UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

SCHEDULE 13D/A

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

FIRSTWAY ENTERPRISES, INC.

COMMON STOCK, $0.0001 PAR VALUE

Not applicable.

CUSIP NUMBER

Russell B. Adler

12864 Biscayne Blvd.

Suite 276

Miami, FL 33181

(954) 802-0361

(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)

January 4, 2008

(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), (f) or (g), check the following box o.

The reason for filing this amendment is to list the beneficial breakout of parties within the private group that acquired the issuer under Amendment No.1.

(1)	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons (entities only):

	Russell B. Adler

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) o

	(b) o

(3)	SEC Use Only

(4)	Source of Funds (See Instructions) N/A

(5)	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

(6)	Citizenship or Place of Organization:

	United States

Number	(7)	Sole Voting Power
of Shares		6,000,000
Beneficially
Owned by	(8)	Shared Voting Power:
Each		0
Reporting
Person	(9)	Sole Dispositive Power:
With		6,000,000

	(10)	Shared Dispositive Power:
		0

(11)	Aggregate Amount Beneficially Owned by Each Reporting Person: 6,000,000

(12)	Check if the Aggregate Amount in Row (11) Excludes Certain Shares
	o

(13)	Percent of Class Represented by Amount in Row (11): 19%


(14)	Type of Reporting Person: IN

(1)	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons (entities only):

	Stuart Posner

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) o

	(b) o

(3)	SEC Use Only

(4)	Source of Funds (See Instructions) N/A

(5)	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

(6)	Citizenship or Place of Organization:

	United States

Number	(7)	Sole Voting Power
of Shares		12,222,600
Beneficially
Owned by	(8)	Shared Voting Power:
Each		0
Reporting
Person	(9)	Sole Dispositive Power:
With		12,222,600

	(10)	Shared Dispositive Power:
		0

(11)	Aggregate Amount Beneficially Owned by Each Reporting Person: 12,222,600

(12)	Check if the Aggregate Amount in Row (11) Excludes Certain Shares
	o

(13)	Percent of Class Represented by Amount in Row (11): 39%


(14)	Type of Reporting Person: IN

(1)	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons (entities only):

	Scott Koch

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) o

	(b) o

(3)	SEC Use Only

(4)	Source of Funds (See Instructions) N/A

(5)	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

(6)	Citizenship or Place of Organization:

	United States

Number	(7)	Sole Voting Power
of Shares		6,111,300
Beneficially
Owned by	(8)	Shared Voting Power:
Each		0
Reporting
Person	(9)	Sole Dispositive Power:
With		6,111,300

	(10)	Shared Dispositive Power:
		0

(11)	Aggregate Amount Beneficially Owned by Each Reporting Person: 6,111,300

(12)	Check if the Aggregate Amount in Row (11) Excludes Certain Shares
	o

(13)	Percent of Class Represented by Amount in Row (11): 19.5%


(14)	Type of Reporting Person: IN

(1)	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons (entities only):

	Richard Chancis

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) o

	(b) o

(3)	SEC Use Only

(4)	Source of Funds (See Instructions) N/A

(5)	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

(6)	Citizenship or Place of Organization:

	United States

Number	(7)	Sole Voting Power
of Shares		6,111,300
Beneficially
Owned by	(8)	Shared Voting Power:
Each		0
Reporting
Person	(9)	Sole Dispositive Power:
With		6,111,300

	(10)	Shared Dispositive Power:
		0

(11)	Aggregate Amount Beneficially Owned by Each Reporting Person: 6,111,300

(12)	Check if the Aggregate Amount in Row (11) Excludes Certain Shares
	o

(13)	Percent of Class Represented by Amount in Row (11): 19.5%


(14)	Type of Reporting Person: IN

ITEM 4. PURPOSE OF TRANSACTION.

This is Amendment No.2 to the original SC 13D as filed on June 12, 2007 with the Securities and Exchange Commission. Amendment No.1 disclosed a private sale to a group represented by Russell B. Adler (as filed December 17, 2007). Amendment No. 2 discloses the parties involved and percentages allotted within the group..

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

Stuart Posner beneficially owns 12,222,600 shares of the Issuer's Common Stock.

Russell Adler beneficially owns 6,000,000 shares of the Issuer's Common Stock.

Scott Koch beneficially owns 6,111,300 shares of the Issuer's Common Stock.

Richard Chancis beneficially owns 6,111,300 shares of the Issuer's Common Stock.

The group collectively owns 97% of Firstway Enterprises, Inc. with William Tay retaining 1% of Firstway Enterprises, Inc.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.

Other than as described in this Schedule 13D, the Reporting Parties have no contracts, arrangements, understandings or relationships with any other persons with respect to any securities of the Issuer.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.

None.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	Signature:
Dated: January 4, 2008

	By:	/s/ Russell B. Adler
		Russell B. Adler President and Chief Financial Officer

FIRSTWAY ENTERPRISES, INC. SC 13D/A