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
                  Date of Earliest Event Reported: June 27, 2008


                            MOMENTUM BIOFUELS, INC.
                            ----------------------
             (Exact name of registrant as specified in its charter)



              Colorado               000-50619           84-1069035
- -----------------------------     ----------------- ---------------------------
(State or other jurisdiction of   (Commission File  (IRS Employer Identification
 incorporation)                    Number)           Number)


              2600 S. Shore Blvd, Suite 100, League City, TX 77573
              ----------------------------------------------------

               (Address of Principal Executive Offices) (Zip Code)



                                 (281) 334-5161
                                 --------------
               Registrant's telephone number, including area code



          (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))









                            SECTION 8 - OTHER EVENTS

ITEM 8.01 - OTHER EVENTS

Feedstock Agreement

On June 27, 2008,  Momentum  Biofuels,  Inc.,  ("the  Registrant") in the normal
course of business  entered  into a feedstock  agreement  that  subject to final
import and export  authorization  from the country of origin,  will  provide the
Registrant  with raw  materials  to have its La Porte  plant at full  production
levels of 20,000,000 gallons per year. The Registrant has a contract to sell any
excess feedstock that is shipped to them.

The refined  palm oil  feedstock  will be imported and the purchase is at a rate
discounted  to current  market  pricing.  The  contract is for 12 months with an
automatic  renewal and price  negotiation 90 days prior to the conclusion of the
initial term.









                                   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.



                             MOMENTUM BIOFUELS, INC.


                             By:      /s/ Gregory A. Enders
                                          -------------------
                                          Gregory A. Enders, President and
                                          Chief Executive Officer


Date: July 3, 2008