 shares of common stock for the 100% purchase of K-Com Business Coaching. The shares were issued in a private transaction without registration in reliance of the exemption provided by Section 4(2) of the Securities Act. No broker was involved and no commissions were paid on the transaction.  Funding Through Convertible Notes and Services  We have consistently funded operations in the last three years through loans from both related and non-related parties as evidenced by various convertible notes listed below. As of our year ended March 31, 2007, we had eight outstanding notes, six of which are past due.  Principal Note HolderAmountDate DueStatus1. Shannon Kirch$  143,7008/17/2004Past due at 12/31/052. Kelly Trimble*$      6,00010/25/2005Past due at 12/31/053. Kelly Trimble$      5,82512/31/2006Past due at 12/31/064. Kelly Trimble$      5,32412/31/2006Past due at 12/31/065. Kelly Trimble$    11,08612/31/2006Past due at 12/31/066. Kelly Trimble$      3,04012/31/2006Past due at 12/31/067. Kelly Trimble$      5,45812/31/2007Due on 12/31/20078. John Chris Kirch$      5,45812/31/2007Due on 12/31/2007  *  Kelly Trimble currently owns 16.67% of our outstanding shares  Onenote is payable toShannon Kirch which has an imputed interest rate of 6% and is considered past due. Under the terms of the note: · payment is due on or before December 31, 2005; · the holder has the option to convert the principal into common stock; · the conversion date is after December 31, 2005 but no later than December 31, 2006; · the conversion price shall be at a share price equal to the bid price of our stock on the date of conversion or, in the event we have no market for our common stock, the note can be converted into shares of our common stock at a conversion price of $0.10 per share; · the holder must give notice to Java during the conversion period if she desires to convert, and absent such notice, the conversion rights expire at the expiration of the conversion period; · we have the right to prepay all or part of the note but in the event we elect to prepay the note, Ms. Kirch must receive a 10 day notice from us granting her the election to exercise her conversion rights. The note has been renegotiated to increase the conversion period to December 31, 2007 and the conversion price is now $.10 per share.  In addition, the holder has until January 1, 2008 to give notice of her intent to convert.   10     There are also sixunpaid notes toKelly Trimble, an affiliate by virtue of his ownership of 16.67% of our outstanding shares. The first is in the principal amount of $6,000 with imputed interest of 6%. The note is convertible at the holders option anytime after December 31, 2005 but no later than December 31, 2007 at a conversion price equal to the bid price as of the date of the conversion.  If there is no bid price at that date, the note shall be converted into 60,000 shares of our common stock. The second note is in the amount of $5,825 and is convertible at the holders option anytime after December 31, 2006 but no later than December 31, 2007 into shares of our common stock at a conversion price of price equal to the bid price as of the date of the conversion.  If there is no bid price at that date, the note shall be converted into 58,000 shares. It has an imputed interest of 6%. The third Trimble note is in the principal amount of $5,324 and is convertible at the holders option anytime after December 31, 2006 but no later than December 31, 2008 into our common shares at a conversion price equal to the bid price as of the date of the conversion.  If there is no bid price at that date, the note shall be into 53,240 shares. It also has imputed interest of 6%. During the quarter covered by this report, Kelly Trimble loaned us an additional $11,085.75 and $3,040 which are the subject of two additional convertible notes due and payable on December 31, 2006.  This note has similar terms and conversion privileges to the current outstanding notes in his name with the conversion period being after December 31, 2006 and no later than December 31, 2007. It is convertible at the bid price of our common stock on the date of conversion; if there is no bid price, then it is convertible into 12,000 common shares and 30,400 common shares, respectively. All of the Trimble notes are past due at December 31, 2006. On February 16, 2007, Mr. Trimble loaned us an additional $5,458.10 under a sixth convertible note due and payable on December 31, 2007.  It is convertible at his option after December 31, 2007 but no later than December 31, 2008 at the bid price or in the event there is no market, into 54,580 shares of our stock.  We also received a loan of $5,458.05 from John Chris Kirchunder a convertible note due and payable on December 31, 2007.  The note can be converted at his option any time after December 31, 2007 but no later than December 31, 2008 at the bid price of our shares or into 54,580 shares of our stock in the event there is no bid.  As of the date hereof, there are outstanding notes totaling $185,890 with accrued interest of $26,030  We were also provided services by Lance Musicant who served as an officer and director from inception through his resignation on June 1, 2006.  Mr. Musicant performed services valued at $29,000 during our fiscal year ended March 31, 2006 and is still owed $25,000 at December 31, 2006. The unpaid services are not the subject of a written note and have been recorded as a liability.  Funding of Future Acquisitions  We will likely fund future acquisitions with the issuance of our common stock.  Off-Balance Sheet Arrangements  None.  Plan of Operation for the Next 12 Months  We currently have no revenues from operations and only $20 in cash and managements efforts to secure new clients have not been successful in during the recent fiscal year; we therefore have no cash flows from operations. Until we succeed in acquiring new clients we will need to find other sources of financing to fund our losses.  In addition, it is more than likely that even should we begin generating revenues from operations in the immediate future, we will continue to operate at a loss and will require additional financing to fund our operations on an ongoing basis and to develop our coaching business.   Management is actively seeking and investigating other business opportunities.   11     During the next twelve months we believe that our current cash needs can be met in one or more of the following: (1) cash flows from operations, (2) loans from our sole director/officer, stockholders or other parties, (3) private placements of our common stock, and (4) through alternative financing from third parties.  In the past, we have received loans from both related and non-related parties.  Some of these parties have indicated possible willingness in the future to advance additional funds.  However, there are no written agreements with these parties regarding loans or advances and they are not obligated to provide any funds.  If these parties do provide loans or advances, we may repay them, or we may convert them into common stock. However, we do not have any commitments or specific understandings from any of the foregoing parties or from any other individual, in writing or otherwise, regarding any loans or advances or the amounts.  Management also anticipates that additional capital may be provided by private placements of our common stock.  We intend to issue such stock pursuant to exemptions provided by federal and state securities laws.  The purchasers and manner of issuance will be determined according to our financial needs and the available exemptions.  We do not currently intend to make a public offering of our stock.  We also note that if we issue more shares of our common stock our shareholders may experience dilution in the value per share of their common stock. At this time, we have no commitments from anyone for financing of any type.  In addition, management is actively seeking new business opportunities and certain shareholders have indicated their intention to introduce possible merger/acquisition candidates to Java Express.  Management will consider these opportunities when and if presented.  Trends and Uncertainties  Our prospects must be considered in light of the risks, difficulties, and expenses frequently encountered by companies in their early stage of development, particularly companies in rapidly changing markets such as ours without significant barriers to entrance. To address these risks, we must, among other things, maintain existing relationships with those businesses which provide us with potential clients, that is small law offices, accounting offices and business brokers; implement and successfully execute our business and marketing strategy; continue to develop and upgrade our services in response to evolving business demands; provide quality customer service; respond to competitive developments; and attract, retain and motivate qualified personnel. There can be no assurance we will be successful in addressing such risks, and the failure to do so would seriously harm our business, financial condition, and results of operations. Our current and future expense levels are based on our planned operations and estimates of future revenues.  In view of the rapidly changing nature of the business needs of the small business we target as well as the overall national economy, we are unable to accurately forecast revenues nor can we be certain we will be able to capture any substantial portion of our target market. Accordingly, we believe that period-to-period comparisons of our operating results are not very meaningful and should not be relied upon as an indication of future performance.  Some of the following conditions could have a material impact on our short or long-term liquidity:  · general risks associated with providing consulting services to small business  · any failure to obtain additional working capital when needed  · loss of key personnel and dependence on one individual to generate business  · dependence on favorable business climate for small and start-up enterprises to provide and ongoing demand for our services  · lack of market acceptance of our services  12      · inability to compete in the intensely competitive nature of business consulting  · an inability to forecast trends or provide our clients with successful  business plans  · the ability to attract and retain qualified and effective personnel, and  · management of the our growth in an effective manner.  Furthermore, we have the following immediate and specific risks:  · we currently have no clients or contracts; we frequently rely on only one or two clients for our revenues which are negatively impacted when our services are completed; we have no cash flows from operations as of this date and cannot say when or if we will have new clients;  · we do not have cash flows to service our debts   · we must seek immediate sources of funding to survive and such funding may not be available or if it is available, it may not be on terms favorable to Java Express  · we depend on one individual to conduct our operations and we do not have an employment agreement with him;  · we have incurred net losses of approximately $439,687 since inception and there is substantial doubt as to our ability to continue as a going concern.     13     ITEM 7. FINANCIAL STATEMENTS   Financial Statements  March 31, 2007    TABLE OF CONTENTS  Page Independent Auditors Report 15   Balance Sheet  March 31, 2007 16  Statements of Operations for the Years Ended March 31, 2007 and 2006 and the cumulative period of  December 14, 2001 (Date of Inception of Development Stage) to March 31, 2007  17  Statements of Stockholders Equity from December 14, 2001 (Date of Inception) to March 31, 2007 18  Statements of Cash Flows for the Years Ended March 31, 2007 and 2006 and the Cumulative Period of  December 14, 2001 (Date of Inception of Development Stage) to March 31, 2007 20  Notes to Financial Statements 22  14     MADSEN & ASSOCIATES, CPAs Inc. 684 East Vine St, Suite 3 Certified Public Accountants and Business Consultants Murray, Utah 84107  Telephone 801 268-2632 Fax 801-262-3978  Board of Directors Java Express, Inc. Salt Lake City, Utah  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  We have audited the accompanying balance sheet of Java Express, Inc. (development stage company) at March 31, 2007, and the related statement of operations, stockholders' equity, and cash flows for the year ended March 31, 2007.  These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.  We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. 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 over all financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. We did not audit the balance sheet of the Company for the year ended March 31, 2006 and the related statement of operations, changes in stockholders equity, and cash flows for the year then ended. Those statements were audited by other auditors whose report has been furnished to us and our opinion insofar as it relates to the amounts included for the Company, is based solely on the report of other auditors.  In our opinion, based on our audit and the report of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of Java Express, Inc. at March 31, 2007, and the related statements of operations, and cash flows for the year ended March 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. The Company will need additional working capital for its planned activity and to service its debt, which raises substantial doubt about its ability to continue as a going concern. Managements plans in regard to these matters are described in the notes to the financial statements. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.  Salt Lake City, Utah May 30, 2007                                                             s/Madsen & Associates, CPAs Inc.   15      JAVA EXPRESS, INC.(A Development Stage Company)BALANCE SHEETMARCH 31, 2007ASSETSCURRENT ASSETSCash & Cash Equivalents$21Total Current Assets21FIXED ASSETS:Equipment9,800Furniture & Fixtures8,100Less Accumulated Depreciation(10,365)Net Fixed Assets7,535Total Assets$7,556LIABILITIES AND STOCKHOLDERS' EQUITYLIABILITIESAccounts Payable$2,581Related Party Accounts Payable25,000Related Parties Notes Payable and Accrued Interest211,922Total Current Liabilities239,503STOCKHOLDERS' DEFICITPreferred Stock, Par value $.001Authorized 10,000,000 sharesNo shares issued-Common Stock, Par value $.001Authorized 50,000,000 shares,Issued 5,701,000 shares5,701Paid-In Capital202,039Deficit Accumulated During Development Stage(439,687)Total Shareholders' Deficit(231,947)Total Liabilities and Shareholders' Deficit$7,556The accompanying notes are an integral part of these financial statements  16      JAVA EXPRESS, INC.(A Development Stage Company)STATEMENTS OF OPERATIONSFor the Years Ended March 31, 2007 and 2006and the Cumulative Period of December 14, 2001 (Date of Inceptionof the Development Stage) to March 31, 2007CumulativeSinceDec. 14, 2001(Inception ofDevelopmentFor the Year EndedStage) toMar. 31,Mar. 31,200720062007Revenue$-$123,650$204,463Cost of Revenue-39,00045,400Gross Profit-84,650159,063ExpensesGeneral & Administrative53,65666,701404,516Sales & Marketing4,31266,752153,321Total Operating Expenses57,968133,453557,837Operating Loss(57,968)(48,803)(398,774)Other Income (Expenses):Interest(11,223)(9,357)(26,948)Misc. Income--2,300Loss on Sale of Investments--(23,019)Gain on Sale of Equipment--6,754Net Loss$(69,191)$(58,160)$(439,687)Loss Per ShareBasic$(0.01)$(0.01)Diluted$(0.01)$(0.01)Weighted Average SharesBasic5,701,0005,701,000Diluted7,460,8007,198,000The accompanying notes are an integral part of these financial statements   17      JAVA EXPRESS, INC.(A Development Stage Company)STATEMENT OF STOCKHOLDERS EQUITYSince December 14, 2001 (Inception) to March 31, 2007DeficitAccumulatedSinceDecember 14,2001AdditionalInception ofCommon StockPaid-InDevelopmentSharesPar ValueCapitalStageDecember 14, 2001 (inception)-$            -$         -$                  -December 15, 2001, Common stock issued for cash2,000,0002,00021,108-March 25, 2002, Common stock issued for cash2,000,0002,00027,971-Net Loss---(14,579)Balance at March 31, 20024,000,0004,00049,079(14,579)July 9, 2002, Common stock issued forConversion of Note300,00030015,798-December 31, 2002, Common stock issued for cash30,0003014,970-February 15, 2003, Common stock issued for cash13,000136,487-Capital contributed by shareholder--2,000-Net Loss---(57,154)Balance at March 31, 20034,343,0004,34388,334(71,733)April 23, 2003, Common stock issued for cash100,00010049,887-May 18, 2003, Common stock issued for cash10,400105,190-June 2, 2003, Common stock issued for cash10,000104,990-(Continued)   18      JAVA EXPRESS, INC.(A Development Stage Company)STATEMENT OF STOCKHOLDERS EQUITYSince December 14, 2001 (Inception) to March 31, 2007(Continued)DeficitAccumulatedSinceDecember 14,2001AdditionalInception ofCommon StockPaid-InDevelopmentSharesPar ValueCapitalStageJune 26, 2003, Common stock issued for cash23,000$           23$    11,477$                    -July 9, 2003, Common stock issued for cash5,00052,495-July 17, 2003, Common stock issued for cash8,00083,992-July 23, 2003, Common stock issued for cash1,6002798-Contributed capital--58-Net Loss---(71,761)Balance at March 31, 20044,501,0004,501167,221(143,494)September 29, 2004 Common stock issued for1,200,0001,20026,233-Acquisition of K-Com Business CoachingContributed capital--4,446-Net Loss---(168,842)Balance at March 31, 20055,701,0005,701197,900(312,336)Contributed capital--937-Net Loss---(58,160)Balance at March 31, 20065,701,0005,701198,837(370,496)Contributed capital--3,202-Net Loss---(69,191)Balance at March 31, 20075,701,000$      5,701$  202,039$       (439,687)The accompanying notes are an integral part of these financial statements  19      JAVA EXPRESS, INC.(A Development Stage Company)STATEMENTS OF CASH FLOWSFor the Years Ended March 31, 2007 and 2006and the Cumulative Period of December 14, 2001 (Date of Inceptionof the Development Stage) to March 31, 2007CumulativeSinceDec. 14, 2001(Inception ofDevelopmentFor the Years EndedStage) toMar. 31,Mar. 31,200720062007Cash Flows From Operating Activities:Net Income (Loss)$(69,191)$(58,160)$(439,687)Adjustments to reconcile net loss tonet cash used by operating activities:Net Cash Used In Operating Activities:Depreciation3,3043,68624,416Stock Issued for Interest on Note--98Gain on Sale of Equipment--(6,754)Loss on Sale of Investments--23,019Changes in Operating Assets and Liabilities:(Increase) Decrease in Prepaid Expenses661(661)-Increase (Decrease) in Accounts Payable(8,906)6,4622,580Increase (Decrease) in Accounts Payable-Related Party Services-25,00025,000Increase (Decrease) in Accrued Interest11,2239,35726,031Net Cash Used In Operating Activities:(62,909)(14,316)(345,297)Cash Flows From Investing Activities:Cash Acquired in Acquisition--6,245Proceeds from Sale of Equipment--13,045Purchase of Furniture & Fixtures--(23,088)Purchase of Equipment--(53,500)Net Cash Used In Investing Activities:--(57,298)Cash Flows From Financing Activities:Proceeds from Sale of Common Stock--153,566Capital Contributed by Shareholder in Cash3,20293710,643Proceeds from Note Payable36,1926,000238,407Net Cash Provided ByFinancing Activities39,3946,937402,616Net (Decrease) Increase In Cash(23,515)(7,379)21Cash at Beginning of Period23,53630,915-Cash at the End of Period$21$23,536$21 [Continued]  20      JAVA EXPRESS, INC.(A Development Stage Company)STATEMENTS OF CASH FLOWSFor the Years Ended March 31, 2007 and 2006and the Cumulative Period of December 14, 2001 (Date of Inceptionof the Development Stage) to March 31, 2007[Continued]CumulativeSinceDec. 14, 2001(Inception ofDevelopmentFor the Year EndedStage) toMar. 31,Mar. 31,200720062007Supplemental Disclosures of Cash Flow Information:Cash paid during the period for:Interest$-$-$-Income taxes$-$-$-Supplemental Disclosure of Non-Cash Investing and Financing Activities:Converted note payable to common stock$-$-$16,098Stock issued in acquisition$-$-$27,433Fixed assets exchanged for investments$-$-$51,597Fixed assets exchanged for payment of notes$-$-$22,935Investments exchanged for notes$-$-$6,860The accompanying notes are an integral part of these financial statements   21      JAVA EXPRESS, INC. (Development Stage Company) NOTES TO FINANCIAL STATEMENTS March 31, 2007 ==============================================================================  1.  ORGANIZATION  The Company was incorporated under the laws of the State of Nevada on December 14, 2001 and it authorized 50,000,000 shares of $.001 par value common stock and 10,000,000 shares of $.001 par value preferred stock. There are no shares of the preferred stock issued and outstanding and the terms have not been defined. The Companys fiscal year end is March 31.  Since December 14, 2001, the Company has been in the development stage, and has not commenced planned principal operations.  On September 29, 2004, the Company entered into a plan of reorganization whereby they acquired 100% ownership in K-Com Business Coaching Corp., a Utah Corporation in exchange for 1,200,000 shares of common stock.  On January 30, 2006, the Company dissolved its wholly-owned subsidiary, K-Com Business Coaching Corp.  All of the assets and liabilities of K-Com were absorbed by the Company and are reflected in its financial statements for the year ended March 31, 2006 and are recorded at book value.  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  Accounting Methods  The Company recognizes income and expenses based on the accrual method of accounting.  Dividend Policy  The Company has not yet adopted a policy regarding payment of dividends.  Basic and Diluted Net Income (Loss) Per Share  Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise of any common  share rights unless the  exercise becomes antidilutive and then only the basic per share amounts are shown in the report.  Estimates and Assumptions  Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles.  Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.  Actual results could vary from the estimates that were assumed in preparing these financial statements.  Financial Instruments  The carrying amounts of financial instruments are considered by management to be their estimated fair values due to their short term maturities.  Property and Equipment  Property and equipment are stated at cost. Depreciation is provided for amounts sufficient to relate the cost of depreciable assets to operations over their estimated service lives, principally on a straight-line basis for 3 to 7 years. Depreciation expense for the years ended March 31, 2007 and 2006 was $3,304 and $3,686 respectively.   22     JAVA EXPRESS, INC. (Development Stage Company) NOTES TO FINANCIAL STATEMENTS - continued March 31, 2007 ==============================================================================  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued  Income Taxes  The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting and the tax bases of the assets and liabilities and are measured using the enacted tax rates and laws that will be in effect, when the differences are expected to reverse.  An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.  On March 31, 2007, the Company had a net operating loss available for carry forward of $439,687.  The tax benefit of approximately $131,906 from the loss carryforward has been fully offset by a valuation reserve because the use of the future tax benefit is doubtful since the Company has been unable to project an estimated future operating profit.  The loss carryforward expires beginning in the years 2024 through 2027.  Concentration of Credit Risk  There are no financial instruments that potentially subject the Company to significant concentration of credit risks.  Revenue Recognition  Revenue is recognized on the sale and delivery of a product or the completion of services provided.  Advertising and Market Development  The company expenses advertising and market development costs as incurred.  Recent Accounting Pronouncements  The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements.  3.  NOTES PAYABLE  The Company has entered into several note payable agreements. The notes are payable on demand and are convertible at the option of the holder within time parameters shown in the following table. The holder must give notice of conversion during the conversion period, absent such notice, the conversion rights expire as shown on the table.  At the date the notes were entered into there was no determinable value of the Companys stock, thus there is no determinable value for the conversion options. Two of the notes have a stated interest rate of 6%. Interest has been imputed at 6% on all of the other notes.   23     JAVA EXPRESS, INC. (Development Stage Company) NOTES TO FINANCIAL STATEMENTS - continued March 31, 2007 ==============================================================================   3.  NOTES PAYABLE - continued  Notes Payable as of March 31, 2007NoteholderNote AmountAccrued
InterestDue DateConversion
Start DateConversion
End DateConversion
SharesShannon Kirch$143,700.00$24,416.7312/31/05*12/31/0512/31/071,437,000Kelly Trimble$6,000.0012/31/05*12/31/0512/31/0760,0005,825.0012/31/06*12/31/0612/31/0758,0005,324.0012/31/06*12/31/0612/31/0853,24011,085.7512/31/06*12/31/0612/31/0712,0003,040.0012/31/0812/31/0712/31/0830,4005,458.0512/31/0712/31/0712/31/0854,580$36,732.80$1,575.12Chris Kirch$5,458.06$39.0112/31/0712/31/0712/31/0854,580Totals$185890.86$26,030.86  * Notes that are past due as of the date of this report.  4.  CAPITAL STOCK  Since inception the Company completed private placement offerings of 4,201,000 common shares for $153,266.  5.  SIGNIFICANT RELATED PARTY TRANSACTIONS  The sole officer/director of the Company has acquired 17.5% of its common stock.  As of March 31, 2007, all activities of the Company were conducted by the corporate officer from either his home or business office.  Mr. Lance Musicant a former officer/director who resigned in May of 2006, received $2,000 for use of his home as Javas office during the year ended March 31, 2006. During the same period he performed $29,000 in services; he was paid $4,000 and $25,000 are due and owing.  During May, 2006, Kelly Kimble became a 16% shareholder through the purchase of 750,000 shares of common stock owned by Allen Musicant, a former officer.  Mr. Trimble purchased these shares for investment purposes and may purchase additional shares from other shareholders, intends to introduce possible acquisition candidates to Java.  Mr. Trimble loaned us $6,000 during that year, prior to becoming an affiliate under a convertible note. During the past two fiscal years, after becoming an affiliate Mr. Trimble loaned us an additional $30,732 making the total amount due him under various notes: $36,733 plus accrued interest of $1,575. These notes can be converted into an aggregate of 268,220 shares of our common stock.  During May 2006, Mark Sansom became a 17% shareholder when he purchased 1,000,000 shares from Lance Musicant, a former president; Mr. Sansom purchased the shares for investment purposes but intends to present potential acquisitions to Java.   24     JAVA EXPRESS, INC. (Development Stage Company) NOTES TO FINANCIAL STATEMENTS - continued March 31, 2007 ==============================================================================  5.  SIGNIFICANT RELATED PARTY TRANSACTIONS (continued)  Mr. John Chris Kirch, a 5% shareholder, received $18,361 for marketing services performed through JC Monavie Mission, Inc. and his wife, Ms. Harnicher, received $11,600 for business coaching services performed through Trio Health Sciences, Inc. during the year ended March 31, 2006. During the March 31, 2007 fiscal year his he received $2,500 for business coaching and marketing services performed through Trio Health Sciences and $2,000 individually for consulting services.  Shannon Kirch, is the daughter of John Chris Kirch and therefore could be considered a related party; she loaned the Company $143,500 with accrued interest of $24,416.  6. GOING CONCERN  The Company intends to acquire interests in various business opportunities which, in the opinion of management, will provide a profit to the Company; however, the Company does not have the working capital to be successful in this effort and to service its debt which raises substantial doubt about its ability to continue as a going concern.  Continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional loans from an officer and equity funding which will enable the Company to operate for the coming year.     25     ITEM 8: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE  None.   ITEM 8A: CONTROLS AND PROCEDURES  Our chief executive officer who also acts as our chief financial officer evaluated our disclosure controls and procedures as of the end of the period covered by this report and concluded that our controls and procedures are effective.  During the fourth quarter of the year ended March 31, 2007, there were no significant changes in our internal controls or in other factors that could significantly affect these controls, and no significant deficiencies or material weaknesses of internal controls that would require corrective action were identified during that period.  At the end of 2007, Section 404 of the Sarbanes-Oxley Act will require our management to provide an assessment of the effectiveness of our internal control over financial reporting, and at the end of 2008, our independent registered public accountants will be required to audit managements assessment. We have not yet started the process of performing the system and process documentation, evaluation and testing required for management to make this assessment and for its independent registered public accountants to provide their attestation report. This process will require significant amounts of management time and resources. In the course of evaluation and testing, management may identify deficiencies that will need to be addressed and re-mediated.   ITEM 8B: OTHER INFORMATION  None   PART III   ITEM 9: DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSON AND COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT  Identification of Officers and Directors  Our executive officers and directors and their respective ages, positions and biographical information are set forth below.  NameAgePosition HeldDirector SinceHoward Abrams47Director, President, Secretary, CEO, CFOMay 2006  Howard began serving in these various capacities during our fiscal year ended March 31, 2007 having assumed the above positions upon the resignation of Lance Musicant on May 30, 2006.  Lance Musicant was our sole director from inception in December of 2001 until that date.   26     Background and Business Experience  Howard Abrams is currently our sole director, CEO, CFO, President and Secretary. He served as an officer and director of K-Com, which we acquired on September 29, 2004, and performed consulting services through K-Com since prior to our acquisition of the business.  He has been a self-employed business consultant to many private corporations since 1997 although began performing those services through K-Com in mid July 2004. Prior to that he had extensive experience in business including the development and ownership of a retail appliance chain, and by serving as an officer of several corporations. Mr. Abrams studied mathematics and psychology at Brigham Young University in Provo, Utah.  Lance Musicant served as our President and sole director during the March and April of the fiscal year covered by this report and since our inception.  He resigned those positions on May 30, 2006. From 2000-2003, he served as Vice-President of BioGenetec, a corporation developing an herbal allergy medication located in Newport Beach, California.  He managed day-to day operations for the company including production and business development, marketing and administration.  Mr. Musicant was the managing partner of Musicant Management from 1996 - 2002. Musicant Management was a California sole proprietorship which furnished consulting and management for small businesses including a coffee shop dba the Coffee Gallery. Lance Musicant started and managed the Coffee Gallery, a 1,200 sq. foot coffee shop in Santa Ana, California in 1997 through 2000 when it closed. He oversaw daily operations, accounting, buying and management of 6 employees. From 2000 to the present, Mr. Musicant has also been an independent business consultant and financial planner. Mr. Musicant has a BS in Computers and a Masters in Business Administration.  He graduated SUMMA CUM LAUDE with honors in 1982 and 1990 respectively from the University of San Moritz in London, England.  Involvement in Other Public Companies  Howard Abrams does not serve on the board of any other public companies.  Significant Employees  The Company has no employees who are not executive officers, but who are expected to make a significant contribution to the Companys business  Term of Office  The term of office for our directors is one year, or until a successor is elected and qualified at the Company's annual meeting of shareholders, subject to ratification by the shareholders.  The term of office for each officer is one year or until a successor is elected and qualified and is subject to removal by the Board.  Family Relationships  None  Section 16(a) Beneficial Ownership Reporting Compliance  Our common shares are registered under the Securities and Exchange Act of 1934 and therefore our officers, directors and holders of more than 10% of our outstanding shares are subject to the provisions of Section 16(a) which requires them to file with the Securities and Exchange Commission initial reports of ownership and reports of changes in ownership of common stock and our other equity securities.  Officers, directors and greater than ten-percent beneficial owners are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file.  Based solely upon review of the copies of such forms furnished to us during the fiscal year ended March 31, 2007, we believe that all required forms were filed timely.   27     Code of Ethics  We have adopted a code of ethics for our principal executive and financial officers. Our code of ethics was filed as an exhibit to our 10-KSB for December 31, 2004.  No Involvement in Certain Legal Proceedings  During the past five years, no director, officer, promoter or control person:  · has filed a petition under federal bankruptcy laws or any state insolvency law, nor had a receiver, fiscal agent or similar officer appointed by a court for the business or property of such person, or any partnership in  which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of such filing;  · was convicted in a criminal proceeding or named subject of a pending criminal proceeding (excluding traffic violations and other minor  offenses);  · was the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him or her from or otherwise limiting  his/her involvement in any type of business, securities or  banking  activities;  · was found by a court of competent jurisdiction in a civil action, by the Securities and Exchange Commission or the Commodity Futures Trading Commission, to have violated any federal or state securities law, and the judgment in such civil action or finding by the Securities and Exchange Commission has not been subsequently reversed, suspended, or vacated.  Corporate Governance  Nominating Committee  We do not have a standing nominating committee or a committee performing similar functions nor do we have any procedures in place by security holders may recommend nominees to board of directors. (407c3)  Audit Committee Financial Expert  Because we have minimal operations we do not have an audit committee serving at this time. Accordingly, we do not have an audit committee financial expert serving on an audit committee.    ITEM 10. EXECUTIVE COMPENSATION  Compensation  No compensation was paid to our management for the year ended March 31, 2007.  Director Compensation  We do not have any standard arrangement for compensation of our directors for any services provided as director, including services for committee participation or for special assignments.   28     Outstanding Equity Awards  None  Options/SAR Grants in the Last Fiscal Year  None.  We have no outstanding options or stock appreciation rights.  Options/SAR Exercises in the Last Fiscal Year  None.  We have no outstanding options or stock appreciation rights.  Long Term Incentive Plan Awards in the Last Fiscal Year  None. We have no long-term incentive plans.    ITEM 11: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS  & MANAGEMENT  Security Ownership of Certain Beneficial Owners  The following table sets forth the ownership by any person known to us to be the beneficial owner of more than 5% of any class of our voting securities as of May 15, 2007.  Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.  The persons named in the table below have sole voting power and investment power with respect to all shares of common stock shown as beneficially owned by them.  The percentage of beneficial ownership is based upon 5,701,000 shares of common stock outstanding at that date.  CERTAIN BENEFICIAL OWNERS  Name and Address of Amount and Nature Beneficial Owners of Beneficial Ownership(1) Percentage of Class  Mark Sansom(2) 1,010,000(2) 17.72% 4985 Memory Lane Salt Lake City UT 84117  Kelly Trimble(3) 950,000 16.67% 175 So. Main St. #1230 Salt Lake City UT 84111  Joshua Musicant(3) 400,000 7.02% 1855 Sherington Pl. #M-102 Newport Beach, CA 92663  Wallapha Saipreecha 400,000 7.02% 9647 Gunsmith Dr. Las Vega NV 89123  Nick Fischella 300,000 5.26% 1855 Sherington Pl. #M-102 Newport Beach, CA 92663    29     Dominion World Investments 300,000 5.26% 3851 Eagle Point Dr. Salt Lake City, Utah 84109  Howard Abrams(5) 1,000,000 17.54% 3945 S. Wasatch Blvd. #282 Salt Lake City UT 84124  Jay Kirch 500,000 8.77% 2399 Bengal Blvd Salt Lake City UT 84121  John Chris Kirch 530,000 9.30% 3945 S. Wasatch Blvd. #282 Salt Lake City UT 84124  (1) All share ownership is direct (2) Mark Sansom acquired 1,000,000 of his shares from Lance Musicant who resigned as an officer director on May 30, 2006. (3) Kelly Trimble purchased 750,000 of these shares from Allen Musicant, a former officer, in a private transaction on May 23, 2006. Mr. Trimble has conversion privileges under several notes to convert loans into shares. Of these notes four are subject to conversion, as his discretion,  into up to 183,240 shares of our stock which would make his share ownership 1,133,240 shares or 19.26% of the then outstanding shares. (4) Joshua Musicant is a cousin of our former president, Lance Musicant. (5) Sole officer/director  SEC Rule 13d-3 generally provides that beneficial owners of securities include any person who, directly or indirectly, has or shares voting power and/or investment power with respect to such securities, and any person who has the right to acquire beneficial ownership of such security within 60 days. Any securities not outstanding which are subject to such options, warrants or conversion privileges exercisable within 60 days are treated as outstanding for the purpose of computing the percentage of outstanding securities owned by that person.  Such securities are not treated as outstanding for the purpose of computing the percentage of the class owned by any other person.  At the present time there are no outstanding options or warrants. However there are several outstanding notes with conversion privileges.  Security Ownership of Management  The following table sets forth the ownership by each of directors and officers of any class of our voting securities as of the latest practicable date, May 15, 2007.  Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.  The persons named in the table below have sole voting power and investment power with respect to all shares of common stock shown as beneficially owned by them.  The percentage of beneficial ownership is based upon 5,701,000 shares of common stock outstanding at that date.   30      MANAGEMENT  Name and Address of Amount and Nature Beneficial Owners of Beneficial Ownership (1) Percentage of Class  Howard Abrams 1,000,000 17.54% 3945 S. Wasatch Blvd. #282 Salt Lake City UT 84124 Director, President Chief Executive & Financial Officer ________________________ Officers and Directors 1,000,000 17.54% as a Group (1 person)  (1) All share ownership is direct  Changes in Control . During our first quarter of this fiscal year, on May 23, 2006, Kelly Trimble and Mark Sansom who now owns 16.67% and 17.72% respectively of our outstanding shares, made it known their intention to introduce potential acquisition candidates to Java Express, Inc., which could, if consummated, result in a change in control.  As of this date there are no understandings or commitments regarding any such transaction.  However, if a favorable situation were to present itself through Mr. Trimble, or Mr. Sansom, or another individual, it could result in a change of control.  Other than the above, to the best of our knowledge, there are no contractual arrangements or pledges of our securities  Securities Authorized for Issuance under Equity Compensation Plans  None. We have no equity compensations plans.    ITEM 12: CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE  The following information summarizes transactions we have either engaged in during the last two years, or propose to engage in, involving our executive officers, directors, more than 5% stockholders, or immediate family members of these persons which equals either $120,000 or an aggregate one percent of the average of our total assets at the year end of our last three fiscal years, whichever is less:  § Mr. Lance Musicant a former officer/director who resigned in May of 2006, received $2,000 for use of his home as Javas office during the year ended March 31, 2006. During the same period he performed $29,000 in services; he was paid $4,000 and $25,000 are due and owing.  § During May, 2006, Kelly Kimble became a 16% shareholder through the purchase of 750,000 shares of common stock owned by Allen Musicant, a former officer.  Mr. Trimble purchased these shares for investment purposes, may purchase additional shares from other shareholders, and intends to introduce possible acquisition candidates to Java.  Mr. Trimble loaned us $6,000 during that year, prior to becoming an affiliate under a convertible note. During the past two fiscal years, after becoming an affiliate Mr. Trimble loaned us an additional $30,732 making the total amount due him under various notes: $36,733 plus accrued interest of $1,575. These notes can be converted into an aggregate of 268,220 shares of our common stock.   31     § During May 2006, Mark Sansom purchased 1,000,000 shares from our then former president, Lance Musicant; Mr. Sansom purchased the shares for investment purposes but intends to present potential acquisitions to Java.  § Dominion World Investments provided $5,000 in revenue to us in exchange for business plan preparation services; Dominion is a 5% shareholder.  § Mr. John Chris Kirch, a 5% shareholder, received $18,361 for marketing services performed through JC Monavie Mission, Inc. and his wife, Ms. Harnicher, received $11,600 for businesscoaching services performed through Trio Health Sciences, Inc. during the year ended March 31, 2006. During the March 31, 2007 fiscal year his he received $2,500 for business coaching and marketing services performed through Trio Health Sciences and $2,000 individually for consulting services.  § Shannon Kirch, is the daughter of John Chris Kirch and therefore could be considered a related party; she loaned us $143,500 with accrued interest of $24,416 on August 17, 2004.  Resolving Conflicts of Interest  Our directors must disclose all conflicts of interest and all corporate opportunities to the entire board of directors. Any transaction involving a conflict of interest will be conducted on terms not less favorable than that which could be obtained from an unrelated third party.  Director Independence  We believe Howard Abrams, who acted as a director from May 2006 through the date of this report, is an independent director as defined under NASD Rule 4200(a)(15).    ITEM 13: EXHIBITS  2.1 Agreement and Plan of Reorganization, dated September 29, 2004 between Java Express, Inc. and K-Com Business Coaching Corp. (2) 3.1 Articles of Incorporation as amended (1) 3.2 Bylaws (1) 10.1 Convertible Note dated August 17, 2004: $143,700 (3) 10.3 Convertible Note dated October 25, 2005: $6,000 (4) 10.4 Convertible Note dated April 04, 2006: $ 5,825 (5) 10.5 Convertible Note dated June 22, 2006: $5,324(5) 10.6 Convertible Note dated October 6, 2006: $11,085.75 (6) 10.7 Convertible Note dated December 20, 2006: $3,040 (7) 10.8 Convertible Note dated February 16, 2007: $5,458* 10.9 Convertible Note dated February 16, 2007: $5,458* 14.1 Code of Ethics (8) 21.1 Subsidiaries (9) 31.1 Certification of Principal Executive and Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 32.2 Certification of Principal Executive and Financial Officer Pursuant to 18 U.S.C Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *  (1) Filed with our initial Form 10SB Registration Statement on January 12, 2004. (2) Filed as Exhibit 2.0 to Form 8-K filed with the Securities and Exchange Commission on October 5, 2006 (3) Filed with Form 10-QSB for December 31, 2004 on February 14, 2005 (4) Filed with Form 10-QSB for December 31, 2005 on February 14, 2006 (5) Filed with Form 10-QSB for June 30, 2006 on August 8, 2006 (6) Filed with Form 10-QSB for September 30, 2006 on October 27, 2006  32     (7) Filed with Form 10-QSB for December 31, 2006 on February 1, 2007 (8) Filed with our Form 10-KSB for March 31, 2004 on July 14, 2004. (9) Filed with our Form 10-KSB for March 31, 2005 on  June 38, 2005  *    Filed herewith   ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES  Audit Fee  The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of our annual financial statement and review of financial statements included in our reports on Form 10-QSB and services normally provided by the accountant in connection with statutory and regulatory filings or engagements were $20,165 for March 31, 2006 and $??? for March 31, 2007.  Audit-Related Fees  The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of our financial statements that are not reported above were $0 for our year ended March 31, 2006 and 2007. ???  Tax Fees  The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $200 for fiscal year ended March 31, 2006 and $??? for fiscal year ended March  31, 2007 and consisted of tax preparation services.  All Other Fees  There were no other aggregate fees billed in either of the last two fiscal years for products and services provided by the principal accountant, other than the services reported above.  Audit Committee  We do not have an audit committee currently serving and as a result our board of directors performs the duties of an audit committee. Our board of directors will evaluate and approve in advance, the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services. We do not rely on pre-approval policies and procedures  33       SIGNATURES  In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.   Date: June 6, 2007 JAVA EXPRESS, INC.   By:/s /Howard Abrams Howard Abrams President, Secretary/Treasurer & Director Principal Executive and Financial Officer    In accordance with the Exchange Act, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the dates indicated.    Date: June 6, 2007  /s/ Howard Abrams Howard Abrams President, Secretary/Treasurer & Director Principal Executive and Financial Officer    34