SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
RAYAT HARMEL S
(Last) (First) (Middle)
1628 WEST 1ST AVENUE
SUITE 216
(Street)
VANCOUVER A1 V6J 1G1
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ENTHEOS TECHNOLOGIES INC [ ETHT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
PRESIDENT AND CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON 09/08/2008 D 3,000,000(1) D $0.75 39,889,800 D
COMMON 09/08/2008 D 3,000,000(2) D $0.75 36,889,800 D
COMMON 09/08/2008 D 3,000,000(3) D $0.75 33,889,800 D
COMMON 09/08/2008 D 1,250,000(4) D $0.75 32,639,800(5) D
COMMON 57,188 I OWNED BY SPOUSE(6)
COMMON 09/08/2008 D 32,639,800(7) A $0.75 32,639,800 I HELD BY CORPORATION
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. For estate planning purposes, pursuant to an agreement dated September 8, 2008, Mr. Harmel S. Rayat has sold 3,000,000 restricted shares of the Companys common stock in exchange for 2,250 nonvoting, redeemable preferred shares valued at $1,000 per share in a private Alberta corporation, wholly owned by Jasbinder Chohan, as the trustee under The TJR Family Trust dated August 28, 2008, for the benefit of Talia Jevan Rayat. Mr. Rayat is not a beneficiary of the trust.
2. For estate planning purposes, pursuant to an agreement dated September 8, 2008, Mr. Harmel S. Rayat has sold 3,000,000 restricted shares of the Companys common stock in exchange for 2,250 nonvoting, redeemable preferred shares valued at $1,000 per share in a private Alberta corporation, wholly owned by David Ernest Jenkins, as the trustee under the The KJR Family Trust dated August 28, 2008, for the benefit of Kalen Jai Rayat. Mr. Rayat is not a beneficiary of the trust.
3. Pursuant to an agreement dated September 8, 2008, Mr. Harmel S. Rayat has sold 3,000,000 restricted shares of the Companys common stock in exchange for 2250 nonvoting, redeemable preferred shares valued at $1,000 per share in a private Alberta corporation, wholly owned by Amritpal Kaur Tanda, as the trustee under The Heritage Family Trust dated August 28, 2008, for the benefit of Mehar Singh Bhogal. Mr. Rayat is not a beneficiary of the trust.
4. Pursuant to an agreement dated September 8, 2008, Mr. Harmel S. Rayat has sold 1,250,000 restricted shares of the Companys common stock in exchange for 937.5 nonvoting, redeemable preferred shares valued at $1,000 per share in a private Alberta corporation, wholly owned by Gurmeet Singh Sidhu, as the trustee under The DS Sidhu Family Trust dated August 28, 2008, for the benefit of Dayan Singh Sidhu. Mr. Rayat is not a beneficiary of the trust.
5. The transactions listed above have resulted in a reduction of Mr. Rayats aggregate direct beneficial ownership from 68.0 percent to 51.7 percent of the corporation's issued and outstanding common stock.
6. Mr. Rayat disclaims beneficial ownership of all shares beneficially owned by his wife and other family members.
7. For estate planning purposes, pursuant to an agreement dated September 8, 2008, Mr. Harmel S. Rayat has sold 32,639,800 restricted shares of the Companys common stock in exchange for 24,479.85 nonvoting, redeemable preferred shares valued at $1,000 per share in 1420525 Alberta Ltd., a private Alberta corporation wholly owned by Mr. Harmel S. Rayat.
HARMEL S. RAYAT 09/09/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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