United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549



                                    FORM 8-K




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


               February 16, 2005                                  0-25753
------------------------------------------------          ----------------------
Date of Report (Date of earliest event reported)          Commission File Number


                                POWER2SHIP, INC.
             (Exact name of registrant as specified in its charter)


            Nevada                                              87-0449667
  -----------------------------                           ----------------------
(State or other jurisdiction of                               I.R.S. Employer
 incorporation or organization)                            Identification Number


                903 Clint Moore Road, Boca Raton, Florida 33487
              ---------------------------------------------------
              (Address of Principal Executive Offices) (Zip Code)



                                 (561) 998-7557
              ----------------------------------------------------
              (Registrant's telephone number, including area code)



          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>


ITEM  1.01.  ENTRY  INTO  A  MATERIAL  DEFINITIVE  AGREEMENT.

     The Company and its wholly owned subsidiary entered into a definitive asset
purchase agreement dated February 15, 2005, with GFC, Inc., a South Carolina
corporation, and Michael Allora, President and a principal shareholder of GFC,
Inc., to acquire certain assets and assume certain liabilities of GFC, Inc., an
unaffiliated, non-asset based, freight transportation company. The assets being
acquired include trucking and brokerage authority permits, contracts with
shipping customers, contracts with agents, lease contracts with owner-operators,
escrow deposits from owner-operators and agents and business telephone numbers.
The liabilities being assumed are those obligations corresponding to
owner-operator and agent escrow deposits. The acquisition purchase price will be
$300,000, of which $100,000 will be paid by canceling a $100,000 debt of GFC to
the Company, with the balance being payable over a period of two years, subject
to partial acceleration in the event gross revenues of the Company's subsidiary
exceed certain specified levels. In addition, the Company has agreed to issue
GFC a three-year warrant to purchase 200,000 shares of the Company's common
stock, which vests 50% on the closing date and 50% on the one year anniversary
of the closing date. The closing of this transaction is subject to customary
closing conditions, as well as the execution of a mutually acceptable consulting
agreement between the Company and Michael Allora, GFC's principal, and
confirmation by the Company's auditors that GFC's books and records are
sufficient in form and scope to permit financial statements of GFC for each of
the two years ended December 31, 2004 and 2003 to be audited in accordance with
generally accepted accounting principles and the rules and regulations of the
U.S. Securities and Exchange Commission.

ITEM  7.01  REGULATION  FD  DISCLOSURE.

On  February 16, 2005, we issued a press release announcing that we had acquired
GFC,  Inc.
A  copy  of  the  press  release  is  attached  as  Exhibit  99.1.

On  February  23,  2005,  we  revised  the  press release announcing that we had
acquired GFC, Inc. to clarify that we had not acquired GFC, Inc. but instead had
entered into an asset purchase agreement to acquire certain specified assets and
liabilities  of  GFC,  Inc. A copy of the agreement between the Company and GFC,
Inc.  is  attached  hereto  as  Exhibit 10.27 and a copy of the press release is
attached  as  Exhibit  99.1.

ITEM  9.01.  FINANCIAL  STATEMENTS  AND  EXHIBITS.

(a)       Financial  statements  of  businesses  acquired.

          The financial statements of GFC, Inc. for the periods specified in
          Rule 3-05 of Regulation S-X (17 CFR 210.3-05(b)) shall be filed by
          amendment not later than 71 calendar days from the date of this
          initial report on Form 8-K.

(b)       Pro  forma  financial  information.

          The pro forma financial information required pursuant to Article 11 of
          Regulation S-X (17 CFR 210) shall be filed by amendment not later than
          71 calendar days from the date of this initial report on Form 8-K.

(c)       Exhibits.

          None.


<PAGE>


                                   SIGNATURES

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



                                               POWER2SHIP,  INC.



Dated:  February  23,  2005                    By:     /s/  Richard  Hersh
                                                       -------------------
                                                       Richard  Hersh
                                                       Chief  Executive  Officer

<PAGE>
[{"type": "8-K", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 5433}]
{"company-data": {"conformed-name": "POWER2SHIP INC", "cik": "0001082733", "assigned-sic": "4731", "irs-number": "870449667", "state-of-incorporation": "NV", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-25753", "film-number": "05635262"}, "business-address": {"street1": "903 CLINT MOORE RD.", "city": "BOCA RATON", "state": "FL", "zip": "33487", "phone": "5619987557"}, "mail-address": {"street1": "903 CLINT MOORE RD.", "city": "BOCA RATON", "state": "FL", "zip": "33487"}, "former-company": {"former-conformed-name": "JAGUAR INVESTMENTS INC", "date-changed": "19990325"}}
United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                    FORM 8-K

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

               February 16, 2005                                  0-25753
------------------------------------------------          ----------------------
Date of Report (Date of earliest event reported)          Commission File Number

                                POWER2SHIP, INC.
             (Exact name of registrant as specified in its charter)

            Nevada                                              87-0449667
  -----------------------------                           ----------------------
(State or other jurisdiction of                               I.R.S. Employer
 incorporation or organization)                            Identification Number

                903 Clint Moore Road, Boca Raton, Florida 33487
              ---------------------------------------------------
              (Address of Principal Executive Offices) (Zip Code)

                                 (561) 998-7557
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)
ITEM  1.01.  ENTRY  INTO  A  MATERIAL  DEFINITIVE  AGREEMENT.

     The Company and its wholly owned subsidiary entered into a definitive asset
purchase agreement dated February 15, 2005, with GFC, Inc., a South Carolina
corporation, and Michael Allora, President and a principal shareholder of GFC,
Inc., to acquire certain assets and assume certain liabilities of GFC, Inc., an
unaffiliated, non-asset based, freight transportation company. The assets being
acquired include trucking and brokerage authority permits, contracts with
shipping customers, contracts with agents, lease contracts with owner-operators,
escrow deposits from owner-operators and agents and business telephone numbers.
The liabilities being assumed are those obligations corresponding to
owner-operator and agent escrow deposits. The acquisition purchase price will be
$300,000, of which $100,000 will be paid by canceling a $100,000 debt of GFC to
the Company, with the balance being payable over a period of two years, subject
to partial acceleration in the event gross revenues of the Company's subsidiary
exceed certain specified levels. In addition, the Company has agreed to issue
GFC a three-year warrant to purchase 200,000 shares of the Company's common
stock, which vests 50% on the closing date and 50% on the one year anniversary
of the closing date. The closing of this transaction is subject to customary
closing conditions, as well as the execution of a mutually acceptable consulting
agreement between the Company and Michael Allora, GFC's principal, and
confirmation by the Company's auditors that GFC's books and records are
sufficient in form and scope to permit financial statements of GFC for each of
the two years ended December 31, 2004 and 2003 to be audited in accordance with
generally accepted accounting principles and the rules and regulations of the
U.S. Securities and Exchange Commission.

ITEM  7.01  REGULATION  FD  DISCLOSURE.

On  February 16, 2005, we issued a press release announcing that we had acquired
GFC,  Inc.
A  copy  of  the  press  release  is  attached  as  Exhibit  99.1.

On  February  23,  2005,  we  revised  the  press release announcing that we had
acquired GFC, Inc. to clarify that we had not acquired GFC, Inc. but instead had
entered into an asset purchase agreement to acquire certain specified assets and
liabilities  of  GFC,  Inc. A copy of the agreement between the Company and GFC,
Inc.  is  attached  hereto  as  Exhibit 10.27 and a copy of the press release is
attached  as  Exhibit  99.1.

ITEM  9.01.  FINANCIAL  STATEMENTS  AND  EXHIBITS.

(a)       Financial  statements  of  businesses  acquired.

          The financial statements of GFC, Inc. for the periods specified in
          Rule 3-05 of Regulation S-X (17 CFR 210.3-05(b)) shall be filed by
          amendment not later than 71 calendar days from the date of this
          initial report on Form 8-K.

(b)       Pro  forma  financial  information.

          The pro forma financial information required pursuant to Article 11 of
          Regulation S-X (17 CFR 210) shall be filed by amendment not later than
          71 calendar days from the date of this initial report on Form 8-K.

(c)       Exhibits.

          None.
SIGNATURES

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

                                               POWER2SHIP,  INC.

Dated:  February  23,  2005                    By:     /s/  Richard  Hersh
                                                       -------------------
                                                       Richard  Hersh
                                                       Chief  Executive  Officer