UNITED STATES

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

(Mark One)

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended JUNE 30, 2007

[ ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

EXCHANGE ACT

For the transition period from ___________ to ______________

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.)

5017 Wild Buffalo Avenue, Las Vegas, Nevada 89131

(Address of principal executive offices)

(702) 839-1098

(Issuer’s telephone number)

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 þ No ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes þ No ¨

APPLICABLE TO CORPORATE ISSUERS:

As of July 1, 2007 the issuer had 5,701,000 shares of common stock outstanding.

Transitional Small Business Disclosure Format (Check one): YES ¨ NO þ

TABLE OF CONTENTS


PART I – FINANCIAL INFORMATION

Item 1. Financial Statements	2
Item 2. Management’s Discussion and Analysis or Plan of Operation	11
Item 3. Controls and Procedures	17

PART II – OTHER INFORMATION
	17
Item 1. Legal Proceedings	17
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3. Defaults Upon Senior Securities	18
Item 4. Submission of Matters to a Vote of Security Holders	18
Item 5. Other Information	18
Item 6. Exhibits	18
Signatures	19

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

JAVA EXPRESS, INC.

(A Development Stage Company)

Unaudited Financial Statements

JUNE 30, 2007


JAVA EXPRESS, INC.
(A Development Stage Company)
BALANCE SHEET
JUNE 30, 2007
(Unaudited)

ASSETS

Current Assets
	Cash & Cash Equivalents	$ 19
	Total Current Assets	19

Fixed Assets:
	Equipment	9,800
	Furniture & Fixtures	8,100
	Less Accumulated Depreciation	(11,095)
	Net Fixed Assets	6,805
	Total Assets	$ 6,824

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Accounts Payable		$ 7,156
Related Party Accounts Payable		25,000
Related Parties Notes Payable and Accrued Interest		215,116

	Total Current Liabilities	247,272

STOCKHOLDERS' EQUITY
	Preferred Stock, Par value $.001
	Authorized 10,000,000 shares
	No shares issued	-
	Common Stock, Par value $.001
	Authorized 50,000,000 shares,
	Issued 5,701,000 shares	5,701
	Paid-In Capital	202,039
	Deficit Accumulated During Development Stage	(448,188)

	Total Shareholders' Equity	(240,448)

	Total Liabilities and Shareholders' Equity	$ 6,824



The accompanying notes are an integral part of these financial statements


JAVA EXPRESS, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For the Three Months Ended June 30, 2007 and 2006
and the Cumulative Period of December 14, 2001 (Date of Inception
of the Development Stage) to June 30, 2007
(Unaudited)
						Cumulative
						Since
						Dec. 14, 2001
						(Inception of
						Development
		For the Three Months Ended				Stage) to
		June 30,				June 30,
		2007		2006		2007

Revenue	$	-	$	-	$	204,463

Cost of Revenue		-		-		45,400

Gross Profit		-		-		159,063

Expenses
General & Administrative		5,307		20,100		409,823
Sales & Marketing		-		4,312		153,321
Total Operating Expenses		5,307		24,412		563,144

Operating Loss		(5,307)		(24,412)		(404,081)

Other Income (Expenses):
Interest		(3,194)		(2,571)		(30,142)
Misc. Income		-		-		2,300
Loss on Sale of Investments		-		-		(23,019)
Gain on Sale of Equipment		-		-		6,754

Net Loss	$	(8,501)	$	(26,983)	$	(448,188)

Loss Per Share
Basic	$	(0.00)	$	(0.00)
Diluted	$	(0.00)	$	(0.00)

Weighted Average Shares
Basic		5,701,000		5,701,000
Diluted		7,460,800		7,309,240


The accompanying notes are an integral part of these financial statements


JAVA EXPRESS, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the Three Months Ended June 30, 2007 and 2006
and the Cumulative Period of December 14, 2001 (Date of Inception
of the Development Stage) to June 30, 2007
(Unaudited)

							Cumulative
							Since
							Dec. 14, 2001
							(Inception of
							Development
			For the Years Ended				Stage) to
			June 30,				June 30,
			2007		2006		2007
Cash Flows From Operating Activities:
	Net Loss	$	(8,501)	$	(26,983)	$	(448,188)
	Adjustments to reconcile net loss to
	net cash used by operating activities:
	Net Cash Used In Operating Activities:
	Depreciation		730		922		25,146
	Stock Issued for Interest on Note		-		-		98
	Gain on Sale of Equipment		-		-		(6,754)
	Loss on Sale of Investments		-		-		23,019
	Changes in Operating Assets and Liabilities:
	Decrease in Prepaid Expenses		-		661		-
	Increase (Decrease) in Accounts Payable		4,575		(11,074)		7,155
	Increase in Accounts Payable
	-Related Party-Services		-		-		25,000
	Increase in Accrued Interest		3,194		2,571		29,225
	Net Cash Used In Operating Activities:		(2)		(33,903)		(345,299)
Cash Flows From Investing Activities:
	Cash Acquired in Acquisition		-		-		6,245
	Proceeds from Sale of Equipment		-		-		13,045
	Purchase of Furniture & Fixtures		-		-		(23,088)
	Purchase of Equipment		-		-		(53,500)
	Net Cash Used In Investing Activities:		-		-		(57,298)
Cash Flows From Financing Activities:
	Proceeds from Sale of Common Stock		-		-		153,566
	Capital Contributed by Shareholder-Cash		-		180		10,643
	Proceeds from Note Payable		-		11,149		238,407
	Net Cash Provided By Financing Activities		-		11,329		402,616
Net (Decrease) Increase In Cash			(2)		(22,574)		19
Cash at Beginning of Period			21		23,536		-
Cash at the End of Period		$	19	$	962	$	19

[Continued]


JAVA EXPRESS, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the Three Months Ended June 30, 2007 and 2006
and the Cumulative Period of December 14, 2001 (Date of Inception
of the Development Stage) to June 30, 2007
(Unaudited)
[Continued]

				Cumulative
				Since
				Dec. 14, 2001
				(Inception of
				Development
		For the Three Months		Stage) to
		Ended June 30,		June 30,
		2007	2006	2007
Supplemental Disclosures of Cash Flow Information:

	Cash paid during the period for:
	Interest	$ -	$ -	$ -
	Income taxes	$ -	$ -	$ 200


Supplemental Disclosure of Non-Cash Investing and Financing Activities:

	Converted note payable to common stock	$ -	$ -	$ 16,098
	Stock issued in acquisition	$ -	$ -	$ 27,433
	Fixed assets exchanged for investments	$ -	$ -	$ 51,597
	Fixed assets exchanged for payment of notes	$ -	$ -	$ 22,935
	Investments exchanged for notes	$ -	$ -	$ 6,860




The accompanying notes are an integral part of these financial statements

JAVA EXPRESS, INC.

(Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

June 30, 2007

1. ORGANIZATION

The Company was incorporated under the laws of the State of Nevada on December 14, 2001 and 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 June 30, 2007 and 2006 was $730 and $922 respectively.

JAVA EXPRESS, INC.

(Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - continued

June 30, 2007

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued

Income Taxes

The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting and the tax bases of the assets and liabilities and are measured using the enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.

On June 30, 2007, the Company had a net operating loss available for carry forward of $448,188. The tax benefit of approximately $134,456 from the loss carryforward has been fully offset by a valuation reserve because the use of the future tax benefit is doubtful since the Company has been unable to project an estimated future operating profit. The loss carryforward expires beginning in the years 2024 through 2027.

Concentration of Credit Risk

There are no financial instruments that potentially subject the Company to significant concentration of credit risks.

Revenue Recognition

Revenue is recognized on the sale and delivery of a product or the completion of services provided.

Advertising and Market Development

The company expenses advertising and market development costs as incurred.

Recent Accounting Pronouncements

The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements.

3. NOTES PAYABLE

The Company has entered into several note payable agreements. The notes are payable on demand and are convertible at the option of the holder within time parameters shown in the following table. The holder must give notice of conversion during the conversion period, absent such notice, the conversion rights expire as shown on the table. At the date the notes were entered into there was no determinable value of the Company’s stock, thus there is no determinable value for the conversion options. Two of the notes have a stated interest rate of 6%. Interest has been imputed at 6% on all of the other notes.

JAVA EXPRESS, INC.

(Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - continued

June 30, 2007

3. NOTES PAYABLE - continued


Notes Payable as of June 30, 2007

Noteholder		Note Amount		Accrued Interest	Due Date	Conversion Start Date	Conversion End Date	Conversion Shares

Shannon Kirch	$	143,700	$	26,951	12/31/05*	12/31/05	12/31/07	1,437,000

Kelly Trimble	$	6,000			12/31/05*	12/31/05	12/31/07	60,000
		5,825			12/31/06*	12/31/06	12/31/07	58,000
		5,324			12/31/06*	12/31/06	12/31/08	53,240
		11,086			12/31/06*	12/31/06	12/31/07	12,000
		3,040			12/31/08	12/31/07	12/31/08	30,400
		5,458			12/31/07	12/31/07	12/31/08	54,580
	$	36,733	$	2,153

Chris Kirch	$	5,458	$	121	12/31/07	12/31/07	12/31/08	54,580

Totals	$	185,891	$	29,225

* Notes that are past due as of the date of this report.

4. CAPITAL STOCK

Since inception the Company completed private placement offerings of 4,201,000 common shares for $153,266.

5. SIGNIFICANT RELATED PARTY TRANSACTIONS

The sole officer/director of the Company has acquired 17.5% of its common stock.

As of June 30, 2007, all activities of the Company were conducted by the corporate officer from either his home or business office.

Mr. Lance Musicant a former officer/director who resigned in May of 2006, received $2,000 for use of his home as Java’s office during the year ended March 31, 2006. During the same period he performed $29,000 in services; he was paid $4,000 and $25,000 are due and owing.

During May, 2006, Kelly Kimble became a 16% shareholder through the purchase of 750,000 shares of common stock owned by Allen Musicant, a former officer. Mr. Trimble purchased these shares for investment purposes and may purchase additional shares from other shareholders, intends to introduce possible acquisition candidates to Java. Mr. Trimble loaned us $6,000 during that year, prior to becoming an affiliate under a convertible note. During the past two fiscal years, after becoming an affiliate Mr. Trimble loaned us an additional $30,732 making the total amount due him under various notes: $36,733 plus accrued interest of $1,575. These notes can be converted into an aggregate of 268,220 shares of our common stock.

During May 2006, Mark Sansom became a 17% shareholder when he purchased 1,000,000 shares from Lance Musicant, a former president; Mr. Sansom purchased the shares for investment purposes but intends to present potential acquisitions to Java.

JAVA EXPRESS, INC.

(Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - continued

June 30, 2007

5. SIGNIFICANT RELATED PARTY TRANSACTIONS (continued)

Mr. John Chris Kirch, a 5% shareholder, received $18,361 for marketing services performed through JC Monavie Mission, Inc. and his wife, Ms. Harnicher, received $11,600 for business coaching services performed through Trio Health Sciences, Inc. during the year ended March 31, 2006. During the March 31, 2007 fiscal year he received $2,500 for business coaching and marketing services performed through Trio Health Sciences and $2,000 individually for consulting services.

Shannon Kirch, is the daughter of John Chris Kirch and therefore could be considered a related party; she loaned the Company $143,700 with accrued interest of $26,951.

6. GOING CONCERN

The Company intends to acquire interests in various business opportunities which, in the opinion of management, will provide a profit to the Company; however, the Company does not have the working capital to be successful in this effort and to service its debt which raises substantial doubt about its ability to continue as a going concern.

Continuation of the Company as a going concern is dependent upon obtaining additional working capital and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional loans from an officer and equity funding which will enable the Company to operate for the coming year.

Item 2. Management’s Discussion and Analysis

In this report, references to "Java Express," “Java,” "we," "us," and "our" refer to Java Express, Inc.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Securities and Exchange Commission ("SEC") encourages companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as "may," "will," "expect," "believe," "anticipate," "estimate," "project," or "continue" or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

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 (“K-Com”) 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 by Java Express.

Results of Operations

The following discussions are based on the consolidated financial statements for the three months ended June 30, 2007 and 2006, for Java Express, Inc. The following discussions are a summary and should be read in conjunction with the financial statements, and notes thereto, included with this report in Part I, Item 1. Financial Statements.

Comparison of June, 2007 and 2006 Three Months Ended Operations


	Three Months Ended June 30, 2007	Three Months Ended June 30, 2006
Revenues	$ -	$ -
Cost of revenues	-	-
Gross profit	-	-
Total operating expenses	5,307	24,412
Loss from operations	5,307	24,412
Other expense	3,194	2,571
Net loss	8,501	26,983
Net loss per share	(0.00)	(0.00)

Revenues and Costs of Revenues

Revenues are generated by services provided and are recognized as services are performed. We had no revenues for the three months ended June 30, 2007 or that same period in 2006, and, therefore, had no cost of revenues in either comparative three-month period. Our lack of revenues since the June 2006 quarter is due to the completion of contracts with our clients that were not replaced. Management was unsuccessful in securing new contracts with existing clients or new clients to provide us with revenues during that period. Management is currently examining its options for funding sources or other business operations.

Operating Expenses

During our three months ended June 30, 2007, our general and administrative expenses were $5,307 and sales & marketing cost us $-0- for total operating expenses of $5,307. Our operating expenses for the three months ended June 30, 2006 were significantly higher at $24,412 with general and administrative expenses of $20,100 and sales & marketing costs of $4,312. We spent more in that three-month period last year as we attempted to take advantage of our market in response to our revenue stream and the nearly 70% profit margin we had experienced in prior quarters and replace contracts or locate new clients. During the current first quarter ended June 30, 2007, management had determined to begin looking at new business options, funding sources and business operations and reduced spending as much as possible due to the total lack of cash flows. During each of the last June 30 quarters ended 2007 and 2006, our general and administrative expenses were mostly associated with day-to-day operations including the legal and accounting expenses associated with our reporting obligations.

Loss from operations

Our net operating losses for June 30, 2007 quarter ended were $5,307 compared to quarter ended June 30, 2006 when we had an operating loss of $24,412. We had no revenues in either year’s first quarters to offset expenses.

Other expenses

Other expenses during our quarter ended June 30, 2007 consisted of a $3,194 interest expense; other expenses during our quarter ended June 30, 2006, 2006 consisted of an interest expense of $2,571. The increase in interest expense between the two years was a result of interest on notes due and payable.

Cumulative Losses Since Inception

Although we generated revenues since inception of $204,463 and a gross profit of $159,063 or 78%, our cumulative loss from operations is $404,081 and our cumulative net loss is $448,188. Our costs of operating have consistently exceeded our revenues and we suffered from a complete lack of revenues during the last 12 months.

Liquidity and Capital Resources

Balance Sheet Information

The following information is a summary of our balance sheet as of June 30, 2007



Total Current Assets	$ 19
Net Fixed Assets	6,805
Total Assets	6,824
Total Liabilities	247,272
Accumulated Deficit	448,188
Total Stockholders Deficit	240,448

At June 30, 2007, our total current assets were $6,824 and consisted of cash and cash equivalents of $19 and fixed assets of $6,805 net of accumulated depreciation of $11,095.

Liabilities at June 30, 2007 totaled $247,272 and consisted of $7,156 in accounts payable, related party notes payable and accrued interest of $215,116, and $25,000 in unpaid services due our former president, Lance Musicant. The notes are discussed below under “Funding Through Convertible Notes and 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 and Services

We have consistently funded operations in the last three years through loans from both related and non-related parties as evidenced by various convertible notes listed below. As of our three months ended June 30, 2007, we had eight outstanding notes, five of which are past due. As of the date hereof, the outstanding notes total $185,891 with accrued interest of $29,225


Principal Note Holder	Amount	Date Due	Status
1. Shannon Kirch	$ 143,700	12/31/2005	Past due at 12/31/05
2. Kelly Trimble*	$ 6,000	10/25/2005	Past due at 12/31/05
3. Kelly Trimble	$ 5,825	12/31/2006	Past due at 12/31/06
4. Kelly Trimble	$ 5,324	12/31/2006	Past due at 12/31/06
5. Kelly Trimble	$ 11,086	12/31/2006	Past due at 12/31/06
6. Kelly Trimble	$ 3,040	12/31/2008	Due on 12/31/2008
7. Kelly Trimble	$ 5,458	12/31/2007	Due on 12/31/2007
8. John Chris Kirch	$ 5,458	12/31/2007	Due on 12/31/2007

* Kelly Trimble currently owns 16.67% of our outstanding shares

One note is payable to Shannon Kirch which has an imputed interest rate of 6% and is considered past due. Under the terms of the note:

payment is due on or before December 31, 2005;

the holder has the option to convert the principal into common stock;

the conversion date is after December 31, 2005 but no later than December 31, 2006;

the conversion price shall be at a share price equal to the “bid” price of our stock on the date of conversion or, in the event we have no market for our common stock, the note can be converted into shares of our common stock at a conversion price of $0.10 per share;

the holder must give notice to Java during the conversion period if she desires to convert, and absent such notice, the conversion rights expire at the expiration of the conversion period;

we have the right to prepay all or part of the note but in the event we elect to prepay the note, Ms. Kirch must receive a 10 day notice from us granting her the election to exercise her conversion rights.

The note has been renegotiated to increase the conversion period to December 31, 2007 and the conversion price is now $.10 per share. In addition, the holder has until January 1, 2008 to give notice of her intent to convert.

There are also six unpaid notes to Kelly Trimble, an affiliate by virtue of his ownership of 16.67% of our outstanding shares. The first is in the principal amount of $6,000 with imputed interest of 6%. The note is convertible at the holder’s option anytime after December 31, 2005 but no later than December 31, 2007 at a conversion price equal to the bid price as of the date of the conversion. If there is no bid price at that date, the note shall be converted into 60,000 shares of our common stock. The second note is in the amount of $5,825 and is convertible at the holder’s option anytime after December 31, 2006 but no later than December 31, 2007 into shares of our common stock at a conversion price of price equal to the bid price as of the date of the conversion. If there is no bid price at that date, the note shall be converted into 58,000 shares. It has an imputed interest of 6%. The third Trimble note is in the principal amount of $5,324 and is convertible at the holder’s option anytime after December 31, 2006 but no later than December 31, 2008 into our common shares at a conversion price equal to the bid price as of the date of the conversion. If there is no bid price at that date, the note shall be into 53,240 shares. It also has imputed interest of 6%. The fourth and fifth Trimble notes are for an additional $11,085.75 and $3,040 which are the subject of two additional convertible notes due and payable on December 31, 2006 and December 31, 2008 respectively. These notes have similar terms and conversion privileges to his other outstanding notes with the conversion period being after December 31, 2006 and no later than December 31, 2007 for the first note, and after December 31, 2007 but before December 31, 2008 for the second. They are convertible at the “bid” price of our common stock on the date of conversion; if there is no bid price, then they are convertible into 12,000 common shares and 30,400 common shares, respectively. On February 16, 2007, Mr. Trimble loaned us an additional $5,458.10 under a sixth convertible note due and payable on December 31, 2007. It is convertible at his option after December 31, 2007 but no later than December 31, 2008 at the “bid” price or in the event there is no market, into 54,580 shares of our stock.

We also received a loan of $5,458.05 from John Chris Kirch under a convertible note due and payable on December 31, 2007. The note can be converted at his option any time after December 31, 2007 but no later than December 31, 2008 at the “bid” price of our shares or into 54,580 shares of our stock in the event there is no bid.

We were also provided services by Lance Musicant who served as an officer and director from inception through his resignation on June 1, 2006. Mr. Musicant performed services valued at $29,000 during our fiscal year ended March 31, 2006 and is still owed $25,000 at June 30, 2007. The unpaid services are not the subject of a written note and have been recorded as a liability.

Plan of Operation for the Next 12 Months

We currently have no revenues from operations and only $19 in cash and management’s efforts to secure new clients have not been successful in during the recent fiscal year; we therefore have no cash flows from operations. Until we succeed in acquiring new clients we will need to find other sources of financing to fund our losses. In addition, it is more than likely that even should we begin generating revenues from operations in the immediate future, we will continue to operate at a loss and will require additional financing to fund our operations on an ongoing basis and to develop our coaching business. Management is actively seeking and investigating other business opportunities.

During the next twelve months we believe that our current cash needs can be met in one or more of the following: (1) cash flows from operations, (2) loans from our sole director/officer, stockholders or other parties, (3) private placements of our common stock, and (4) through alternative financing from third parties. In the past, we have received loans from both related and non-related parties. Some of these parties have indicated possible willingness in the future to advance additional funds. However, there are no written agreements with these parties regarding loans or advances and they are not obligated to provide any funds. If these parties do provide loans or advances, we may repay them, or we may convert them into common stock. However, we do not have any commitments or specific understandings from any of the foregoing parties or from any other individual, in writing or otherwise, regarding any loans or advances or the amounts.

Management also anticipates that additional capital may be provided by private placements of our common stock. We intend to issue such stock pursuant to exemptions provided by federal and state securities laws. The purchasers and manner of issuance will be determined according to our financial needs and the available exemptions. We do not currently intend to make a public offering of our stock. We also note that if we issue more shares of our common stock our shareholders may experience dilution in the value per share of their common stock. At this time, we have no commitments from anyone for financing of any type.

In addition, management is actively seeking new business opportunities and certain shareholders have indicated their intention to introduce possible merger/acquisition candidates to Java Express. Management will consider these opportunities when and if presented.

Off Balance Sheet Arrangements

None.

Trends and Uncertainties

Our prospects must be considered in light of the risks, difficulties, and expenses frequently encountered by companies in their early stage of development, particularly companies in rapidly changing markets such as ours without significant barriers to entrance. To address these risks, we must, among other things, maintain existing relationships with those businesses which provide us with potential clients, that is small law offices, accounting offices and business brokers; implement and successfully execute our business and marketing strategy; continue to develop and upgrade our services in response to evolving business demands; provide quality customer service; respond to competitive developments; and attract, retain and motivate qualified personnel. There can be no assurance we will be successful in addressing such risks, and the failure to do so would seriously harm our business, financial condition, and results of operations. Our current and future expense levels are based on our planned operations and estimates of future revenues.

In view of the rapidly changing nature of the business needs of the small business we target as well as the overall national economy, we are unable to accurately forecast revenues nor can we be certain we will be able to capture any substantial portion of our target market. Accordingly, we believe that period-to-period comparisons of our operating results are not very meaningful and should not be relied upon as an indication of future performance.

Some of the following conditions could have a material impact on our short or long-term liquidity:

general risks associated with providing consulting services to small business

any failure to obtain additional working capital when needed

loss of key personnel and dependence on one individual to generate business

dependence on favorable business climate for small and start-up enterprises to provide and ongoing demand for our services

lack of market acceptance of our services

inability to compete in the intensely competitive nature of business consulting

an inability to forecast trends or provide our clients with successful business plans

the ability to attract and retain qualified and effective personnel, and

management of the our growth in an effective manner.

Furthermore, we have the following immediate and specific risks:

we currently have no clients or contracts; we frequently rely on only one or two clients for our revenues which are negatively impacted when our services are completed; we have no cash flows from operations as of this date and cannot say when or if we will have new clients;

we do not have cash flows to service our debts

we must seek immediate sources of funding to survive and such funding may not be available or if it is available, it may not be on terms favorable to Java Express

we depend on one individual to conduct our operations and we do not have an employment agreement with him;

we have incurred net losses of approximately $448,188 since inception and there is substantial doubt as to our ability to continue as a “going concern.”

Item 3. Controls and Procedures

(a)

Evaluation of disclosure controls and procedures. Based on the evaluation of our disclosure controls and procedures (as defined in Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) required by Securities Exchange Act Rules 13a-15(b) or 15d-15(b), our Chief Executive Officer and Chief Financial Officer have concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective.

(b)

Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

At the end of 2007, Section 404 of the Sarbanes-Oxley Act will require our management to provide an assessment of the effectiveness of our internal control over financial reporting, and at the end of 2008, our independent registered public accountants will be required to audit management’s assessment. We have not yet started the process of performing the system and process documentation, evaluation and testing required for management to make this assessment and for its independent registered public accountants to provide their attestation report. This process will require significant amounts of management time and resources. In the course of evaluation and testing, management may identify deficiencies that will need to be addressed and re-mediated

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

None.

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

None.

Item 3. Defaults Upon Senior Securities

None.

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

None.

Item 5. Other Matters.

None.

Item 6. Exhibits.

2.1

Agreement and Plan of Reorganization, dated September 29, 2004 between Java

Express, Inc. And K- Com Business Coaching Corp.(2)

3.1

Articles of Incorporation as amended (1)

3.2

Bylaws (1)

10.1

Convertible Note dated August 17, 2004: $143,700 (3)

10.3

Convertible Note dated October 25, 2005: $6,000 (4)

10.4

Convertible Note dated April 04, 2006: $ 5,825 (5)

10.5

Convertible Note dated June 22, 2006: $5,324(5)

10.6

Convertible Note dated October 6, 2006: $11,085.75 (6)

10.7

Convertible Note dated December 20, 2006: $3,040 (7)

10.8

Convertible Note dated February 16, 2007: $5,458(8)

10.9

Convertible Note dated February 16, 2007: $5,458(8)

31.1

Certification of Principal Executive and Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

32.2

Certification of Principal Executive and Financial Officer Pursuant to 18 U.S.C Section

1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

(1)

Filed with our initial Form 10SB Registration Statement on January 12, 2004.

(2)

Filed as Exhibit 2.0 to Form 8-K filed with the Securities & Exchange Commission on Oct 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

* Filed herewith

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused the report to be signed on its behalf by the undersigned, thereunto duly authorized.

JAVA EXPRESS, INC.

(Registrant)

DATE: July 30 , 2007

By: /s/ Howard Abrams

Howard Abrams

Chief Executive and Financial

Officer and Chairman of the

Board of Directors