8-K 1 freshharvest8kfeb62006.htm FRESH HARVEST PRODUCTS, INC. FORM 8K SECURITIES AND EXCHANGE COMMISSION


OMB APPROVAL

OMB Number: 3235-0060

Expires: January 31, 2008

Estimated average burden hours per response: 38



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 Report (Date of earliest event reported):  February 1, 2006


FRESH HARVEST PRODUCTS, INC.

(Exact Name of Registrant as Specified in its Charter)


New Jersey

000-24189

33-1130446

(State or other jurisdiction of incorporation)

(Commission File  Number)

(IRS Employer Identification No.)


3163 Kennedy Boulevard

Jersey City, New Jersey

 

07306

(Address of principal executive offices)

 

(Zip Code)



Registrant's telephone number, including area code: (201) 217-4137


Serino1 Corp

(Former Name or Former Address if Changed Since Last Report)


Check the appropriate box below if the Form 8K fining 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 (17CFR230.425)

[  ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

[  ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




SEC 873  (11-05)

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.


.








ITEM 3.02  Unregistered Sales of Equity Securities


On February 1, 2006, the Company issued stock for services rendered to the Company by 26 individuals, collectively valued at $14,649.  No sales commissions were paid relating to this issuance.  The total amount of this issuance was 1,464,904 shares of restricted common stock.  All shares issued as part of this transaction were issued under Section 4(2) of the Securities Act of 1933.


Additionally on February 1, 2006, the Company issued 4,113,855 shares of restricted common stock to officers and major shareholders for services rendered to the Company, collectively valued at $41,138.55.  No sales commissions were paid relating to this issuance.  All shares issued as part of this transaction were issued under Section 4(2) of the Securities Act of 1933.


The table below details shares received by officers, directors and major shareholders:


NAME

 




Total issued

February 1, 2006

 

Total beneficially owned at

February 1, 2006




Percent

of class

Michael Jordan Friedman(1)(2)

 

2,886,000

 

3,000,000

27.55%

Dom Cingari(1)

 

966,667

 

1,000,000

9.18%

William Bodine(1)

 

261,188

 

266,373

2.45%

Marcia Roberts(2)(3)

 

1,668,337

 

1,750,000

16.07%

Illuminate(2)

 

3,104,425

 

3,269,957

30.03%

      

TOTAL, OFFICERS AND DIRECTORS

 


4,113,855


 


TOTAL 10% SHAREHOLDERS

 


4,772,762

  



(1) Officer and director

(2) 10% or greater shareholder

(3) Mother of Michael Jordan Friedman









SIGNATURE




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, thereto duly authorized.




Date: February 6, 2006





Fresh Harvest Products, Inc.

(Registrant)





/s/ Michael Jordan Friedman

_______________________________

Michael Jordan Friedman

President