UNITED STATES SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549  FORM 10-Q   [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934  For the quarterly
period ended March 31, 2009   [   ] TRANSITION REPORT UNDER SECTION 13 OR
15(d) OF THE EXCHANGE ACT  For the transition
period from __________ to __________  Commission File
Number 000-31377  Reflect Scientific, Inc. (Exact name of registrant as specified in
its charter)  Utah 87-0642556 (State or
other jurisdiction of (IRS Employer Identification No.) incorporation or organization)  1270 South 1380 West Orem, Utah
  84058 (Address of principal executive
offices) (Zip Code)  (801) 226-4100 (Registrants telephone number,
including area code)  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 past 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 [   ]  Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company.  See definitions of large
accelerated filer, accelerated filer, and smaller reporting company in Rule
12b-2 of the Exchange Act.  Large
Accelerated filer  ̈ Accelerated filer  ̈ Non-accelerated
filer   ̈ (Do not check if a
smaller reporting company) Smaller reporting company x  Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ]
  No [X]  Indicate the number of shares outstanding of each of the
issuers classes of common equity, as of the latest practicable date. 34,718,117 shares of $0.01 par value
common stock on May 11, 2009  Transitional Small Business Disclosure Format (Check
One): Yes [  ]    No [X]  1      Part I - FINANCIAL INFORMATION  Item 1. Financial Statements Reflect Scientific, Inc. FINANCIAL STATEMENTS (UNAUDITED) March 31, 2009  The financial statements
included herein have been prepared by the Company, without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission.
 Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  However, in the opinion of
management, all adjustments (which include only normal recurring accruals)
necessary to present fairly the financial position and results of operations for
the periods presented have been made.  These financial statements should be
read in conjunction with the accompanying notes, and with the historical
financial information of the Company.  2        REFLECT SCIENTIFIC, INC.  CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  March
31, 2009  3      REFLECT SCIENTIFIC, INC. Condensed Consolidated Balance Sheets   ASSETS


|                                                                                      |   |                |   |                  
|------------------------------------------------------------------------------------- | - | -------------- | - | -----------------
|                                                                                      |   | March 31,
2009 |   | December 31,
2008
|                                                                                      |   | (Unaudited)    |   | (Audited)        
|CURRENT ASSETS                                                                        |   |                |   |                  
|                                                                                      |   |                |   |                  
|Cash                                                                                  | $ | 240,370        | $ | 447,037          
|Accounts receivable                                                                   |   | 994,659        |   | 1,005,864        
|Other receivables                                                                     |   | 28,871         |   | 28,818           
|Inventories                                                                           |   | 768,871        |   | 765,589          
|Cost and estimated earnings in excess of contract
billings on   uncompleted contracts |   | 570,360        |   | 692,905          
|Prepaid assets                                                                        |   | 155,657        |   | 175,980          
|                                                                                      |   |                |   |                  
|Total Current Assets                                                                  |   | 2,758,788      |   | 3,116,193        
|                                                                                      |   |                |   |                  
|FIXED ASSETS, NET                                                                     |   | 559,544        |   | 589,298          
|                                                                                      |   |                |   |                  
|OTHER ASSETS                                                                          |   |                |   |                  
|                                                                                      |   |                |   |                  
|Intangible assets, net                                                                |   | 5,371,582      |   | 5,472,851        
|Long term prepaid asset                                                               |   | -              |   | 27,223           
|Deposits                                                                              |   | 29,944         |   | 29,944           
|                                                                                      |   |                |   |                  
|Total Other Assets                                                                    |   | 5,401,526      |   | 5,530,018        
|                                                                                      |   |                |   |                  
|TOTAL ASSETS                                                                          | $ | 8,719,858      | $ | 9,235,509        

The
accompanying notes are an integral part of these consolidated financial
statements.   4      REFLECT SCIENTIFIC, INC. Condensed Consolidated Balance Sheets (Continued)  LIABILITIES AND SHAREHOLDERS EQUITY


|                                                                                                                                  |   |                |   |                  
|--------------------------------------------------------------------------------------------------------------------------------- | - | -------------- | - | -----------------
|                                                                                                                                  |   | March 31,
2009 |   | December 31,
2008
|                                                                                                                                  |   | (Unaudited)    |   | (Audited)        
|CURRENT LIABILITIES                                                                                                               |   |                |   |                  
|                                                                                                                                  |   |                |   |                  
|Accounts payable                                                                                                                  | $ | 562,193        | $ | 584,638          
|Short term loan                                                                                                                   |   | 160,266        |   | 141,366          
|Convertible debenture (net of
discount)                                                                                           |   | 2,044,875      |   | 1,752,750        
|Royalty payable                                                                                                                   |   | 73,550         |   | 73,550           
|Interest payable                                                                                                                  |   | 70,110         |   | 70,110           
|Capital leases  short-term
portion                                                                                               |   | 19,757         |   | 20,641           
|Accrued expenses                                                                                                                  |   | 125,588        |   | 44,698           
|Contract billings in excess of cost and
estimated earnings       on uncompleted
contracts                                         |   | 193,892        |   | 164,761          
|Income taxes payable                                                                                                              |   | -              |   | 400              
|                                                                                                                                  |   |                |   |                  
|Total Current Liabilities                                                                                                         |   | 3,250,231      |   | 2,852,914        
|                                                                                                                                  |   |                |   |                  
|LONG-TERM LIABILITIES                                                                                                             |   |                |   |                  
|                                                                                                                                  |   |                |   |                  
|Capital leases  long-term
portion                                                                                                |   | 14,238         |   | 19,506           
|                                                                                                                                  |   |                |   |                  
|Total Long-Term
Liabilities                                                                                                       |   | 14,238         |   | 19,506           
|                                                                                                                                  |   |                |   |                  
|Total
Liabilities                                                                                                                 |   | 3,264,469      |   | 2,872,420        
|                                                                                                                                  |   |                |   |                  
|                                                                                                                                  |   |                |   |                  
|                                                                                                                                  |   |                |   |                  
|SHAREHOLDERS EQUITY                                                                                                              |   |                |   |                  
|                                                                                                                                  |   |                |   |                  
|Preferred
stock, $0.01 par value, authorized
5,000,000
shares; No shares issued and Outstanding                                   |   | -              |   | -                
|Common
stock, $0.01 par value, authorized
50,000,000
shares; 34,582,655 and 34,502,610 shares
issued
and outstanding respectively |   | 345,826        |   | 345,026          
|Additional paid in capital                                                                                                        |   | 16,811,821     |   | 16,792,610       
|Accumulated deficit                                                                                                               |   | (11,702,258)   |   | (10,774,547)     
|                                                                                                                                  |   |                |   |                  
|Total Shareholders Equity                                                                                                        |   | 5,455,389      |   | 6,363,089        
|                                                                                                                                  |   |                |   |                  
|TOTAL
LIABILITIES AND SHAREHOLDERS EQUITY                                                                                        | $ | 8,719,858      |   | 9,235,509        

The
accompanying notes are an integral part of these consolidated financial
statements.   5


REFLECT SCIENTIFIC, INC. Condensed Consolidated Statements of Operations (Unaudited)   For the Three Months Ended
March 31,2009

2008REVENUES
$
1,508,246
$
1,970,279COST OF
GOODS SOLD

877,292

944,025GROSS
PROFIT

630,954

1,026,254OPERATING
EXPENSESSalaries
and wages

617,848

617,261Rent
expense

79,905

65,806General
and administrative expense

492,260

474,855Total
Operating Expenses

1,190,013

1,157,922OPERATING
LOSS

(559,059)

(131,668)OTHER INCOME (EXPENSE)Interest income

253

6,583Interest expense

(368,905)

(382,542)Total
Other Expenses

(368,652)

(375,959)NET LOSS
BEFORE INCOME TAXES

(927,711)

(507,627)Income tax benefit (expense)

-

-NET LOSS
$
(927,711)
$
(507,627)BASIC AND
DILUTED INCOME(LOSS) PER SHARE
$
(0.03)
$
(0.01)WEIGHTED
AVERAGE NUMBER OF SHARES OUTSTANDING

34,578,208

34,963,927  The accompanying notes are
an integral part of these consolidated financial statements.


6


REFLECT SCIENTIFIC, INC. Condensed Consolidated Statements of Cash Flows (Unaudited) For the Three Months Ended March 31,


|                                                                                                                        |   |           |   |          
|----------------------------------------------------------------------------------------------------------------------- | - | --------- | - | ---------
|                                                                                                                        |   | 2009      |   | 2008     
|                                                                                                                        |   |           |   |          
|Net loss                                                                                                                | $ | (927,711) | $ | (507,627)
|Adjustments to reconcile net loss to net cash                                                                           |   |           |   |          
|provided by operating
activities:                                                                                       |   |           |   |          
|Depreciation                                                                                                            |   | 29,754    |   | 14,015   
|Amortization                                                                                                            |   | 393,394   |   | 410,634  
|Common stock issued for
services/interest                                                                               |   | 2,401     |   | -        
|Changes in operating assets and
liabilities:                                                                            |   |           |   |          
|(Increase)/decrease in accounts
receivable                                                                              |   | 11,206    |   | 44,086   
|(Increase)/decrease in
inventory                                                                                        |   | (3,282)   |   | (466,820)
|(Increase)/decrease in other
receivables                                                                                |   | (52)      |   | (601)    
|(Increase)/decrease in prepaid
asset                                                                                    |   | 47,545    |   | 40,425   
|(Increase)/decrease in cost and
estimated earnings in excess
of
contract billings on uncompleted contracts              |   | 122,545   |   | -        
|Increase/(decrease) in contract
billings in excess of cost and
             estimated
earnings on uncompleted contracts |   | 29,131    |   | -        
|Increase/(decrease) in accounts
payable
and accrued
expenses                                                            |   | 75,654    |   | 388,413  
|                                                                                                                        |   |           |   |          
|Net
Cash Provided by/(Used for) Operating Activities                                                                    |   | (219,415) |   | (77,475) 
|                                                                                                                        |   |           |   |          
|CASH FLOWS FROM INVESTING ACTIVITIES                                                                                    |   |           |   |          
|Cash paid for fixed
assets                                                                                              |   | -         |   | (8,088)  
|                                                                                                                        |   |           |   |          
|Net Cash Provided by/(Used
for) Investing Activities                                                                    |   | -         |   | (8,088)  
|                                                                                                                        |   |           |   |          
|CASH FLOWS FROM FINANCING
ACTIVITIES                                                                                    |   |           |   |          
|Principal payments on capital
leases                                                                                    |   | (6,152)   |   | (10,724) 
|Change in lines of credit                                                                                               |   | 18,900    |   | (1,509)  
|                                                                                                                        |   |           |   |          
|Net
Cash Provided by/(Used for)  Financing Activities                                                                   |   | 12,748    |   | (12,233) 
|                                                                                                                        |   |           |   |          
|NET
INCREASE (DECREASE) IN
CASH                                                                                         |   | (206,667) |   | (97,796) 
|                                                                                                                        |   |           |   |          
|CASH AT BEGINNING OF PERIOD                                                                                             |   | 447,037   |   | 1,154,162
|                                                                                                                        |   |           |   |          
|CASH AT END OF PERIOD                                                                                                   | $ | 240,370   | $ | 1,056,366

The accompanying notes are
an integral part of these consolidated financial statements.   7





REFLECT SCIENTIFIC, INC. Condensed Consolidated Statements of Cash Flows (continued) (Unaudited)


|                                    |   |        |   |      
|----------------------------------- | - | ------ | - | -----
|                                    |   |        |   |      
|SUPPLEMENTAL CASH FLOW INFORMATION: |   |        |   |      
|Cash Paid For:                      |   |        |   |      
|                                    |   |        |   |      
|Interest                            | $ | 56,769 | $ | 8,950
|Income taxes                        | $ |        | $ | -    
|                                    |   |        |   |      
|NON-CASH FINANCING ACTIVITIES:      |   |        |   |      
|Common stock issued for
debt        | $ | 17,610 | $ | -    

The accompanying notes are
an integral part of these consolidated financial statements.   8


REFLECT SCIENTIFIC, INC. Notes to
the Condensed Consolidated Financial Statements March
31, 2009   NOTE 1- BASIS OF FINANCIAL STATEMENT PRESENTATION  The accompanying unaudited condensed
consolidated financial statements have been prepared by the Company pursuant to
accounting principles generally accepted in the United States of America.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been condensed or omitted in accordance
with rules and regulations of the Securities and Exchange Commission.  The
information furnished in the interim condensed consolidated financial statements
include normal recurring adjustments and reflects all adjustments, which, in the
opinion of management, are necessary for a fair presentation of such financial
statements.  Although management believes the disclosures and information
presented are adequate to make the information not misleading, it is suggested
that these interim condensed consolidated financial statements be read in
conjunction with the Companys most recent audited consolidated financial
statements and notes thereto included in its December 31, 2008 financial
statements.  Operating results for the three months ended March 31, 2009
are not necessarily indicative of the results that may be expected for the year
ending December 31, 2009.  NOTE 2 - ORGANIZATION AND DESCRIPTION OF BUSINESS  Cole, Inc. (the
Company) was incorporated under the laws of the State of Utah on November 3,
1999. The Company was organized to engage in any lawful activity for which
corporations may be organized under the Utah Revised Business Corporation Act.
 On December 30, 2003 the Company changed its name to Reflect Scientific,
Inc.  Reflect Scientific,
Inc. a California corporation, was incorporated on September 14, 1993, under the
laws of California to engage in the manufacture of test kits for use in
scientific studies.  On
December 30, 2003, pursuant to an Agreement and Plan of Reorganization, the
Company completed a reverse merger with the shareholders of Reflect Scientific,
Inc. in which it acquired 100% of Reflect Scientific, Inc., a California
corporation in exchange for 22,914,949 common shares of the Company.  The
terms of the acquisition are detailed in an 8-K filing dated December 31, 2003.
 Under the terms of the agreement, the President of Reflect Scientific,
Inc. became the President of the Company and was elected to the Board of
Directors.  The acquisition was accounted for as a recapitalization of
Reflect Scientific, Inc. because the members of Reflect Scientific, Inc.
controlled the Company after the acquisition.  Reflect Scientific, Inc. was
treated as the acquiring entity for accounting purposes and Cole, Inc. was the
surviving entity for legal purposes.  There was no adjustment to the
carrying values of the assets or liabilities of Reflect Scientific, Inc. and no
goodwill was recorded. The operations for the year ended December 31, 2006 and
2005 are those of Reflect Scientific, Inc.  Effective January 19, 2007 the Company finalized an
Agreement and Plan of Merger agreement with All Temp Engineering, Inc.
 Effective March 6, 2007, the Company finalized an Agreement and Plan of
Merger agreement with Image Labs, International.  The terms of the
agreements are detailed in a 10-QSB filing dated March 31, 2007.  The
Company entered into these mergers after considering All Temps and Image Labs
business history, financial condition, and intellectual property. The Company
has a desire to expand its services and attract and  9    REFLECT SCIENTIFIC, INC. Notes to
the Condensed Consolidated Financial Statements March
31, 2008   NOTE 2 - ORGANIZATION AND DESCRIPTION OF BUSINESS (continued)  retain talented technical personnel and believed there were
strategic and financial advantages to combining the businesses.  NOTE 3  CONVERTIBLE DEBENTURES AND WARRANTS  On June 29, 2007, the Company entered into an agreement to sell
$2,500,000 in 12% senior convertible debentures with a maturity date of June 29,
2009, with interest due quarterly.   At the closing, the Company
prepaid the first quarterly interest payment out of the proceeds of the offering
from escrow and placed in escrow the second quarterly interest payment for a
total of $150,000.  The agreement allows for the Company to pay the
interest in cash or in duly authorized, validly issued, fully paid and
non-assessable shares of common stock at the interest conversion rate, or a
combination thereof.  The debentures have a conversion price of $0.65.  If the
Company, at any time while the debenture is outstanding, pays stock dividends,
subdivides outstanding shares, sells or grants any option to purchase or dispose
of common stock at an effective price lower than the conversion price, issue
rights, options or warrants at a price lower than the conversion price, etc.,
the Company shall promptly deliver to each Holder a notice setting forth the
conversion price after such adjustment and provide a brief statement of facts
requiring such adjustment.   In addition, if the volume weighted
average price for each of any 20 consecutive trading days exceeds 250% of the
conversion price, the Company may, within one trading day deliver a written
notice to the holder and force the holder to convert a principal amount of the
debenture equal to all or part of the holders portion of the forced conversion
amount.  The agreement also provides for the issuance of 1,923,077 A
warrants and 1,923,077 B warrants.  The warrants are exercisable at a price
of $0.80 per share for the A warrant and $1.00 per share for the B warrant and
expire June 29, 2012.  The Company valued the warrants using the
Black-Scholes option pricing model.  For the purpose of the valuation of
the warrants, the Company calculated a volatility of 66.48% on its common stock
and used the U. S. Treasury bill rate of 4.94% for its risk free rate.
 Then the Company allocated a portion of the proceeds to the warrants,
based on the relative fair value basis, in the amount of $1,639,029 which is
recognized as a contra liability account and will be amortized as interest
expense over the 2 year term of the agreement.  The intrinsic value of
beneficial conversion of the debentures was valued at $5,677,491, which exceeds
the effective value of the debentures of $860,971.  Therefore, the discount
assigned to the beneficial conversion feature is limited to $860,971 and is
recognized as a contra liability account and will be amortized as interest
expense over the 2 year term of the agreement.  As payment for services provided, the Company also issued 192,308
A warrants and 192,308 B warrants which were valued at $475,925 using the
Black-Scholes option pricing model and expensed in the initial period.  10


NOTE 3  CONVERTIBLE DEBENTURES AND WARRANTS
(continued)  The debentures and warrants have anti-dilution protections, and
the Company has agreed to certain registration rights for the resale of the
shares of common stock underlying the debentures and warrants.  A summary of the status of the Companys outstanding stock
warrants as of March 31, 2009 and changes during the period then ended is
presented below:  2009Shares

Weighted Average Exercise PriceOutstanding, beginning of year
4,230,770

$
.90Granted
-


-Expired/Cancelled
-


-Exercised
-


-Outstanding March 31, 2009
4,230,770

$
.90Exercisable
4,230,770

$
.90  Outstanding

ExercisableRange of Exercise Prices

Number outstanding at March 31,
2008

Weighted Average Remaining Contractual
Life

Number Exercisable at March 31,
2008$
0.80

2,115,385

3.25

2,115,3851.00

2,115,385

3.25

2,115,3854,230,770



4,230,770  NOTE 4  EQUITY TRANSACTIONS  During
the three month period ended March 31, 2009, the Company issued 80,045 shares of
its common stock for the payment of interest of $17,610 pursuant to the
convertible debenture agreement dated June 29, 2007.  The Company valued
the shares at $20,011 ($0.25/share) based on the closing quote on the date
issued. The additional expense of $2,401 was recorded as interest expense.  NOTE
5  SUBSEQUENT EVENT  On
April 1, 2009 the Company issued 135,462 shares of its common stock for the
payment of interest of $17,610 pursuant to the convertible debenture agreement
dated June 29, 2007.  NOTE
6  NEW ACCOUNTING PRONOUNCEMENTS  In
March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative
Instruments and


11


Hedging
Activities."  SFAS 161 is intended to improve financial reporting
about derivative instruments and hedging activities by requiring enhanced
disclosures to enable investors to better understand their effects on an
entity's financial position, financial performance, and cash
flows.  SFAS 161 is effective for financial statements issued for
fiscal years and interim periods beginning after November 15, 2008, with early
application encouraged.  Pursuant to the transition provisions of the
Statement, the Company adopted SFAS No. 161 on January 1, 2009, with
no material impact on the Companys financial statements.  In
February 2008, the FASB issued FSP FAS 157-2, Effective Date of FASB
Statement No. 157. FSP FAS 157-2 delayed the effective date of SFAS
No. 157 Fair Value Measurements from 2008 to 2009 for all nonfinancial
assets and nonfinancial liabilities, except those that are recognized or
disclosed at fair value in the financial statements on a recurring basis (at
least annually). The adoption of the provisions of SFAS No. 157 related to
nonfinancial assets and nonfinancial liabilities on January 1, 2009 did not
have a material impact on the Financial Statements.  In
March 2009, the FASB released Proposed Staff Position SFAS 157-e, "Determining
Whether a Market Is Not Active and a Transaction Is Not
Distressed".  This proposal provides additional guidance in
determining whether a market for a financial asset is not active and a
transaction is not distressed for fair value measurement purposes as defined in
SFAS 157, "Fair Value Measurements."  SFAS 157-e is effective for
interim periods ending after June 15, 2009, but early adoption is permitted for
interim periods ending after March 15, 2009.  The Company is
evaluating, but does not expect this guidance will have a significant impact on
the Company's financial position, cash flows, or disclosures.


12


Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations  Special Note Regarding Forward-Looking
Statements  This periodic report contains certain
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 with respect to the Plan of Operations provided
below, including information regarding the Companys financial condition,
results of operations, business strategies, operating efficiencies or synergies,
competitive positions, growth opportunities, and the plans and objectives of
management. The statements made as part of the Plan of Operations that are not
historical facts are hereby identified as "forward-looking statements." Critical Accounting Policies
and Estimates  The preparation of financial statements and
related disclosures in conformity with accounting principles generally accepted
in the United States of America requires management to make estimates and
assumptions that affect the amounts reported in the unaudited Financial
Statements and accompanying notes.  Management bases its estimates on
historical experience and on various other assumptions that are believed to be
reasonable under the circumstances. Actual results could differ from these
estimates under different assumptions or conditions.  The Company
believes there have been no significant changes during the three month
period ended March 31, 2009, to the items disclosed as significant
accounting policies in management's Notes to the Financial Statements in the
Company's Annual Report on Form 10-K for the year ended December 31, 2008.  Plan of Operation and Business Growth  Over the next twelve months our focus will
be on the commercialization of products acquired and developed over the last
several years.  Included in this focus will be the continued development
and commercialization of our ultra low temperature refrigerator line.
 Additionally, we will continue to develop and expand our focus on
solutions and services to retrofit server and computer rooms to help reduce the
cost of cooling such rooms as well as provide a more reliable way to cool such
rooms.   We also will continue to focus on the expansion of our
detector line and contract manufacturing operations.  Managements focus over the last several
years was on the acquisition and development of our product lines. Management
now feels they have the core product lines in place to now refocus its efforts
on the commercialization of the product lines.  As such much of the focus
over the next twelve months will be on marketing our products and expanding our
customer base.  Our revenues decreased from the quarter
ended March 31, 2008, from $1,970,279 to $1,508,246 for the quarter ended March
31, 2009.  This decrease is due to the general economic downturn and many
potential customers postponing large capital expenditures for our product lines.
 We do not expect this trend to continue in the remaining quarters of 2009.
 Our products are new to the marketplace and we expect the demand to grow
as our products become more familiar.   We believe the product lines
are becoming commercially accepted and that sales will increase.  We do not anticipate we will emphasize
acquisitions as we have in the past and instead will focus on managing our
current product line.  This will require a focus from management on the
sales of these products.  We anticipate the future business growth over the
next twelve months to come from our current product line.  Results of Operations  March 31, 2009 and
2008  Our revenues decreased during the quarter
ended March 31, 2009, to $1,508,246 from $1,970,279 for the quarter ended March
31, 2008, we believe this trend will not continue as our products gain more
commercial acceptance.


13


Our cost of goods decreased in the quarter
ending March 31, 2009, as compared to March 31, 2008 to $877,292 from $944,025.
The difference was the result of decreased sales.  Overall, as a percentage
of sales, our cost of goods sold was approximately 58% for the three months
ended March 31, 2009 compared to 48% for the quarter ended March 31, 2008.
 We anticipate the cost of goods sold percentage to vary by quarter
depending on which products make up the largest percentage of sales during the
quarter.  Once our products are in the market place longer, our cost of
goods sold percentage should become more fixed as a percentage of sales.  We again expanded our operations during the
quarter ended March 31, 2009.  Salaries and wages increased to $617,848
during the quarter ended March 31, 2009, compared to $617,261 for the quarter
ended March 31, 2008.  With the increase in operating expenses
from $1,157,922 for the quarter ended March 31, 2008 to $1,190,013 for the
quarter ended March 31, 2009, our operating loss increased to $559,059 from
$131,668 for the comparable period in 2008.  We expect that as sales start
to increase, we will be able to reduce our operating loss this year.  Interest expense was $368,905 for the
quarter ended March 31, 2009.  The interest expense related to our
debentures is $70,110 for the quarter and $298,795 is related to the
amortization of the discounts on the debenture.  Seasonality and
Cyclicality  We do not believe our business is cyclical.  Liquidity and Capital Resources  Our cash resources at March 31, 2009, were
$240,370, with accounts receivable of $994,659 and inventory of $768,781. We
have relied on revenues and sales of equity and debt securities for cash
resources.   Our working capital surplus/(deficit) on March 31, 2009,
was $(491,443) compared to $263,279 on December 31, 2008.  To complete
acquisitions and to fund our expanding operations, much of the working capital
was used in the first part of 2007 requiring us to raise additional capital
which was completed in June 2007. This capital was used to increase our
manufacturing resulting in increased inventory.  We hope to devote some of
the available cash to marketing to help increase sales over the next twelve
months.  Historically, we have financed our working
capital requirements through capital funding which have generated sufficient
funds to offset shortfalls and cover losses.  As we continue to expand our
operations, we anticipate seeking additional capital through the sale of equity
securities.  It is highly likely, we will again seek additional capital in
the equity markets. At this time we do not know the extent of the overall
financing we will need in the future. Financing will depend on how well our
products are received in the marketplace.  Our long term liabilities were $14,238 on
March 31, 2009.  This reflects the maturity of our debenture becoming
short-term of $2,337,500,  although only $2,044,875 is reflected because of
the  discounts on the debenture,  in June 2009, the debenture will be
due and the total amount owed will be $2,337,500, less any future conversions.
   If the debentures are not converted, we would probably have to
seek some additional debt or equity financing to help repay the debenture.
 The amount of debt or equity financing required will be dependent on how
our operations perform over the next twelve months.  If sales increase, we
may be able to repay part of the debentures with operating profits.  For the quarter ended March 31, 2009, our
net cash used by operating activities was $219,415 which was up from $77,475 for
the quarter ended March 31, 2008.  We anticipate losses to continue as we
expand our sales efforts.  Since the products are new to the marketplace,
we are not sure how sales will be in upcoming quarters but we expect they
increase and should start covering our expenses.


14


Off-Balance Sheet Arrangements  We have no off balance sheet arrangements as of March 31,
2009.  Forward-looking Statements  The Private Securities Litigation Reform
Act of 1995 (the Act) provides a safe harbor for forward-looking statements
made by or on behalf of our Company. Our Company and our representatives may
from time to time make written or oral statements that are forward-looking,
including statements contained in this Annual Report and other filings with the
Securities and Exchange Commission and in reports to our Companys stockholders.
Management believes that all statements that express expectations and
projections with respect to future matters, as well as from developments beyond
our Companys control including changes in global economic conditions are
forward-looking statements within the meaning of the Act. These statements are
made on the basis of managements views and assumptions, as of the time the
statements are made, regarding future events and business performance. There can
be no assurance, however, that managements expectations will necessarily come
to pass. Factors that may affect forward- looking statements include a wide
range of factors that could materially affect future developments and
performance, including the following:  Changes in Company-wide strategies, which
may result in changes in the types or mix of businesses in which our Company is
involved or chooses to invest; changes in U.S., global or regional economic
conditions, changes in U.S. and global financial and equity markets, including
significant interest rate fluctuations, which may impede our Companys access
to, or increase the cost of, external financing for our operations and
investments; increased competitive pressures, both domestically and
internationally, legal and regulatory developments, such as regulatory actions
affecting environmental activities, the imposition by foreign countries of trade
restrictions and changes in international tax laws or currency controls; adverse
weather conditions or natural disasters, such as hurricanes and earthquakes,
labor disputes, which may lead to increased costs or disruption of
operations.  This list of factors that may affect future
performance and the accuracy of forward-looking statements are illustrative, but
by no means exhaustive. Accordingly, all forward-looking statements should be
evaluated with the understanding of their inherent uncertainty.  Item 3.  Quantitative and Qualitative Disclosures
About Market Risk.  This item is not required for Small
Reporting Companies.  Item 4T.  Controls and Procedures.  Evaluation of Disclosure Controls and
Procedures  Our
management, with the participation of our President and CFO, evaluated the
effectiveness of our disclosure controls and procedures as of the end of the
period covered by this report. Disclosure controls and procedures are controls
and other procedures that are designed to ensure that information required to be
disclosed in Company reports filed or submitted under the  Securities
Exchange Act of 1934 (the Exchange Act) is(i) recorded, processed,
summarized and reported within the time periods specified in the SECs rules and
forms and (ii) accumulated and communicated to our management, including
our President and CFO, as appropriate to allow timely decisions regarding
disclosure.  Based on that evaluation, our President and CFO concluded that
our disclosure controls and procedures were not effective as of the end of the
period covered by this report due to weaknesses in financial reporting as
described in the Companys Annual Report on Form 10-K for the year ended
December 31, 2008 and because our remediation of the material weaknesses
identified is not yet fully complete.  We continue our efforts of
remediation of these issues and believe we have made significant progress.
 We have new written polices and procedures for our financial reporting
process and we have implemented them during first and second quarters 2009.
Notwithstanding the foregoing, we are not aware that such deficiencies have
resulted in any material errors or omissions in the consolidated financial
statements contained in our annual report on Form 10-K


15


for 2008, our quarterly report on Form 10-Q
for the three-month period ended March 31, 2009, or in any related
disclosures.A controls system cannot provide
absolute assurance, however, that the objectives of the controls system are met,
and no evaluation of controls can provide absolute assurance that all control
issues and instances of fraud, if any, within a company have been detected.   Changes in internal control over
financial reporting  There have been no significant changes in internal
control over financial reporting.  PART II - OTHER INFORMATION  ITEM 1.  Legal Proceedings  None   ITEM 2.  Unregistered Sales of Equity Securities
and Use of Proceeds  Recent Sales of Unregistered Securities  We have not sold any restricted securities during the
three months ended March 31, 2009.  Use of Proceeds of Registered Securities  None; not applicable.  Purchases of Equity Securities by Us and Affiliated
Purchasers  During the three months ended March 31, 2009, we have not
purchased any equity securities nor have any officers or directors of the
Company.  ITEM 3.  Defaults Upon Senior Securities  We are not aware of any defaults upon senior
securities.  ITEM 4.  Submission of Matters to a Vote of
Security Holders  No matters were submitted to a vote of security holders
during the quarter ended March 31, 2009.  ITEM 5.  Other Information.  None


16


ITEM 6.  Exhibits  (a) Exhibits.  Exhibit No.
Title of Document
Location if other than attached hereto3.1
Articles of Incorporation
10-SB Registration Statement*3.2
Articles of Amendment to Articles of
Incorporation
10-SB Registration Statement*3.3
By-Laws
10-SB Registration Statement*3.4
Articles of Amendment to Articles of
Incorporation
8-K Current Report dated December 31,
2003*3.5
Articles of Amendment to Articles of
Incorporation
8-K Current Report dated December 31,
2003*3.6
Articles of Amendment
September 30, 2004 10-QSB Quarterly
Report*3.7
By-Laws Amendment
September 30, 2004 10-QSB Quarterly
Report*4.1
Debenture
8-K Current Report dated June 29, 2007*4.2
Form of Purchasers Warrant
8-K Current Report dated June 29, 2007*4.3
Registration Rights Agreement
8-K Current Report dated June 29, 2007*4.4
Form of Placement Agreement
8-K Current Report dated June 29, 2007*10.1
Securities Purchase Agreement
8-K Current Report dated June 29, 2007*10.2
Placement Agent Agreement
8-K Current Report dated June 29, 2007*14
Code of Ethics
December 31, 2003 10-KSB Annual Report*21
Subsidiaries of the Company
December 31, 2004 10-KSB Annual Report*31.1
302 Certification of Kim Boyce31.2
302 Certification of David Strate32
906 Certification


17


Exhibits  Additional Exhibits Incorporated by
Reference


|  |                                     |                                            
|- | ----------------------------------- | -------------------------------------------
|  |                                     |                                            
|* | Reflect California Reorganization   | 8-K Current Report dated December 31,
2003 
|* | JMST Acquisition                    | 8-K Current Report dated April 4, 2006     
|* | Cryomastor Reorganization           | 8-K Current Report dated September 27,
2006
|* | Image Labs Merger Agreement Signing | 8-K Current Report dated November 15,
2006 
|* | All Temp Merger Agreement Signing   | 8-K Current Report dated November 17,
2006 
|* | All Temp Merger Agreement Closing   | 8-KA Current Report dated November 17,
2006
|* | Image Labs Merger Agreement Closing | 8-KA Current Report dated November 15,
2006

* Previously filed and incorporated by
reference.  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, thereunto duly authorized.  Reflect Scientific, Inc. (Registrant)  Date: May 15,
2009 By:  /s/ Kim Boyce Kim
Boyce, CEO, President and Director  Date: May 15,
2009 By:  /s/ Tom Tait Tom
Tait, Vice President and Director  Date: May 15,
2009 By:  /s/ David Strate David
Strate, CFO


18