U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                 FORM 10-KSB

(MARK ONE)

[X]   ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED NOVEMBER 1, 2008.

[ ]   TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____ TO ____

                         COMMISSION FILE NUMBER: 0-1455


                            OPT-SCIENCES CORPORATION
                (Name of small business issuer in its charter)

                NEW JERSEY                           21-0681502
      (State or other jurisdiction of               (I.R.S. Employer
       incorporation or organization)              Identification No.)

1912 BANNARD STREET, CINNAMINSON, NEW JERSEY             08077
  (Address of principal executive offices)             (Zip Code)


Issuer's telephone number                             (856)829-2800

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act:

                   Common Stock, $.25 par value per share
                                (Title of Class)

Check whether the issuer is not required to file reports pursuant to
Section 13 or 15(d) of the Exchange Act.   [  ]

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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[ ]

Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B contained in this form, and no disclosure
will be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III
of this Form 10-KSB or any amendment to this Form 10-KSB. [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]

State issuer's revenues for its most recent fiscal year: $6,748,691.

The aggregate market value of the 239,945 common shares held by non-
affiliates (i.e. excluding shares held by officers, directors and each
person owning 5% or more of the outstanding stock) on December 31, 2008
was approximately $2,160,000 based on the average of the bid and asked
price of the stock on that date as quoted by the Pink Sheets, in the
non NASDAQ over the counter market.

State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practical date:  775,585 shares of
the issuer's common stock, par value of $.25, were outstanding on
December 31, 2008.

Documents Incorporated by Reference: None.

Transitional Small Business Disclosure Format (CHECK ONE): YES[ ] NO[X]




                             TABLE OF CONTENTS

                FORM 10-KSB ANNUAL REPORT - FISCAL YEAR 2008
                  OPT-SCIENCES CORPORATION AND SUBSIDIARY

PART I                                                          PAGE

Item 1.  Description of Business...................................4
Item 2.  Description of Property...................................7
Item 3.  Legal Proceedings.........................................8
Item 4.  Submission of Matters to a Vote of Security
         Holders...................................................8

PART II

Item 5.  Market for Common Equity and
         Related Stockholder Matters and Small Business Issuer
         Purchases of Equity Securities.....................       8
Item 6.  Management's Discussion and Analysis or Plan of
         Operation.................................................9
Item 7.  Financial Statements.....................................13
Item 8.  Changes In and Disagreements with Accountants
         on Accounting and Financial Disclosure...................13
Item 8A. Controls and Procedures..................................13
Item 8B. Other Information........................................15

PART III

Item 9.  Directors, Executive Officers, Promoters and
         Control Persons and Corporate Governance;
         Compliance with Section 16(a) of the
         Exchange Act.............................................15
Item 10. Executive Compensation...................................16
Item 11. Security Ownership of Certain Beneficial Owners
         and Management and Related Stockholder Matters...........17
Item 12. Certain Relationships and Related
         Transactions, and Director Independence..................18
Item 13. Exhibits.................................................19
Item 14. Principal Accountant Fees and Services...................19

-  Signatures.....................................................20
 -  Section 302 Certification.....................................21
 -  Section 906 Certification.....................................22












PART I

Special Note Regarding Forward Looking Statements

Certain sections of this annual report contain forward-looking
statements.  These statements relate to future events or future
financial performance and involve known and unknown risks,
uncertainties and other factors that may cause the Company's or its
industry's actual results, levels of activity, performance or
achievements to be materially different from the future results, levels
of activity, performance or achievements expressed or implied by the
forward-looking statements.

In some cases, you can identify forward-looking statements by words
such as "may," "will," "should," "expects," "plans," "anticipates,"
"believes," "estimates," "predicts," "potential," or the negative of
these terms or other comparable words. These statements are only
predictions. Actual events or results may differ materially.

Although the Company believes that the expectations reflected in the
forward-looking statements are reasonable, it cannot guarantee future
results, levels of activity, performance or achievements. Moreover,
neither the Company nor any person assumes responsibility for the
accuracy and completeness of these forward- looking statements. The
Company is under no duty to update any of the forward-looking
statements after the date of this report to conform its prior
statements to actual results.

ITEM 1. DESCRIPTION OF BUSINESS

BUSINESS OF THE COMPANY.

OVERVIEW. Opt-Sciences Corporation, formed in 1956, conducts its
business through its wholly owned subsidiary, O & S Research, Inc. Both
companies are New Jersey corporations. As used in this form 10-KSB, the
terms "Company", "we" or "our" refer to the combined operations of Opt-
Sciences Corporation and O & S Research, Inc.

Opt-Sciences Corporation, through its wholly owned subsidiary, O & S
Research, Inc., deposits anti-glare and/or transparent conductive
optical coatings on glass used primarily to cover instrument panels in
aircraft cockpits. We also provide full glass cutting, grinding and
painting operations which augment our optical coating capabilities.
Most of our products are designed to enable pilots to read aircraft
instruments in direct sunlight or at night or in covert situations
using appropriate night vision filters. This is a niche business
primarily dependent on the needs of new and used aircraft for initially
installed parts, spare parts, replacements and upgrades. It requires
custom manufacturing of small lots of products to satisfy specific
requirements identified by our customers.

The Company's business is highly dependent on a robust commercial,
business, and regional aircraft market; to a lesser degree, it is also
dependent on the military aircraft market. We generally have a four to
twelve week delivery cycle depending on product complexity, available
plant capacity and required lead time for specialty raw materials such
as polarizers or filter glass. Our sales tend to fluctuate from quarter
to quarter because all orders are custom manufactured, and customer
orders are generally scheduled for delivery based on our customer's
need date, not on our ability to make shipments. Since the Company has
two customers that together represent over 60% of sales, any
significant change in the requirements of either of those customers has
a direct impact on our revenue for any given quarter. When one of these
customers defers a sizable order, sales for the following quarter often
rebound as the customer replenishes its inventory.

Based on our understanding of the industry and the needs of our
customers, we expect to complete and ship approximately 80% of the
Fiscal Year 2008 backlog of unshipped orders before the end of the
first quarter of fiscal 2009. If we do so, we expect first quarter
sales to be approximately $1,400,000.

Regulatory compliance costs under the Sarbanes/Oxley Act are expected
to grow this year. We also expect increased costs associated with
marketing and sales as the Company places a greater emphasis on
customer contact.

CORE PRODUCTS. The distinguishing characteristic of our business is our
optical thin film coating capability. Almost all products which we
offer incorporate an optical coating of some type. Our primary coatings
are for aircraft cockpit display applications and consist of our anti-
reflection coating used for glare reduction and our transparent
conductive coating used for electromagnetic interference shielding. We
apply either or both coatings to different types of glass face plates
which are usually mounted on the front of liquid crystal displays
(LCDs), cathode ray tubes (CRTs) and electromechanical displays (EMDs).

ANCILLARY PRODUCTS AND SERVICES. In addition to coated glass described
above, we also offer a full range of other specialty instrument glass,
including night vision filter glass, circular polarizers, touchpads,
glass sandwiches for LCDs as well as other custom designed specialty
glass components and assemblies.

GROWTH STRATEGY. In light of anticipated increased costs associated
with Sarbanes/Oxley compliance in the years ahead, the Company
continues to re-evaluate its growth strategy pertaining to sales and
marketing, production facilities and efficiencies and our staffing
methods to maximize the value of our financial and human resources.

In Fiscal Year 2008, we hired additional production employees in
support of our increased sales. We also ordered a new coating unit to
supplement our manufacturing capacity. For Fiscal Year 2009, we expect
slightly weaker commercial and business aircraft markets. We continue
to see potential for growth in our conductive coating business which is
used primarily, but not exclusively, on military platforms. We expect
the anti-reflective coating market to decline since it is used
primarily in the commercial and business avionics sectors which have
begun to weaken. Our future growth is contingent on increasing our
capacity to provide conductive coatings, securing new customers,
developing new products and providing adequate staff and facilities to
meet our needs. We are continuing to look at increasing the current
facility size or moving to a larger facility to accommodate higher
capacity should it be required.

MARKETING AND SALES. Our principal sales executive is our President,
who maintains regular contact with the largest customers and
continually seeks to develop new customers. We do not currently employ
the services of manufacturers representatives or sales personnel. O & S
Research, Inc. and our products are listed in the Thomas Register. We
also maintain sales websites at osresearch.com and optsciences.com. We
engage in a low cost public relations and advertising program.
Purchasing personnel of major corporations or governmental agencies
place orders with us, based on price, delivery terms, satisfaction of
technical specifications and quality of product. Procurement
departments of customers ordinarily purchase products from us because
we are on an approved vendor list. We enhance sales prospects by
providing creative technical solutions to customer requirements. We are
currently an approved vendor for major aircraft programs. We continue
to be a major supplier for the anti-glare face plates covering the flat
panel displays on the Boeing 777 and the 737 Next Generation models of
commercial aircraft and the long range Gulfstream and Dassault Falcon
business jets. During the recent two month long machinist strike,
Boeing did not manufacture any commercial aircraft. That strike and the
recent financial credit market meltdown make it difficult to predict
deliveries of 777s and 737NGs or any other Boeing commercial planes in
2009. Recent projections are for delivering as many as 500 aircraft to
as few as only 400 aircraft in 2009. We expect that most of the future
growth in overall commercial airplane production will be from the
Boeing 737, 777 and 787. However, Boeing's manufacture of the 787 is
not expected to increase our future revenues because its cockpit
displays will be provided by RockwellCollins, a company that currently
purchases its instrument glass requirements for the 787 from one of our
competitors. In Fiscal 2008, we derived 60% of our revenues from two
major customers, Honeywell Inc. and TPO Displays Corporation. The loss
or curtailment of business with either of these companies could have a
negative impact on our operating results.

PATENTS, TRADEMARKS AND PROPRIETARY KNOWLEDGE. We do not hold patents
or have registered trademarks. However, our customers do rely on our
accumulated experience and know-how in satisfying their instrument
glass requirements.

MANUFACTURING. Our customers commonly use Cathode Ray Tubes and Liquid
Crystal Displays for aircraft cockpit instrumentation. Typically, a
customer sends such items to us for processing. We cut the face plate
from large pieces of glass we purchased from multiple domestic sources
on a commodity basis. We use our technology to apply a micro thin
optical non-glare and/or conductive coating to a face plate, which is
then mounted on the Cathode Ray Tube or Liquid Crystal Display. After
quality control tests, we ship the inspected products to our customers.

We also manufacture wedge glass lenses from large raw glass pieces. The
raw glass is a commodity product which we can purchase from several
glass manufacturers. We cut, grind, polish and coat the pieces with a
micro-thin optical coating. We then ship the lenses to the customer
after clearance through quality control.  Both processes utilize the
deposit of a thin film of a metal or metal oxide on the surface of the
glass. The process takes place in a heated vacuum chamber. We heat the
deposited material to over 1800 degrees Centigrade causing it to
evaporate. When the vapor contacts the glass, it condenses forming a
very thin film as hard as the original metal being evaporated. The thin
films range in thickness from 250 angstroms to 1500 angstroms.

ENVIRONMENTAL MATTERS. We believe we are in material compliance with
applicable United States, New Jersey and local laws and regulations
relating to the protection of the environment, and we do not devote
material resources to such matters.

COMPETITION. Competition is based on product quality, price, reputation
and ability to meet delivery deadlines. The market for our products is
very competitive. The type and amount of instrument glass consumed is
subject to changes in display technology and in ongoing reduction in
the number of displays used on both new aircraft and retrofitted
aircraft. Our competitors include JDSU, Metavac, Mod A Can, Tyrolit,
Schott Glass and Hoya Optics. Our competitors generally have
significantly more financial, technical and human resources than we do.
Because of this, our competitors have the capacity to respond more
quickly to emerging technologies and customer preferences and may
devote greater resources to development, promotion and sale of their
products than we can. This competition could result, and in the past
has resulted, in price reductions, reduced margins and lower market
share.

EMPLOYEES. As of November 1, 2008, we employed 57 employees, of which
51 were full time individuals and none of whom are members of organized
labor. This represents an increase of 4 full time employees from the
end of Fiscal 2007. We expect to make adjustments to our employee
levels based on changes in the market and our specific efforts to
improve efficiencies and customer service. We believe we have a good
relationship with our employees. We are subject to the federal minimum
wage and hour laws and provide various routine employee benefits such
as life and health insurance. We also provide a 401K Plan for the
benefit of all our employees; we do not have a stock option plan. The
401K Plan includes a matching contribution from us representing $0.50
for each $1.00 an employee contributes up to 6% of the employee's base
wages.

AVAILABLE INFORMATION. We maintain a website, optsciences.com, where
you may find additional information about our Company. Additional
Company filings are available at the Securities & Exchange Commission's
website, sec.gov. On our website, optsciences.com, we provide links to
the SEC, to Yahoo for the latest stock quotations, to our transfer
agent, StockTrans, and to our manufacturing subsidiary, O & S Research,
Inc.

ITEM 2. DESCRIPTION OF PROPERTY

We conduct our operations at the principal office and manufacturing
facility located in the East Riverton Section of Cinnaminson, New
Jersey.  We own this 1.4 acre property in fee simple, and the property
is not encumbered by any lien or mortgage. The cinderblock and masonry
facility contains approximately 11,000 square feet of manufacturing
space and approximately 1,200 square feet of office space. We also own
and utilize a building containing 500 square feet of warehouse and
7,500 square feet of manufacturing space on premises adjacent to the
main manufacturing facility. In addition, we lease on a year to year
basis 5,000 square feet in Riverton, New Jersey for general warehouse
and material storage.


ITEM 3. LEGAL PROCEEDINGS

We are subject to certain claims and litigation in the ordinary course
of business. It is the opinion of management that the outcome of such
matters will not have a material adverse effect on our combined
financial position or results of operations.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.


PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND
SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES

Our Common Shares are not listed on an established public trading
market, but are quoted by the Pink Sheets, in the non-NASDAQ over the
counter market.  The symbol for our Shares is OPST. Only limited and
sporadic trading occurs. Subject to the foregoing qualification, the
following table sets forth the range of bid quotations, for the
calendar quarter indicated, as quoted by Pink Sheets LLC., and reflects
inter- dealer prices, without retail mark up, mark down or commission
and may not necessarily represent actual transactions.

Fiscal 2007              Bid
First Quarter        $6.70 -  7.55
Second Quarter        6.80 -  8.60
Third Quarter         6.80 - 10.50
Fourth Quarter        8.85 - 13.00


Fiscal 2008               Bid
First Quarter       $10.05 - 11.50
Second Quarter       10.50 - 13.10
Third Quarter         8.25 - 13.25
Fourth Quarter        7.80 -  9.50

As of December 31, 2008, the closing bid for the Common Stock was
$6.00.  The closing ask price was $12.00. The Company had 918
stockholders of record of its Common Stock as of December 31, 2008.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

The Company does not have any equity compensation plan in place and
did not issue any equity securities to any person during Fiscal Year
2008.

DISTRIBUTIONS

We did not declare or pay any dividend on our Common Stock during
Fiscal Year 2008 and, although there is no prohibition on payment of
dividends, we do not anticipate the payment of dividends on our Common
Stock in the foreseeable future.


RECENT SALES OF UNREGISTERED SECURITIES

We did not sell unregistered securities during the three fiscal years
ended November 1, 2008.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Management's discussion and analysis of financial condition and results
of operations are based upon the Company's consolidated financial
statements, which have been prepared in accordance with accounting
principles generally accepted in the United States of America ("U.S.
GAAP"). The preparation of these financial statements requires the
Company to make estimates and judgments that affect the reported
amounts of assets, liabilities, revenues and expenses. The Company
bases its estimates on historical experience and on various other
assumptions that are believed to be reasonable under the circumstances,
the results of which form the basis for making judgments about the
carrying values of assets and liabilities that are not readily apparent
from other sources. Actual results may differ from these estimates
under different assumptions or conditions. Specifically, inventory is
estimated quarterly and reconciled at the end of the fiscal year when a
detailed audit is conducted (also see Notes to Consolidated Financial
Statements, 1. Summary of Significant Accounting Policies, Note 2.
Inventories).

GENERAL.

This Management's Discussion and Analysis as of November 1, 2008,
should be read in conjunction with the audited consolidated financial
statements and notes thereto set forth in this report. It may also
contain forward looking statements as defined in Part I hereof.

LIQUIDITY AND CAPITAL RESOURCES.

We have sufficient liquidity and credit to fund our contemplated
capital and operating activities through Fiscal 2009.

We continue to use our working capital to finance current operations,
including equipment purchases, capital improvements, inventory, payroll
and accounts receivable.

Our cash position improved in Fiscal 2008, primarily because of the net
income of $858,695 in Fiscal 2008. Other income declined from the prior
year primarily due to lower interest rates. Our cash increased during
Fiscal 2008 to $6,926,000 from $6,777,104 at the end of Fiscal 2007,
primarily from the cash generated from operations. At the same time,
our total current assets increased $166,278 to $9,464,326 in Fiscal
2008 from $9,298,048 in Fiscal 2007.

Because of changes in the marketplace and an increasingly competitive
environment, we believe it is necessary to make ongoing investments in
new equipment and processes to compete successfully in the aerospace
and commercial display markets. In Fiscal 2009, we have projected
further significant expenditures of capital to update equipment.



RESULTS OF OPERATIONS: FISCAL YEAR 2008

NET SALES

Net sales of $6,748,691 for the Fiscal Year 2008 increased $1,035,881
or approximately 18% from Fiscal 2007. Approximately 65% of this
increase was due to increased demand from two of our main customers
stemming from higher demand for 777 & 737NG commercial aircraft and
from higher demand for the business aircraft which utilize
instrumentation cover glass manufactured by the Company. Approximately
20% of the increase came from existing products for other customers.
The remaining 15% was from new business.

COST OF SALES

Cost of sales increased $764,711 or 21% for Fiscal 2008 compared to
Fiscal 2007. This larger increase, relative to the increase in sales,
is primarily due to a slightly different mix of product sales in which
more lower margin products were sold. Cost of sales is comprised of
raw materials, manufacturing direct labor and overhead expenses. The
overhead portion of cost of sales is primarily comprised of salaries,
medical and dental benefits, building expenses, production supplies,
and costs related to our production, inventory control and quality
departments.

OPERATING EXPENSES

Operating expenses for Fiscal 2008 were $1,009,657, an increase of
$85,715 or 9.3% over Fiscal 2007. Operating Expenses include both
General and Administrative expenses and Sales and Delivery expenses.
Our General and Administrative expenses consist of marketing and
business development expenses, professional expenses, salaries and
benefits for executive and administrative personnel, hiring, legal,
accounting, and other general corporate expenses.

OPERATING INCOME

Operating income increased $185,455 or 17% to $1,273,162 in Fiscal 2008
from $1,087,707 in 2007. The increase over Fiscal 2007 is primarily due
to the increase in sales revenues.

OTHER INCOME

Other income of $182,828 for Fiscal Year 2008 decreased from $314,452
for Fiscal Year 2007. This decrease is mainly attributable to lower
interest rates.

NET INCOME

Net income of $858,695 or $1.11 per share for Fiscal 2008 increased
slightly from $832,761 or $1.07 per share for Fiscal 2007 as a result
of the factors described above.


BACKLOG OF ORDERS

Our backlog of unshipped orders stood at $1,783,200 at the end of
Fiscal Year 2008, down $467,100 from the end of Fiscal Year 2007 and
down $450,500 from the end of the third quarter. Due to recent market
trends stemming from the financial credit squeeze, we anticipate that
the backlog will fluctuate around it's current level for the first and
second quarters of fiscal 2009. After that, we expect it to continue
to drop as shipments start outpacing new orders in the third and fourth
quarters of Fiscal 2009. Of the backlog of orders existing at year end,
we expect to deliver 80% within the first quarter of Fiscal Year 2009.

RESULTS OF OPERATIONS: FISCAL YEAR 2007

Fiscal 2007 ended with net sales of $5,712,810 an increase of
approximately $1,447,414 or 40% over Fiscal 2006. The significant
increase in total sales for 2007 over 2006 was primarily due to a
substantial increase in the demand for coated glass products by three
customers. One customer unexpectedly was awarded a contract for cockpit
displays for a new very light business jet, which has since been
cancelled.  Another customer decided to place more business with us
instead of their other instrument glass supplier.  The third created a
temporary surge in demand as it migrated from one LCD platform to
another. Operating expenses, including selling expenses, were $923,942
for Fiscal 2007, an increase of $140,226 over Fiscal 2006. These
expenses were higher in Fiscal 2007 principally because of expenses
associated with Sarbanes/Oxley compliance. Operating income increased
$629,745 to $1,087,707 in Fiscal 2007 from $462,962 in 2006. Interest
and other income of $314,452 for Fiscal 2007 increased from $211,833
for Fiscal 2006. Net income after taxes of $832,761 or $1.07 per share
for Fiscal 2007 increased from $404,193 or $.52 per share for Fiscal
2006.

INFLATION

During the three year period that ended on November 1, 2008, inflation
did not have a material effect on our operating results.

OFF BALANCE SHEET ARRANGEMENTS

We do not currently have any off balance sheet arrangements.

DECLINE IN VALUE OF COMPANY INVESTMENTS

As of November 1, 2008, the fair market value of the Company's
marketable securities was $670,318.  The Company had paid $1,015,881
for such securities.  In the judgment of Management, the resulting
unrealized loss of $345,563 is generally reflective of the precipitous
decline in the stock market during the last six months of the fiscal
year 2008.  This matter is detailed in Footnote 3 to the Financial
Statements.  There is no assurance that the fair value of these
securities in the future will increase to the cost basis. Even if
there is a general recovery in the stock market, there is no assurance
that these unrealized losses will be substantially reduced.




COMPANY RISK FACTORS

An investment in our common stock involves investment risks. A
prospective investor should evaluate all information about us and the
risk factors discussed below in relation to his financial circumstances
before investing in us.

1. The recent downturn in the economy may have an adverse effect on the
purchase of new aircraft and on the retrofitting of old aircraft.
Because of the long lead times required in the production of aircraft
and the upgrading of legacy fleets, we do not know with certainty how
adversely our Company's prospects shall be affected.  Recent declines
in backlog may be a harbinger of more serious declines in the future.

2. Most of our commercial aircraft display products are for use in
Boeing aircraft. The impact of Boeing's sales on the Company is
difficult to project with a high degree of accuracy. The Boeing 787s
scheduled for delivery in 2009 will utilize proprietary cockpit
displays of RockwellCollins which currently does not purchase
instrument glass from us for these kinds of displays. Future upgrades
of Boeing commercial aircraft may utilize the Rockwell Collins system.
Such a change would have an adverse effect on the Company.

3. The future market for our business aircraft instrument glass
presently appears to be stable. However, the Company has had to hold
pricing on several major product offerings to maintain good customer
relations. This ultimately causes an erosion of profit margins unless
more productive and efficient means of production are implemented.

4. Our product offerings are concentrated. During Fiscal 2008 we
derived 95% of our revenues from instrument glass used for avionics and
related aerospace products.

5. Our revenues come from a limited number of customers, with over 60%
of sales arising from two customers.

6. For a major portion of our business, we rely on raw materials
manufactured exclusively in Japan. An interruption of supplies from
Japan would have a significant impact on sales and our ability to
support our customers.

7. Our success depends on the efforts and expertise of our President,
Anderson L. McCabe. He is our chief executive officer, our chief
financial officer and our principal marketing officer. His death,
disability or termination of employment would adversely affect the
future of our Company. We do not have employment contracts with Mr.
McCabe or other management personnel. We do not maintain key man life
insurance on Mr. McCabe or other key personnel.

8. Our future revenues and operating results change from quarter to
quarter due to a number of factors, some of which are adverse, such as:
- Reduced demand for our avionics related instrument glass;
- Aggressive price competition by our competitors;
- The introduction of alternate display products which do not utilize
our products, such as rear projection displays;
- Overdue deliveries to our customers; and
- Operational plans of our customers.

9. The market for our products is very competitive.

10. The technology being used for aircraft instruments is changing very
rapidly.  The use of wedge glass displays continues to decline.  Demand
for anti reflective coating on instrument panels is stable, but fewer,
larger panels are commonly used in new and upgraded instrument systems.
We see an increasing need for conductive coatings on instrument panels,
which we hope will offset the effect of declining sales of coated wedge
glass.

11. Our industry is subject to significant risk from outside
influences, such as terrorist attacks (9/11) and biological epidemics
(SARs and Avian flu outbreaks in Asia). Other factors that may in the
future influence our industry are inflation, changes in diplomatic and
trade relations with other countries, political and economic stability,
tariffs, trade barriers and other regulatory barriers.

12. Purchase orders from our customers may include extensive product
warranties. Accordingly, warranty claims may have an adverse effect on
our future operating results.

ITEM 7. FINANCIAL STATEMENTS

The Consolidated Financial Statements, the notes thereto, and the
reports thereon by Goff Backa, Alfera & Company, LLC. dated January 9,
2009, are filed as part of this report starting on page 23 below.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

None.

ITEM 8A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our
Chief Executive Officer and Chief Financial Officer ("CEO and CFO"),
has evaluated the effectiveness of our disclosure controls and
procedures as defined in Rules 13a-15 promulgated under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), as of the end of
the period covered by this annual report.  Based on such evaluation,
our CEO and CFO has concluded that, as of the end of the period covered
by this annual report, our disclosure controls and procedures are
effective.  Disclosure controls and procedures are controls and
procedures designed to ensure that information required to be disclosed
in our reports filed or submitted under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in
the SEC's rules and forms and include controls and procedures designed
to ensure that information we are required to disclose in such reports
is accumulated and communicated to management, including our CEO and
CFO, as appropriate to allow timely decisions regarding required
disclosure.




Management's Annual Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate
internal control over financial reporting, as such term is defined in
Rule 13a-15(f) of the Exchange Act.

Internal control over financial reporting is defined under the Exchange
Act as a process designed by, or under the supervision of, our CEO and
CFO and effected by our board of directors, management and other
personnel, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principles and includes those policies and procedures that:

-Pertain to the maintenance of records that in reasonable detail
accurately and fairly reflect the transactions and dispositions of our
assets;

-Provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that our receipts
and expenditures are being made only in accordance with authorizations
of our management and directors; and

-Provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use or disposition of our assets that
could have a material effect on the financial statements.

Because of its inherent limitation, internal control over financial
reporting may not prevent or detect misstatements.  Also, projections
of any evaluations of effectiveness to future periods are subject to
the risk that controls may become inadequate because of changes in
conditions, or that the degree of compliance with the policies and
procedures may deteriorate.  Accordingly, even an effective system of
internal control over financial reporting will provide only reasonable
assurance with respect to financial statement preparation.

Our management, with the participation of our CEO and CFO, evaluated
the effectiveness of the Company's internal control over financial
reporting as of November 1,2008. In making this assessment, our
management used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission in Internal Control -
Integrated Framework and SEC guidance on conducting such assessments by
smaller reporting companies and non-accelerated filers.  Based on this
evaluation and those criteria, our management, with the participation
of our CEO and CFO, concluded that, as of November 1, 2008, our
internal control over financial reporting was effective.

This annual report does not include an attestation report of our
independent registered public accounting firm regarding our internal
control over financial reporting.  Management's report was not subject
to attestation by our independent registered public accounting firm
pursuant to temporary rules of the SEC that permit us to provide only
management's report in this annual report.




Changes in Internal Control over Financial Reporting

There have not been any changes in our internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f)) that occurred
during the quarter ended November 1, 2008 that have materially
affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

ITEM 8B

OTHER INFORMATION

None.


PART III

ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND
CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE
ACT.

INFORMATION REGARDING EXECUTIVE OFFICERS AND DIRECTORS

Our Directors serve until the next annual meeting of stockholders, or
until their successors have been elected. Our officers serve at the
pleasure of the Board of Directors.

Anderson L. McCabe, 53 years old, is our President, Chief Executive
Officer and Chief Financial Officer. He graduated from the University
of South Carolina in 1977 and received a B.S. in Chemical Engineering.
From 1977 to 1985, he was employed by United Engineers and
Constructors, Inc., a subsidiary of Raytheon Corporation as Process
Engineer with managerial responsibilities. In 1986 he became our
president. He has been director of the Company since 1987.

Arthur J. Kania, 77 years old, is our Secretary.  He is not active in
our day-to-day operations. Mr. Kania's principal occupations during the
past five years have been as Principal of Trikan Associates (real
estate ownership and management - investment firm); and as a partner of
the law firm of Kania, Lindner, Lasak and Feeney. He has been a
director of the Company since 1977.

Arthur J. Kania, Jr., 53 years old, has been a director of the Company
since 1987.  He is not active in our day-to-day operations. He is a
principal of Trikan Associates (real estate ownership and management-
investment firm) and vice-president of Newtown Street Road Associates
(real estate ownership and management).

SECTION 16(A)   BENEFICIAL OWNERSHIP REPORTING COMPLIANCE.

Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Company's officers, directors and any
person owning ten percent or more of the Company's common stock, to
file in their personal capacities initial statements of beneficial
ownership, statements of change in beneficial ownership and annual
statements of beneficial ownership with the Securities and Exchange
Commission (the "SEC"). Persons filing such beneficial ownership
arrangements are required by SEC regulation to furnish to the Company
copies of all such statements filed with the SEC. The rules of the SEC
regarding the filing of such statements require that "late filings" of
such statements be disclosed in the Company's information statement.
Based solely on the Company's review of copies of such statements
received by, and on representations from, the Company's existing
directors and officers that no annual statements of beneficial
ownership were required to be filed by such persons, the Company
believes that all such statements were timely filed in 2008.

BOARD MEETINGS AND COMMITTEES

Audit Committee and Audit Committee Financial Expert

Our Board of Directors functions as an audit committee and performs
some of the same functions as an audit committee including: (1)
selection and oversight of our independent accountant; (2) establishing
procedures for the receipt, retention and treatment of complaints
regarding accounting, internal controls and auditing matters; and (3)
engaging outside advisors. We are not a "listed company" under SEC
rules and are therefore not required to have an audit committee
comprised of independent directors. Our Board of Directors does not
have an independent director. Our Board of Directors has determined
that each of its members is able to read and understand fundamental
financial statements and has substantial relevant business and
accounting experience. Accordingly, the Board of Directors believes
that each of its members has sufficient knowledge and experience
necessary to fulfill the duties and obligations that an audit committee
would have in a company such as ours.

Board Meetings; Nominating and Compensation Committees

Our directors and officers do not receive remuneration from us unless
approved by the Board of Directors or pursuant to an employment
contract. We do not have any employment contract currently in place.
We pay each of our Directors a fixed annual stipend for acting as
Director.  No such payment shall preclude any director from serving us
in any other capacity and receiving compensation therefore. A total of
$7,500 has been paid to each director for services as director during
the last fiscal year.

We are not a "listed company" under SEC rules and are therefore not
required to have a compensation committee or a nominating committee. We
do not currently have a compensation committee. Our Board of Directors
is currently comprised of only three members, one of whom acts as Chief
Executive Officer and Chief Financial Officer.

ITEM 10.     EXECUTIVE COMPENSATION

The following table sets forth certain summary information concerning
compensation paid or accrued to its sole executive officer during the
past two fiscal years.






                  SUMMARY COMPENSATION TABLE


              Annual Compensation



  (a)          (b)      (c)       (d)       (e)         (f)

Name         Fiscal    Salary    Bonus     Other       Total
And          Year      (1)($)    ($)       Annual    Compensation
Principal                                 Compen-       ($)
Positions                                 sation)
                                           ($)

Anderson     2008     $125,000   25,000   12,624*     $162,624
L. McCabe    2007     $118,750   25,000   11,130*     $154,880
President,
CEO, CFO
Treasurer
and
Director

*Includes $7,500 annual retainer as Director of Company and
401K Contribution: $5,124 for 2008 and $3,630 for 2007


DIRECTOR COMPENSATION FOR 2008 FISCAL YEAR

Annual Compensation
Name                    Annual Retainer      Total Compensation

Anderson L. McCabe          $7,500                  $7,500
Arthur J. Kania*            $7,500                  $7,500
Arthur J. Kania, Jr.        $7,500                  $7,500

*  See Certain Transactions and Relationships below.

OPTION/SAR GRANTS; DEFERRED EXECUTIVE COMPENSATION PLAN; EQUITY
COMPENSATION PLAN

The Company did not grant restricted stock awards, stock options or
stock appreciation rights during Fiscal Year 2008, nor does it have any
of such awards, options or rights outstanding from prior years. The
Company does not have any deferred executive compensation plan. The
Company does not have any securities authorized for issuance under an
equity compensation plan.

CODE OF ETHICS

The Company's Code of Ethics is posted at its website at
optsciences.com.  It applies to all employees, including the CEO, CFO,
principal accounting officer and persons performing similar functions.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Beneficial ownership is determined in accordance with the rules of the
Securities and Exchange Commission and generally includes voting or
investment power with respect to securities. The following table sets
forth common stock ownership information as of the record date with
respect to (i)each person known to us to be the beneficial owner of
more than 5% of our issued and outstanding common stock; and(ii)each of
our directors and executive officers.


Name and Address of                Amount and Nature of    Percent of
Beneficial Owner                   Beneficial Owner        Class

Arthur John Kania Trust 3/30/67           510,853            66%
Rose Sayen, Trustee
Suite 525, Two Bala Plaza
333 City Avenue
Bala Cynwyd, PA 19004

Security Ownership of Directors and Officers:

Name and Address of                Amount and Nature of    Percent of
Beneficial Owner                   Beneficial Owner        Class

Anderson L. McCabe                          1,064(1)          *
P.O. Box 221
1912 Bannard Street
Riverton, N.J. 08077

Arthur J. Kania                            23,723(1)          3%
Suite 525, Two Bala Plaza
Bala Cynwyd, PA 19004

Arthur J. Kania, Jr.                            0(1)          *
Suite 525, Two Bala Plaza
Bala Cynwyd, PA 19004

Directors and Officers As a Group          24,787(1)         3%
*Less than 1% of the outstanding Common Stock

1.  Excludes 510,853 shares (66% of the outstanding shares) owned by a
trust for the benefit of Arthur J. Kania's children and a total of
10,000 shares (1.3% of the outstanding shares) owned by separate trusts
for the benefit of each of Arthur J. Kania's grandchildren. Mr. Kania
has no voting power or investment power with respect to such securities
and disclaims beneficial ownership in all such shares. Mr. McCabe,
husband of a beneficiary of the first aforementioned trust, disclaims
beneficial ownership in all such shares. Arthur J. Kania, Jr., a son of
Arthur J. Kania, is a beneficiary of the first aforementioned trust and
father of beneficiaries of the second aforementioned trusts, but has no
voting power and no investment power over such shares in said trusts
and is not a beneficial owner under the applicable rules.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

Arthur J. Kania is the father of Arthur J. Kania, Jr. and the father-
in-law of Anderson L. McCabe. Those individuals constitute the Board of
Directors. Anderson L. McCabe is the sole executive officer. Rose
Sayen, an employee of Arthur J. Kania, is the Trustee of the Arthur J.
Kania Trust, which is the principal shareholder of the Company.

During Fiscal year 2008, we incurred legal fees of $45,000 to the firm
Of Kania, Lindner, Lasak and Feeney, of which Arthur J. Kania is the
Senior partner. Mr. Kania does not share or participate in fees
generated from the Company.

ITEM 13. EXHIBITS

The following exhibits are incorporated by reference or included as
part of this report:

Exhibit Number  Description

3.1; 3.2  Articles of Incorporation and By-Laws incorporated by
reference to the Form 10-KSB filed by the Registrant with the SEC on
February 10, 1998 for its fiscal year ended November 1, 1997 starting
on page 22.

21. List of Subsidiaries incorporated by reference to the Form 10-KSB
filed by the Registrant with the SEC on February 10, 1998 for its
fiscal year ended November 1, 1997 starting on page 54.

31. Certification pursuant Section 302 of the Sarbanes Oxley Act
included as an exhibit to this Form 10KSB.

32. Certification pursuant to Section 906 of the Sarbanes Oxley Act
included as an exhibit to this Form 10KSB.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

    Type                       2007           2008
Audit Fees:                   $28,468        $32,202
Audit Related Fees:             $0             $0
Tax Fees                        $0             $0
Other Fees                    __$0__           $0
  Total Fees		      $28,468        $32,202

(1) AUDIT FEES

This category includes the aggregate fees billed or accrued for each of
the last two fiscal years for professional services rendered by the
independent auditors for the audit of the Company's annual financial
statements and review of financial statements included in the Company's
Form 10-KSB or 10-QSB or services that are normally provided by the
accountant in connection with statutory and regulatory filings or
engagements for those fiscal years

(2) AUDIT-RELATED FEES

This category includes the aggregate fees billed in each of the last
two fiscal years for services by the independent auditors that are
reasonably related to the performance of the audits of the financial
statements and are not reported above under "Audit Fees".

(3) TAX FEES

This category includes the aggregate fees billed in each of the last
two years for professional services rendered by the independent
auditors for tax compliance, tax planning and tax advice.




(4) ALL OTHER FEES

This category includes the aggregate fees billed in each of the last
two fiscal years for products and services by the independent auditors
that are not reported under "Audit Fees" "Audit Related Fees", or "Tax
Fees."

RE-APPROVAL POLICIES AND PROCEDURES

Before the accountant is engaged by the issuer to render audit or non-
audit services, the engagement is approved by the Company's Board of
Directors acting as the audit committee.

					SIGNATURES

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

OPT-SCIENCES CORPORATION


 By:_______________________________________
        Anderson L. McCabe President

 Date: January 23, 2009

In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.

SIGNATURE                   TITLE                     DATE


____________________________
Anderson L. McCabe          President,           January 23, 2009
                            CEO, CFO
                            and Director


____________________________
Arthur J. Kania             Secretary            January 23, 2009
                            and
                            Director


____________________________
Arthur J. Kania, Jr.        Director             January 23, 2009


___________________________
Lorraine Domask             Chief Accountant     January 23, 2009


SECTION 302 CERTIFICATION

I, Anderson L. McCabe, President, Chief Executive Officer and Chief
Financial Officer, certify that:

1. I have reviewed this annual report on Form 10-KSB of OPT-SCIENCES
CORPORATION;

2. Based on my knowledge, this annual report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this annual report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in
this report;

4. The registrant's other certifying officer(s) and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
registrant and have:

a) Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to
us by others within those entities, particularly during the period in
which this report is being prepared;

b) Evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end
of the period covered by this report based on such evaluation; and

c) Disclosed in this report  any  change in the registrant's internal
control over financial reporting that occurred during the registrant's
most recent fiscal quarter (that has materially affected, or is
reasonably likely to materially affect, the registrant's internal
control over financial reporting;

5. The registrant's other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control of financial
reporting, to the registrant's auditors and the audit committee of
registrant's board of directors (or person performing the equivalent
functions):

   a) All significant deficiencies and material weaknesses in the
design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the registrant's ability to
record, process, summarize and report financial information; and

   b) Any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal control over financial reporting.

Date: January 23, 2009


 /s/Anderson L. McCabe
Anderson L. McCabe President, Chief Executive Officer and Chief
Financial Officer

SECTION 906 CERTIFICATION

I, Anderson L. McCabe, Chief Executive Officer and Chief Financial
Officer of OPT-SCIENCES CORPORATION (the "Company"), certify, pursuant
to section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section
1350, that:

(1) the Annual Report on Form 10KSB of the Company for the fiscal year
ended November 1, 2008 (the "Report) fully complies with the
requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934 (15 U.S.C. 78m or 78o(d); and (2) the information contained in
the Report fairly presents, in all material respects, the financial
condition and results of operations of the Company.

Dated: January 23, 2009

                           By:/s/Anderson L. McCabe Anderson L. McCabe,
         Chief Executive Officer and Chief
         Financial Officer









                             OPT - Sciences Corporation
                                   And Subsidiary

                                Financial Statements

                  Years Ended November 1, 2008 and October 27, 2007









                                 TABLE OF CONTENTS

                                                                      PAGE

Report of Independent Registered Public Accounting Firm ................25

Consolidated Balance Sheets.............................................26

Consolidated Statements of Operations...................................28

Consolidated Statements of Stockholders' Equity and Comprehensive
Income..................................................................29

Consolidated Statements of Cash Flow....................................30

Notes to Consolidated Financial Statements..............................32










Report of Independent Registered Public Accounting Firm


To Stockholders and Board of Directors
OPT-Sciences Corporation

We  have  audited  the  accompanying  consolidated  balance  sheets  of
OPT-Sciences Corporation and Subsidiary as of November 1, 2008 and
October 27, 2007 and the related statements of operations, stockholders'
equity and comprehensive income and cash flows for each of the fiscal
years in the two year period ended November 1, 2008.  These financial
statements are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements
based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States).  Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. The Company is not required to have, nor were we engaged
to perform, an audit of its internal control over financial reporting.
Our audit included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no opinion.  An audit also includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present
fairly, in all material respects, the consolidated financial position
of OPT-Sciences Corporation and Subsidiary as of November 1, 2008 and
October 27, 2007 and the consolidated results of their operations and
their cash flows for each of the fiscal years in the two year period
ended November 1, 2008 in conformity with U.S. generally accepted
accounting principles.



Goff Backa Alfera & Company, LLC

Pittsburgh, Pennsylvania

January 9, 2009



                         Opt-Sciences Corporation
                        Consolidated Balance Sheets
The accompanying notes are an integral part of these financial statements

                                  ASSETS

                                             November 1,     October 27,
                                                 2008            2007
CURRENT ASSETS

Cash and cash equivalents                    $ 6,926,000    $ 6,777,104
Trade accounts receivable                      1,119,550      1,012,659
Inventories                                      611,180        592,660
Prepaid expenses                                  18,294         21,074
Loans and exchanges                                6,768          4,390
Deferred income taxes                            112,216            -0-
Marketable securities                            670,318        890,161

   Total current assets                        9,464,326      9,298,048

PROPERTY AND EQUIPMENT

Land                                             114,006        114,006
Building and improvements                        567,624        449,987
Machinery and equipment                        1,559,418      1,485,573
Small tools                                       53,580         53,580
Furniture and fixtures                             8,775          8,624
Office equipment                                  74,611         57,419
Automobiles                                       71,211         71,211

    Total property and
      equipment                                2,449,225      2,240,400

Less: accumulated depreciation                 1,757,880      1,652,891

       Net property and
         equipment                               691,345        587,509

OTHER ASSETS

Deposits                                         244,904          2,837

     Total assets                           $ 10,400,575   $  9,888,394














                        Opt-Sciences Corporation
                      Consolidated Balance Sheets
The accompanying notes are an integral part of these financial statements

                   LIABILITIES AND STOCKHOLDERS' EQUITY

                                          November 1,     October 27,
                                              2008           2007
CURRENT LIABILITIES

Accounts payable - trade                   $  203,282      $   86,759
Accrued income taxes                           40,912         267,980
Accrued salaries and wages                    268,758         272,328
Accrued professional fees                      50,500          48,500
Deferred income taxes                             -0-          30,100
Other current liabilities                      29,546          17,995

 Total current liabilities                    592,998         723,662


STOCKHOLDERS' EQUITY

Common capital stock - par value
$.25 per share - authorized
and issued 1,000,000 shares                   250,000        250,000
Additional paid in capital                    272,695        272,695
Retained earnings                           9,669,071      8,810,376
Accumulated other comprehensive income:
Unrealized holding (loss) gain
on marketable securities                     (196,971)        18,879
Less treasury stock at cost -
224,415 shares                               (187,218)      (187,218)


  Total stockholders' equity                9,807,577      9,164,732

      Total liabilities and
        stockholders' equity              $10,400,575     $9,888,394




















                     Opt-Sciences Corporation
               Consolidated Statements of Operations
The accompanying notes are an integral part of these financial statements

                                 Fiscal Year Ended   Fiscal Year Ended
                                 November 1, 2008    October 27, 2007
                                    (53 weeks)           (52 weeks)

NET SALES                           $ 6,748,691        $ 5,712,810

COST OF SALES                         4,465,872          3,701,161

Gross profit on sales                 2,282,819          2,011,649

OPERATING EXPENSES

Sales & delivery                         50,721             46,427
General and administrative              958,936            877,515

  Total operating expenses            1,009,657            923,942

 Operating income                     1,273,162          1,087,707

OTHER INCOME                            182,828            314,452

Income before taxes                   1,455,990          1,402,159

FEDERAL AND STATE
INCOME TAXES                            597,295            569,398

Net income                              858,695            832,761

EARNINGS PER SHARE OF
COMMON STOCK                               1.11               1.07

Weighted average number
of shares                               775,585            775,585




                            Opt-Sciences Corporation
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME
The accompanying notes are an integral part of these financial statements


                                            Accumulated
                                            Other
             Common    Paid-in    Retained  Comprehensive  Treasury
             Stock     Capital    Earnings  Income         Stock      Total

BALANCE
OCTOBER 28,
 2006
             $250,000  $272,695  $7,977,615  $9,481     $(187,218) $8,322,573

Net income
for fiscal
year ended
October 27,
2007                                832,761                           832,761

Unrealized
holding gains
on securities
arising during
period, net of
tax of $7,089  ______  ________   ________    9,398    _________        9,398

TOTAL COMPREHENSIVE INCOME                                            842,159

BALANCE
OCTOBER 27,
2007          $250,000  $272,695  $8,810,376 $18,879  $(187,218)   $9,164,732

Net income for
fiscal year
ended November 1,
2008                                 858,695                          858,695

Unrealized
holding losses
on securities
arising during
period, net of
tax of $162,834     _________ _______ _______(215,850)  ________     (215,850)

TOTAL
COMPREHENSIVE
INCOME                                                                642,845

BALANCE
NOVEMBER 1,
2008         $250,000  $272,695  $9,669,071 $(196,971) $(187,218) $9,807,577




                                  29

                       Opt-Sciences Corporation
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
The accompanying notes are an integral part of these financial statements


                                 Fiscal Year Ended    Fiscal Year Ended
                                 November 1, 2008     October 27, 2007
                                     (53 weeks)           (52 weeks)

CASH FLOWS FROM OPERATING ACTIVITIES

Net income                            $ 858,695            $ 832,761

Adjustments to reconcile net income
to net cash provided by
operating activities:

Depreciation                            113,594              115,864
Loss (gain) on sale of securities        38,740              (33,721)
Loss on asset retirements                13,402                  -0-
Deferred income taxes                    20,518               26,080

Decrease (increase) in:
Accounts receivable                    (106,891)            (201,290)
Inventories                             (18,520)             (22,693)
Prepaid expenses                          2,780               18,504
Prepaid income taxes                        -0-               23,900
Loans and exchanges                      (2,378)                (885)

(Decrease) increase in:
Accounts payable                        116,523                3,138
Accrued income taxes                   (227,068)             267,980
Accrued salaries and wages		 (3,570)                 -0-
Accrued professional fees                 2,000                  -0-
Other current liabilities                11,551              113,620

  Net cash provided
   by operating activities              819,376            1,143,258

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of property and equipment    (230,833)             (75,135)
Purchases of securities                (672,884)            (500,606)
Proceeds from sale of securities        475,304              411,081
Deposits                               (242,067)                 -0-

  Net cash (used)
   by investing activities             (670,480)            (164,660)












                                    30

                  Opt-Sciences Corporation
                CONSOLIDATED STATEMENTS OF CASH FLOWS
The accompanying notes are an integral part of these financial statements


                                 Fiscal Year Ended    Fiscal Year Ended
                                 November 1, 2008     October 27, 2007
                                   (53 weeks)            (52 weeks)

Increase in cash                    $   148,896          $   978,598

Cash and cash equivalents
  at beginning of year                6,777,104            5,798,506

Cash and cash equivalents
  at end of period                  $ 6,926,000          $ 6,777,104

SUPPLEMENTAL DISCLOSURES:

Interest paid                               -0-          $     3,550

Income taxes paid                   $   803,845          $   251,438




                                 31









               OPT-Sciences Corporation and Subsidiary
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 -	Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of OPT-Sciences
Corporation and its wholly owned subsidiary.  All significant intercompany
accounts and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles 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 revenues and expenses during the reporting period.
Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers certificates of deposit and debt securities purchased
with a maturity of three months or less to be cash equivalents.

Line of Business and Credit Concentration

The Company, through its wholly owned subsidiary, is engaged in the business of
applying anti-reflective, conductive and/or other coatings to the faceplates of
instruments for aircraft cockpits.  The Company grants credit to companies
within the aerospace industry.

Accounts Receivable

Bad debts are charged to operations in the year in which the account is
determined to be uncollectible.  If the allowance method for doubtful accounts
were used it would not have a material effect on the financial statements.

Inventories

Raw materials are stated at the lower of average cost or market.  Work in
process and finished goods are stated at accumulated cost of raw material,
labor and overhead, or market, whichever is lower.  Market is net realizable
value.


OPT-Sciences Corporation and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Marketable Securities

Marketable securities consist of debt and equity securities and mutual funds.
Equity securities include both common and preferred stock.

The Company's investment securities are classified as "available-for-sale".
Accordingly, unrealized gains and losses and the related deferred income tax
effects when material, are excluded from earnings and reported as a separate
component of stockholders' equity as accumulated other comprehensive income.
Realized gains or losses are computed based on specific identification of the
securities sold.

Property and Equipment

Property and equipment are comprised of land, building and improvements,
machinery and equipment, small tools, furniture and fixtures, office
equipment and automobiles.  These assets are recorded at cost.

Depreciation for financial statement purposes is calculated over estimated
useful lives of three to twenty-five years, using the straight-line method.

Maintenance and repairs are charged to expense as incurred.

Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes.

Employee Benefit Plans

On October 1, 1998, the Company implemented a 401(k) profit sharing plan.  All
eligible employees of the Company are covered by the Plan.  Company
contributions are voluntary and at the discretion of the Board of Directors.
Company contributions were $38,886 and $27,069 for the years ended November
1, 2008 and October 27, 2007, respectively.

Earnings per Common Share

Earnings per common share were computed by dividing net income by the
weighted average number of common shares outstanding.






                 OPT-Sciences Corporation and Subsidiary
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2 - Inventories

Inventories consisted of the
following:
                                            November 1,     October 27,
                                              2008             2007

Raw materials and supplies                 $  216,404     $  215,935
Work in progress                              328,852        332,089
Finished goods                                 65,924         44,636


                                           $  611,180     $  592,660

NOTE 3- Marketable Securities

                                     Gross         Gross
                      Amortized    Unrealized    Unrealized    Fair
                         Cost        Gains          Losses     Value

November 1, 2008
 Common stock       $   243,367     $    -0-     $ (59,187)  $ 184,180
 Preferred stock        312,567          -0-      (111,893)    200,674
 Municipal bonds         55,333          -0-        (3,815)     51,518
 Mutual funds           404,614          -0-      (170,668)    233,946

                    $ 1,015,881     $    -0-     $(345,563)  $ 670,318

October 27, 2007
 Common stock       $   266,708     $ 40,639     $     -0-   $ 307,347
 Preferred stock        112,567          -0-       (10,747)    101,820
 Municipal bonds         82,244          -0-        (5,767)     76,477
 Mutual funds           395,521        8,996           -0-     404,517

                    $   857,040     $ 49,635     $ (16,514)  $ 890,161

Sales of securities available for sale during the years ended November 1,
2008 and October 27, 2007 were as follows:

                                       2008            2007

Proceeds from sales                $ 475,303       $ 411,081

Gross realized gains               $  38,363       $  81,116

Gross realized losses              $  77,103       $  47,395






            OPT-Sciences Corporation and Subsidiary
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 4 - Income Taxes

The income tax expense of the Company consists of the following:

                                    2008               2007
Current tax expense:

 Federal                        $  437,665         $  412,054

 State                             139,112            131,264

 Total                             576,777            543,318

Deferred tax expense:

 Federal                            20,183             21,825

 State                                 335              4,255

 Total                              20,518             26,080

Income Tax Expense              $  597,295         $  569,398

At November 1, 2008 the Company had a deferred tax asset of $210,926 deferred
tax liability of $98,710 resulting in a net deferred tax asset of $112,216.

At October 27, 2007, the Company had a deferred tax asset of $57,758 and a
deferred tax liability of $87,858, resulting in a net deferred tax liability
of $30,100.

Deferred income taxes result from significant temporary differences between
income for financial reporting purposes and taxable income.  These differences
arose principally from the use of accelerated tax depreciation and the carry
forward of capital and net operating losses.




               OPT-Sciences Corporation and Subsidiary
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


At November 1, 2008, the Company had capital loss carry forwards of $66,725
expiring in 2010 through 2013.  All of these losses are expected to be usable
before expiration.

NOTE 5 - 	Major Customers

Two customers accounted for $4,091,031 of net sales during the year ended
November 1, 2008.  The amount due from these customers, included in trade
accounts receivable, was $740,355 on November 1, 2008. (this receivable
amount includes the various Honeywell companies)

Two customers accounted for $2,889,796 of net sales during the year ended
October 27, 2007.  The amount due from these customers, included in trade
accounts receivable, was $579,564 on October 27, 2007.

NOTE 6 -	Concentration of Credit Risk of Financial Instruments

The Company has various demand and time deposits with financial institutions
where the amount of the deposits exceeds the federal insurance limits of the
institution on such deposits.  The maximum amount of accounting loss that would
be incurred if an individual or group that makes up the concentration of the
deposits failed to perform according to the terms of the deposit
was $5,800,000 on November 1, 2008.

NOTE 7 - 	Related Party Transactions

During fiscal years 2008 and 2007, the Company incurred legal fees of $45,000
and $40,500, respectively to the firm of Kania, Lindner, Lasak and Feeney,
of which Mr. Arthur Kania, a shareholder and director, is senior partner.
Of the legal fees, $45,000 and $40,500 were included in accounts payable at
November 1, 2008 and October 27, 2007, respectively.