SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~November~~February 3028, ~~2008~~2009

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number : 0-24362

SEREFEX CORPORATION

Delaware		59-2412164
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

30700 Solon Industrial Parkway

Solon, Ohio 44139

(440) 248-0766

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ~~Yes x No ¨~~

Yes X No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer” and “large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer ¨ Accelerated Filer ¨ Non-Accelerated Filer X□ Small Reporting Company □

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): Yes ¨ No xX

~~Shares~~On ~~of common~~April ~~stock~~17, ~~$0.0001~~2009, ~~par~~we ~~value~~had outstanding 339,875,029 ~~outstanding~~shares onof ~~November~~our 21common stock, ~~2008:~~$.0001 par ~~339,875,029~~value.

SEREFEX ~~CORPORATION~~INDUSTRIES, INC.

~~FORM~~QUARTERLY ~~10-Q~~REPORT ~~For~~ON ~~the~~FORM ~~Quarter Ended August 31, 2008~~10-Q

~~Index~~FOR THE NINE MONTHS ENDED FEBRUARY 29, 2009

			Page #
Part I	Financial Information
	Item 1	Condensed Consolidated Financial Statements (Unaudited)		3
	Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations		4
	Item 3	Quantitative and Qualitative Disclosures About Market Risk		5
	Item 4	Controls and Procedures		6
Part II	Other Information
	Item 1	Legal Proceedings		8
	Item 2	Unregistered Sales of Equity Securities and Use of Proceeds		8
	Item 3	Defaults Upon Senior Securities		8
	Item 4	Submission of Matters to a Vote of Security Holders		8
	Item 5	Other Information		8
	Item 6	Exhibits		8

Table of Contents


	Page
Part I — Financial Information		4
Item 1. Financial Statements		4
Consolidated Balance Sheets		4
Consolidated Statements of Operations		5
Consolidated Statements of Cash Flows		6
Notes to Consolidated Financial Statements		7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		8
Item 3. Controls and Procedures		8
Part II — Other Information		9
Item 1. Legal Proceedings		9
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		9
Item 3. Defaults Upon Senior Securities		9
Item 4. Submission of Matters to a Vote of Security Holders		9
Item 5. Other Information		9
Item 6. Exhibits		9

Cautionary Statement Regarding Forward-Looking Information

The discussion contained in this report under Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), contains forward-looking statements that involve risks and uncertainties. The issuer’s actual results could differ significantly from those discussed herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in “Management’s Discussion and Analysis or Results of Operations” as well as those discussed elsewhere in this Report. Statements contained in this Report that are not historical facts are forward-looking statements that are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. A number of important factors could cause the issuer’s actual results for fiscal 2009 and beyond to differ materially from those expressed in any forward-looking statement made by or on behalf of the issuer.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Serefex Corporation and Subsidiaries ~~Unaudited Consolidated Balance Sheet Ended November 30, 2008 and May 31, 2008~~

	30-Nov-08		31-May-08
	Unaudited		Unaudited
Assets
Current Assets
Cash and equivalents	$	523,606	$	406,884
Restricted Cash		-		290,505
Receivables		5,430,310		5,626,669
Inventories		796,724		1,382,261
Deferred and refundable income taxes		595,277		523,446
Deferred cost and prepaid expenses		444,453		733,018
Total current assets		7,790,369		8,962,783
Plant, Property and Equipment – Net		523,039		225,568
Other Assets
Other		123,463		118,377
Deferred income taxes		1,932,256		1,485,728
deferred warranty cost		5,879,212		5,881,479
Total other assets		7,934,930		7,485,584
Total Assets	$	16,248,339	$	16,673,935

Consolidated Balance Sheet As of February 28, 2009

3Unaudited

Serefex Corporation and Subsidiaries Unaudited Consolidated Balance Sheet Ended November 30, 2008 and May 31, 2008

	Feb 28, 09			May 31, 08
ASSETS
Current Assets
Total Checking/Savings	$	3,632		$	697,389
Total Accounts Receivable		384,510			5,618,853
Other Current Assets					1,264,280
Prepaid Items		507
Inventory		12,629			1,382,261
Total Other Current Assets		13,136			2,646,541
Total Current Assets		401,279			8,962,783
Total Fixed Assets		5,194			225,568
Other Assets					5,999,856
Deferred Tax Asset		3,100,773			1,485,728
Total Other Assets		3,100,773			7,485,584
TOTAL ASSETS	$	3,507,246		$	16,673,935
LIABILITIES & EQUITY
Liabilities
Current Liabilities
Total Accounts Payable		179,370			8,029,294
Total Other Current Liabilities		265,552			5,550,900
Total Current Liabilities		444,922			13,580,194
Deferred Warranty Revenue		-			12,437,945
Subordinated Debt to Stockholders					3,150,931
Total Liabilities		444,922			29,169,070
Equity
COMMON STOCK		33,988			(4,363,750	)
Paid In Capital		3,465,822			3,176,885
Retained Earnings		(273,340	)		(11,308,270	)
Net Income		(164,146	)
Total Equity		3,062,324			(12,495,135	)
TOTAL LIABILITIES & EQUITY	$	3,507,246		$	16,673,935

	30-Nov-08			31-May-08
	Unaudited			Unaudited
Liabilities
Current Liabilities
Accounts Payable	$	5,590,800		$	3,445,507
Revolving line of credit		2,936,685			4,333,787
Accrued Expenses		2,626,685			3,477,614
Deferred Warranty Revenue		2,073,286			2,073,286
Current portion of long term debt		-			250,000
Total current liabilities		13,227,456			13,580,194
Deferred Warranty Revenue		11,825,500			12,437,945
Long term debt		-			250,000
Current portion		-			250,000
					-
Subordinated Debt to Stockholders		3,402,672			3,150,931
Stockholder's Equity
Serefex common stock (600,000,000 authorized, 339,875,029 issued and outstanding at par value .0001)		33,988			33,913
Additional Paid in Capital		3,489,084			3,176,885
Retained earnings (deficit)		(12,442,139	)		(11,308,270	)
Total Stockholder's Equity before unearned ESOP shares		(8,919,067	)		(8,097,472	)
Unearned ESOP Shares					(900,000	)
Receivable from stockholders		(3,288,223	)		(3,497,663	)
Total stockholder's equity		(12,207,290	)		(12,495,135	)
Total Liabilities and Stockholder's Equity	$	16,248,339		$	16,673,935

See accompanying notes.

Serefex Corporation and Subsidiaries ~~Unaudited Consolidated Statements of Operations For three and six months ended November 30, 2008~~

	Three months ended November 30								Six months ended November 30
	2008				2007				2008				2007
GROSS SALES		$	4,016,666			$	10,195,505			$	14,907,676			$	18,696,908
Less discounts			(43,462	)			(21,316	)			(46,902	)			(49,249	)
NET SALES			3,973,204				10,174,189				14,860,774				18,647,659
COST OF SALES			2,470,099				5,081,877				9,883,355				8,965,023
GROSS PROFIT			1,503,105				5,092,312				4,977,419				9,682,636
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES			2,210,050				4,690,604				5,101,261				8,850,367
INCOME FROM OPERATIONS			(706,945	)			401,708				(123,842	)			832,269
OTHER (INCOME) EXPENSES			(35,895	)			83,229				327,609				184,750
INCOME BEFORE PROVISION FOR TAXES ON INCOME			(671,050	)			318,479				(451,451	)			647,519
PROVISION FOR TAXES ON INCOME			(264,754	)			124,569				(169,380	)			201,450
NET INCOME		$	(406,296	)		$	193,910			$	(282,071	)		$	446,069
Earnings per share:		$	(0.001	)		$	0.001			$	(0.001	)		$	0.002
Weighted average shares outstanding:			339,875,029				243,254,742				339,752,078				207,675,338

Consolidated Statements of Operations

For the three and nine months ended February 28, 2009 and February 29, 2008

Unaudited

	Three Months Ended Feb 28th and 29th						Nine Months Ended Feb 28th and 29th
	2009			2008			2009			2008
Ordinary Income/Expense
Total Income	$	1,270		$	3,933,022		$	165,966		$	22,580,681
Total COGS		765			2,195,313			21,924			11,160,336
Gross Profit		505			1,737,709			144,042			11,420,345
Total Expense		11,066			4,168,004			672,475			13,018,371
Net Ordinary Income		(10,561	)		(2,430,295	)		(528,433	)		(1,598,026	)
Other Income/Expense
Other Income
Other Income / Loss		(118,317	)		(44,672	)		343,489			(229,422	)
Total Other Income / Loss		(118,317	)		(44,672	)		343,489			(229,422	)
Total Other Expense		128			(834,691	)		503			(633,241	)
Net Other Income		(118,446	)		790,019			342,986			403,819
Net Income	$	(129,006	)	$	(1,640,276	)	$	(185,447	)	$	(1,194,207	)

Earnings (Loss) per Share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted Average Shares Outstanding		339,791,696			333,853,856			339,875,029			243,140,333

See accompanying notes

Serefex Corporation and Subsidiaries Unaudited Consolidated Cash Flow Statements For six months ended November 30, 2008

	For six months ended November31,
	2008			2007
Net income (Loss)	$	(282,072	)	$	446,069
Adjustments to reconcile net income to net cash used in operating activities
Depreciation and amortization		42,388			33,158
Provision related to ESOP		250,000			300,000
Deferred income taxes		(71,831	)		(11,962	)
(Increase) decrease in operating assets:
Restricted cash		290,505			(21,246	)
Receivables		196,359			(3,247,254	)
Inventories		585,537			(6,327	)
Deferred costs and prepaid expenses		288,565			228,310
Other assets		434,276			(214,538	)
Increase (decrease) in operating liabilities:
Accounts payable and accrued expenses		1,294,364			3,743,320
Deferred warranty revenue		(612,445	)		873,899
NET CASH USED IN OPERATING ACTIVITIES		2,415,646			2,136,183
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant & equipment		(339,859	)		(24,624	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (payments) on revolving credit facility		(1,397,102	)		(1,538,740	)
Payments on long-term debt		(250,000	)		(300,000	)
Additional paid in capital		33,259			-
Change in stockholder receivables		(345,222	)		(208,675	)
NET CASH USED IN INVESTING ACTIVITIES		(1,959,065	)		(2,047,415	)
NET DECREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS:		116,722			64,144
BEGINNING OF PERIOD		406,884			67,938
END OF PERIOD	$	523,606		$	132,082

Serefex Corporation and Subsidiaries

~~Notes~~Consolidated toStatement ~~Financial~~of ~~Statements~~Cash Flows

Note 1:
A		The unaudited financial statements presented for November 30, 2008 reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Further, all adjustments are of a normal recurring nature.
B		The company adjusted prior periods due to an error in project cost accounting. The correcting entries impacted FY 2008 negatively ($391,375) and first quarter 2009 negatively ($176,634).
C		There have been no significant changes to the notes to the financial statements since the 10-KSB filed October 15, 2008. Additionally, there have been no changes in managerial estimates or accounting procedures. Please reference above mentioned 10-KSB for further information.

For the three and nine months ended February 28, 2009 and February 29, 2008

~~Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations~~Unaudited

Operational results

	2009		2008
OPERATING ACTIVITIES
Net cash provided by Operating Activities	$	-251,308	$	1,264,815
INVESTING ACTIVITIES
Net cash provided by Investing Activities		1,246.00		-29,290
FINANCING ACTIVITIES
Net cash provided by Financing Activities		15,000		-1,060,884
Net cash increase for period		-235,062		174,641
Cash at beginning of period		238,695		67,938
Cash at end of period	$	3,632.00	$	242,579

~~Serefex~~See isaccompanying a holding company whose principal operations are carried on through W.P. Hickman Systems, Inc., a seventy-one percent (71%) owned subsidiary (“Hickman”). On October 2, 2008, Hickman together with its two wholly owned subsidiaries filed a petition for reorganization under Chapter 11 of the Bankruptcy Code with the United States Bankruptcy Court for the Western District of Pennsylvania. Reference is made to the Company’s Form 10-KSB report dated October 15, 2008, filed with the Commission.notes

Sales for the first six months ending November 30, 2008 were $14,907,676 down 20.3% from $18,696,908 for the same period 2007. Sales for the first quarter ending August 31, 2008 were up compared to the same period in 2007, however, after filing chapter 11, the company experienced a dramatic drop in sales. Sales for the last three months ending November 30, 2008 were $4,016,666 down 60.6~~% from $10,195,505 for the same period 2007.~~

~~Cost~~Notes ~~of goods sold has been impacted over the last two months due~~ to ~~Chapter 11. The Company has incurred price increases due to risk to our vendors, premiums on trucking and additional charges since filing for bankruptcy protection. Additionally,~~ the ~~month of September had a high~~Financial percentage of contract work which yields a lower gross profit margin than average. As a result, cost of goods sold as a percentage of sales increase from 48.1% for the first six months ending November 30, 2007 to 66.5% for the first six months ending November 30, 2007.Statements

~~Overhead costs~~NOTE ~~for~~1 BASIS ~~three and six months ending November 30, 2008 were $2,210,050 and~~OF ~~$5,101,261 respectively compared to $4,690,604 and $8,850,367 for the same periods 2007. The Company continues to implement controls and reduce overhead cost in the organization.~~PRESENTATION

~~Due to~~ ~~the~~In ~~rapid~~view ~~payment~~ of the ~~long term loan imposed by First Merit, ESOP expenses~~bankruptcy ~~were~~of ~~dramatically~~the ~~higher.~~Company's Asoperating ~~this~~subsidiaries ~~ESOP~~and ~~term~~the ~~note~~subsequent issale ~~paid~~of ~~down, the company~~substantially ~~incurs~~all ~~ESOP~~of ~~compensation expense. Paying this loan quickly increased~~ the Company’'s ~~ESOP~~assets ~~expense.~~(see Asthe aresponse ~~result,~~to ~~expense~~Item ~~which~~2 ~~should~~below), ~~have~~the ~~been~~Company ~~incurred~~has ~~over~~elected anto 8set ~~month~~forth ~~period~~financial ofinformation ~~time~~for ~~was~~the ~~incurred~~three and ~~all~~nine ~~within the first~~month ~~quarter. Although~~periods ~~this~~ended isFebruary ~~a negative impact on the first quarter~~28, ~~this~~ ~~will~~2009 ~~greatly~~only ~~reduce~~with ~~ESOP~~respect ~~expense~~to ~~for~~its ~~the remainder of the~~continuing ~~year~~operations.

~~Liquidity~~ NOTE 2 - GOING CONCERN

The ~~Company’s~~accompanying ~~operating~~financial ~~company~~statements ~~(W.P.~~have ~~Hickman)~~been ~~filed~~prepared ~~for~~in ~~protection~~conformity ~~under Federal~~with ~~Bankruptcy~~generally ~~laws~~accepted onaccounting ~~October 2~~principles, ~~2008~~which contemplates continuation of the Company as a going concern. The ~~current~~Company ~~plan~~has isincurred tosignificant ~~exit~~recurring net ~~chapter~~losses 11since ~~via~~inception, acurrent ~~sale~~liabilities ofexceed ~~the~~current assets and substantially all of ~~the~~its ~~company~~aged payables are technically in default. ~~The~~ ~~majority~~It of is the Company's ~~liabilities~~belief ~~and~~that ~~ownership~~it ofwill ~~the~~continue ~~company~~to ~~would~~require ~~remain~~additional ~~behind~~funds into ~~the~~be ~~court. As~~obtained from private or public equity investments, and possible future collaborative agreements to become a ~~result~~viable entity. In view of these matters, realization ~~Serefex~~of ~~Corporation~~a ~~will~~major noportion ~~longer~~of ~~own~~the assets in the accompanying balance sheet is dependent upon continued operations of ~~W.P.~~the ~~Hickman. Serefex~~Company, ~~will~~which ~~continue~~in ~~operations~~turn ~~without~~is dependent upon the ~~assets~~Company's orability ~~the~~to ~~liabilities~~meet ofits financing requirements, and the success ~~operating~~of ~~company~~its future operations.

~~Item~~Management has 3implemented, or developed plans to implement, a number of actions to address these conditions. ~~Quantitative~~The ~~and~~success ~~Qualitative~~of ~~Disclosures~~its ~~About~~future ~~Market~~operations ~~Risk~~cannot be determined at this time. These factors raise substantial doubt about its ability to continue as a going concern. These financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Not~~The ~~Applicable~~financial statements do not include any adjustment to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. The continuation of the Company as a going concern is dependent upon the success of the Company in obtaining additional funding or the success of its future operations. The Company's ability to achieve these objectives cannot be determined at this time. The accompanying financial statements should not be regarded as typical for normal operating periods.

~~Item~~NOTE 4.3 ~~Controls~~- ~~and~~EARNINGS ~~Procedures~~(LOSS) PER SHARE

ItBasic earnings or loss per share is based on the ~~responsibility~~ weighted average number of ~~our~~common shares ~~chief~~outstanding. ~~executive~~Diluted ~~officer~~earnings ~~and~~or ~~our~~loss ~~chief~~per ~~financial~~share ~~officer~~is tobased on the weighted ~~ensure~~average ~~that~~number weof ~~maintain~~common ~~controls~~shares outstanding and ~~other~~dilutive ~~procedures~~common ~~designed~~stock equivalents. toBasic ~~ensure~~earnings/loss ~~that the~~per ~~information~~share ~~required~~is computed by dividing income/loss (numerator) applicable to becommon ~~disclosed~~stockholders by usthe inweighted ~~reports~~average ~~that~~number weof common ~~file~~shares ~~with~~outstanding (denominator) for the period. All earnings or loss per ~~Commission~~share ~~under~~amounts in the ~~Securities~~financial ~~Exchange~~statements ~~Act~~are ofbasic ~~1934,~~earnings asor ~~amended,~~loss isper ~~recorded~~share, ~~processed,~~as defined ~~summarized~~by ~~and~~SFAS ~~reported~~No. 128, ~~within~~"Earnings ~~the~~Per ~~time~~Share." ~~periods~~Diluted ~~specified~~earnings byor inloss ~~the~~per ~~Commission’s~~share ~~rules~~does ~~and~~not ~~forms. Disclosure~~differ ~~controls~~materially ~~and~~from ~~procedures include,~~basic ~~without~~earnings ~~limitation,~~or ~~controls~~loss ~~and~~per ~~procedures~~share ~~designed~~for toall periods ~~ensure~~presented. Convertible securities that ~~information~~ ~~required~~could topotentially bedilute ~~disclosed~~basic loss byper anshare, ~~issuer~~such inas ~~the~~options ~~reports~~and ~~that~~warrants, itare ~~files or~~not ~~submits~~included ~~under~~in the computation ~~Act~~of isdiluted ~~accumulated~~loss ~~and~~per ~~communicated~~share because to ~~the~~do ~~issuer’s management,~~so ~~including~~would ~~its~~be ~~principal~~antidilutive. All ~~executive~~per share and ~~principal~~per ~~financial~~share ~~officers, or~~information ~~persons~~are ~~performing~~adjusted ~~similar~~retroactively ~~functions,~~to asreflect stock ~~appropriate~~splits toand ~~allow~~changes ~~timely decisions~~in ~~regarding~~par ~~required disclosure~~value.

On October 22, 2007, the Company consummated a Stock Exchange Agreement with Hickman Holdings, L.P., and the D’Anza Family Trust (“Sellers”), whereby in exchange for 741,344 shares of Common Stock of W.P. Hickman Systems, Inc., representing approximately 70% of the outstanding shares of Common Stock of Hickman, Serefex issued to Sellers an aggregate of 172,482,666 shares of its Common Stock. Prior to this transaction, W.P. Hickman was a privately owned company. As of August 31, 2008, management, primarily chief executive officer and chief financial officer, initiated an evaluation of disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based on that evaluation, the chief executive officer and chief financial officer have concluded the disclosure controls and procedures currently in place for W.P. Hickman are ineffective. Controls have not been implemented mainly due to the lack of time and resources since the acquisition. Specifically, critical combinations of process tasks exist in several functions of the organization. Pending the completion of the review, operational and systematic changes will be made to implement proper controls and disclosures.

~~PART II~~Item 2. ~~OTHER~~ ~~INFORMATION~~Management’s Discussion and Analysis of Financial Condition and Results of Operations

On October 2, 2008, the United States Bankruptcy Court for the Western District of Pennsylvania (the “Bankruptcy Court”) assumed jurisdiction over substantially all of the assets and business of the Registrant pursuant to a petition for reorganization under Chapter 11 of the U.S. Bankruptcy Code, which petition was filed by Registrant’s majority-owned subsidiary, WP Hickman Systems, Inc. together with Hickman’s wholly owned subsidiaries Hickman Manufacturing, Inc. and A.M. Technologies, Inc., constituting all of Registrant’s subsidiaries (collectively, the “Subsidiaries”).

On February 27, 2009, pursuant to Sections 105, 363 and 365 of the Bankruptcy Code and applicable rules, the Bankruptcy Court entered a final order (i) approving the sale of substantially all of the assets of Registrant’s Subsidiaries (the “Asset Sale”) to WPH Acquisition Company, LLC (“Highest Bidder”); (ii) authorizing the assumption, assignment and sale of certain executory contracts and unexpired leases of the Subsidiaries to Highest Bidder in connection with the Asset Sale (the “Assigned Contracts”); and (iii) granting certain related relief, which order was entered by the Bankruptcy Court prior to, and outside of, a plan of reorganization (the “Court Order”). The Court Order also provided that the Subsidiaries will (i) cure any monetary default existing under any Assigned Contract, and (ii) compensate actual losses resulting from any default under any Assigned Contract, or provide adequate assurances with respect thereto, prior to the closing of the Asset Sale.

The Court Order carved out of $175,000 from the proceeds of the Asset Sale for allowed administrative claims under Bankruptcy Code Section 503(b), and further directed the payment of net proceeds, in the amount of $1,025,000 (the “Net Proceeds”), to FirstMerit Bank, N.A. (“FirstMerit”). The Court Order also found that, after receipt of the Net Proceeds, First Merit will have an allowed non-priority general unsecured claim in the total amount of $2,105,605 (the “FirstMerit Deficiency Claim”), provided, however, that the first $300,000 from the net proceeds of any litigation claims that remain with the Subsidiaries following the Asset Sale shall be applied to the FirstMerit Deficiency Claim, and thereafter, the balance of the of the First Merit Deficiency Claim shall be paid pro rata with all other non-priority general unsecured claims.

Registrant is a holding company, whose principal operations are carried out through the Subsidiaries. The Asset Sale and the assumption and assignment of the Assigned Contracts occurred on March 2, 2009, constituting a disposition of substantially all of the Registrant’s assets. Other than in respect of the Asset Sale and related Assigned Contracts, there is no material relationship between Highest Bidder and the Registrant or the Registrant’s Subsidiaries, or any of their respective affiliates, officers, directors, or any associate of any such directors or officers.

The company is currently still selling minimal amounts of its Fridge Tape product to several national retailers and catalog companies and is in various stages of discussions with several new technology companies for exclusive Marketing, Sales and Distribution Agreements. No assurances can be given as to the company’s success in achieving final executed agreements with these organizations.


Item 3.		Controls and Procedures

It is the responsibility of our chief executive officer/chief financial officer to ensure that we maintain controls and other procedures designed to ensure that the information required to be disclosed by us in reports that we file with the Commission under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported, within the time periods specified by in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

PART II OTHER INFORMATION


Item 1.		Legal Proceedings

Reference is made to the Company’s ~~Form 10KSB~~10K/A report ~~dated October 15, 2008,~~ filed ~~with~~for the ~~Commission. As~~period ofending ~~the~~May ~~bankruptcy~~31, ~~filing all lawsuits are stayed for cases related to W~~2008.~~P. Hickman. The exception of this~~ isIn ~~fort~~addition, the following case ofhas ~~Serefex~~been vupdated ~~D’Anza Family trust et al~~ as ~~referenced in the filing of the Companies 10KSB.~~follows:

On September 10, 2008 the Company filed an action in the United States District Court, Middle District of Florida (Serefex Corporation vs. Hickman Holdings, L.P., Chressian, LLC, and The D'Anza Family Trust, United States Federal District Court, Middle District of Florida, Case No. 2:08-CV-692-FTM-29-DNF). The Complaint sets forth that in connection with an October 20, 2007 Stock Exchange Agreement between Serefex Corporation, Hickman Holdings, LP, Chressian, LLC, and The D’Anza Family Trust (the “Agreement”), the Defendants’ breached their contractual and fiduciary duties under the Stock Exchange Agreement and undertook fraudulent conduct, resulting in grossly inadequate consideration paid by Serefex for the shares of common stock of W.P. Hickman Systems, Inc. acquired from the Defendants. On March 19, 2009, Serefex filed a First Amended Complaint, which reduced duplicitous legal theories as well as added Biltmore Investments, Ltd. as a Defendant. The First Amended Complaint alleges that Biltmore Investments, Ltd. is a North Carolina licensed Real Estate and Business Brokerage concern and is not licensed to sell real estate in the State of Florida. Additionally, the First Amended Complaint alleges that Biltmore Investments, Ltd. is not licensed to sell securities in the states of North Carolina, Florida or Ohio. Finally, as a result of Biltmore Investments, Ltd. not being licensed, we have alleged the September 7, 2007 Business Brokerage Agreement between Biltmore Investments, Ltd and Defendants The D’Anza Family Trust, Hickman Holdings, LP and Chressian, LLC. is invalid and unenforceable and Biltmore Investments, Ltd. is not entitled to receive a finder's fee of five percent (5%) in cash or shares of Serefex stock.

In addition, we are, from time to time, parties to various litigation matters arising in the normal course of our business. We are not currently involved in any litigation of this nature that we believe, based on our examination of such matters, are likely to have a material adverse effect on our financial condition or results of operations.


Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds

None


Item 3.		Defaults Upon Senior Securities

None.


Item 4.		Submission of Matters to a Vote of Security Holders

None.


Item 5.		Other Information

~~On January 22, 2009, Mr~~ None. ~~Todd Bartlett resigned as Chief Financial Officer of the Company and that Mr. Brian Dunn, Chief Executive Officer and President has assumed the position until a replacement is hired.~~

On January 26, 2009, Mr. Williams notified the company that it is in default of the payable due him relating to the housing reimbursement provision of his employment contract totaling $224,241relating to his relocation from Naples, Florida to the greater Solon, Ohio area.

Item 6. Exhibits

31.1		Certification of the Chief Executive Officer and interiun Chief Financial Officer Under Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Periodic Financial Report by Chief Executive and interun Chief Financial Officer Under Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit No. Description of Exhibit

831.1 Certification of Chief Executive Officer/Interim CFO pursuant to Section 302 of the Sarbanes Oxley Act of 2002

32.1	Section 1350 Certification of Chief Executive Officer/Interim Chief Financial Officer

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	SEREFEX CORPORATION
January 23, 2009	By: /s/ Brian S. Dunn
April 22, 2009	By:	/s/ Brian S. Dunn
	Brian S. Dunn, President and Chief Executive Officer
		Brian S. Dunn, President, Chief Executive Officer and Interim CFO
	Interim Chief Financial Officer

Filing Compare · SEREFEX CORP