UNITED
STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM
10-QSB



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



For
the quarterly period ended January 31, 2008



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



For the
transition period from _____________ to _____________



Fresh Harvest Products, Inc.

(Name of
small business issuer in its charter)



|                                                               |                           |                                        
|-------------------------------------------------------------- | ------------------------- | ---------------------------------------
|                                                               |                           |                                        
|New Jersey                                                     | 000-51390                 | 33-1130446                             
|(State or other jurisdiction of incorporation or
organization) | (Commission File  Number) | (I.R.S. Employer Identification
Number)



|                                             |  |           
|-------------------------------------------- |  | ----------
|                                             |  |           
|280 Madison Avenue, Suite 1005, New York, NY |  | 10016     
|(Address of principal executive offices)     |  | (Zip Code)



Issuers
telephone number:  (212) 889-5904



Check whether the
issuer (1) has filed all documents and reports required to be filed by Sections
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 filings for the past 90 days.
  YES  [X]     NO   [
 ]



Indicate by check
mark whether the registrant is a shell company (as defined by Rule 12b-2 of the
Exchange Act.)  [ ] Yes [X] No



APPLICABLE ONLY TO CORPORATE ISSUERS:



State the number of
shares outstanding of each of the issuer's classes of common equity, as of the
latest practicable date:  March 10, 2008  39,372,125



Transitional Small
Business Disclosure Format (Check one): Yes [ ] No[X]









---

FRESH HARVEST PRODUCTS, INC.

FORM
10-QSB



INDEX





Part I-- FINANCIAL
INFORMATION



Item 1.
Financial Statements as of January 31, 2008





Balance
Sheet

3

Statement
of Operations

4

Statement
of Stockholders Equity

5

Statement
of Cash Flows

6

Notes
to Financial Statements

7-11



Item 2.
Management's Discussion and Analysis of Financial Condition

and
Plan of Operation

12



Item
3. Control and Procedures

17



Part II-- OTHER
INFORMATION



Item
1. Legal Proceedings

18



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

19



Item
3. Defaults upon Senior Securities

20



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

20



Item
5. Other Information

20



Item
6. Exhibits

20



Signature

21



Exhibits

attached



















2





---



PART
I



Item 1.
   FINANCIAL INFORMATION - FINANCIAL STATEMENTS AS OF
01/31/2008





|FRESH HARVEST PRODUCTS, INC.
Balance Sheet
(a development stage company)
|------------------------------------------------------------------------
|                                                                        
|                                                                        
|                                                                        
|ASSETS                                                                  
|Current
Assets                                                          
|Cash
in Bank                                                            
|Accounts
Receivable, net                                                
|Inventory                                                               
|Total
Current Assets                                                    
|                                                                        
|Fixed Assets,
net                                                       
|                                                                        
|                                                                        
|TOTAL ASSETS                                                            
|                                                                        
|LIABILITIES & STOCKHOLDERS'
DEFICIT                                     
|Current
Liabilities                                                     
|Accounts
Payable                                                        
|Accrued
Expenses Payable                                                
|Payroll
and Related Taxes Payable                                       
|Loans
Payable, current portion                                          
|Loans
Payable to Related Parties                                        
|Total
Current Liabilities                                               
|Long-Term
Liabilities                                                   
|Loans
Payable                                                           
|Total Liabilities                                                       
|                                                                        
|Stockholders'
Deficit                                                   
|Common
Stock, Authorized 200,000,000 Shares,                            
|Issued
and Outstanding: 20,408,238 Shares,                              
|Par
Value $0.0001                                                       
|Paid
in Capital                                                         
|Accumulated
Deficit                                                     
|Total
Stockholders' Deficit                                             
|                                                                        
|TOTAL LIABILITIES &
STOCKHOLDERS' DEFICIT                               







The
accompanying notes are an integral part of these statements



3





---



|FRESH HARVEST PRODUCTS, INC.
Statements of Operations
(a development stage company)
(unaudited)
|-----------------------------------------------------------------------------------------------
|                                                                                               
|                                                                                               
|Revenue                                                                                        
|Returns                                                                                        
|Total Revenue                                                                                  
|                                                                                               
|Cost of Goods Sold                                                                             
|                                                                                               
|Gross Profit                                                                                   
|                                                                                               
|Operating Expenses                                                                             
|Depreciation
& Amortization                                                                    
|Merger
Costs                                                                                   
|General
& Administrative                                                                       
|                                                                                               
|Total Expenses                                                                                 
|                                                                                               
|Loss before Taxes                                                                              
|                                                                                               
|Provision for Income
Taxes                                                                     
|                                                                                               
|Net Loss                                                                                       
|                                                                                               
|                                                                                               
|                                                                                               
|Basic and Diluted Loss per
Share                                                               
|                                                                                               
|Weighted Average Number of
Shares                                                              



The
accompanying notes are an integral part of these statements





4





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|FRESH HARVEST PRODUCTS, INC.
Statement of Stockholders Deficit
(a development stage company)
For the period from October 31, 2005 to January 31, 2008
(unaudited)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                  
|                                                                                                                                                                  
|                                                                                                                                                                  
|Balance at October 31, 2006                                                                                                                                       
|                                                                                                                                                                  
|Balance at October 31, 2007                                                                                                                                       
|                                                                                                                                                                  
|Shares Issued November 2008                                                                                                                                       
|Net Loss for the Quarter ended January 31,
2008                                                                                                                   
|                                                                                                                                                                  
|Balance, January 31, 2008                                                                                                                                         









The
accompanying notes are an integral part of these statements



5





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FRESH HARVEST PRODUCTS, INC.

Statement of Cash Flows

(a
development stage company)

(unaudited)



|                                                                                           |        | Quarter Ended
January 31, 2008 |   | Quarter Ended
January 31, 2007 |         | Since Inception
[Nov 26, 2003]
Through January
31, 2008
|------------------------------------------------------------------------------------------ | ------ | ------------------------------ | - | ------------------------------ | ------- | -------------------------------------------------------
|Cash flows provided by (used for) operating
activities:                                    |        |                                |   |                                |         |                                                        
|Net loss                                                                                   |        | $
  (465,608)                  |   | $ (218,123)                    |         | $
       (2,796,248)                                   
|Adjustments to reconcile net loss to net cash
provided by (used for) operating activities: |        |                                |   |                                |         |                                                        
|Depreciation &
Amortization                                                                |        | 2,870                          |   | 1,522                          |         | 11,742                                                 
|Stock issued for services                                                                  |        | 55,383                         |   | 84,764                         |         | 789,610                                                
|Stock issued for product
rights                                                            |        |                                |   | -                              |         | 50,000                                                 
|Merger costs                                                                               |        | -                              |   | -                              |         | 400,000                                                
|                                                                                           |        |                                |   |                                |         |                                                        
|Changes in assets and liabilities:                                                         |        |                                |   |                                |         |                                                        
|Increase in accrued expenses payable                                                       |        | 79,425                         |   | 20,796                         |         | 315,028                                                
|Increase in accounts payable                                                               |        | 9,039                          |   | 3,715                          |         | 61,294                                                 
|Increase in payroll and related taxes payable                                              |        | 19,353                         |   | 20,876                         |         | 137,355                                                
|(Increase)/Decrease in accounts receivable                                                 |        | (11,059)                       |   | 74,826                         |         | (36,928)                                               
|Increase in Prepaid Expenses                                                               |        | 0                              |   | (1,295)                        |         | 0                                                      
|(Increase) in inventory                                                                    |        | 75,968                         |   | (77,139)                       |         | (231,934)                                              
|Increase in inventory financing payable                                                    |        | 0                              |   | 61,216                         |         | 0                                                      
|                                                                                           |        |                                |   |                                |         |                                                        
|Net cash provided by (used for) operating
activities                                       |        | (34,628)                       |   | (28,842)                       |         | (1,300,080)                                            
|                                                                                           |        |                                |   |                                |         |                                                        
|Cash flows provided by (used for) investing
activities:                                    |        |                                |   |                                |         |                                                        
|Organization Costs                                                                         |        | 0                              |   | 0                              |         | 0                                                      
|Purchase of fixed assets                                                                   |        | (10,086)                       |   | (2,658)                        |         | (54,550)                                               
|Cash provided by (used for) investing activities                                           |        | (10,086)                       |   | (2,658)                        |         | (54,550)                                               
|                                                                                           |        |                                |   |                                |         |                                                        
|Cash flows provided by (used for) financing
activities:                                    |        |                                |   |                                |         |                                                        
|Loan Repayments                                                                            |        | 0                              |   | (10,000)                       |         | (72,000)                                               
|Proceeds from issuance of loans payable from
Related Parties                               | 37,204 |                                | 0 |                                | 804,232
|Proceeds from issuance of loans payable                                                    |        | 0                              |   | 126,000                        |         | 420,500                                                
|Stock Issued for Conversion of Debt                                                        |        | 0                              |   | 0                              |         | 60,000                                                 
|Sale of common stock                                                                       |        | 0                              |   | 0                              |         | 123,969                                                
|Redemption of Capital Stock (SoySlim)                                                      |        | 0                              |   | (50,000)                       |         | (50,000)                                               
|Capital Contributions                                                                      |        | 0                              |   | 0                              |         | 68,803                                                 
|                                                                                           |        |                                |   |                                |         |                                                        
|Cash provided by (used for) financing activities                                           |        | 37,204                         |   | 66,000                         |         | 1,355,503                                              
|                                                                                           |        |                                |   |                                |         |                                                        
|Net Change in Cash                                                                         |        | (7,510)                        |   | 34,500                         |         | 873                                                    
|Beginning Cash                                                                             |        | 8,383                          |   | 921                            |         | 0                                                      
|Ending Cash                                                                                |        | $
           873               |   | $
    35,421                   |         | $
                   873                               



The
accompanying notes are an integral part of these statements



6





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Fresh Harvest Products, Inc.

Notes
to Financial Statements



NOTE 1.

GENERAL ORGANIZATION AND BUSINESS



Serino 1, Corp., (the Company or Serino), a non- operating
public company, was incorporated on April 21, 2005 in the State of New
Jersey.



On December 16, 2005, Serino entered into an agreement and plan of
merger (the Agreement) with Fresh Harvest Products, Inc. (FHP), which was
incorporated on November 26, 2003 in the State of New York, and Certain
Shareholders of FHP.  FHP is a small company which markets and distributes
a line of organic food products.  Pursuant to the Agreement, Serino
acquired 100% of the outstanding capital stock of FHP.  In connection with
the merger, Serino changed its name to Fresh Harvest Products, Inc.  Under
the terms of the Agreement, the stockholders of FHP exchanged all of their
issued and outstanding shares of common stock for 383,628 shares of Serino
common stock (the Exchange).  Concurrent with the Exchange the principal
and founding shareholder of Serino retired all of its founding shares in
exchange for 165,532 new shares of FHP.  The 383,628 shares of common stock
issued to the FHP stockholders represents approximately 70.00% of the ownership
interests in Serino.  FHP had no outstanding options or warrants
immediately prior to the merger.  The Exchange, which resulted in the
stockholders of FHP having control of Serino, represents a recapitalization of
Serino, or a reverse merger rather than a business combination.  In
connection therewith, Serinos historic capital accounts were retroactively
adjusted to reflect the equivalent number of shares issued by Serino in the
Exchange while FHPs historical accumulated deficit was carried forward and the
statement of operations reflects the activities of FHP from the commencement of
its operations on November 26, 2003.



In connection with the Agreement, FHP executed a note payable to
Serinos shareholder over a two (2) year period in the amount of $400,000 for
the acquisition.  The note bears interest at 3%, accrued quarterly, and
provides for standard anti-dilution provisions.  The agreement also
provides for the reduction of this shareholders interest from 30% to 20% upon
repayment of the note, as well as an increase in ownership to majority control
if it is not repaid within two (2) years.



FHPs primary efforts have been devoted to developing its line of
organic food products and raising capital. The Company has limited capital
resources and has experienced net losses and negative cash flows from operations
since inception and expects these conditions to continue for the foreseeable
future.  As of January 31, 2008, the Company had approximately $873 in
cash.  Management believes that cash on hand as of January 31, 2008 is not
sufficient to fund operations through January 31, 2009.  The Company will
be required to raise additional funds to meet its short and long-term planned
goals. There can be no assurance that such funds, if available at all, can be
obtained on terms reasonable to the Company.



The financial statements have been prepared assuming that the
Company will continue as a going concern, which contemplates the realization of
assets and the liquidation of liabilities in the normal course of business.
 However the Company has limited revenue and without realization of
additional capital, it would be unlikely for the Company to continue as a going
concern.



The Company believes that to continue in existence it has to
increase its revenues, and has received loans to purchase inventory.  The
Company will also be seeking additional capital in the form of loans (both short
and long term) and equity to provide capital for expansion, new product
development, inventory, and advertising and marketing.



NOTE  2.

SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES

Critical
Accounting Policies

Our
financial statements are prepared in accordance with accounting principles
generally accepted in the United States. Our significant accounting policies are
described in Note 2 to the consolidated financial statements. The policies below
have been identified as the critical accounting policies we use which require us
to make estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements



7





---

and
amounts of income and expenses during the reporting periods presented. We
believe in the quality and reasonableness of our critical accounting policies;
however, it is possible that materially different amounts would be reported
under different conditions or using assumptions different from those that we
have consistently applied. Our critical accounting policies are as follows,
including our methodology for estimates made and assumptions used:

Revenue
Recognition and Sales Incentives

Sales
are recognized when the earnings process is complete, which occurs when products
are shipped in accordance with terms of agreements, title and risk of loss
transfer to customers, collection is probable and pricing is fixed or
determinable. Sales are reported net of sales incentives, which include trade
discounts and promotions and certain coupon costs. Shipping and handling costs
billed to customers are included in reported sales. Allowances for cash
discounts are recorded in the period in which the related sale is recognized.



Valuation of
Accounts and Chargebacks Receivable

We
perform ongoing credit evaluations on existing and new customers daily. When it
is determined that an amount included in accounts receivable is uncollectable it
is written off as uncollectable. Credit losses have been within our
expectations. We believe we do not have credit exposure at this time.
  There can be no assurance that we would have the same experience
with our receivables during different economic conditions, or with changes in
business conditions, such as consolidation within the food industry and/or a
change in the way we market and sell our products.

Inventory

Our
inventory is valued at the lower of actual cost or market, utilizing the
first-in, first-out method.  We provide write-downs for finished goods
expected to become non-saleable due to age and specifically identify and provide
for slow moving products and packaging.

Property
and Equipment

Our
property and equipment is carried at cost and depreciated or amortized on a
straight-line basis over their estimated useful life. We believe the asset lives
assigned to our property and equipment are within the ranges/guidelines
generally used in food manufacturing and distribution businesses. Our property
and their related assets, are periodically reviewed to determine if any
impairment exists. At this time, we believe no impairment exists on the carrying
value of such assets. Ordinary repairs and maintenance are expensed as incurred.



Accounting Basis



The
basis is United States generally accepted accounting principles.  Effective
December 16, 2005, the Company declared a 1 for 30 reverse split of its common
shares.  Such split has been retroactively affected in all periods
presented.



Earnings per Share



The
basic earnings (loss) per share is defined as the amount of earnings for the
period available to each share of common stock outstanding during the reporting
period.  The diluted earnings per shares is the amount of earnings for the
period available to each share of common stock outstanding during the reporting
period and to each share that would have been outstanding assuming the issuance
of common shares for all dilutive potential common shares outstanding during the
reporting period.  The weighted average number of common shares outstanding
is the number of shares determined by (a) the portion of time within a reporting
period that common shares have been outstanding to (b) the total time in that
period.  In computing diluted EPS, equivalent common shares are considered
for all dilutive potential common shares.



The
Company has not issued any options or warrants or similar securities since
inception.  Potentially dilutive common shares of approximately 775,000
related to convertible loans were not included in the calculation for any
periods presented as they are anti-dilutive.



8





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Dividends



The
Company has not yet adopted any policy regarding payment of dividends. No
dividends have been paid during the period shown.



Income Taxes



The
provision for income taxes is the total of the current taxes payable and the net
of the change in the deferred income taxes. Provision is made for the deferred
income taxes where differences exist between the period in which transactions
affect current taxable income and the period in which they enter into the
determination of net income in the financial statements.



Advertising



Advertising is expensed when incurred. Advertising for the
quarter ended January 31, 2008 was $4,049.99, compared to $0.00 for the quarter
ended January 31, 2006.



General and
Administrative Expenses



General and administrative expenses include costs associated
with further developing and refining the Companys line of products, such as
designs, packaging, sales materials and selling, as well as other administrative
expenses such as telephone, legal fees, travel and the like.



Depreciation of Equipment



Equipment is being depreciated on a straight-line basis over
the useful life of the equipment.



Use of Estimates



The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.



9





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NOTE 3.

ADVANCES FROM RELATED PARTIES



This amount represents net advances made by related parties to the
Company.  Such amounts are non-interest bearing and have no terms.



NOTE 4.

LOANS PAYABLE



Loans payable consist of the following:



|                                                                                                                                                                                                                                                                                                                                                                                | January 31, 2008
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------
|Convertible loans bearing interest at a rate of 10% and due
at various dates between November 2006 and April 2007.  The notes are
convertible into common shares at any time between the date of issue of
the notes and their due dates at a conversion rate of $0.50 per share for
a total of 200,000 shares.  The Company is currently negotiating
extensions of these loans. | $90,000         
|Note payable incurred in connection with reverse merger, due
December 16, 2007  see Note 1                                                                                                                                                                                                                                                                                     | 400,000         
|Convertible notes bearing interest at a rate of 4% and due
September 2007.  The note is convertible into common shares at any
time at the option of the lender or the Company at a 35% discount of the
market price of the Companys common shares.  The Company has
negotiated extensions for loans due in September 2007.                                                     | 35,000          
|Convertible loan bearing interest at a rate of 12% and due
September 2008.  The loan is convertible into common shares at any
time at a conversion rate of $2.00 per share for a total of 50,000
shares.                                                                                                                                                                        | 100,000         
|Convertible loan bearing interest at a rate of 10% and due
November 30, 2008.  The loan is convertible into common shares at any
time at a conversion rate of $.085 per share, for a total of 58,823
shares.                                                                                                                                                                    | 50,000          
|Convertible loan bearing interest at a rate of 10% and due
December 23, 2008.  The loan is convertible into common shares at any
time at a conversion rate of $.095 per share, for a total of 18,948
shares.                                                                                                                                                                    | 18,000          
|Non-convertible short term loan bearing interest at a rate
of 5% and due in July 2007.  The Company is currently negotiating an
extension of t his loan.                                                                                                                                                                                                                        | 7,500           
|Convertible note bearing interest at a rate of 10% and due
February 2009.  The note is convertible into common shares at any
time at the option of the lender or the Company at a $0.50 per share or a
35% discount of the market price of the Companys common shares.                                                                                                         | 15,000          
|Convertible note bearing interest at a rate of 12% and due
February 2009.  The note is convertible into common shares at any
time at the option of the lender or the Company at a $0.50 per share or a
35% discount of the market price of the Companys common shares.                                                                                                         | 30,000          
|Convertible notes bearing interest at a rate of 10% and due
April 2009.  The note is convertible into common shares at any time
at the option of the lender or the Company at $0.45 per share or a 35%
discount of the market price of the Companys common shares.                                                                                                             | 35,000          
|Convertible notes bearing interest at a rate of 10% and due
April 2009.  The note is convertible into common shares at any time
at the option of the lender or the Company at $0.50 per share or a 35%
discount of the market price of the Companys common shares.                                                                                                             | 15,000          
|Convertible notes bearing interest at a rate of 10% and due
June 2009.  The note is convertible into common shares at any time at
the option of the lender or the Company at $0.50 per share or a 25%
discount of the market price of the Companys common shares.                                                                                                              | 15,000          
|Total:                                                                                                                                                                                                                                                                                                                                                                          | $810,500        
|Less: current portion                                                                                                                                                                                                                                                                                                                                                           | (567,500)       
|Long Term                                                                                                                                                                                                                                                                                                                                                                       | $243,000        









10





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NOTE 5.

STOCKHOLDERS EQUITY



Common Stock all Common Stock has a par value of $0.0001.



In November 2007 the Company issued 2,553,832 shares of its par
value common stock for investors in the Company. These shares were issued under
Section 4(2) of the Securities Act of 1933. These shares were valued by the
Company at $255,128.



In July 2007 the Company issued 1,142,601 shares of its par value
common stock for investors in the Company. These shares were issued under
Section 4(2) of the Securities Act of 1933. These shares were valued by the
Company at $168,204.



In June 2007 the Company issued 697,330 shares of its par value
common stock for investors in the Company. These shares were issued under
Section 4(2) of the Securities Act of 1933. These shares were valued by the
Company at $76,636.



In January 2007 the Company issued 806,500 shares of its par value
common stock for investors in the Company. These shares were issued under
Section 4(2) of the Securities Act of 1933. These shares were valued by the
Company at $80,650.



In December 2006 the Company issued 8,300 shares of its par value
common stock for investors in the Company. These shares were issued under
Section 4(2) of the Securities Act of 1933. These shares were valued by the
Company at $830.



In December 2006 the Company retired 1,000,000 shares from
SoySlim, Inc.  The deal was declared null and void by both parties.



In November 2006 the Company issued 32,835 shares of its par value
common stock for investors in the Company. These shares were issued under
Section 4(2) of the Securities Act of 1933. These shares were valued by the
Company at $3,283.50.



NOTE 6.

RELATED PARTY TRANSACTIONS



The Chief Executive Officer of the Company may be involved in
other business activities.  This person may face a conflict in selecting
between the Company and their other business interests. The Company has not
formulated a policy for the resolution of such conflicts.



NOTE 7.

PROVISION FOR INCOME TAXES



The Company provides for income taxes under Statement of Financial
Accounting Standards NO. 109, Accounting for Income Taxes. SFAS No. 109 requires
the use of an asset and liability approach in accounting for income taxes.
Deferred tax assets and liabilities are recorded based on the differences
between the financial statement and tax bases of assets and liabilities and the
tax rates in effect when these differences are expected to reverse.



SFAS No. 109 requires the reduction of deferred tax assets by a
valuation allowance if, based on the weight of available evidence, it is more
likely than not that some or all of the deferred tax assets will not be
realized.  All of the expenditures thus far have been to organize the
Company and will not be expensed for tax purposes until the Company has
operations.





11





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NOTE 8.

REVENUE AND EXPENSES



The Company currently has limited operations and revenue.



Accounts Receivable



Accounts Receivable is $36,928 and represents current amounts
collectable.



NOTE 9.

OPERATING LEASES AND OTHER COMMITMENTS:



The Company has no lease obligations.



NOTE
 10.

THE
EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS



Below
is a listing of the most recent accounting standards and their effect on the
Company.



SFAS 148Accounting for
Stock-Based Compensation-Transition and Disclosure

Amends FASB 123 to provide alternative methods of transition for
an entity that voluntarily changes to the fair value based method of accounting
for stock-based employee compensation.

SFAS 149

Amendment of Statement 133 on Derivative Instruments and
Hedging Activities

This Statement amends and clarifies financial accounting and
reporting for derivative instruments, including certain derivative instruments
embedded in other contracts (collectively referred to as derivatives)  and
for hedging activities under FASB Statement NO. 133, Accounting for Derivative
Instruments and Hedging Activities.

SFAS 150

Financial Instruments with Characteristics of both Liabilities and
Equity

This Statement requires that such instruments be classified as
liabilities in the balance sheet.  SFAS 150 is effective for
financial instruments entered into or modified after May 31, 2003.



Interpretation No. 46 (FIN 46)



Effective January 31, 2003, The Financial Accounting Standards
Board requires certain variable interest entities to be consolidated by the
primary beneficiary of the entity if the equity investors in the entity do not
have the characteristics of a continuing financial interest or do not have
sufficient equity at risk for the entity to finance its activities without
additional subordinated financial support from other parties. The Company has
not invested in any such entities, and does not expect to do so in the
foreseeable future.



The adoption of these new Statements is not expected to have a
material effect on the Companys financial position, results or operations, or
cash flows.

















12





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ITEM
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF
OPERATIONS



This
section of the Report includes a number of forward-looking statements that
reflect our current views with respect to future events and financial
performance. Forward-looking statements are often identified by words like:
believe, expect, estimate, anticipate, intend, project and similar expressions,
or words which, by their nature, refer to future events. You should not place
undue certainty on these forward-looking statements, which apply only as of the
date of this Report. These forward-looking statements are subject to certain
risks and uncertainties that could cause actual results to differ materially
from historical results or our predictions.



Overview



We
are an early stage company and have generated only nominal revenues from our
organic food business operations since inception on November 26, 2003 through
January 31, 2008 ($541,762). We only began having revenues from operations
during the quarter ending July 31, 2006. Our net loss from inception until
January 31, 2008 is $2,796,248 and to date, we have been dependent upon equity
and debt financing. Since our inception through January 31, 2008, we have been
funded through capital contributions of $68,803 from Michael Jordan Friedman,
our President and Chief Executive Officer, from the sale of common stock between
November 2005 through January 31, 2008 for gross proceeds of $123,969 to 11
investors, from convertible loans totaling $388,000 from 15 individuals, and one
private loan of $7,500. $95,000 of those convertible loans was issued during the
quarter ended April 30, 2007. In addition, Arthur Friedman, the father of the
Companys President and CEO, has made advances to Fresh Harvest of $784,332
since inception through the quarter ending January 31, 2008.  Illuminate,
Inc., a principal shareholder, has made advances of $13,000 to Fresh Harvest.
Such advances do not have written terms and are not convertible nor is the
previously mentioned $7,500 private loan.



We
were formed in New Jersey as a blank check company on April 21, 2005, under the
name Serino 1, Corp. with no operations, assets or purpose other than the
purpose of seeking a privately held operating company as an acquisition or
merger candidate. On December 16, 2005, we acquired Fresh Harvest Products,
Inc., a New York corporation, a development stage company in the organic food
business, and absorbed its operations into our business. As a result of the
acquisition, we are no longer a blank check company, and the controlling
shareholders of the acquired company became the controlling shareholders of our
company. The acquisition was considered a reverse acquisition for accounting and
financial reporting purposes. The unaudited consolidated financial statements
that are a part of this quarterly report include the accounts of our company
since the acquisition (December 16, 2005) and the historical accounts of Fresh
Harvest Products, Inc. the New York corporation since the date of its inception,
November 26, 2003. All significant intercompany balances and transfers have been
eliminated in consolidation.



After
the acquisition, our business plan has been to market and distribute (both
domestic and imported) a line of organic food products. We intend our focus to
be on the finding quality organic and artisan food products throughout the
world.  We plan that our Fresh Harvest branded organic food products will
be produced by artisan farms, co-ops and families who have historically grown
organic products. We initially plan to offer products that include: olive oils
from Italy and Spain; coffee from South America, USA and Africa and Fresh
Harvest Health Bars that have no sugar added, are cholesterol free, trans fat
free, low in sodium and gluten free. Our goal is to bring healthy, great tasting
organic food products at affordable prices to the mass markets.  All
packaging has been previously designed and approved. We also plan to market and
distribute a line of Fresh Harvest Health Bars once



13





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that
product can be produced. We are now selling the product line to select
supermarkets chains in the eastern part of the United States. We have one trade
name (Wings of Nature).

As
a development stage company, our primary efforts have been devoted to developing
our line of organic food products and raising capital. Accordingly, we have
limited capital resources and have experienced net losses and negative cash
flows from operations since inception and expect these conditions to continue
for the foreseeable future.  As of January 31, 2008, the Company had
current assets of $269,735 that includes cash ($873), net accounts receivable
($36,928) and inventory ($231,934).  Management believes that the liquid
cash and other liquid assets on hand as of January 31, 2008 are not sufficient
to fund operations for the next 12 months.  Accordingly, we will be
required to raise additional funds to meet our short and long-term planned
goals. There can be no assurance that such funds, if available at all, can be
obtained on terms reasonable to us. In this regard, we have obtained and will
continue to attempt to obtain (short and long term) loans for inventory
purchases, new product development, expansion, advertising and marketing as well
as seeking to enter into factoring arrangements using our receivables to finance
our operations. In addition, we will attempt to raise funds through the sale of
equity. We cannot assure you that we will be successful in obtaining the
aforementioned financings (either debt or equity) on terms acceptable to us, or
otherwise.

Our
unaudited financial statements contained in this quarterly report have been
prepared on a going concern basis, which assumes that we will be able to realize
our assets and discharge our obligations in the normal course of business. Our
financial statements indicate that we incurred net losses for the period from
inception of November 26, 2003 to January 31, 2008 of $2,796,248.

In
the audited financial statements contained in our Annual Report on Form 10KSB
for the year ended October 31, 2007, our auditors had provided an explanatory
note that indicated that we are an early stage company and our ability to
continue as a going concern is dependent on raising additional capital to fund
future operations and ultimately to attain profitable operations. We believe
that nothing has happened in our business operation since then that would change
our auditors opinion about this.

During
the next 12 months, we have no material commitments for capital including but
not limited to the purchase or sale of a plant or significant equipment. In
addition, we do not expect to incur research and development costs within the
next 12 months or have any significant changes in the number of our
employees.



Plan of Operation
for the Next Twelve Months



Our
plan of operation for the twelve months following the date of this quarterly
report is to continue to develop and expand our business operations to have
sustainable cash flow. We will be delayed in initiating our business plan if and
until we have at least an additional approximate $1,000,000 of capital. If we
are not successful in raising this capital, we will have to reassess our plan or
our chances of being profitable. The plan of operation over the next 12 months
may include, but not exclusively, activities such as:



·

Capitalization,
including obtaining financing through equity and/or debt financing.
 Currently, we do not have sufficient financial resources to implement or
complete our business plan.  We anticipate that we will need a minimum of
an additional approximate $1,000,000 to satisfy our cash requirements over the
next 12 months. We cannot be assured that revenue from operations, if any, will
be sufficient to fund our activities during the next 12 months. Accordingly, we
will have to seek alternates sources of capitalincluding private placements, a
future public offering, and/or loans from officers and/or third party lenders.
We are not experienced in selling equity. We can offer no assurance that we will
be able to raise additional funds if needed, on acceptable terms to us or
otherwise. If we are



14





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unsuccessful
in our attempts to raise sufficient capital, we may have to cease operations or
postpone our plans to initiate or complete our business plan. In that case, you
may lose your entire investment in our company.



·

Establishing
and/or solidifying relationships with manufacturers, packagers and suppliers,
including growers of organic foods such as artisan farms, co-ops and farming
families in America and throughout the world. Estimated cost: $200,000 (which
includes the production of sample products).

·

Establishing
a distribution network for our products including supermarkets, independent
grocers, food brokers and snack distributors.  Estimated cost: $55,000.

·

Conducting
a search for new manufacturers and packaging companies.

·

Commence
and establish marketing, advertising and promotion programs to increase brand
equity and awareness. Estimated cost:  $400,000.

·

Salaries,
including for present employees and possible new hiring of additional management
personnel and appropriate operating and sales staff. Estimated cost:
$250,000.

·

Partial
repayment of convertible loans. Estimated cost: $75,000.



These
are only estimates and no assurance can be given regarding either statement as
to timing or actual eventuality. If we can raise more than the minimum amounts
indicated above, we anticipate spending increased amounts on establishing and
expanding our distribution network, marketing, advertising and promotions.



We
commenced operations and first had revenues from operations during our third
quarter ended July 31, 2006. It is our plan that our business operations will
generate sufficient revenues to sustain our operations and cash flow by July 1,
2009.  We have been purchasing a minimum number of products (coffee, health
and coffee and salsa), and anticipates sales that will provide revenues for
operations. The revenue generated from these sales will be used to make
additional product purchases and minimally fund our operations.



We
estimate that our cash and other current assets as of January 31, 2008, of
approximately $269,735 will only be sufficient to meet our short term needs for
approximately four months.  If we are unable to raise the required
financing, we will be delayed in commencing our business plan.  Currently,
because we are considered a new business with limited credit history with
vendors, suppliers, manufacturers, packagers and food producers, we must pay for
our purchases up front and are not granted credit terms. This will continue
until we have established a satisfactory credit history. We cannot estimate,
with any certainty, how long this may take, or if it will occur at all. Our
inability to obtain credit from such providers has a significant impact upon our
liquidity and our ability to utilize funds for other purposes. Similarly, if and
when we hire salesmen and /or additional personnel, including management and
sales personnel, the cost related to such hirings will have a significant impact
on our liquidity and deployment of funds.



Results of
Operations for Three Months Ending January 31, 2008 and January 31,
2007.



Financial
Information from Comparative Quarters



We
first began to have revenues during the quarter ending July 31, 2006. Prior to
that we did not have revenues and only had losses. Accordingly, a comparison of
the results of accounting periods prior to the quarter ending January 31, 2008
may not be meaningful in making investment evaluations regarding our company. We
are presently in the early stages of our business.  In that regard, we can
provide no assurance that we will ever be profitable in our operations.





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For
the three months ended January 31, 2008, we recorded revenues of $68,190 versus
revenues of $46,506 in the same period of 2007.  The increase in revenues
is attributed to the increase in distribution through our distributors and an
increase in our marketing expenses.



Gross
profit, defined as revenues less cost of goods sold, was $8,829 for the three
months ended January 31, 2008, compared to ($9,350) for the three months ended
January 31, 2007. The difference is attributed to the fact there was a return by
a distributor in the 2007 period.



Cost
of goods sold was $59,361 for the three months ended January 31, 2008 compared
to $34,352 for the three months ended January 31, 2007.  The difference can
be attributed to the increase in products sold in the 2008 period and thus an
increase in the cost of goods sold.



We
incurred operating expenses in the amount of $474,437 for the three months ended
January 31, 2008, and $208,773 for the three months ended January 31, 2007.



Our
net loss increased from $218,123 for three months ended January 31, 2007 to
$465,608 for the three months ended January 31, 2008. The increase was primarily
as a result of an increase in marketing, sales and salary expenses.



Financial
Condition and Liquidity



At
January 31, 2008, we had current assets of $269,735 including cash in the amount
of $873, inventory of $231,934 and accounts receivable of $36,928.  We had
net fixed assets of $42,808.



Off Balance Sheet
Arrangements



We
do not have any off balance sheet arrangements that are reasonably likely to
have a current or future effect on our financial condition, revenues, results of
operations, liquidity or capital expenditures.



Significant
Accounting Policies



Our
financial statements are prepared in accordance with accounting principles
generally accepted in the United States. The accounting principles we use
require us to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial statements and amounts of
income and expenses during the reporting periods presented.  We believe in
the quality and reasonableness of our critical accounting policies; however, it
is likely that materially different amounts would be reported under different
conditions or using assumptions different from those that we have consistently
applied. The accounting policies that have been identified as critical to our
business operations and understanding the results of our operations pertain to
revenue recognition and sales incentives, valuation of accounts and chargebacks
receivable, inventories and plant and equipment.

Seasonality

While
our snack food product lines are stronger in the warmer months, our coffee
product line primarily markets hot coffee products and, as a result, its
quarterly results of operations reflect seasonal trends resulting from increased
demand for its hot coffee products in the cooler months of the year. In years
where there are warm winter seasons, our sales of cooler weather products, which
typically increase in our second and third fiscal quarters, may be negatively
impacted.



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Quarterly
fluctuations in our sales volume and operating results are due to a number of
factors relating to our business, including the timing of trade promotions,
advertising and consumer promotions and other factors, such as seasonality,
inclement weather and unanticipated increases in labor, commodity, energy,
insurance or other operating costs. The impact on sales volume and operating
results due to the timing and extent of these factors can significantly impact
our business. For these reasons, you should not rely on our quarterly operating
results as indications of future performance.

Inflation

We
do not believe that inflation had a significant impact on our results of
operations for the periods presented.

Note
Regarding Forward Looking Information

Certain
statements contained in this Quarterly Report constitute forward-looking
statements within the meaning of Section 27A of the Securities Act of 1934
and Sections 21E of the Securities Exchange Act of 1934. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, levels of activity, performance or achievements of
the Company, or industry results, to be materially different from any future
results, levels of activity, performance or achievements expressed or implied by
such forward-looking statements.

Such
factors include, among others, the following: general economic and business
conditions; our ability to implement our business and acquisition strategy; the
ability to effectively integrate our acquisitions; competition; availability of
key personnel; changes in, or the failure to comply with government regulations;
and other risks detailed from time-to-time in the Companys reports filed with
the Securities and Exchange Commission, including the report on Form 10-K, and
any amendments thereto, for the fiscal year ended October 31, 2007. As a
result of the foregoing and other factors, no assurance can be given as to
future results, levels of activity and achievements and neither the Company nor
any person assumes responsibility for the accuracy and completeness of these
statements.



Item
3.  Quantitative and Qualitative Disclosures about Market Risk



We are a smaller
reporting company as defined by Rule 12b-2 of the Exchange Act and are not
required to provide the information required under this item.



Item 4.
Controls and Procedures



Disclosure Controls



As of the end of the
period covered by this report, we carried out an evaluation, under the
supervision and with the participation of our management, including the chief
executive officer and chief financial officer (who is the same person), of the
effectiveness of our disclosure controls and procedures as defined in Exchange
Act Rule 13a-15(e). In designing and evaluating the disclosure controls and
procedures, management recognized that any controls and procedures, no matter
how well designed and operated, can provide only reasonable assurance of
achieving the desired control objectives, and management is required to apply
its judgment in evaluating the cost-benefit relationship of possible controls
and procedures.



Based on that
evaluation, our chief executive officer/chief financial officer concluded that
our disclosure controls and procedures were effective as of the end of the year
to provide reasonable assurance that information we are required to disclose in
reports that we file or submit under the Securities Exchange Act of 1934, as
amended, is accurately recorded, processed, summarized and reported within the
time periods specified in Securities and Exchange Commission rules and forms,
and that such information is accumulated and communicated to our management,
including our chief executive officer/chief financial officer, as appropriate,
to allow timely decisions regarding required disclosure.



Internal Controls



In connection with
the effectiveness of our Registration Statement on Form 10-SB, we first became
subject to the reporting obligations of Section 13 of the Exchange Act in July
2005, and we became an active company (changing our status as a blank check
company) in December 2005. Accordingly, since that time we have been adopting
and implementing various measures in order to improve control processes and
corporate governance. As a non-reporting company, we were not required to adopt
the types of internal control procedures that a reporting, active public company
must adopt and maintain. Accordingly, since becoming an active company, we have
taken steps to enhance existing policies, or implement new ones, so as to have
an effective system of internal controls over financial reporting. These
measures, which either have materially affected, or are reasonably likely to
materially affect, our internal controls over financial reporting, include the
development of policies and procedures and the educating of employees on
existing policies and procedures in an effort to continuously improve our
overall control environment. Except for the improvements described above, there
have been no other changes in the internal control over financial reporting
during the quarter covered by this report that have materially affected, or are
reasonably likely to materially affect, internal controls over financial
reporting.



We do not expect that
disclosure controls or internal controls over financial reporting will prevent
all errors or all instances of fraud. A control system, no matter how well
designed and operated, can provide only reasonable, not absolute, assurance that
the control systems objectives will be met. Further, the design of a control
system must reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs. Because of the
inherent limitations in all control systems, no evaluation of controls can
provide absolute assurance that all control issues and instances of fraud, if any, within its company have been detected.
These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur because of simple
error or mistake. Controls can also be circumvented by the individual acts of
some persons, by collusion of two or more people, or by management override of
the controls. The design of any system of controls is based in part upon certain
assumptions about the likelihood of future events, and



17





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any design
may not succeed in achieving its stated goals under all potential future
conditions. Over time, controls may become inadequate because of changes in
conditions or deterioration in the degree of compliance with policies or
procedures. Because of the inherent limitation of a cost-effective control
system, misstatements due to error or fraud may occur and not be detected.





PART
II - OTHER INFORMATION







Item 1.
  Legal Proceedings.



On
June 7, 2007, a complaint was filed in the Superior Court of New Jersey by
Illuminati, Inc., a lender to, and principal shareholder of the Company. The
Company was named as a defendant along with two of its officers and directors,
Michael J. Friedman and Dominic M. Cingari. Messrs. Friedman and Cingari were
named both individually and in their capacities as officers and directors. The
principal of Illuminati, Inc. is the father of a director of the Company.

Illuminati,
Inc. was the principal shareholder of the Company prior to the December 2005
Agreement and Plan of Acquisition and Merger by and Among Serino 1, Corp. and
Fresh Harvest Products, Inc., certain shareholders of Fresh Harvest Products,
Inc. and Illuminate, Inc. (the Merger Agreement). In connection with the
merger, the Company issued a $400,000 interest bearing promissory note to
Illuminati, Inc. in exchange for common shares of the Company pursuant to a
formula based in part on the repayment schedule of the promissory note.

The
complaint alleges claims for breach of the Merger Agreement and rescission of
the Merger Agreement; declaratory relief and promissory estoppel to recover the
shares alleged to have been improperly issued to Messrs. Friedman and Cingari;
breach of fiduciary duty and tortious interference with the Merger Agreement by
Messrs. Friedman and Cingari. The complaint seeks not less than $1 million in
damages. Management has denied the allegations supporting the claims in the
complaint and will contest the lawsuit, finding the general damages claim to be
without merit. The Company acknowledges it owes shares to Illuminate, Inc. and
has made a good faith effort to reach a mutual agreement as to the number of
shares due to Illuminati, Inc. Management intends to move to dismiss the lawsuit
after a period of discovery.

Subsequently,
the Company filed an answer and asserted a counterclaim for fraudulent
inducement against Illuminati, Inc. based upon numerous fraudulent
misrepresentations made by Illuminati, Inc. The Company has asked the New Jersey
Superior Court to award Fresh Harvest damages in the amount of $2,000,000.



An
Order to Show Cause with Temporary Restraints was issued upon the Registrant by
the Plaintiff on February 20, 2008, by the Superior Court of New Jersey in
connection with the matter described in Item 1 (Legal Proceedings), above. See
Exhibit 99.1 attached hereto. In connection therewith, a hearing was held on
March 10, 2008. As a result of the hearing, the Court issued the following
orders:



(A)

Take
no action to alter, destroy, delete, move, transfer, sell or otherwise take any
adverse action with respect to the books or records, or to the property or
assets of FHP, wherever located, but to protect, preserve and safeguard
same;

(B)

Take
no action to increase the number of the Registrants shares authorized or
issued, to issue any further shares, except as to creditor initiated conversions
of debt to shares for debt issued by the Registrant prior to 2/11/2008



18





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(C)

Incur
no further debt of obligation on behalf of the Registrant except in the ordinary
course of business and in an amount not to exceed $75,000 in the aggregate;

(D)

Immediately
instruct the Registrants transfer agent to release to Richard Verdiramo
information requested by the plaintiff, including without limitation, a list of
shareholders and mailing labels containing their addresses;

(E)

Immediately
authorize and facilitate the plaintiffs efforts to obtain the contact
information on Registrants beneficial owners from whatever source(s)
necessary;

(F)

With
Respect to certificates numbered 35, 108, and 113 representing the 4,013,810
shares of Registrant that were issued to the plaintiff before February 13, 2008,
defendants will provide before 3/10/2008 all documents concerning the issuance
and cancellation thereof;

(G)

Allow
the plaintiff and/or its counsel, through Richard Verdiramo, immediate and
regular access to the Registrants financial and corporate books and records for
purposes of inspection and copying.



Pursuant to the March 10, 2008, Order, the representatives of the
Plaintiff examined the Registrants financial and corporate books and records.
According to said representatives, those books and records were reported to be
satisfactory and no irregularities were uncovered.



Another hearing was held on March 19, 2008 and a revised Order to
Show Cause with Temporary Restraints was issued by the Superior Court of New
Jersey .As a result of the hearing, the Court issued the following orders:

(A)

Cease
and desist from altering, destroying, deleting, moving, transferring, selling or
otherwise take any adverse action with respect to the property and assets of the
Registrant including its financial and corporate books or records, wherever
located, absent at least 48 hours written notice;

(B)

Take
no action to increase the number the Registrants shares authorized or issued,
to issue any further shares of the Registrant, except as to creditor initiated
conversions of debt to shares for debt issued by the Registrant prior to
2/11/2008

(C)

Incur
no further debt of obligation on behalf of the Registrant, except in the
ordinary course of business and in an amount not to exceed $75,000 in the
aggregate, provided however that the parties can mutually agree to exceed that
limit;

(D)

Provide
on or before March 21, 2008 a certified list of shareholders;

(E)

Provide
on or before March 24, 2008 a list of names and addresses of non-objecting
beneficial shareholders;

(F)

Allow
the plaintiff through Richard Verdiramo and/or its counsel immediate and regular
access to the Registrants financial and corporate books and records for
purposes of inspection and copying.



Although
the parties are conducting ongoing settlement negotiations, there can be no
assurance that the matter will be resolved amicably.



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



None.





19





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Item
3.   Defaults Upon Senior Securities.



None



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



No
matter was submitted during the quarter ending January 31, 2008 covered by this
report to a vote of the Company's shareholders, through the solicitation of
proxies or otherwise.



Item 5.
  Other Information.



None.



Item 6.
  Exhibits.



31.1
Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002,
Friedman

32.1
Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002,
Friedman

99.1
Order to Show Cause with Temporary Restraints, February 20, 2008 *

99.2
Order to Show Cause with Temporary Restraints, March 19, 2008 *

*Previously filed.



20





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SIGNATURES



In
accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this amendment to registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized.



Fresh Harvest
Products, Inc.

(Registrant)





/s/ Michael Jordan
Friedman

_________________________________________

Michael Jordan
Friedman, Chief Executive Officer

and Chief Financial Officer



Date: February 25,
2009















21