UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM
10-K  RANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended:
   MARCH 31, 2008  £ TRANSITION REPORT PURSUANTTO
SECTION 13 OR 15 (d) OF THE SECURITIESAND EXCHANGE  ACT OF 1934 JAVA EXPRESS, INC. (Name of Small Business Issuer in its
Charter)  Nevada
000-50547
88-0515333(State or jurisdiction of
incorporation)
(Commission File No.)
(I.R.S. Employer Identification
No.)  10026Ridge Gate Drive, Sandy, UT 84092 (Address number principal executive
offices)  (801) 674-0077 (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  Indicate by check mark if the registrant is
a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
 Yes £   No R  Check whether the issuer is not required to
file reports pursuant to Section 13 or 15 (d) of the Exchange Act .
  Yes o  No
 R  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  R     No  o  Indicate by check mark if disclosure of
delinquent filers pursuant to item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K
     £  Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer or a smaller reporting company: Large
accelerated filer   £
Accelerated
filed   £Non-accelerated filer     £
Smaller
reporting company  R  Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes  R    No
 o  State issuer's revenue for its most recent
fiscal year:  -0-  The market value of the voting stock held
by non-affiliates is $1,832.05, based on 1,832,025 shares held by
non-affiliates.   Due to the extremely limited trading market for the
issuers common stock, these shares have been arbitrarily valued at par value of
one mill ($0.001) per share  As of June 10, 2008, the registrant had
11,280,140 shares of common stock outstanding.  Documents incorporated by reference:
None  Transitional Small Business Disclosure
Format:   Yes  o
     No   R  1


Table
of Contents  PART
I 3 ITEM
1. BUSINESS 3 ITEM
1A. RISK
FACTORS 9 ITEM
2: PROPERTIES 14 ITEM
3: LEGAL
PROCEEDINGS 14 ITEM
4: SUBMISSION
OF MATTERS TO A VOTE OF SECURITY HOLDERS 14 PART
II 14 ITEM
5:     MARKET FOR REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES14 ITEM
6: SELECTED
FINANCIAL DATA 18 ITEM
7:     MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION.18 ITEM
7A:       QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK 21 ITEM
8. FINANCIAL
STATEMENTS AND SUPPLEMENTARY DATA 22 ITEM
9: CHANGES
IN AND DISAGREEMENTS WITH ACCOUNTANTS 33 ITEM
9A: CONTROLS
AND PROCEDURES 33 ITEM
9B: OTHER
INFORMATION 34 PART
III 34 ITEM
10: DIRECTORS,
EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE 34 ITEM
11. EXECUTIVE
COMPENSATION 37 ITEM
12:     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS38 ITEM
13:   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE40 ITEM
14: PRINCIPAL
ACCOUNTANT FEES AND SERVICES 41 ITEM
15: EXHIBITS
AND FINANCIAL STATEMENT SCHEDULES 42 SIGNATURES 43


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. 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. We were unsuccessful in fully
implementing our K- Com business plan and have not generated any revenues from
our coaching services since June 2006.  Although management continued for a
time to seek new clients and contracts we have now ceased operations and are
currently seeking funding sources, other business opportunities, and
acquisitions.  We are now considered a blank check company.  In
March of 2008, we began satisfying outstanding convertible notes through the use
of restricted stock. We also commenced a private offering of up to 1,100,000
common shares of restricted stock to accredited and/or sophisticated
investors at $0.05 per share.  The purpose of the offering was to satisfy
one remaining convertible note, to pay various legal fees, and to satisfy a
$25,000 debt, which was settled for $19,000, to a former officer/director. The
balance of the $55,000 proceeds is dedicated to working capital.  Our
Business  We were
originally incorporated to operate retail coffee shops but changed our business
purpose in 2004 to that of consulting and coaching services for small business.
 We provided in-depth services to small businesses customized to their
individual needs with a focus on: (1) writing business plans; (2) ongoing
consulting services which included building and increasing organizational
effectiveness, developing and implementing marketing ideas, and strategic
planning, and (3) bookkeeping services.  We were unsuccessful in fully
implementing that plan and are seeking and investigating other business
opportunities.


3


Our
plan of operation for the next 12 months is to: (i) consider guidelines of
industries in which we may have an interest; (ii) adopt a business plan
regarding engaging in the business of any selected industry; and (iii) to
commence such operations through funding and/or the acquisition of a going
concern that is engaged in any industry selected.  Accordingly, we are
deemed to be a shell company, as defined in Rule 12b-2 promulgated under the
Securities Exchange Act of 1934, as amended (the Exchange Act), by the
SEC.  These
types of transactions are customarily referred to as reverse reorganizations in
which the acquired companys shareholders become controlling shareholders in the
acquiring company, and the acquiring company becomes the successor to the
business operations of the acquired company.  When
and if we will select either an industry or business in which to engage or
complete an acquisition of any kind is presently unknown, and will depend upon
many factors, including but not limited to, those that are outlined below.  We
are not currently engaged in any substantive business activity, and we have no
plans to engage in any such activity in the foreseeable future.  In our
present form, we may be deemed to be a vehicle to acquire or merge with a
business or company.  Regardless, the commencement of any business
opportunity will be preceded by the consideration and adoption of a business
plan by our Board of Directors.  We do not intend to restrict our search
for business opportunities to any particular business or industry, and the areas
in which we will seek out business opportunities or acquisitions,
reorganizations or mergers may include, but will not be limited to, the fields
of high technology, manufacturing, natural resources, service, research and
development, communications, transportation, insurance, brokerage, finance and
all medically related fields, among others.  We recognize that the number
of suitable potential business ventures that may be available to us will be
extremely limited, and may be restricted, as to acquisitions, reorganizations
and mergers, to entities who desire to avoid what such entities may deem to be
the adverse factors related to an initial public offering (IPO) as a method of
going public.  The most prevalent of these factors include substantial time
requirements, legal and accounting costs, the inability to obtain an underwriter
who is willing to publicly offer and sell shares, the lack of or the inability
to obtain the required financial statements for such an undertaking, limitations
on the amount of dilution to public investors in comparison to the stockholders
of any such entities, along with other conditions or requirements imposed by
various federal and state securities laws, rules and regulations and federal and
state agencies that implement such laws, rules and regulations.  Form 8-K
of the SEC regarding shell companies and transactions with shell companies
requires the filing of all information about an acquired company that would have
been required to have been filed had any such company filed a Form 10
Registration Statement with the SEC, along with required audited, interim and
proforma financial statements, within four business days of the closing of any
such transaction; this may eliminate many of the perceived advantages of these
types of transactions.  These regulations also deny the use of Form S-8 for
the registration of securities of a shell company, and limit the use of Form S-8
to a reorganized shell company until the expiration of 60 days from when any
such entity is no longer considered to be a shell company.  This
prohibition could further restrict opportunities for us to acquire companies
that may already have stock option plans in place that cover numerous employees.
 In such an instance, there may be no exemption from registration for the
issuance of securities in any business combination to these employees, thereby
necessitating the filing of a registration statement with the SEC to complete
any such reorganization, and incurring the time and expense costs that are
normally avoided by reverse reorganizations.  Recent
amendments to Rule 144, adopted by the SEC and effective on February 15, 2008,
codify the SECs prior position limiting the tradeability of certain securities
of shell companies, including those issued by us in any acquisition,
reorganization or merger, and further limit the tradeability of additional
securities of shell companies; these proposals will further restrict the
availability of opportunities for us to acquire any business or enterprise that
wants to utilize us as a means of going public.  See the heading
Restrictions on Sales of Restricted Securities, Part II, Item 5, for a
discussion of the general requirements of Rule 144 and the limitations of the
Rule with respect to shell companies.


4


Any of
these types of transactions, regardless of the particular prospect or industry,
would require us to issue a substantial number of shares of our common stock,
that could amount to as much as 95% or more of our outstanding voting securities
following the completion of any such transaction; accordingly, investments in
any such private enterprise, if available, would be much more favorable than any
investment in us.  Management intends to consider a number of factors prior to making
any decision as to whether to participate in any specific business endeavor,
none of which may be determinative or provide any assurance of success.
 These may include, but will not be limited to, as applicable, an analysis
of the quality of the particular business or entitys management personnel; the
anticipated acceptability of any new products or marketing concepts that any
such business or company may have; the merit of any such business or companys
technological changes; the present financial condition, projected growth
potential and available technical, financial and managerial resources of any
such business or company; working capital, history of operations and future
prospects; the nature of present and expected competition; the quality and
experience of any such companys management services and the depth ofits management; the business or the companys
potential for further research, development or exploration; risk factors
specifically related to the business or companys operations; the potential for
growth, expansion and profit of the business or company; the perceived public
recognition or acceptance of the company or the business products, services,
trademarks and name identification; and numerous other factors which are
difficult, if not impossible, to properly or accurately quantify or analyze, let
alone describe or identify, without referring to specific objective criteria of
an identified business or company.  Furthermore, the results of operations of any specific business or
company may not necessarily be indicative of what may occur in the future, by
reason of changing market strategies, plant or product expansion, changes in
product emphasis, future management personnel and changes in innumerable other
factors.  Also, in the case of a new business venture, or one that is in a
research and development mode, the risks will be substantial, and there will be
no objective criteria to examine the effectiveness, or the abilities of its
management or its business objectives.  Additionally, a firm market for its
products or services may yet need to be established, and with no past track
record, the profitability of any such enterprise will be unproven, and cannot be
predicted with any certainty.  Our
Management will attempt to meet personally with management and key personnel of
the business or company providing any potential business opportunity afforded to
us, visit and inspect material facilities, obtain independent analysis or
verification of information provided and gathered, check references of
management and key personnel and conduct other reasonably prudent due diligence
measures calculated to ensure a reasonably thorough review of any particular
business opportunity; however, due to time constraints of our management, and
the lack of available funds for these purposes, these activities may be
limited.  We are
unable to predict the time as to when, and if we may ever actually participate
in any specific business endeavor.  We anticipate that proposed business
ventures will be made available to us through personal contacts of our
directors, executive officers and principal stockholders, professional advisors,
broker dealers in securities, venture capital personnel, members of the
financial community and others who may present unsolicited proposals.  In
certain cases, we may agree to pay a finders fee or to otherwise compensate the
persons who submit a potential business endeavor in which we eventually
participate.  Such persons may include our directors, executive officers
and beneficial owners of our securities or their affiliates.  In that
event, such fees may become a factor in negotiations regarding any potential
venture and, accordingly, may present a conflict of interest for such
individuals.  Management does not presently intend to acquire or merge with
any business enterprise in which any member has a prior ownership interest.  Our
directors and executive officers have not used any particular consultants,
advisors or finders on a regular basis.


5


Although we currently have no plans to do so, depending on the
nature and extent of services rendered, we may compensate members of management
in the future for services that they may perform for us.  Because we
currently have extremely limited resources, and because we are unlikely to have
any significant resources until we have determined a business or enterprise to
engage in, or have completed a merger or acquisition, management expects that
any such compensation would take the form of an issuance of our common stock to
these persons; this would have the effect of further diluting the holdings of
our other stockholders.  Substantial fees are often paid in connection with the completion
of all types of acquisitions, reorganizations or mergers, ranging from a small
amount to as much as $600,000 or more.  These fees are usually divided
among promoters or founders or finders, after deduction of legal, accounting and
other related expenses, and it is not unusual for a portion of these fees to be
paid to members of management or to principal stockholders as consideration for
their agreement to retire a portion of the shares of common stock owned by them.
 Management may actively negotiate or otherwise consent to the purchase of
all or any portion of their common stock as a condition to, or in connection
with, a proposed reorganization, merger or acquisition.  It is not
anticipated that any such opportunity will be afforded to other stockholders or
that such other stockholders will be afforded the opportunity to approve or
consent to any particular stock buy-out transaction.  In the event that any
such fees are paid, they may become a factor in negotiations regarding any
potential acquisition or merger by us, and accordingly, may also present a
conflict of interest for such individuals.  We have no present arrangements
or understandings respecting any of these types of fees or opportunities.  None of
our directors, executive officers, founders or their affiliates or associates
has had any negotiations with any representatives of the owners of any business
or company regarding the possibility of an acquisition, reorganization, merger
or other business opportunity for us; nor are there any similar arrangements
with us.  Principal Products or Services and Their Markets  None;
not applicable.  Distribution Methods of the Products or Services  None;
not applicable.  Status of any Publicly Announced New Product or Service  None;
not applicable.  Competitive Business Conditions and Small Business
Issuers Competitive Position in the Industry and Methods of
Competition  Management believes that there are literally thousands of blank
check or shell companies engaged in endeavors similar to those planned to be
engaged in by us; many of these companies have substantial current assets and
cash reserves. Competitors also include thousands of other publicly-held
companies whose business operations have proven unsuccessful, and whose only
viable business opportunity is that of providing a publicly-held vehicle through
which a private entity may have access to the public capital markets.
 There is no reasonable way to predict our competitive position or that of
any other entity in the strata of these endeavors; however, we, having limited
assets and cash reserves, will no doubt be at a competitive disadvantage in
competing with entities which have recently completed IPOs, have significant
cash resources and have recent operating histories when compared with the
complete lack of any substantive operations by us for the past several
years.


6


Sources and Availability of Raw Materials and Names of
Principal Suppliers  None;
not applicable.  Dependence on One or a Few Major Customers  None;
not applicable.  Patents, Trademarks, Licenses, Franchises, Concessions, Royalty
Agreements or Labor Contracts, including Duration  None;
not applicable.  Need
for any Governmental Approval of Principal Products or Services  Because
we currently produce no products or services, we are not presently subject to
any governmental regulation in this regard, except applicable securities laws,
rules and regulations, as outlined above, and under the heading below.
 However, in the event that we engage in any business endeavor or complete
any merger or acquisition transaction with an entity that engages in governed
activities, we will become subject to all governmental approval requirements to
which the business or the merged or acquired entity is subject.  Effect of Existing or Probable Governmental Regulations on
Business  The
integrated disclosure system for small business issuers adopted by the SEC in
Release No. 34-30968 and effective as of August 13, 1992, substantially modified
the information and financial requirements of a Small Business Issuer, defined
to be an issuer that has revenues of less than $25 million; is a U.S. or
Canadian issuer; is not an investment company; and if a majority-owned
subsidiary, the parent is also a small business issuer; provided, however, an
entity is not a small business issuer if it has a public float (the aggregate
market value of the issuers outstanding securities held by non-affiliates) of
$25 million or more. We are now considered to be a smaller reporting company,
effective February 4, 2008, when the SEC abolished Regulation SB.  The
SEC, state securities commissions and NASAA have expressed an interest in
adopting policies that will streamline the registration process and make it
easier for a small business issuer to have access to the public capital markets.
 The present laws, rules and regulations designed to promote availability
to the small business issuer of these capital markets and similar laws, rules
and regulations that may be adopted in the future will substantially limit the
demand for blank check or shell companies like us, and may make the use of these
companies obsolete.  We are
also subject to the Sarbanes-Oxley Act of 2002.  This Act creates a strong
and independent accounting oversight board to oversee the conduct of auditors,
of public companies and to strengthen auditor independence.  It also
requires steps to enhance the direct responsibility of senior members of
management for financial reporting and for the quality of financial disclosures
made by public companies; establishes clear statutory rules to limit, and to
expose to public view, possible conflicts of interest affecting securities
analysts; creates guidelines for audit committee members appointment, and
compensation and oversight of the work of public companies auditors; prohibits
certain insider trading during pension fund blackout periods; and establishes a
federal crime of securities fraud, among other provisions.


7


Section
14(a) of the Exchange Act requires all companies with securities registered
pursuant to Section 12(g) of the Exchange Act to comply with the rules and
regulations of the SEC regarding proxy solicitations, as outlined in Regulation
14-A.  Matters submitted to our stockholders at a special or annual meeting
thereof or pursuant to a written consent will require us to provide our
stockholders with the information outlined in Schedules 14-A or 14-C of
Regulation 14; preliminary copies of this information must be submitted to the
SEC at least 10 days prior to the date that definitive copies of this
information are forwarded to our stockholders.  We are
also required to file annual reports on Form 10-K and quarterly reports on Form
10-Q with the Securities Exchange Commission on a regular basis, and will be
required to timely disclose certain material events (e.g., changes in corporate
control; acquisitions or dispositions of a significant amount of assets other
than in the ordinary course of business; and bankruptcy) in a Current Report on
Form 8-K12G3.  If we
are acquired by a non-reporting issuer under the Exchange Act, we will be
subject to the back-door registration requirements of the SEC that will
require us to file a Current Report on Form 8-K12G3 that will include all
information about such non-reporting issuer as would have been required to be
filed by that entity had it filed a Form 10 or Form 10-SB Registration Statement
with the SEC.  The SEC proposed on April 13, 2004, that any acquisition
that will result in us no longer being a blank check or shell company will
require us to include all information about the acquired company as would have
been required to be filed by that entity had it filed a Form 10 Registration
Statement with the SEC.  We are
also prohibited from utilizing Form S-8 for the registration of our securities
until we have not been a shell company for at least 60 days.  Under
subparagraph (i) of Rule 144, no sales of restricted securities issued by us
while we are a shell company can be publicly sold for at least one year from
when we file the Form 10 information about any acquisition, reorganization or
merger that results in us no longer being considered to be a shell company.  Research and Development Costs During the Last Two Fiscal
Years  None;
not applicable.  Cost
and Effects of Compliance with Environmental Laws  None;
not applicable.  However, environmental laws, rules and regulations may
have an adverse effect on any business venture viewed by us as an attractive
acquisition, reorganization or merger candidate, and these factors may further
limit the number of potential candidates available to us for acquisition,
reorganization or merger.  Number of Total Employees and Number of Full Time
Employees  None.  Reports to Security Holders  You may
read and copy any materials that we file with the SEC at the SECs Public
Reference Room at 100 F Street, N.E., Washington, D.C. 20549.  You may also
find all of the reports that we have filed electronically with the SEC at their
internet site www.sec.gov.


8


ITEM 1A. RISK FACTORS  In any
business venture, there are substantial risks specific to the particular
enterprise which cannot be ascertained until a potential acquisition,
reorganization or merger candidate has been specifically identified; however, at
a minimum, our present and proposed business operations will be highly
speculative, and will be subject to the same types of risks inherent in any new
or unproven venture, and will include those types of risk factors outlined
below, among others that cannot now be determined.  Extremely Limited Assets; No Source of Revenue.  We
have virtually no assets and have had no profitable operations since inception.
 We will not receive revenues until we select an industry in which to
commence business or complete an acquisition, reorganization or merger, at the
earliest.  We can provide no assurance that any selected or acquired
business will produce any material revenues for us or our stockholders, or that
any such business will operate on a profitable basis.  We
are deemed to be a Shell Company Until We Adopt a Business Plan and Commence
Principal Significant Operations.  The
limited business operations of ours, as now contemplated, involve those of a
shell company.  The only activities to be conducted by us are to manage our
current limited assets and corporate standing, and to seek out and investigate
the commencement or the acquisition of any viable business opportunity by
purchase and exchange for our securities, or pursuant to a reorganization or
merger through which our securities will be issued or exchanged.  Discretionary Use of Proceeds; Blank Check or Shell
Company.  Because
we are not currently engaged in any substantive business activities, as well as
managements broad discretion with respect to selecting a business or industry
for commencement of operations or completing an acquisition of assets, property
or a business, we are deemed to be a blank check or shell company.
 Although management intends to apply any proceeds that we may receive
through the private issuance of stock or debt to a suitable business enterprise,
subject to the criteria identified above, such proceeds will not otherwise be
designated for any more specific purpose.  We can provide no assurance that
any use or allocation of such proceeds will allow us to achieve our business
objectives.  We will comply with Rule 419 of Regulation C of the SEC if we
issue stock or debt in a public offering, by depositing proceeds promptly into
an escrow account or trust account that provides that the funds would not be
released until we provide the purchaser of any such securities with information
regarding the business combination and also receive in writing a confirmation
regarding its, his or her decision to invest.  We
Are Not Currently Engaged in any Substantive Business Activity, and We Have No
Plans to Engage in any Such Activity in the Foreseeable Future, Except the
Search for a Business or an Entity to Acquire that May Be Beneficial to Us and
Our Stockholders.  When
and if we will complete an acquisition is presently unknown, and will depend
upon various factors, including but not limited to, funding and its
availability; and if and when any potential acquisition may become available to
us on terms acceptable to us.


9


We
Will Seek Out Business Opportunities.  Management will seek out and investigate business opportunities
through every reasonably available fashion, including personal contacts,
professionals, securities broker dealers, venture capital personnel, members of
the financial community and others who may present unsolicited proposals; we may
also advertise our availability as a vehicle to bring a company to the public
market through a reverse reorganization or merger, subject to the limitations on
any such advertising that are included in the Securities Act of 1933, as amended
(the Securities Act), and the General Rules and Regulations of the SEC
promulgated thereunder.  Absence of Substantive Disclosure Relating to Prospective
Acquisitions.  Because
we have not yet identified any industry or assets, property or business that we
may engage in or acquire, our potential investors will have virtually no
substantive information upon which to base a decision of whether to invest in
us.  Potential investors would have access to significantly more
information if we had already identified a potential acquisition, or if the
acquisition target had made an offering of its securities directly to the
public.  We can provide no assurance that any investment in us will not
ultimately prove to be less favorable than such a direct investment.  Unspecified Industry and Acquired Business; Unascertainable
Risks.  To
date, we have not identified any particular industry or business in which to
concentrate our potential interests.  Accordingly, prospective investors
currently have no basis to evaluate the comparative risks and merits of
investing in any industry or business in which we may acquire.  To the
extent that we may acquire a business in a high risk industry, we will become
subject to those risks.  Similarly, if we acquire a financially unstable
business or a business that is in the early stages of development, we will also
become subject to the numerous risks to which those businesses are subject.
 Although management intends to consider the risks inherent in any industry
and business in which we may become involved, there can be no assurance that we
will correctly assess such risks.  Uncertain Structure of Acquisition.  Management has had no preliminary contact or discussions
regarding, and there are no present plans, proposals or arrangements to engage
in or acquire any specific business, assets, property or business.
 Accordingly, it is unclear whether such an acquisition would take the form
of a purchase with a funding requirement as a condition precedent to closing, or
an exchange of capital stock, a merger, or an asset acquisition.  However,
because we have virtually no resources as of the date of this Annual Report,
management expects that any such acquisition would take the form of an exchange
of capital stock.  AuditorsGoing ConcernOpinion.  The
Report of Independent Registered Public Accounting Firm issued in connection
with our audited financial statements for the fiscal years ended March 31, 2008
and 2007, expressed substantial doubt about our ability to continue as a going
concern, due to our status as a start-up and our lack of profitable operations.
 See the Index to Financial Statements, Part II, Item 8.  Losses Associated With Startup.  We have
not had a profitable operating history.  We cannot guarantee that we will
become profitable.


10


Federal and State Restrictions on Blank Check or Shell
Companies.  Federal Restrictions  Recent
amendments to Form 8-K by the SEC regarding shell companies and transactions
with shell companies require the filing of all information about an acquired
company that would have been required to have been filed had any such company
filed a Form 10 Registration Statement with the SEC, along with required
audited, interim and proforma financial statements, within four business days of
the closing of any such transaction. These new regulations also deny the use of
Form S-8 for the registration of securities of a shell company, and limit the
use of this Form to a reorganized shell company until the expiration of 60 days
from when any such entity is no longer considered to be a shell company.
 This prohibition could further restrict opportunities for us to acquire
companies that may already have stock option plans in place that cover numerous
employees.  In such an instance, there may be no exemption from
registration for the issuance of securities in any business combination to these
employees, thereby necessitating the filing of a registration statement with the
SEC to complete any such reorganization, and incurring the time and expense
costs normally avoided by reverse reorganizations.  Further, recent amendments to Rule 144, adopted by the SEC and
effective on February 15, 2008, codify the SECs prior position limiting the
tradeability of certain securities of shell companies, including those issued by
us in any acquisition, reorganization or merger, and further limit the
tradeability of additional securities of shell companies; these proposals will
further restrict the availability of opportunities for us to acquire any
business or enterprise that wants to utilize us as a means of going public.
 See the heading Restrictions on Sales of Restricted Securities, Part
II, Item 5, for a discussion of the general requirements of Rule 144 and the
limitations of the Rule with respect to shell companies.  If we
publicly offer any securities as a condition to the closing of any acquisition,
merger or reorganization while we are a blank check or shell company, we will
have to fully comply with Rule 419 of the SEC and deposit all funds in escrow
pending advice about the proposed transaction to our stockholders, fully
disclosing all information required by Regulation 14 of the SEC and seeking the
vote and agreement of investment of those stockholders to whom such securities
were offered; if no response is received from these stockholders within 45 days
thereafter, or if any elect not to invest following advice about the proposed
transaction, all funds held in escrow must be promptly returned to any such
stockholder.  All securities issued in any such offering will likewise be
deposited in escrow, pending satisfaction of the foregoing conditions.  The
foregoing is only a brief summary of Rule 419.  We do not anticipate making
any public offerings of our securities that would come within the context of an
offering described in Rule 419.  All of
these laws, rules and regulations could severely restrict us from completing the
acquisition of any business or any merger or reorganization for the following
reasons, among others:  § The time and expense in complying with any of the foregoing could
be prohibitive and eliminate the reasons  for a reverse reorganization.  § Management or others who own or receive shares may demand
registration rights for these shares, and the acquisition candidate may refuse
to grant them by reason of the time, cost and expense; or because the filing of
any such registration statement may be integrated with planned financing options
that could prohibit or interfere with such options or such registration
statement.  § Demands for cash in lieu of securities could be too high a cost of
dilution to the acquisition candidate, especially when taking into account the
dilution that results from the shareholdings that are retained by our
shareholders.


11


§ These costs and expenses, if agreed upon, would no doubt further
dilute our shareholders, as any acquisition candidate may not be willing to
leave as many shares with our shareholders in any such transaction.  § Finders and parties who may introduce acquisition candidates would
no doubt be unwilling to introduce any such candidates to us if shares issued to
them were not granted registration rights, which would substantially restrict
our ability to attract such potential candidates.  State Restrictions  A total
of 34 states prohibit or substantially restrict the registration and sale of
blank check or shell companies within their borders.  We intend to comply
fully with all state securities laws, and plan to take the steps necessary to
ensure that any future offering of our securities is limited to those states in
which such offerings are allowed.  However, while we have no substantive
business operations and are deemed to be a blank check or shell company, these
legal restrictions may have a material adverse impact on our ability to raise
capital, because potential purchasers of our securities must be residents of
states that permit the purchase of such securities.  These restrictions may
also limit or prohibit stockholders from reselling shares of common stock within
the borders of regulating states.  By
regulation or policy statement, some states place various restrictions on the
sale or resale of equity securities of blank check or shell companies.
 These restrictions include, but are not limited to, heightened disclosure
requirements, exclusion from manual listing registration exemptions for
secondary trading privileges and outright prohibition of public offerings of
such companies.  In most
jurisdictions, blank check and shell companies are not eligible for
participation in the Small Corporate Offering Registration (SCOR) program,
which permits an issuer to notify the SEC of certain offerings registered in
such states by filing a Form D under Regulation D of the SEC.  All states
(with the exception of Alabama, Minnesota, Nebraska and New York) have adopted
some form of SCOR.  States participating in the SCOR program also allow
applications for registration of securities by qualification via filing of a
Form U-7 with the states securities commissions. Nevertheless, we do not
anticipate making any SCOR offering or other public offering in the foreseeable
future, even in any jurisdiction where we may be eligible for participation in
SCOR, despite our status as a blank check or shell company.  The net
effect of the above-referenced laws, rules and regulations will be to place
significant restrictions on our ability to register, offer and sell and/or to
develop a secondary market for shares of our common stock in virtually every
jurisdiction in the United States.  These restrictions should cease once
and if we acquire a venture by purchase, reorganization or merger, so long as
the business operations succeeded to involve sufficient activities of a specific
nature.  Management to Devote Insignificant Time to Activities of Our
Company.  Members
of our management are not required to devote their full time to our affairs.
 Because of their time commitments, as well as the fact that we have no
business operations, the members of our management currently devote one hour a
week to our activities, and will continue to do so until such time as we have
identified a suitable acquisition target, or have determined to engage in a
particular business or industry and have commenced such operations.


12


No
Market for Common Stock; No Market for Shares.  Although our shares of common stock are currently quoted on the
OTCBB under the symbol JVEX, there is currently no established market for such
shares; and there can be no assurance that such a market will ever develop or be
maintained.  Any market price for shares of our common stock is likely to
be very volatile, and numerous factors beyond our control may have a significant
effect.  In addition, the stock markets generally have experienced, and
continue to experience, extreme price and volume fluctuations which have
affected the market price of many small capital companies and which have often
been unrelated to the operating performance of these companies.  These
broad market fluctuations, as well as general economic and political conditions,
may adversely affect the market price of our common stock in any market that may
develop.  Sales of restricted securities under Rule 144 may also have an
adverse effect on any market that may develop.  See Part II, Item 5.  Risks of Penny Stock.  Our
common stock may be deemed to be penny stock as that term is defined in Rule
3a51-1 of the SEC.  Penny stocks are stocks (i) with a price of less than
five dollars per share; (ii) that are not traded on a recognized national
exchange; (iii) whose prices are not quoted on the NASDAQ automated quotation
system (NASDAQ- listed stocks must still meet requirement (i) above); or (iv) in
issuers with net tangible assets less than $2,000,000 (if the issuer has been in
continuous operation for at least three years); or $5,000,000 (if in continuous
operation for less than three years); or with average revenues of less than
$6,000,000 for the last three years.  Section 15(g) of the Exchange Act and Rule 15g-2 of the SEC
require broker dealers dealing in penny stocks to provide potential investors
with a document disclosing the risks of penny stocks and to obtain a manually
signed and dated written receipt of the document before effecting any
transaction in a penny stock for the investors account.  Potential
investors in our common stock are urged to obtain and read such disclosure
carefully before purchasing any shares that are deemed to be penny stock.  Moreover, Rule 15g-9 of the SEC requires broker dealers in penny
stocks to approve the account of any investor for transactions in such stocks
before selling any penny stock to that investor.  This procedure requires
the broker-dealer to (i) obtain from the investor information concerning his,
her or its financial situation, investment experience and investment objectives;
(ii) reasonably determine, based on that information, that transactions in penny
stocks are suitable for the investor, and that the investor has sufficient
knowledge and experience as to be reasonably capable of evaluating the risks of
penny stock transactions; (iii) provide the investor with a written statement
setting forth the basis on which the broker-dealer made the determination in
(ii) above; and (iv) receive a signed and dated copy of such statement from the
investor, confirming that it accurately reflects the investors financial
situation, investment experience and investment objectives.  Compliance
with these requirements may make it more difficult for investors in our common
stock to resell their shares to third parties or to otherwise dispose of
them.  There Has Been No Established Public Market for Our Common
Stock Since Inception.  At such
time as we identify a business opportunity or complete a merger or acquisition
transaction, if at all, we may attempt to qualify for quotation on either NASDAQ
or a national securities exchange.  However, at least initially, any
trading in our common stock is conducted on the OTCBB market.


13


ITEM 2: PROPERTIES  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.    ITEM 3: LEGAL PROCEEDINGS  None.   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, 2008.    PART II   ITEM
5:     MARKET FOR REGISTRANTS
COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES  Market Information   Our
shares were cleared for trading on the NASD Over-the-Counter Bulletin Board
(OTCBB) under the symbol JVEX The following table sets forth, for the periods
indicated over the last two years, the high and low bid quotations, as reported
by the OTC Bulletin Board, and represents prices between dealers, does not
include retail markups, markdowns or commissions, and may not represent actual
transactions:  Fiscal Year Ended
High Bid
Low BidMarch 31, 2008April 1 through June 30, 2007
$
0.35
$
0.30July 1 through Sept. 30, 2007

0.35

0.35Oct. 1 through Dec. 31, 2007

0.35

0.35Jan. 1 through March 31, 2008

0.40

0.30March 31, 2007April 1 through June 30, 2006

0.51

0.30July 1 through Sept. 30, 2006

0.30

0.30Oct. 1 through Dec 31, 2006

0.30

0.30Jan. 1 through March 31, 2007

0.30

0.30  Our
stock is thinly traded and we do not have an established market. For any market
that develops for our common stock, the sale of restricted securities (common
stock) pursuant to Rule 144 of the SEC by our current stockholders or any other
persons to whom any such securities may be issued in the future may have a
substantial adverse impact on any such public market, along with sales made
pursuant to registration statements filed respecting shares of any of our
presently issued or future issued shares.  See  Recent Sales of
Unregistered Securities, in this Part II, Item 5, below.  Holders  We
currently have 50 shareholders not including an indeterminate number who may
hold shares in street name.


14


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  During
the period covered by this report the following unregistered securities were
sold that were not previously reported in another report:  Name
Date
Acquired
Number of
Shares
Of Common
Stock
Aggregate
ConsiderationGlobe Energy
Technologies LLC
3/11/2008
1,100,000
$
   55,000 (1)Globe Energy
Technologies LLC
3/11/2008
3,516,700
$  175,835
(2)Kelly
Trimble
3/11/2008
962,440
$
   48,122 (2)
 (1) Purchased in a private
offering (2) Purchased through
conversion of various convertible notes  We
issued all of these securities to persons who were accredited investors, as
defined under Rule 501 or sophisticated as defined under Rule 506, who, by
reason of education, business acumen, experience or other factors were fully
capable of evaluating the risks and merits of an investment in our company. Each
had prior access to all material information about us. Mr. Trimble also had a
prior relationship with Java. We believe that the offer and sale of these
securities were exempt from the registration requirements of the Securities Act,
pursuant to Sections 4(2) and 4(6) thereof, and Rule 506 of Regulation D of the
SEC.  Section 18 of the Securities Act preempts state registration
requirements of private sales to accredited investors.  Resales of the shares listed in table above by Globe Energy
Technologies and Mr. Trimble must be made through an available exemption such as
Rule 144 or Section 4(1) of the Securities Act in routine trading
transactions, because their public sales, if any, must be made pursuant to an
effective registration statement filed with the SEC or an available registration
exemption like Rule 144, that will require a minimum holding period of one year
from when we file the Form 8-K12G information about any acquisition,
reorganization or merger that results in us no longer being considered to be a
shell company, among other conditions.  Any person who acquires any of
these securities in a private transaction may be subject to the same resale
requirements. (See below for a general discussion on Rule 144).


15


Resales of Unregistered Securities  Rule 144 - Generally  The
following is a summary of the current requirements of Rule 144:  Affiliate or
Person Selling on Behalf of an Affiliate
Non-Affiliate
(and has not been an Affiliate During the Prior Three Months)Restricted
Securities of Reporting Issuers
During
six-month holding period  no resales under Rule 144 Permitted.

After
Six-month holding period  may resell in accordance with all Rule 144
requirements including:
·
Current
public information,
·
Volume
limitations,
·
Manner
of sale requirements for equity securities, and
·
Filing
of Form 144.
During six-
month holding period  no resales under Rule 144 permitted.

After
six-month holding period but before one year  unlimited public
resales under Rule 144 except that the current public information
requirement still applies.

After
one-year holding period  unlimited public resales under Rule 144;
need not comply with any other Rule 144 requirements.Restricted
Securities of Non-Reporting Issuers
During
one-year holding period  no resales under Rule 144 permitted.

After
one-year holding period  may resell in accordance with all Rule 144
requirements including:
·
Current
public information,
·
Volume
limitations,
·
Manner
of sale requirements for equity securities, and
·
Filing
of Form 144.
During
one-year holding period  no resales under Rule 144 permitted.

After
one-year holding period  unlimited public resales under Rule 144;
need not comply with any other Rule 144
requirements.
   Shell Companies  The
following is an excerpt from Rule 144(i) regarding resales of securities of
shell companies:  (i) Unavailability to securities of issuers with no or nominal
operations and no or nominal non-cash assets.  (1) This section is not available for the resale of securities
initially issued by an issuer defined below:  (i) An issuer, other than a business combination related shell
company, as defined in §230.405, or an asset-backed issuer, as defined in Item
1101(b) of Regulation AB (§229.1101(b) of this chapter), that has:


16


(A) No or nominal operations; and  (B) Either:  (1)   No or nominal assets;  (2)   Assets consisting solely of cash and cash
equivalents; or  (3)   Assets consisting of any amount of cash and cash
equivalents and nominal other assets; or  (ii) An issuer that has been at any time previously an issuer described
in paragraph (i)(1)(i).  (2) Notwithstanding paragraph (i)(1), if the issuer of the securities
previously had been an issuer described in paragraph (i)(1)(i) but has ceased to
be an issuer described in paragraph (i)(1)(i); is subject to the reporting
requirements of section 13 or 15(d) of the Exchange Act; has filed all reports
and other materials required to be filed by section 13 or 15(d) of the Exchange
Act, as applicable, during the preceding 12 months (or for such shorter period
that the issue was required to file such reports and materials), other than Form
8-K reports (§249.308 of this chapter); and has filed current Form 10
information with the Commission reflecting its status as an entity that is no
longer an issuer described in paragraph (i)(1)(i), then those securities may be
sold subject to the requirements of this section after one year has elapsed from
the date that the issuer filed Form 10 information with the Commission.  (3) The term Form 10 information means the information that is
required by Form 10 or Form 20-F (§249.220f of this chapter), as applicable to
the issuer of the securities, to register under the Exchange Act each class of
securities being sold under this rule.  The issuer may provide the Form 10
information in any filing of the issuer with the Commission.  The Form 10
information is deemed filed when the initial filing is made with the
Commission.  Securities of a shell company cannot be publicly sold under Rule
144 in the absence of compliance with this subparagraph, though the SEC has
implied that these restrictions would not be enforced respecting securities
issued by a shell company while it was not determined to be a shell company.  Section 4(1) of the Securities Act  Since
we are a shell company as defined in subparagraph (i) of Rule 144, our shares of
common stock cannot be publicly resold under Rule 144 until we comply with the
requirements outlined above under the heading Shell Companies.  Until
those requirements have been satisfied, any resales of our shares of common
stock must be made in compliance with the provisions of the exemption from
registration under the Securities Act provided in Section 4(1) thereof,
applicable to persons other than an issuer, underwriter or a dealer.
 That will require that such shares of common stock be sold in routine
trading transactions, which would include compliance with substantially all of
the requirements of Rule 144, regardless of its availability; and such resales
may be limited to our non-affiliates.  It is the position of the SEC that
the Section 4(1) exemption is not available for the resale of any securities of
an issuer that is or was a shell company, by directors, executive officers,
promoters or founders or their transferees.  See NASD Regulation,
Inc., CCH Federal Securities Law Reporter, 1990-2000 Decisions, Paragraph
No. 77,681, the so-called Worm-Wulff Letter.  Use
of Proceeds of Registered Securities  We
 sold no registered securities during the period covered by this Annual
Report.


17


Purchases of Equity Securities by Us and Affiliated
Purchasers  We did
not purchase any of our securities during the period covered by this Annual
Report.  Securities Authorized for Issuance under Equity Compensation
Plans  None.   ITEM 6: SELECTED FINANCIAL DATA  The
following chart summarizes our financial statements for the years ended March
31, 2008 and 2007 and should be read in conjunction with the financial
statements, and notes thereto, included with this report at Part II, Item 8,
below.  March 31,

March 31,2008

2007SUMMARY OF BALANCE SHEETCash and cash equivalents
$
     23,627

$
            21Fixed assets, net of accumulated depreciation
-

7,535Total assets
23,627

7,556Total liabilities
3,230

239,503Accumulated deficit
(468,300)

(439,687)Total stockholders equity (deficit)
20,397

(231,947)SUMMARY OF OPERATING RESULTSRevenue
-

-Net operating loss
(24,881)

(57,968)Other expenses
(3,732)

(11,223)Net loss
(28,613)

(69,191)Net Loss per share
(0.00)

(0.01)     ITEM
7:     MANAGEMENTS DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION.  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.


18


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.  Although we generated
limited revenues from our coaching business, we were not successful in
establishing significant operations. We had no revenues from the coaching
business in each of the last two fiscal years and we are now a shell
company.  Plan
of Operation  Our
plan of operation for the next 12 months is to: (i) consider guidelines of
industries in which we may have an interest; (ii) adopt a business plan
regarding engaging in the business of any selected industry; and (iii) to
commence such operations through funding and/or the acquisition of a going
concern engaged in any industry selected.  During
the next 12 months, our only foreseeable cash requirements will relate to
maintaining our good standing or to the payment of our Securities and Exchange
filing expenses and associated legal fees, accounting fees and costs incident to
reviewing or verifying information about any potential business venture, any of
which may be advanced by management or principal stockholders as loans to us.
 There is no agreement that management will advance these funds.
 Because we have not determined any business or industry in which our
operations will be commenced, and we have not identified any prospective venture
as of the date of this Annual Report, it is impossible to predict the amount of
any such loan.  Any such loan will be on terms no less favorable to us than
would be available from a commercial lender in an arms length transaction.
 As of the date of this Annual Report, we have not actively begun to seek
any such venture.  No advance or loan from any affiliate will be required
to be repaid as a condition to any agreement with future acquisition
partners.  When
and if a business is commenced or an acquisition is made is presently unknown,
and will depend upon various factors, including but not limited to, funding and
its availability; and if and when any potential acquisition may become available
to us at terms acceptable to us.  The estimated costs associated with
reviewing and verifying information about a potential business venture would be
mainly for due diligence and the legal process, and could cost between $5,000
and $25,000.  These funds will either be required to be loaned by
management or raised in private offerings; we cannot assure you that we can
raise these funds, if needed.  Liquidity and Capital Resources  Balance Sheet Information  The
following information is a summary of our balance sheet as of March 31,
2008:  Summary Balance Sheet as of March 31, 2008  Total Current Assets
$
    23,627Net Fixed Assets
-Total Assets
23,627Total Liabilities
3,230Accumulated Deficit
468,300Total Stockholders Equity
20,397


19


At
March 31, 2008 our total current assets were $23,627 and consisted of cash and
cash equivalents; we had no fixed assets.  As of March 31, 2007 our fixed
assets were valued at $7,535 net of accumulated depreciation of $10,365 and
consisted of equipment; these fixed assets were exchanged for consulting
services during the current year and valued at $5,345 at the time of the
exchange.  Liabilities at March 31, 2007 totaled $3,230, and consisted of
accounts payable.  Related party notes payable and a related party accounts
payable were paid on March 11, 2008 as further discussed below under Funding
through Convertible Notes and Funding through Services.  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  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, 2008, all of the notes listed in the table
are paid as discussed in the footnotes to the table.  Principal
Note Holder
Amount
Date Due
Status1. Shannon Kirch
$
 143,700
8/17/2004
Purchased and
converted on 3/11/08
(1)2. Kelly Trimble
$
     6,000
10/25/2005
Compromised and
converted 3/11/08
(2)3. Kelly Trimble
$
     5,825
12/31/2006
Compromised and
converted 3/11/08
(2)4. Kelly Trimble
$
     5,324
12/31/2006
Compromised and
converted 3/11/08
(2)5. Kelly Trimble
$
   11,086
12/31/2006
Compromised and
converted 3/11/08
(2)6. Kelly Trimble
$
     3,040
12/31/2006
Compromised and
converted 3/11/08
(2)7. Kelly Trimble
$
     5,458
12/31/2007
Compromised and
converted 3/11/08
(2)8. John Chris Kirch
$
     5,458
12/31/2007
Paid on March
11, 2008
(3)9. Kelly Trimble
$
     8,041
12/31/2008
Compromised and
converted 3/11/08
(2)  (1)The Shannon Kirch Convertible Note:was for $143,700, had an imputed interest rate of 6% and was past
due on December 31, 2005. The note was renegotiated once to increase the
conversion period to December 31, 2007 and the conversion price to $0.10 per
share.  The note was renegotiated a second time to increase the conversion
period to December 31, 2008.  Shannon
Kirch sold her note to third party for $143,700.  The note, which had
interest of $32,135, was compromised to $0.05 per share and converted by the
holder into 3,518,700 shares of our common stock on March 11, 2008.  The
shareholder purchased an additional 1,100,000 shares in a private placement in
conjunction with this acquisition. The shareholder, Globe Energy Technologies,
LLC, is now a 49.7% shareholder and is controlled by Mark Burdge, a director of
Java since that same date.  (2)
 The Kelly Trimble Notes:  Mr. Trimble loaned us
funds during the last three fiscal years which were the subject of seven
convertible notes due on various dates between December 31, 2005 and December
31, 2008 and aggregated $44,784 in principal with $3,338 in interest.  The
conversion rate on the notes was $0.10 per share.  On March 11, 2008, we
compromised the conversion rate to $0.05 per share and converted the note into
962,440 shares of our common stock.  Kelly Trimble now owns 1,912,430
shares of our common stock or 16.95% of our outstanding shares.


20


(3) 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 was
convertible 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.  The note was satisfied on March 11,
2008.  All of
the above notes were payable on demand and convertible at the holders option
within various time parameters.  At the date the notes were entered into we
had no determinable value of our stock and thus there was no determinable value
for the conversion options.  Two of the notes had stated interest of 6% and
interest was imputed at 6% for all of the other notes.  The notes carried a
conversion rate of $0.10 per share absent a market for our shares. The
conversion rate on these notes was compromised to $0.05 per share at the time
they were converted by reason of:  § The convertible notes were in default; § We did not have the funds to pay the convertible notes; § We wished to repay notes; § We are a shell company as defined by the United States
Securities and Exchange Commission; and § There are new resale restrictions under Rule 144 regarding shares
of companies that are classified as shell companies.  Funding through Services  We were
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 was still owed $25,000 through the first three quarters of this
fiscal year.  On March 11, 2006, Lance Musicant agreed to accept
 $19,000 as payment in full of the debt.  Funding through Private Placement  On
March 11, 2008, we authorized the private offering of a maximum of 1,100,000
shares or our common stock that are restricted securities. These shares were
sold to Globe Energy Technoligies LLC (who had acquired the $143,700 convertible
note discussed above) at $0.05 per share, for proceeds of $55,000. No
commissions were paid.  A $25,000 debt to our former president was
satisfied for $19,000 with these funds as well as a $5,458 convertible note.
 The balance of the proceeds are held in escrow and will be used to pay
legal fees associated with the offering of $5,000 and as working capital.  Funding Future Acquisitions and Operations  Our
ability to fund our operations and future acquisitions is discussed above under
Plan of Operations.  Off-Balance Sheet Arrangements  None.    ITEM
7A:       QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  Not
applicable.


21


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA     JAVA
EXPRESS, INC. (a
Development Stage Company)  Financial Statements  March
31, 2008        TABLE
OF CONTENTS   Page  Independent Auditors Report 23  Balance Sheet  March 31, 2008 and 2007 24  Statements of Operations for the Years Ended March 31, 2008 and
2007 and the
Cumulative period of  December 14, 2001 (Date of Inception of the Development Stage) to March 31, 2008  25  Statements of Stockholders Equity from December 14, 2001
(Inception) to March 31, 2008 26  Statements of Cash Flows for the Years Ended March 31, 2008 and
2007 and the
Cumulative Period of  December 14, 2001 (Date of Inception of the Development Stage) to March 31, 2008 27  Notes to Financial Statements - March 31, 2008 29


22


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.  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM  We
have audited the accompanying balance sheets of Java Express, Inc. at March 31,
2008 and 2007 and the statements of operations, stockholders' equity, and cash
flows for the years ended March 31, 2008 and 2007 and the period December 14,
2001 (date of inception) to March 31, 2008. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our 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. The company is not required to nor
were we engaged to perform an audit of its internal control over financial
reporting.  Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness for the companys internal control over financial
reporting.  Accordingly, we express no such opinion. 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.  In our opinion, the
financial statements referred to above present fairly, in all material respects,
the financial position ofJava Express,
Inc. at March 31, 2008 and 2007 and
the statements of operations, and cash flows for the years ended March 31, 2008
and 2007 and the period December 14, 2001 to March 31, 2008 in conformity
with accounting principles generally accepted in the United States of
America.   Salt
Lake City, Utah June
16, 2008
                                           /s/
Madsen & Associates, CPAs Inc.


23


JAVA EXPRESS, INC.(A Development Stage Company)BALANCE SHEETSASSETS

March
31,

March
31,2008

2007Current AssetsCash & Cash
Equivalents
$
23,627
$
21Total
Current Assets

23,627

21Fixed Assets:Equipment

-

9,800Furniture &
Fixtures

-

8,100Less: Accumulated
Depreciation

-

(10,365)Net
Fixed Assets

-

7,535Total
Assets
$
23,627
$
7,556LIABILITIES AND
STOCKHOLDERS' DEFICITLIABILITIESAccounts
Payable
$
3,230
$
2,581Related Party
Accounts Payable

-

25,000Related Party
Notes Payable & Accrued Interest

-

211,922Total
Current Liabilities

3,230

239,503STOCKHOLDERS'
DEFICITPreferred Stock,
Par value $.00110,000,000 shares authorizedNo shares issued and outstanding

-

-Common Stock, Par
value $.00150,000,000 shares authorized11,280,140 and 5,701,000 sharesissued and outstanding,
respectively

11,280

5,701Additional
Paid-In Capital

477,417

202,039Deficit
Accumulated During Development Stage

(468,300)

(439,687)Total
Shareholders' Deficit

20,397

(231,947)Total
Liabilities and Shareholders' Deficit
$
23,627
$
7,556     The accompanying notes
are an integral part of these financial statements


24


JAVA EXPRESS,
INC.(A Development Stage Company)STATEMENTS OF OPERATIONSFor the Years
Ended March 31, 2008 and 2007and the
Cumulative Period of December 14, 2001 (Date of Inceptionof the
Development Stage) to March 31, 2008CumulativeSinceDec. 14,
2001(Inception
ofDevelopmentFor the Years
Ended

Stage) toMarch 31,

March 31,2008

2007

2008Revenue
$
-
$
-
$
204,463Cost of
Revenue

-

-

45,400Gross
Profit

-

-

159,063ExpensesGeneral & Administrative

24,381

53,656

428,897Sales & Marketing

500

4,312

153,821Total
Operating Expenses

24,881

57,968

582,718Operating
Loss

(24,881)

(57,968)

(423,655)Other Income
(Expense):Interest Expense

(9,732)

(11,223)

(36,680)Gain on Settlement of
Debt

6,000

-

6,000Misc. Income

-

-

2,300Loss on Sale of
Investments

-

-

(23,019)Gain on Sale of
Equipment

-

-

6,754Total Other
Income (Expense)

(3,732)

(11,223)

(44,645)Net
Loss
$
(28,613)
$
(69,191)
$
(468,300)Loss Per
ShareBasic and
Diluted
$
(0.00)
$
(0.01)Weighted
Average SharesBasic

5,991,421

5,701,000Diluted

5,991,421

7,460,800        The
accompanying notes are an integral part of these financial statements


25


JAVA EXPRESS, INC.(A Development Stage Company)STATEMENT OF STOCKHOLDERS EQUITYSince December
14, 2001 (Inception) to March 31, 2008DeficitAccumulatedSinceDecember 14,2001Additional
Inception ofCommon
Stock
Paid-In
DevelopmentShares
Par Value
Capital
StageDecember 14, 2001
(inception)
-
$
                -
$
                -
$
                   -Common stock issued for cash
4,000,000
4,000
49,079
-Net Loss
-
-
-
(14,579)Balance at March 31, 2002
4,000,000
4,000
49,079
(14,579)Common stock issued for Conversionof Note
300,000
300
15,798
-December 31, 2002, Common stockIssued for cash
43,000
43
21,457
-Capital contributed by shareholder
-
-
2,000
-Net Loss
-
-
-
(57,154)Balance at March 31, 2003
4,343,000
4,343
88,334
(71,733)Common stock issued for cash
158,000
158
78,829
-Contributed capital
-
-
58
-Net Loss
-
-
-
(71,761)Balance at March 31, 2004
4,501,000
4,501
167,221
(143,494)Acquisition
of K-Com BusinessCoaching September 29, 2004Common stock issued for
1,200,000
1,200
26,233
-Contributed capital
-
-
4,446
-Net Loss
-
-
-
(168,842)Balance at March 31,
2005
5,701,000
5,701
197,900
(312,336)Contributed capital
-
-
937
-Net Loss
-
-
-
(58,160)Balance at March 31,
2006
5,701,000
5,701
198,837
(370,496)Contributed capital
-
-
3,202
-Net Loss
-
-
-
(69,191)Balance at March 31,
2007
5,701,000
5,701
202,039
(439,687)Common
stock issued for noteconversion at $.05 per share
4,479,140
4,479
219,478
-Common stock issued for cash at$.05 per share
1,100,000
1,100
53,900
-Contributed capital
-
-
2,000
-Net Loss
-
-
-
(28,613)Balance at March 31,
2008
11,280,140
$
       11,280
$
     477,417
$
       (468,300)    The
accompanying notes are an integral part of these financial statements


26


JAVA EXPRESS, INC.(A Development Stage Company)STATEMENTS OF CASH FLOWSFor the Years
Ended March 31, 2008 and 2007and the
Cumulative Period of December 14, 2001 (Date of Inceptionof the
Development Stage) to March 31, 2008CumulativeSinceDec. 14, 2001(Inception ofDevelopmentFor the Years Ended

Stage) toMarch 31,

March 31,2008

2007

2008Cash Flows From Operating Activities:Net Loss
$
(28,613)
$
(69,191)
$
(468,300)Adjustments to reconcile net loss tonet cash used by operating activities:Net Cash Used In Operating Activities:Depreciation

2,190

3,304

26,606Stock Issued for Interest on
Note

-

-

98Gain on Settlement of
Debt

(6,000)

-

(6,000)Gain on Sale of
Equipment

-

-

(6,754)Loss on Sale of
Investments

-

-

23,019Changes in Operating Assets and Liabilities:Decrease in Prepaid
Expenses

-

661

-Decrease in Fixed
Assets

5,345

-

5,345Increase (Decrease) in
Accounts Payable

649

(8,906)

3,229Decrease in Accounts
Payable-Related Party-Services

(19,000)

-

6,000Increase in Accrued
Interest

9,732

11,223

35,763Net
Cash Used In Operating Activities:

(35,697)

(62,909)

(380,994)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

55,000

-

208,566Capital Contributed by Shareholder-Cash

2,000

3,202

12,643Proceeds from Note Payable

8,051

36,192

246,458Payment of Note

(5,748)

-

(5,748)Net
Cash Provided By Financing Activities

59,303

39,394

461,919Net (Decrease) Increase In Cash

23,606

(23,515)

23,627Cash at Beginning of Period

21

23,536

-Cash at the End of Period
$
23,627
$
21
$
23,627   The
accompanying notes are an integral part of these financial statements


27


JAVA EXPRESS, INC.(A Development Stage Company)STATEMENTS OF CASH FLOWSFor the Nine
Months Ended December 31, 2007 and 2006and the
Cumulative Period of December 14, 2001 (Date of Inceptionof the
Development Stage) to December 31, 2007[Continued]CumulativeSinceDec. 14, 2001(Inception ofDevelopmentFor the Years Ended

Stage) toMarch 31,

March 31,2008

2007

2008Supplemental Disclosures of Cash Flow
Information:Cash paid during the period for:Interest
$
290
$
-
$
290Income taxes
$
-
$
-
$
-Supplemental Disclosure of Non-Cash Investing and Financing
Activities:Notes payable converted to common stock
$
223,957
$
-
$
240,055Stock issued in acquisition
$
-
$
-
$
27,433Fixed assets exchanged for services
$
5,345
$
-
$
5,345Fixed assets exchanged for investments
$
-
$
-
$
51,597Fixed assets exchanged for payment of notes
$
-
$
-
$
22,935Investments exchanged for notes
$
-
$
-
$
6,860          The accompanying notes are an integral part of these financial
statements


28


JAVA EXPRESS,
INC. (Development Stage
Company) NOTES TO FINANCIAL
STATEMENTS March 31,
2008  1.
 ORGANIZATION  The Company was
incorporated under the laws of the State of Nevada on December 14, 2001 with
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 periods ended March 31, 2008 and 2007 was $2,190 and $3,304 respectively.  As of the year ended
March 31, 2008, all of the fixed assets were exchanged for consulting services
provided to the Company. The value of the services equaled the net book value of
the fixed assets which was $5,345.


29


JAVA EXPRESS,
INC. (Development Stage
Company) NOTES TO FINANCIAL
STATEMENTS - continued March 31,
2008  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, 2008, the
Company had a net operating loss available for carry forward of $468,300.
 The tax benefit of approximately $140,000 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 2028.  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 has
reviewed recent accounting pronouncements and does not expect that the adoption
of the recent accounting pronouncements will have a material impact on its
financial statements.  3.  NOTES
PAYABLE  The Company had entered
into several note payable agreements. The notes were payable on demand and were
convertible at the option of the holder within time parameters shown in the
following table. The holder must have given notice of conversion during the
conversion period, absent such notice, the conversion rights would 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.  On March 11, 2008, the
Company authorized the compromise and conversion of Convertible Notes held by
two persons.   The Convertible Notes held by one creditor in the
aggregate amount of $44,784 and interest of $3,338 with a conversion rate of
$0.10 per share were compromised to $0.05 per share for a total conversion to
962,440 shares of the Companys common.  Additionally, the Convertible Note
held by another creditor in the aggregate amount of $143,700 and interest of
$32,135, which also provided for conversion at the rate of $0.10 per share, was
sold to a third party who then compromised the conversion rate to $0.05 per
share for a total conversion to 3,516,700 shares of the Companys common
stock.


30


JAVA EXPRESS,
INC. (Development Stage
Company) NOTES TO FINANCIAL
STATEMENTS - continued March 31,
2008  3.  NOTES
PAYABLE - continued  The $0.10 conversion
rate of these Convertible Notes was compromised to $0.05 per share by reason of
the fact that:  · The
Convertible Notes were in default; · The
Company does not have the funds to pay the Convertible Notes; · The
Company wishes to repay the Convertible Notes: · The
Company is a shell company as defined by the United States Securities and
Exchange Commission (the SEC); and · There are new resale restrictions under Rule 144 of the SEC
regarding shares of companies that are classified as shell companies.  NOTES
PAYABLENoteholder

Note
Amount

Accrued
Interest
Due
Date
Conversion
Start
Date
Conversion
End
Date
Conversion
SharesShannon Kirch (Note sold to
third party)
$
143,700
$
32,135
12/31/05
12/31/05
12/31/07
3,516,700Kelly
Trimble
$
6,000


12/31/05
12/31/05
12/31/075,825


12/31/06
12/31/06
12/31/075,324


12/31/06
12/31/06
12/31/0811,086


12/31/06
12/31/06
12/31/073,040


12/31/08
12/31/07
12/31/085,458


12/31/07
12/31/07
12/31/088051


12/31/08
12/31/08
12/31/09
962,440$
44,784
$
3,338Chris
Kirch
$
5,458
$
290
12/31/07
12/31/07
12/31/08
*Totals
$
193,942
$
35,763  * On March 11, 2008,
The Company paid the Holder $5,748 to retire this Convertible Note.  As of the date of this
report there are no Convertible Notes outstanding.  4.  CAPITAL
STOCK  On March 11, 2008, the
Company authorized a private offering of a maximum of 1,100,000 shares of its
common stock that are restricted securities.  These shares were sold to
the investor who acquired the $143,700 Convertible Note referenced above, at an
offering price of $0.05 per share, for total gross proceeds of $55,000.  No
commissions were paid.


31


JAVA EXPRESS,
INC. (Development Stage
Company) NOTES TO FINANCIAL
STATEMENTS - continued March 31,
2008  5.  SIGNIFICANT
RELATED PARTY TRANSACTIONS  As of March 31, 2008,
all activities of the Company were conducted by the corporate officer from
either his home or business office.  During the year ended
March 31, 2008, Howard Abrams, the Companys President, received $1,000 for his
services as an officer and director.  In addition, he sold 990,000 shares
of his stock to Globe Energy Technologies, LLC. Mr. Abram currently owns 10,000
shares.  During the year ended
March 31, 2008, Globe Energy Technologies, LLC became a majority shareholder
(49.7%) of the Company through its purchase of shares from the Company, selling
shareholders and conversion of a promissory note. Globe Energy Technologies,
LLCs Managing Member is Mark Burdge, a director of the Company.  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 was
booked as an accounts receivable to him. During the year ended March 31, 2008,
Mr. Musicant settled his debt with the Company for $19,000.  During May, 2006, Kelly
Triimble became a majority shareholder through the purchase of 750,000 shares of
common stock owned by Allen Musicant, a former officer.  Since that time,
Mr. Trimble has loaned the Company $44,784 plus accrued interest of $3,338 under
various convertible notes. During the year ended March 31, 2008, these notes
were converted into 962,440 shares of the Companys common stock.  Mr. John Chris Kirch, a
former majority 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 he
received $2,500 for business coaching and marketing services performed through
Trio Health Sciences and $2,000 individually for consulting services. During the
year ended March 31, 2007, Mr. Kirch loaned the Company $5,458 which has accrued
interest to-date of $290. During the year ended March 31, 2008, the Company paid
Mr. Kirch $5,748 and retired his convertible note. In addition, during the year
ended March 31, 2008, Mr. Kirch was paid $7,345 for consulting services in cash
and fixed assets valued at $5,345.  Shannon Kirch, is the
daughter of John Chris Kirch and therefore could be considered a related party;
she loaned the Company $143,700 with accrued interest of $32,135. During the
year ended March 31, 2008 Ms. Kirch sold her convertible note to Globe Energy
Technologies, LLC.


32


ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE  None.     ITEM 9A: CONTROLS AND PROCEDURES  Evaluation of Disclosure Controls and
Procedures  Our management, with the participation of our
President, evaluated the effectiveness of our disclosure controls and procedures
as of the end of the period covered by this report. Based on that evaluation,
our President and concluded that our disclosure controls and procedures as of
the end of the period covered by this report were effective such that the
information required to be disclosed by us in reports filed under the Exchange
Act is (i) recorded, processed, summarized and reported within the time
periods specified in the SECs rules and forms and (ii) accumulated and
communicated to our management, including our President, as appropriate to allow
timely decisions regarding disclosure. A controls system cannot provide absolute
assurance, however, that the objectives of the controls system are met, and no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within a company have been detected.  Managements Annual Report on Internal
Control over Financial Reporting  Our management is responsible for establishing
and maintaining adequate internal control over financial reporting (as defined
in Rule 13a-15(f) under the Exchange Act). Our internal control over financial
reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements
for external purposes of accounting principles generally accepted in the United
States.  Because of its inherent limitations, internal
control over financial reporting may not prevent or detect misstatements.
Therefore, even those systems determined to be effective can provide only
reasonable assurance of achieving their control objectives.  Our management, with the participation of the
President, evaluated the effectiveness of our internal control over financial
reporting as of March 31, 2008.  In making this assessment, our management
used the criteria set forth by the Committee of Sponsoring Organizations of the
Treadway Commission (COSO) in Internal Control - Integrated Framework.
 Based on this evaluation, our management, with the participation of the
President, concluded that, as of March 31, 2008, our internal control over
financial reporting was effective.  This annual report does not include an
attestation report of the Companys registered public accounting firm regarding
internal control over financial reporting.  Managements report was not
subject to attestation by the Companys registered public accounting firm
pursuant to temporary rules of the Security and Exchange Commission that permit
the Company to provide only managements report in this annual
report.  Changes in internal control over financial reporting  There
have been no changes in internal control over financial reporting.


33


ITEM 9B: OTHER INFORMATION  We
filed a Form 8-K Current Report on March 12, 2008, reporting:  § the issuance of  4,479,140 unregistered common shares to
satisfy various convertible notes; § the issuance of 1,110,000 unregistered common shares in a private
offering for proceeds of $55,000; and § the appointment of Mark C. Burdge as a director.  These
transactions are discussed in detail elsewhere in this Annual Report.    PART III    ITEM 10: DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE  Identification of Officers and Directors  Our
executive officers and directors and their respective ages, positions and
biographical information are set forth below.  Name
Age
Positions Held
Director SinceHoward Abrams
48
Director, President, Secretary, CEO, CFO
May 2006Mark C. Burdge
50
Director
March 2008  Howard
Abrams 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.  Mark
Burdge began serving as a director on March 11, 2008 when he acquired 49.7% of
our outstanding shares and was appointed by our then sole director, Howard
Abrams, to fill a vacancy on our board.  Background and Business Experience  Howard Abrams is currently a 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.


34


Mark
Burdge is currently a director.  From 1994 through 2207, Mr. Burdge was
President of Excel Graphics, a full service graphic arts company.  He
developed the business from $1,000,000 annually to $23,000,000 annually in the
first 10 years. Excel featured state of the art sheet-fed printing, heat-set web
printing, folding carton manufacturing, direct mail, kitting and fulfillment.
Excel ceased operations in 2007 due to increasing competition from China.
 From 2002 to 2006, Mr. Birdge was president of Indigo Media, a publisher
of custom niche market publications and producer of nation wide point of
purchase campaigns.  Indigo also owns and operates a state of the art
digital print center for on-demand publishing of marketing collateral, including
direct mail campaigns. In addition, from 2002  2006, Mr. Burdge was President
of Indigo Creative, a full-service advertising agency. Indigos staff including
professional graphic designers, photographers, marketing and creative services,
studio engineering and marketing campaign management.  From 2004 through
2006, Mark Burdge was a partner in Rimports (USA) LLC.  Rimports negotiates
manufacturing relationships between U.S. corporations and Pacific Rim
manufacturing companies.  Rimports also manufactures and markets its own
line of consumer products that are currently sold in Wal-Mart and other national
retailers.  Involvement in Other Public Companies  Neither
of our directors serves on the board of any other public companies.  Previous Blank Check or Shell Company Experience  In the
last five years neither of our directors has had any blank check or shell
company experience.  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,
2008, the following were filed timely:


35


Name
Type
FiledHoward Abrams
Form 4
March 11, 2008Globe Energy Technologies LLC
Form 3
March 18, 2008Mark C. Burdge
Form 3
March 18, 2008  Based
solely upon a review of the copies of such forms furnished to us during the
fiscal year ended March 31, 2008, the following were not timely filed:  Name
Type
FiledKelly Trimble
Form 4
March 18, 2008Mark Sansom
Form 4
March 18, 2008  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 have
not established a Nominating Committee because, due to our lack of operations
and the fact that we only have two directors and executive officers, we believe
that we are able to effectively manage the issues normally considered by a
Nominating Committee.  Following the entry into any business or the
completion of any acquisition, merger or reorganization, a further review of
this issue will no doubt be necessitated and undertaken by new management.


36


If we
do establish a Nominating Committee, we will disclose this change to our
procedures in recommending nominees to our board of directors.  Audit Committee  We have
not established an Audit Committee because, due to our lack of operations and
the fact that we only have two directors and executive officers, we believe that
we are able to effectively manage the issues normally considered by an audit
committee.  Following the entry into any business or the completion of any
acquisition, merger or reorganization, a further review of this issue will no
doubt be necessitated and undertaken by new management.    ITEM 11. EXECUTIVE COMPENSATION  All
Compensation  Howard
Abrams received $1,000 in compensation during the 2008 fiscal year ended and
none for the years ended March 31, 2007 or 2006.  SUMMARY COMPENSATION TABLE  Name and Principal Positions
(a)
Year
(b)
Salary
($)
(c)
Bonus
($)
(d)
Stock Awards
($)
(e)
Option Awards
($)
(f)
Non-Equity Incentive Plan
Compensation
($)
(g)
Nonqualified Deferred Compensation
($)
(h)
All Other Compensation
($)
(i)
Total
Earnings
($)
(j)Howard Abrams President
CEO/CFO
Director
03/31/2008
03/31/2007
03/31/2006
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
$ 1,000
0
0
0
0
0Mark Burdge(1)
Director
03/31/2008
0
0
0
0
0
0
0
0 (1)  Mark Burdge did not begin serving
as a director until March 11, 2008.  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.  Our directors received no compensation for
service as directors for the year ended March 31, 2008.  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.


37


Long
Term Incentive Plan Awards in the Last Fiscal Year  None.
We have no long-term incentive plans.    ITEM 12:
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS  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
 June 10, 2008.  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 11,280,140 shares of common stock outstanding at that
date.  CERTAIN BENEFICIAL OWNERS  Title
of
Name and
Address of
Amount and Nature of
PercentageClass
Beneficial
Owners
Beneficial Ownership (1)
of ClassCommon
Globe Energy Technolgies LLC (2)
5,606,700
49.70%5055 N. Edgewood DrProvo, UT 84804Common
Mark Sansom
(3)
1,010,000
8.95%4061 Power
CircleSalt Lake City,
UT 84124Common
Kelly Trimble
(4)
1,912,440
16.95%4685 S.
Highland Dr., #207Salt Lake City
UT 84117Common
David West
(5)
918,975
8.15%5005 Edgewood
Dr. #110Provo, UT 
84604
  (1) All share ownership is direct. (2) Globe Energy Technologies LLC became a majority shareholder
through the purchase of shares from Java, selling shareholders, and the
conversion of a promissory note.   Mark Burge, a director since March
11, 2008, is the managing member of Globe. (3) Mark Sansom acquired 1,000,000 of his shares from Lance Musicant
who resigned as an officer director on May 30, 2006. (4) Kelly Trimble purchased 750,000 of these shares from Allen
Musicant, a former officer, in a private transaction on May 23, 2006. He also
compromised and converted notes aggregating $44,784 with interest of $3,338 into
962,440 shares on March 11, 2008. (5) David West purchased his shares in a private transaction from
three individuals on March 11, 2008.


38


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.  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, June 10,
2008.  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 11,280,140 shares of common stock outstanding at that date.  MANAGEMENT  Title
of
Name and
Address of
Amount and Nature of
PercentageClass
Beneficial
Owners
Beneficial Ownership
of ClassCommon
Howard Abrams
10,000 (1)
Less than 1%10026 Ridge
Gate Dr.Sandy UT
84092Director,
PresidentChief Executive
& Financial OfficerCommon
Mark Burdge
5,606,700 (2)
49.70%5055 N.
Edgewood DrProvo, UT
84804DirectorOfficers and
Directors As a Group (2 persons)
5,616,700
50.69%
  (1) Share ownership is direct. (2) These shares are held in the record name of Globe Energy
Technologies LLC of which Mr. Burdge is the managing member and controls the
shares in its name.  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.


39


Securities Authorized for Issuance under Equity Compensation
Plans  None.
We have no equity compensations plans.  Changes in Control  We do
not have any arrangements that would result in any change in control of our
company.  However, there are no provisions in our Articles of Incorporation
or Bylaws that would delay, defer or prevent a change in control.    ITEM
13:   CERTAIN RELATIONSHIPS AND 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, promoters or founders, or immediate family
members of these persons, or promoter or founder, or immediate family of such
persons, s 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 were due and owing During the current fiscal
year, on March 11, 2008, Mr. Musicant agreed to take $19,000 as satisfaction of
the $25,000 debt.  In May of 2006, Mr. Musicant also sold 1,000,000 of his
shares to Mr. Mark Sanson in a private transacstion as discussed below.  § Mr. Howard Abrams, director, CEO and CFO, has conducted all
company activities from his home or business office.  During this fiscal
year he was paid $1,000 for his services to Java.  On March 11, 2008, he
sold 990,000 of his 1,000,000 shares to Globe Energy Technologies, LLC for $0.02
per share in a private transaction. Mr. Abrams now owns 10,000 shares of our
common stock.  § During May 2006, Mr. Kelly Trimble purchased 750,000 shares of
common stock owned by Allen Musicant, a former officer, for investment purposes.
Mr. Trimble loaned us a total of $44,784 between December 31, 2005 and 2007.
 As of March 11, 2008, interest on the various loans, which were the
subject of seven convertible notes, was $3,338.  These notes were converted
on March 11, 2008 into 962,440 shares of our common stock based on a compromise
on the conversion rate to $0.05 per share from the $0.10 per share rate set
forth in the various notes.  Mr. Trimble now owns 1,912,430 shares of our
common stock or 16.95%.  § During May 2006, Mr. Mark Sansom purchased 1,000,000 shares of
stock from our then former president, Lance Musicant for investment purposes.
Mr. Sansoms ownership position has been reduced to 8.95% due to share issuances
by Java Express.  § Mr. John Chris Kirch, a 5% shareholder up through March 11, 2008,
received $2,500 for business coaching and marketing services performed through
Trio Health Sciences and $2,000 individually for consulting services during the
March 31, 2007 fiscal year. During the 2008 fiscal year, he received $7,345 cash
for consulting services and Javas fixed assets valued at $5,345 also for
consulting services.  In addition, Mr. Kirch loaned Java $5,458 in February
of 2008; the loan which had accrued interest of $290, was paid on March 11, 2008
with funds raised in our private placement. Mr. Kirch is no longer a 5%
shareholder due to the increase in the number of our outstanding shares.


40


§ Shannon Kirch, is the daughter of John Chris Kirch and therefore
could be considered a related party; She loaned us $143,700 on August 17, 2004.
The loan was the subject of a convertible note which provided for a conversion
rate of $0.10 per share.  The note was sold to Globe Energy Technologies
LLC who then compromised the conversion rate to $0.05 per share for a total
conversion into 3,516,700 shares of our common stock.  § On March 11, 2008, Globe Energy Technologies, LLC became a
majority shareholder through the purchase of shares from Java, selling
shareholders and the conversion of a note. Globe acquired 990,000 shares of our
stock from Howard Abrams (director, CEO and CFO) for $0.02 per share; acquired,
compromised and converted the Shannon Kirch $143,700 convertible note into
3,516,700 common shares, and purchased 1,100,000 shares of our common stock in a
private placement for $55,000. The transactions resulted in Globe Energy
Technologies LLC owning 5,606,700 shares or 49.7% of our common stock. Mark
Burdge, who is the managing member of Globe Energy Technologies, LLC, became a
director of Java Express on that same date.  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 do
not have any independent directors serving on our board of directors.   ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES  The
following is a summary of the fees billed to us by our principal accountants
during the fiscal years ended March 31, 2008 and 2007:  Fee
Category

2008
2007Audit
Fees
$
6,505
$
13,203Audit-related
Fees

-

-Tax
Fees

-

-All
Other Fees

-

-Total
Fees
$
6,505
$
13,203  Audit Fees - Consists of fees for professional services
rendered by our principal accountants for the audit of our annual financial
statements and review of the financial statements included in our Forms 10-QSB
or services that are normally provided by our principal accountants in
connection with statutory and regulatory filings or engagements.  Audit-related Fees - Consists of fees for assurance and
related services by our principal accountants that are reasonably related to the
performance of the audit or review of our financial statements and are not
reported under Audit fees.  Tax
Fees - Consists of fees for professional services rendered by our principal
accountants for tax compliance, tax advice and tax planning.


41


All
Other Fees - Consists of fees for products and services provided by our
principal accountants, other than the services reported under Audit fees,
Audit-related fees, and Tax fees above.  Policy on Audit Committee Pre-Approval of Audit and Permissible
Non-Audit Services of Independent Auditors  We
have not adopted an Audit Committee; therefore, there is no Audit Committee
policy in this regard. However, we do require approval in advance of the
performance of professional services to be provided to us by our principal
accountant.  Additionally, all services rendered by our principal
accountant are performed pursuant to a written engagement letter between us and
the principal accountant.   ITEM 15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES  (a)(1)(2) Financial Statements.  See the audited financial
statements for the year ended March 31, 2008 contained in Item 8 above which are incorporated herein by
this reference.  (a)(3) Exhibits.  The following exhibits are filed as part of
this Annual Report: No. Description 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) 10.2 Convertible Note dated October 25, 2005: $6,000 (4) 10.3 Convertible Note dated April 04, 2006: $ 5,825 (5) 10.4 Convertible Note dated June 22, 2006: $5,324(5) 10.5 Convertible Note dated October 6, 2006: $11,085.75 (6) 10.6 Convertible Note dated December 20, 2006: $3,040 (7) 10.7 Convertible Note dated February 16, 2007: $5,458(8) 10.8 Convertible Note dated February 16, 2007: $5,458(8) 10.9 Convertible Note dated December 4, 2007: $8,051 (9) 14.1 Code of Ethics (10) 21.1 Subsidiaries (11) 31.1 Certification
of Principal Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002 * 31.2 Certification
of Principal 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 (7) Filed with Form 10-QSB
for December 31, 2006 on February 1, 2007 (8) Filed with Form 10-KSB
for March 31, 2007 on June 7, 2007 (9) Filed with Form 10-QSB
for December 31, 2007 on February 13, 2008 (10) Filed with our Form 10-KSB for March 31, 2004 on July 14,
2004. (11) Filed with our Form
10-KSB for March 31, 2005 on June 38, 2005  *
   Filed herewith


42


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 25, 2008 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 25, 2008  /s/ Howard Abrams Howard Abrams President, Secretary/Treasurer & Director Principal Executive and Financial Officer


43