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

                                  March 9, 2005

                            HEALTH EXPRESS USA, INC.
               (Exact Name of Registrant as Specified in Charter)


           FLORIDA                    02-27569                    65-0847995
(State or other jurisdiction        (Commission                 (IRS Employer
      of incorporation)             File Number)             Identification No.)


   1761 WEST HILLSBORO BLVD, SUITE 203, DEERFIELD BEACH, FLORIDA    33442
             (Address of principal executive offices)             (Zip code)

       Registrant's telephone number, including area code:  (954) 570-5900

                                 NOT APPLICABLE
          (Former Name or Former Address, If Changed Since Last Report)

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:

[ ]   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))


<PAGE>

ITEM 8.01. OTHER EVENTS

         On March 9, 2005, Health Express USA, Inc. (the "Company") entered into
a  non-binding  letter of intent  (the  "Letter of  Intent")  with Aim  American
Mortgage,  Inc.  ("AAMI").  Pursuant  to the  Letter  of  Intent  and  upon  the
consummation  of a  definitive  agreement,  AAMI would  issue and deliver to the
Company  all of the issued  and  outstanding  shares of common  stock of AAMI in
exchange for common stock and preferred stock of the Company so that effectively
after the conversion of the preferred stock, the originally  issued common stock
and the common  stock  issued  upon  conversion  equals  97.5% of the issued and
outstanding common stock of the Company.

         Upon  execution  of the Letter of Intent,  AAMI agreed to advance up to
$30,000 to the Company (the "Loan"),  the proceeds of which will be used towards
the expenses  associated  with the  preparation of the Company's Form 10-KSB for
the fiscal year ended December 26, 2004 (the "Form  10-KSB").  As a condition to
closing,  the Form 10-KSB must be certified by the Company's current management.
The Loan is secured by all of the shares of Health Express remaining  authorized
but  currently  unissued  shares or  12,224,446.  The Form 10-KSB  audit will be
performed by Salberg & Company, P.A.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

       (a) Not applicable

       (b) Not applicable

       (c) Exhibit No. Description


EXHIBIT         DESCRIPTION                                  LOCATION
-------         -----------                                  --------

Exhibit 99.1    Secured Promissory Note issued to Aim        Provided herewith
                American Mortgage, Inc. dated March 9,
                2005

Exhibit 99.2    Pledge and Escrow Agreement dated March 9,   Provided herewith
                2005 by and among Health Express USA,
                Inc., Aim American Mortgage, Inc. and
                Kirkpatrick & Lockhart Nicholson Graham,
                as escrow agent


                                        2
<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.


Date: March 11, 2005                           HEALTH EXPRESS USA, INC.


                                               By:     /s/ Douglas Baker
                                                    ----------------------------
                                               Name:   Douglas Baker
                                               Title:  Chief Executive Officer



                                       3
{"company-data": {"conformed-name": "HEALTH EXPRESS USA INC", "cik": "0001070050", "assigned-sic": "5812", "irs-number": "650847995", "state-of-incorporation": "FL", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27569", "film-number": "05674988"}, "business-address": {"street1": "1761 WEST HILLSBORO BLVD", "street2": "SUITE 203", "city": "DEERFIELD BEACH", "state": "FL", "zip": "33442", "phone": "954-570-5900"}, "mail-address": {"street1": "1761 WEST HILLSBORO BLVD", "street2": "SUITE 203", "city": "DEERFIELD BEACH", "state": "FL", "zip": "33442"}}
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

                                  March 9, 2005

                            HEALTH EXPRESS USA, INC.
               (Exact Name of Registrant as Specified in Charter)

           FLORIDA                    02-27569                    65-0847995
(State or other jurisdiction        (Commission                 (IRS Employer
      of incorporation)             File Number)             Identification No.)

   1761 WEST HILLSBORO BLVD, SUITE 203, DEERFIELD BEACH, FLORIDA    33442
             (Address of principal executive offices)             (Zip code)

       Registrant's telephone number, including area code:  (954) 570-5900

                                 NOT APPLICABLE
          (Former Name or Former Address, If Changed Since Last Report)

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:

[ ]   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 8.01. OTHER EVENTS

         On March 9, 2005, Health Express USA, Inc. (the "Company") entered into
a  non-binding  letter of intent  (the  "Letter of  Intent")  with Aim  American
Mortgage,  Inc.  ("AAMI").  Pursuant  to the  Letter  of  Intent  and  upon  the
consummation  of a  definitive  agreement,  AAMI would  issue and deliver to the
Company  all of the issued  and  outstanding  shares of common  stock of AAMI in
exchange for common stock and preferred stock of the Company so that effectively
after the conversion of the preferred stock, the originally  issued common stock
and the common  stock  issued  upon  conversion  equals  97.5% of the issued and
outstanding common stock of the Company.

         Upon  execution  of the Letter of Intent,  AAMI agreed to advance up to
$30,000 to the Company (the "Loan"),  the proceeds of which will be used towards
the expenses  associated  with the  preparation of the Company's Form 10-KSB for
the fiscal year ended December 26, 2004 (the "Form  10-KSB").  As a condition to
closing,  the Form 10-KSB must be certified by the Company's current management.
The Loan is secured by all of the shares of Health Express remaining  authorized
but  currently  unissued  shares or  12,224,446.  The Form 10-KSB  audit will be
performed by Salberg & Company, P.A.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

       (a) Not applicable

       (b) Not applicable

       (c) Exhibit No. Description

EXHIBIT         DESCRIPTION                                  LOCATION
-------         -----------                                  --------

Exhibit 99.1    Secured Promissory Note issued to Aim        Provided herewith
                American Mortgage, Inc. dated March 9,
                2005

Exhibit 99.2    Pledge and Escrow Agreement dated March 9,   Provided herewith
                2005 by and among Health Express USA,
                Inc., Aim American Mortgage, Inc. and
                Kirkpatrick & Lockhart Nicholson Graham,
                as escrow agent

                                        2
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.

Date: March 11, 2005                           HEALTH EXPRESS USA, INC.

                                               By:     /s/ Douglas Baker
                                                    ----------------------------
                                               Name:   Douglas Baker
                                               Title:  Chief Executive Officer

                                       3