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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

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       Date of Report (Date of earliest event reported) February 28, 2008
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                                  Travelstar, Inc.
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             (exact name of registrant as specified in its charter)

                                   California
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                 (State or other jurisdiction of incorporation)

      000-25973                                            68-0406331
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Commission File Number                        IRS Employer Identification Number

               95 Argonaut St. First Floor, Aliso Viejo, CA 92656
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                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (949) 837-8101
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        Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):

        |_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

        |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)

        |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

        |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))






ITEM 5.02   DEPARTURE OF DIRECTORS OF PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
            APPOINTMENT OF PRINCIPAL OFFICERS

Effective as of February 25, 2008: In a effort to better serve the Company's
goal of developing Starlight Vacations, Travelstar's wholesale division, Mr.
Lawrence Fishkin's responsibilities will shift from President, overseeing day to
day management of the Miami office to providing the Company exclusive cruise,
tour and vacation packages. Additionally, he will promote retail travel sales
through various media channels including radio, online and print, to be
fulfilled by Travelstar's expert agents. William Alverson, the Company's
Chairman and Chief Executive, will resume the title of President.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

(d)  EXHIBITS.


None.

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                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act or 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

Dated: February 28, 2008                    Travelstar, Inc.

                                           By: /s/ William M. Alverson
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                                               William M. Alverson
                                               President


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