UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________  FORM 10-KSB  [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2007  OR  [   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.  Commission File No. 0-50441  MAUI GENERAL STORE, INC.
(Name of Small Business Issuer in its Charter)New York84-1275578(State of Other Jurisdiction of
incorporation or organization)(I.R.S.) Employer I.D. No.)  P.O. Box 297, Hana, Maui, HI   96713(Address of Principal Executive Offices)  Issuer's Telephone Number: (808) 248-8787  Securities Registered Pursuant to Section 12(b) of the Act: None Securities Registered Pursuant to Section 12(g) of the Act:  Common Stock, $.001 par value per share  Check whether the issuer is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.         Yes [   ]      No   [X]  Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [    ]  Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B in this form, and no disclosure will be contained, to the best of the Registrant's knowledge, in  1  definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. [  ]  Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X]       No [    ]  State the issuers revenues for its most recent fiscal year: $ 0.  The aggregate market value of the Registrants common stock, $.001 par value, held by non-affiliates as of March 19, 2008 was $777,261.  As of March 19, 2008 the number of shares outstanding of the Registrants common stock was 140,000,000 shares, $.001 par value.  Transitional Small Business Disclosure Format:        Yes [   ]      No   [X]   DOCUMENTS INCORPORATED BY REFERENCE:  None





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FORWARD-LOOKING STATEMENTS: NO ASSURANCES INTENDED  This Report contains certain forward-looking statements regarding Maui General Store, its business and financial prospects.  These statements represent Managements best estimate of what will happen.  Nevertheless, there are numerous risks and uncertainties that could cause our actual results to differ dramatically from the results suggested in this Report.  Among the more significant risks are: · We have no active business operations and have no significant assets. Our auditors have raised substantial doubt about our ability to continue as a going concern. Unless the Company obtains additional capital or acquires an operating company, the Company will not be able to undertake significant business activities. · The Companys business plan contemplates that it will acquire an operating company in exchange for the majority of its common stock.  If that occurs, the current management will have no control over that company.  Investors in the Company will rely on the business skill of the new management.  If the new management lacks sufficient skill to operate successfully, the Companys shares may lose value.  Because these and other risks may cause the Companys actual results to differ from those anticipated by Management, the reader should not place undue reliance on any forward-looking statements that appear in this Report.   PART 1  Item 1.  Business  In March 2005 we disposed of our only operating business.  We are currently a shell company.  Since 2005 we have explored a number of opportunities.  Some involved the development of new businesses.  Others involved the use of the Company as a shell in a reverse merger transaction, in which an operating company would be merged into Maui General Store in exchange for a majority of our capital stock.  We continue to explore business opportunities, particularly businesses with which our Chairman, Richard Miller, has experience.  The business that we ultimately pursue will be determined by Mr. Miller, who is the sole member of our board of directors.  His decision will be based on the prospects for the business, the availability of capital to fund the business, and the potential benefits of the business to the shareholders of Maui General Store.  Employees  We currently have no employees. The need for employees and their availability will be addressed in connection with the decision whether or not to acquire or participate in specific business opportunities.


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Item 2.  Properties  Currently our operations are located in Hana, Maui, Hawaii, which will continue to be the headquarters for our operations for the foreseeable future. Our Chairman provides us approximately 1,500 square feet of office space at our Hana, Maui, Hawaii headquarters free of charge. We also lease approximately 500 square feet of space in New York, New York pursuant to a month to month lease that currently requires monthly rental payments of approxi­mately $1,000.  Item 3. Legal Proceedings  None.  Item 4. Submission of Matters to a Vote of Security Holders  Not applicable.   PART II  Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities  (a) Market Information  The Companys common stock has been quoted on the OTC Bulletin Board under the symbol MAUG.OB since January 28, 2004.  Set forth below are the high and low bid prices for each of the fiscal quarters in the past two years. The reported bid quotations reflect inter-dealer prices without retail markup, markdown or commissions, and may not necessarily represent actual transactions.  BidQuarter EndingHighLowMarch 31, 2006$    .18$    .06June 30, 2006$    .11$    .05September 30, 2006$    .11$    .03December 31, 2006$    .04$    .02March 31, 2007$    .03$    .01June 30, 2007$    .06$    .01September 30, 2007$    .10$    .02December 31, 2007$    .06$    .02  (b) Shareholders


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Our shareholders list contains the names of 2,046 registered stockholders of record of the Companys Common Stock. (c)  Dividends  The Company has never paid or declared any cash dividends on its Common Stock and does not foresee doing so in the foreseeable future.  The Company intends to retain any future earnings for the operation and expansion of the business.  Any decision as to future payment of dividends will depend on the available earnings, the capital requirements of the Company, its general financial condition and other factors deemed pertinent by the Board of Directors  (d)  Sale of Unregistered Securities The Company did not issue any unregistered equity securities during the 4th quarter of 2007  (e) Repurchase of Equity Securities The Company did not repurchase any of its equity securities that were registered under Section 12 of the Securities Act during the 4th quarter of 2007  Item 6 Managements Discussion and Analysis  Results of Operations  During the first quarter of 2005 we sold our only operating business.  It was purchased by the individual from whom we acquired it, who gave us one million shares of our common stock in payment for the business.  We currently have nominal assets and no operations.  During 2007 we realized no revenue and incurred $14,057 in operating expenses.  Our operating expenses consist of fees to lawyers and accountants necessary to maintain our standing as a fully-reporting public company and other administration expenses, which are primarily rent payments.  Our operating expenses in 2007 were lower than in 2006 because we incurred expenses in 2006 in connection with the negotiation and execution of the merger agreement with Palmera Holdings, a transaction that was subsequently reversed.  We do not expect the level of our operating expenses to change in the future until we again undertake to implement a business plan or effect an acquisition.  Liquidity and Capital Resources  At December 31, 2007 we had a working capital deficit of ($16,401), due to the fact that we had $1,042 in assets and owed $17,443.  Our debts are owed primarily to our professional advisors, but also include $4,000 owed to our President, who has financed our ongoing operations.  Our operations consumed $8,055 of cash in 2007, all of which was funded by our President.  In 2006 our operations used $10,718 in cash, most of which was funded by a capital


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contribution made by the shareholders of Palmera Holdings in connection with the acquisition of that company that we completed in February 2006 and reversed in June 2006.   In the future, unless we achieve the financial and/or operational wherewithal to sustain our operations, it is likely that we will continue to experience negative cash flow.  To date we have supplied our cash needs by making private placements of securities and obtaining loans from management and shareholders.  We expect that our President will fund our operations until we have completed an acquisition of an operating company and that we will, therefore, have sufficient cash to maintain our existence as a shell company for the next twelve months, if necessary.  The report from our independent accountants on our 2007 financial statements states that there is substantial doubt as to our ability to continue as a going concern.  In order to alleviate that doubt, our management is engaged in seeking to acquire, through the issuance of capital stock, either project financing or an operating business that can sustain its operations.  We cannot tell at this time whether such an acquisition will be accomplished.  Application of Critical Accounting Policies  Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (GAAP). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.  Our significant accounting policies are summarized in Note 2 of our financial statements. While all these significant accounting policies impact its financial condition and results of operations, the Company views certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on the Companys financial statements and require management to use a greater degree of judgment and estimates. Among our critical policies is the determination, described in Note 7 to our financial statements that the Company should record a valuation allowance for the full value of the deferred tax asset created by the net operating loss carryforward.  The primary reason for the determination was the lack of certainty as to whether the Company will carry on profitable operations in the future.  Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.


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Off-Balance Sheet Arrangements  The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition or results of operations.,  Impact of Accounting Pronouncements  In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. The objective of SFAS 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.  In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an Amendment of FASB Statement No. 115. This statement permits entities to choose to measure many financial instruments and certain other items at fair value. Most of the provisions of SFAS No. 159 apply only to entities that elect the fair value option. However, the amendment to SFAS No. 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available-for-sale and trading securities. SFAS No. 159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the provision of SFAS No. 157, Fair Value Measurements. The adoption of this statement did not have a material effect on the Company's financial statements.  In December 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements  an amendment of ARB No. 51.  This statement improves the relevance, comparability, and transparency of the financial information that a reporting entity provides in its consolidated financial statements by establishing accounting and reporting standards that require the ownership interests in subsidiaries held by parties other than the parent and the amount of consolidated net income attributable to the parent and to the noncontrolling interest be clearly identified and presented on the face of the consolidated statement of income, changes in a parents ownership interest while the parent retains its controlling financial interest in its subsidiary be accounted for consistently, when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary be initially measured at fair value, entities provide sufficient disclosures that clearly identify and distinguish between the interests of the parent and the interests of the noncontrolling owners.  SFAS No. 160 affects those entities that have an outstanding noncontrolling interest in one or more subsidiaries or that deconsolidate a subsidiary.  SFAS No. 160 is effective for fiscal


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years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Early adoption is prohibited. The adoption of this statement is not expected to have a material effect on the Company's financial statements.  Item 7.   Financial Statements  The Companys financial statements, together with notes and the Independent Auditors Report, are set forth immediately following Item 14 of this Form 10-KSB.  Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure  Not Applicable  Item 8A.  Controls and Procedures  Evaluation of Disclosure Controls and Procedures.  Our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of our disclosure controls and procedures as of December 31, 2007.  Pursuant to Rule13a-15(e) promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, disclosure controls and procedures means controls and other procedures that are designed to insure that information required to be disclosed by Maui General Store in the reports that it files with the Securities and Exchange Commission is recorded, processed, summarized and reported within the time limits specified in the Commissions rules.  Disclosure controls and procedures include, without limitation, controls and procedures designed to insure that information Maui General Store is required to disclose in the reports it files with the Commission is accumulated and communicated to our Chief Executive Officer and Chief Financial Officer as appropriate to allow timely decisions regarding required disclosure.  Based on his evaluation, our Chief Executive Officer and Chief Financial Officer concluded that Maui General Stores system of disclosure controls and procedures was effective as of December 31, 2007 for the purposes described in this paragraph.  Changes in Internal Controls.  There was no change in internal control over financial reporting (as defined in Rule 13a-15(f) promulgated under the Securities Exchange Act or 1934) identified in connection with the evaluation described in the preceding paragraph that occurred during Maui General Stores fourth fiscal quarter that has materially affected or is reasonably likely to materially affect Maui General Stores internal control over financial reporting.    Managements Report on Internal Control over Financial Reporting  Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934.  We have assessed the effectiveness of those internal controls as of December 31, 2007, using the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Internal Control  Intergrated Framework as a basis for our assessment.


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Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.  All internal control systems, no matter how well designed, have inherent limitations.  Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.  A material weakness in internal controls is a deficiency in internal control, or combination of control deficiencies, that adversely affects the Companys ability to initiate, authorize, record, process, or report external financial data reliably in accordance with accounting principles generally accepted in the United States of America such that there is more than a remote likelihood that a material misstatement of the Companys annual or interim financial statements that is more than inconsequential will not be prevented or detected.  In the course of making our assessment of the effectiveness of internal controls over financial reporting, we did not identify any material weakness in our internal control over financial reporting.  Therefore, it is our conclusion that the Companys internal controls over financial reporting were effective as of December 31, 2007.  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 Securities and Exchange Commission that permit the Company to provide only managements report in this annual report.  Item 8B   Other Information  None.  PART III  Item 9. Directors and Executive Officers of the Registrant  The officers and directors of the Company are: Director Name Age Position with the Company Since Richard H. Miller 62 Director, President 2001  Directors hold office until the annual meeting of the Companys stockholders and the election and qualification of their successors.  Officers hold office, subject to removal at any time by the Board, until the meeting of directors immediately following the annual meeting of stockholders and until their successors are appointed and qualified.  Richard H. Miller.  Mr. Miller became a director of the Company in February, 2001, after acquiring a majority of the outstanding shares of our common stock. From 1988 to 1999,


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Mr. Miller founded and served as president and chairman of Art Cards, Inc., a publicly traded company that owned the rights to the music and drawings of various contemporary artists for reproduction on greeting cards and other products. From 1979 to 1982 Mr. Miller founded and served as president and chairman of Electric Trans­portation Systems, Inc, a publicly traded company that specialized in the sales and distribution of electric cars. From 1968 to 1969, he was the sole proprietor of Open Hand Publishing Company, a Toronto-based music-publishing company. In 1974, Mr. Miller published the Whole Earth Catalogue for distribution in Canada, and from 1976 to 1980 Mr. Miller was a 50% owner of Mr. Freedom, a London clothing store where Mr. Miller oversaw the funding, construction, hiring of management, ordering of clothing, advertising and promotion of new stores. Mr. Miller also negotiated a license with Disney for Mr. Freedom to use Disneys characters on Mr. Freedoms clothing lines. Mr. Miller received a B.A. from SUNY Buffalo in 1968.  Audit Committee  The Board of Directors has not appointed an Audit Committee.  The functions that would be performed by an Audit Committee are performed by the Board of Directors.  The Board of Directors does not have an audit committee financial expert, because there is only one Board member.  Code of Ethics  The Company has not adopted a formal code of ethics applicable to its executive officers.  The Board of Directors has determined that the Companys financial operations are not sufficiently complex to warrant adoption of a formal code of ethics.  Section 16(a) Beneficial Ownership Reporting Compliance  None of the officers, directors or beneficial owners of more than 10% of the Companys common stock failed to file on a timely basis the reports required by Section 16(a) of the Exchange Act during the year ended December 31, 2007.  Item 10.  Executive Compensation  The following table sets forth all compensation awarded to, earned by, or paid by the Company to Richard H. Miller, its Chief Executive Officer, for services rendered in all capacities to the Company during the years ended December 31, 2007, 2006 and 2005.  There were no other executive officers whose total salary and bonus for the fiscal year ended December 31, 2007 exceeded $100,000. Compensation Year Salary Richard H. Miller 2007 $0 2006 $0 2005 $0  Employment Agreements


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All of our employment arrangements with our executives are on an at will basis.  Equity Grants  The following tables set forth certain information regarding the stock options acquired by the Companys Chief Executive Officer during the year ended December 31, 2007 and those options held by him on December 31, 2007.  Option Grants in the Last Fiscal Year  Percent of total Potential realizable Number of options value at assumed securities granted to annual rates of underlying employees Exercise appreciation of option in fiscal Price Expiration for option term Name granted year ($/share) Date 5%  10% R. Miller               0 N.A. N.A. N.A. 0             0  Aggregated Fiscal Year-End Option Values  Number of securities underlying Value of unexercised in-the-money unexercised options at fiscal options at fiscal year-end ($) Name year-end (#) (All exercisable) (All exercisable) Richard Miller 0 0  Compensation of Directors  The members of our Board of Directors receive no compensation for their services on the Board.  Item 11.  Security Ownership of Certain Beneficial Owners and Management  The following table sets forth information known to us with respect to the beneficial ownership of our common stock as of the date of this prospectus by the following: · each shareholder known by us to own beneficially more than 5% of our common stock; · Richard H. Miller; · each of our directors; and · all directors and executive officers as a group.  There are 140,000,000 shares of our common stock outstanding on the date of this report.  Except as otherwise indicated, we believe that the beneficial owners of the common stock listed


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below have sole voting power and investment power with respect to their shares,  subject to community property laws where applicable.  Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission.  In computing the number of shares beneficially owned by a person and the percent ownership of that person, we include shares of common stock subject to options or warrants held by that person that are currently exercisable or will become exercisable within 60 days. We do not, however, include these issuable shares in the outstanding shares when we compute the percent ownership of any other person.   Name and Address of Beneficial Owner  (1)Amount and Nature of Beneficial OwnershipPercentage of ClassRichard H. Miller112,240,67080.2%All officers and directors as a group (1 person)112,240,67080.2%  ______________________________  (1) The address of each shareholder, unless otherwise noted, is c/o Maui General Store, Inc., P.O. Box 297, Hana, Maui, HI 96713.  Equity Compensation Plan Information  The information set forth in the table below regarding equity compensation plans (which include individual compensation arrangements) was determined as of December 31, 2007.


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Number of secu­rities to be issued upon exercise of outstanding op­tions, warrants and rightsWeighted aver­age exercise price of outstanding options, warrants and rightsNumber of secu­rities remaining available for fu­ture issuance un­der equity com­pensation plansEquity compensation plans ap­proved by security holders..........0--0Equity compensation plans not approved by security holders.....0--0Total..............0--0  Item 12.  Certain Relationships and Related Transactions and Director Independence Certain Relationships and Related Transactions During 2006, in connection with the Palmera Holdings merger, Richard Miller, the Companys majority stockholder: · Surrendered 3,256,635 shares of common stock, valued at $3,257, to the Companys treasury; · Satisfied accounts payable aggregating $25,000, which was treated for accounting purposes as contributed capital. · Forgave advances to the Company of $53,591, which was treated for accounting purposes as contributed capital. In addition, during 2006, Mr. Miller contributed $10,000 in cash to the Company, contributed $10,000 in rent and services to the Company, and paid $2,390 of the Companys expenses. During 2007 Mr. Miller contributed $10,000 in cash to the Company, contributed $5,090 to the Company by paying expenses in that amount.  Mr. Miller also loaned, net of repayments, $4,000 to the Company during 2007.  Item 13.  Exhibit List (a) Financial Statements Report of Independent Registered Public Accounting Firm Balance Sheets - December 31, 2007 and 2006 Statements of Operations - Years ended December 31, 2007 and 2006. Statements of Stockholders Deficiency - Years ended December 31, 2007 and 2006. Statements of Cash Flows - Years ended December 31, 2007 and 2006.


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Notes to Financial Statements (b) Exhibit List  3-a Certificate of Incorporation, as amended. (1) 3-b By-laws (1) 21 Subsidiaries  None 31 Rule 13a-14(a) Certification 32 Rule 13a-14(b) Certification _________________________________________ (1) Filed as an exhibit to the Companys Registration Statement on Form 10-SB (File No. 000-50441) and incorporated herein by reference.  Item 14.  Principal Accountant Fees and Services  Audit Fees  Webb & Company, P.A. billed $6,900 in connection with the audit and reviews of the Companys financial statements for the year ended December 31, 2007.  Webb & Company, P.A. billed $7,389 in connection with the audit and reviews of the Companys financial statements for the year ended December 31, 2006.  Also included are those services normally provided by the accountant in connection with the Companys statutory and regulatory filings.  Audit-Related Fees  Webb & Company, P.A. did not bill the Company for any Audit-Related fees in 2007 or in 2006.  Tax Fees  Webb & Company, P.A. did not bill the Company in 2007 or 2006 for professional services rendered for tax compliance, tax advice and tax planning.  All Other Fees  Webb & Company, P.A. did not bill the Company for any other fees in 2007 or 2006.  It is the policy of the Company that all services, other than audit, review or attest services, must be pre-approved by the Board of Directors.


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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   To the Board of Directors of: Maui General Store, Inc.  We have audited the accompanying balance sheets of Maui General Store, Inc. as of December 31, 2007 and 2006 (consolidated), and the related statements of operations, changes in stockholders deficiency and cash flows for the years ended December 31, 2007 and 2006(consolidated). These financial statements are the responsibility of the Companys management.  Our responsibility is to express an opinion on these financial statements based on our audit.  We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall 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 of Maui General Store, Inc. as of December 31, 2007 and 2006, and the results of its operations and its cash flows for the years ended December 31, 2007 and 2006 in conformity with accounting principles generally accepted in the United States of America.  The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  As discussed in Note 8 to the financial statements, the Company has an accumulated deficit of $589,369, working capital and stockholders deficiency of $16,401 and used cash in operations of $8,055.  This raises substantial doubt about its ability to continue as a going concern.  Managements plans concerning this matter are also described in Note 8.  The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.  /s/ Webb & Company, P.A.  WEBB & COMPANY, P.A. February 6, 2008  F-1      Maui General Store, Inc.Balance SheetsASSETS20072006(Consolidated)Current AssetsCash$1,042$7Total Assets$1,042$7LIABILITIES AND STOCKHOLDERS' DEFICIENCYCurrent LiabilitiesAccounts payable$13,443$7,476Loans payable - related party4,000-Total Liabilities17,4437,476Commitments and Contingencies--Stockholders' DeficiencyCommon stock,  $0.001 par value;500,000,000 shares authorized,140,000,000 and 140,000,000 sharesissued and outstanding, respectively140,000140,000Additional paid-in capital432,968427,878Accumulated Deficit(589,369)(575,347)Total Stockholders' Deficiency(16,401)(7,469)Total Liabilities and Stockholders' Deficiency$1,042$7     See accompanying notes to financial statements F-2      Maui General Store, Inc.Statements of OperationsFor the Years Ended December 31, 2007 and 2006 (Consolidated)20072006(Consolidated)Revenue$                  -$                -Operating ExpensesProfessional fees11,70418,677General and administrative2,35320,037Total Operating Expenses14,05738,714Loss from Operations(14,057)(38,714)Other IncomeMiscellaneous Income35-Total Other Income35-Provision for Income Taxes--Net Loss$         (14,022)$       (38,714)LOSS PER COMMON SHARE -BASIC AND DILUTEDNet Loss Per Share  - Basic and Diluted$             (0.00)$           (0.00)Weighted average number of shares outstandingduring the period - Basic and Diluted140,000,000114,415,565   See accompanying notes to financial statements F-3      Maui General Stores, Inc.Statements of Changes in Stockholders' DeficiencyFor the Years Ended December 31, 2007 and 2006Common StockAccumulatedSharesAmountAPICDeficitTotalBalance, December 31, 2005 (Consolidated)143,256,635$       143,257$        313,511$       (536,633)$      (79,865)Stock contributed back by shareholder(3,256,635)(3,257)3,257--Contributed Capital by the shareholder--88,591-88,591In-kind contribution of expenses12,51912,519In-kind contribution of rent and services10,00010,000Net Loss, 2006(38,714)(38,714)Balance, December 31, 2006 (Consolidated)140,000,000140,000427,878(575,347)(7,469)In-kind contribution of expenses--5,090-5,090Net Loss, 2007---(14,022)(14,022)BALANCE, DECEMBER 31, 2007140,000,000$       140,000$        432,968$       (589,369)$      (16,401)   See accompanying notes to financial statements F-4      Maui General Store, Inc.Statements of Cash FlowsFor the Years Ended December 31, 2007 and 2006 (Consolidated)20072006(Consolidated)Cash Flows From Operating Activities:Net Loss$           (14,022)$           (38,714)Adjustments to reconcile net loss to netcash used in operating activities:In-kind contribution of expenses-12,519In-kind contribution of rent and services-10,000Changes in operating assets and liabilities:Accounts payable5,9675,477Net Cash Used In Operating Activities(8,055)(10,718)Cash Flows from Investing ActivitiesCash Flows From Financing Activities:Repayment of loan payable - Stockholder(5,000)(10,000)Proceeds from Loan payable - Stockholder9,00010,724Contributed Capital5,09010,000Net Cash Provided by Financing Activities9,09010,724Net Increase (Decrease) in Cash1,0356Cash -Beginning of Year71Cash -End of Year$             1,042$                     7Supplemental disclosure of cash flow information:Cash paid for interest$                      -$                      -Cash paid for taxes$                      -$                      -  See accompanying notes to financial statements F-5  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)   NOTE 1 ORGANIZATION  Maui General Store, Inc. (the Company) was incorporated under the laws of the State of New York on January 3, 1995 as Kelly Green Products, Inc.  On October 30, 2001, the Company changed its name to Maui General Store, Inc.  On January 13, 2006, the Company formed a wholly-owned subsidiary, MGS Acquisition Corp., under the laws of Florida.  During 2006, as part of the failed merger, the Company disposed of MGS Acquisition Corp.  All intercompany accounts and balances have been eliminated in consolidation.  NOTE 2 NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  (A) Use of Estimates  In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period.  Actual results could differ from those estimates.  (B) Principles of Consolidation  The consolidated financial statements include the accounts of Maui General Store, Inc. and its wholly owned subsidiary MGS Acquisition Corp for 2006.  All significant intercompany accounts and transactions have been eliminated in consolidation.  (C) Cash and Cash Equivalents  For the purposes of the cash flow statement, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.  (D) Revenue Recognition  Revenue from the sale of products is recognized when the goods are delivered, the customers right of return has expired and collectability is reasonable assured.  Revenue from re-work/repair services for prior product sales is recognized as the services are provided.  F-6  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)    (E) Stock-Based Compensation  In December 2004, the FASB issued SFAS No. 123(R), "Share-Based Payment," which replaces SFAS No. 123 and supersedes APB Opinion No. 25.  Under SFAS No. 123(R), companies are required to measure the compensation costs of share-based compensation arrangements based on the grant-date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options, restricted share plans, performance-based awards, share appreciation rights and employee share purchase plans. In March 2005 the SEC issued Staff Accounting Bulletin No. 107, or "SAB 107". SAB 107 expresses views of the staff regarding the interaction between SFAS No. 123(R) and certain SEC rules and regulations and provides the staff's views regarding the valuation of share-based payment arrangements for public companies. SFAS No. 123(R) permits public companies to adopt its requirements using one of two methods.  On April 14, 2005, the SEC adopted a new rule amending the compliance dates for SFAS 123R. Companies may elect to apply this statement either prospectively, or on a modified version of retrospective application under which financial statements for prior periods are adjusted on a basis consistent with the pro forma disclosures required for those periods under SFAS 123.  Effective January 1, 2006, the Company has fully adopted the provisions of SFAS No. 123R and related interpretations as provided by SAB 107.  As such, compensation cost is measured on the date of grant at their fair value.  Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant.  The Company applies this statement prospectively.  (F) Business Segments  The Company operates in one segment and therefore segment information is not presented.  (G) Income Taxes  The Company accounts for income taxes under the Statement of Financial Accounting Standards No. 109, Accounting for Income Taxes (Statement 109).  Under Statement 109, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Under Statement 109, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  (H) Loss Per Common Share  Loss per common share is computed in accordance with Statement of Financial Accounting Standards No. 128, Earnings Per Share.  Basic earnings per common share is calculated by  F-7  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)   dividing net loss available to common shareholders by the weighted average number of common shares outstanding for each period.  Diluted earnings per common share is calculated by adjusting the weighted average shares outstanding assuming conversion of all potentially dilutive stock options, warrants, and convertible securities.  At December 31, 2007 and 2006 the Company does not have any outstanding dilutive securities.  (I) Financial Instruments  The Companys financial instrument consists of accounts payable.  Unless otherwise noted, it is managements opinion that the Company is not exposed to significant interest, currency or credit risks arising from this financial instrument.  The fair value of this financial instrument approximates its carrying value, unless otherwise noted.  (J) Recent Accounting Pronouncements  In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. The objective of SFAS 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements.  SFAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.  In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities  Including an Amendment of FASB Statement No. 115.  This statement permits entities to choose to measure many financial instruments and certain other items at fair value. Most of the provisions of SFAS No. 159 apply only to entities that elect the fair value option. However, the amendment to SFAS No. 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available-for-sale and trading securities. SFAS No. 159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the provision of SFAS No. 157, Fair Value Measurements. The adoption of this statement is not expected to have a material effect on the Company's financial statements.  In December 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements  an amendment of ARB No. 51.  This statement improves the relevance, comparability, and transparency of the financial information that a reporting entity provides in its consolidated financial statements by  F-8  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)   establishing accounting and reporting standards that require; the ownership interests in subsidiaries held by parties other than the parent and the amount of consolidated net income attributable to the parent and to the noncontrolling interest be clearly identified and presented on the face of the consolidated statement of income, changes in a parents ownership interest while the parent retains its controlling financial interest in its subsidiary be accounted for consistently, when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary be initially measured at fair value, entities provide sufficient disclosures that clearly identify and distinguish between the interests of the parent and the interests of the noncontrolling owners.  SFAS No. 160 affects those entities that have an outstanding noncontrolling interest in one or more subsidiaries or that deconsolidate a subsidiary.  SFAS No. 160 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Early adoption is prohibited. The adoption of this statement is not expected to have a material effect on the Company's financial statements.  NOTE 3 RELATED PARTY TRANSACTIONS For the year ended December 31, 2007, the Companys majority shareholder paid $5,090 of expenses which was treated for accounting purposes as contributed capital.  During 2007, the Companys president advanced the company $9,000. These advances are unsecured, non-interest bearing, and due on demand. During 2007 the Company repaid $5,000 of the advances (see Note 4).  NOTE 4 ADVANCES FROM STOCKHOLDER  During 2007, the Companys president advanced the company $9,000. These advances are unsecured, non-interest bearing, and due on demand. During 2007 the Company repaid $5,000 of the advances (see Note 3).  NOTE 5 STOCKHOLDERS DEFICIENCY  For the year ended December 31, 2007, the Companys majority shareholder paid $5,090 of expenses which was treated for accounting purposes as contributed capital.  During 2006, the Company recorded $12,519 of in-kind services contributed by its majority stockholder.  During 2006, the Companys majority stockholder returned 3,256,635 shares of common stock. These shares were cancelled and retired.  The fair value of these shares was equivalent to the par value totaling $3,257.  During 2006, on behalf of the Company, the Companys majority shareholder repaid accounts  F-9  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)   payable aggregating $25,000 which was treated for accounting purposes as contributed capital.  During 2006, the Companys majority shareholder contributed $10,000 which for accounting purposes was treated as contributed capital.  During 2006, the Companys majority shareholder forgave advances to the Company of $53,591 which was treated for accounting purposes as contributed capital.  During 2006, on behalf of the Company, Palmera Holding, Inc. paid $10,000 in expenses which was treated for accounting purposes as contributed capital.  NOTE 6       RELATED PARTY TRANSACTIONS  For the year ended December 31, 2007, the Companys majority shareholder paid $5,090 of expenses which was treated for accounting purposes as contributed capital.  During 2007, the Companys president advanced the company $9,000. These advances are unsecured, non-interest bearing, and due on demand. During 2007 the Company repaid $5,000 of the advances (see Note 4).  During 2006, the Companys majority stockholder returned 3,256,635 shares of common stock.  These shares were cancelled and retired.  The fair value of these shares was equivalent to the par value totaling $3,257.  During 2006, on behalf of the Company, the Companys majority shareholder repaid accounts payable aggregating $25,000 which was treated for accounting purposes as contributed capital.  During 2006, the Companys majority shareholder contributed $10,000 which for accounting purposes was treated as contributed capital.  During 2006, the Companys majority shareholder forgave advances to the Company of $53,591 which was treated for accounting purposes as contributed capital.  During 2006, on behalf of the Company, Palmera Holding, Inc. paid $10,000 in expenses which was treated for accounting purposes as contributed capital.  F-10  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)    NOTE 7 INCOME TAXES  Income tax expense (benefit) for the year ended December 31, 2007 and 2006 is summarized as follows:  2007CurrentDeferredTotalFederal$-$-$-State---$-$-$-2006Federal$-$-$-State---$-$-$-  Income tax expense (benefit) for the year ended December 31, 2007 differed from amounts computed by applying the statutory U.S. federal corporate income tax rate of 34% to income before income tax benefit as a result of the following:  Expected income tax expense from operations$1,367Valuation allowance(1,367)$-  The effects of the temporary differences that gave rise to significant portions of deferred tax assets and liabilities at December 31, 2007 and 2006 are as follows:  Deferred tax assets:20072006Net operating loss carryforward (benefit)$( 196,985)$( 195,618)Total gross deferred tax assets(196,985)(195,618)Less valuation allowance196,985195,618Net deferred tax assets$-$-  The Company has a net operating loss carryforward of approximately $579,369 available to offset future taxable income through 2027.  The valuation allowance at December 31, 2007 was $196,985.  The net change in the valuation allowance for the year ended December 31, 2007 was an increase of $1,367.  During 2007, the Company adjusted the deferred tax assets by $3,400 for non deductible expenses incurred during 2006.  F-11  MAUI GENERAL STORE, INC. NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2007 AND 2006 (CONSOLIDATED)    NOTE 8 GOING CONCERN  As reflected in the accompanying financial statements, the Company has an accumulated deficit of $589,369, a working capital and stockholders deficiency of $16,401 and used cash in operations of $8,055.  These factors raise substantial doubt about the Companys ability to continue as a going concern.  The Companys continued existence is dependent upon its ability to raise capital.  The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.    F-12     SIGNATURES  In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  Maui General Store, Inc.  By:/s/ Richard H. Miller Richard H. Miller, Chief Executive Officer  In accordance with the Exchange Act, this Report has been signed below on March 27, 2008 by the following persons, on behalf of the Registrant and in the capacities and on the dates indicated.  /s/ Richard H. Miller Richard H. Miller, Director Chief Executive Officer, Chief Financial and Accounting Officer