UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
 _______________
  FORM
10-Q
 _______________
  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
  o
              TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the transition period from
______to______.
  HENYA
FOOD CORP.
 (Exact
name of registrant as specified in Charter
  Delaware
              
              333-142658
              
              74-3191757(State
      or other jurisdiction of
                incorporation
      or organization)
              
              (Commission
      File No.)
              
              (IRS
      Employee Identification No.)
 
 26
Kendall St., New Haven, Connecticut  06512
 (Address
of Principal Executive Offices)
 _______________
 (905)
709-4775
 (Issuer
Telephone number)
 _______________
  (Former
Name or Former Address if Changed Since Last Report)
  Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the issuer was required to file such reports), and (2)has been
subject to such filing requirements for the past 90 days. Yes x  No
o
  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company filer.
 See definition of “accelerated filer” and “large accelerated filer” in
Rule 12b-2 of the Exchange Act (Check one):
  Large
Accelerated Filer o     Accelerated
Filer o     Non-Accelerated
Filer o     Smaller
Reporting Company x
  Indicate
by check mark whether the registrant is a shell company as defined in Rule 12b-2
of the Exchange Act. Yes x  No
o
  State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of May 21, 2008: 39,483,684 shares of common
stock.
 
  
   HENYA
FOOD CORP
  FORM
10-Q
  January
31, 2008
  INDEX
  PART
I-- FINANCIAL INFORMATION
  Item
      1.
              Financial
      StatementsItem
      2.
              Management’s
      Discussion and Analysis of Financial ConditionItem
      3
              Quantitative
      and Qualitative Disclosures About Market RiskItem
      4T
              Control
      and Procedures
   PART
II-- OTHER INFORMATION
  Item
      1
              Legal
      ProceedingsItem
      1A
              Risk
      FactorsItem
      2.
              Unregistered
      Sales of Equity Securities and Use of ProceedsItem
      3.
              Defaults
      Upon Senior SecuritiesItem
      4.
              Submission
      of Matters to a Vote of Security HoldersItem
      5.
              Other
      InformationItem
      6.
              Exhibits
      and Reports on Form 8-K
   SIGNATURE
   
   Item 1. Financial
Information
  
  
 HENYA
FOOD CORP.
 (a
development stage company)
  FINANCIAL
STATEMENTS
  AS
OF JANUARY 31, 2008
 
 
 CONTENTS









INDEX TO FINANCIAL STATEMENTS







PageBalance
      Sheets 31 January 2008 (Unaudited) and 31 October
      2007(Audited)
            F-2Statements
      of Operations for the Three Months Ended 31 January 2008 (Unaudited),
      Three Months Ended 31 January 2007 (Unaudited)
              and
      for the period from incorporation, 20 September 2006 to 31 January 2008
      (Unaudited)
            F-3Statements
      of Cash Flows for the Three Months Ended 31 January 2008 (Unaudited) Three
      Months Ended 31 January 2007 (Unaudited)
              and
      for the period from incorporation, 20 September 2006 to 31 January 2008
      (Unaudited)
            F-4Notes
      to Financial Statements (Unaudited)
            F-5
      - F-8










F-1






HENYA
FOOD CORP.


(A
Development Stage Company)


BALANCE
SHEETS


Unaudited




AS
AT




31
      January
                2008
                (Unaudited)
              
              
              31
      October
                2007
                (Audited)ASSETSCurrent
      AssetsCash
              
              $
              2,050
              
              
              $
              2,188Accounts
      receivable due from related parties
              
              
              443,783
              
              
              
              356,603Total
      Current Assets
              
              
              445,833
              
              
              
              358,791Total
      Assets
              
              $
              445,833
              
              
              $
              358,791LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      LiabilitiesAccounts
      payable
              
              $
              41,549
              
              
              $
              34,375Accrued
      liabilities
              
              
              360,000
              
              
              
              330,000Loans
      payable
              
              
              118,582
              
              
              
              112,332Total
      Current Liabilities
              
              
              520,131
              
              
              
              476,707Total
      Liabilities
              
              
              520,131
              
              
              
              476,707Stockholders'
      DeficitCapital stock
              
              
              39,484
              
              
              
              39,484Additional paid-in capital
              
              
              107,800
              
              
              
              107,800Notes
      receivable from stock issued
              
              
              (31,534
              )
              
              
              (31,094
              )Deficit accumulated during the development stage
              
              
              (190,048
              )
              
              
              (234,106
              )Total
      Stockholders' Deficit
              
              
              (74,298
              )
              
              
              (117,916
              )Total
      Liabilities and Stockholders' Deficit
              
              $
              445,833
              
              
              $
              358,791




The accompanying notes are
an integral part to these financial statements.





F-2




HENYA
FOOD CORP.


(A
Development Stage Company)


STATEMENTS
OF OPERATIONS


Unaudited




For
      the
                Three
      Months Ended
                31
      January 2008
                (Unaudited)
              
              
              For
      the
                Three
      Months Ended
                31
      January 2007
                (Unaudited)
              
              
              For
      the Period
                from
      Inception, 20 September 2006 to
                31
      January 2008
                (Unaudited)REVENUECommission
      income from related companies
              
              $
              116,006
              
              
              $
              82,254
              
              
              $
              532,538Interest
      on notes receivable from shareholders
              
              
              440
              
              
              
              600
              
              
              
              2,840116,446
              
              
              
              82,854
              
              
              
              535,378EXPENSESOfficers
      and directors fees
              
              
              30,000
              
              
              
              90,000
              
              
              
              360,000Rent
      paid to a related company
              
              
              4,500
              
              
              
              4,500
              
              
              
              22,500Interest
      and bank charges
              
              
              6,388
              
              
              
              6
              
              
              
              14,435Overhead
      paid to a related party
              
              
              29,000
              
              
              
              -
              
              
              
              126,055Severance
              
              
              -
              
              
              
              -
              
              
              
              171,840General
      and administrative
              
              
              -
              
              
              
              -
              
              
              
              96Professional
      fees
              
              
              2,500
              
              
              
              -
              
              
              
              20,500Consulting
      expenses paid with common stock
              
              
              -
              
              
              
              -
              
              
              
              10,00072,388
              
              
              
              94,506
              
              
              
              725,426NET
      EARNINGS (LOSS)
              
              $
              44,058
              
              
              $
              (11,652
              )
              
              $
              (190,048
              )EARNINGS
      (LOSS) PER WEIGHTED NUMBER OF SHARES OUTSTANDING -
                BASIC
      AND DILUTED
              
              $
              0.00
              
              
              $
              0.00WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING -
                BASIC AND DILUTED
              
              
              39,483,684
              
              
              
              50,067,004


The
accompanying notes are an integral part to these financial
statements.










F-3






HENYA
FOOD CORP.


(A
Development Stage Company)


STATEMENTS
OF CASH FLOWS


Unaudited




For
      the Three Months Ended 31 January 2008
                (Unaudited)
              
              
              For
      the Three Months Ended 31 January 2007
                (Unaudited)
              
              
              For
      the Period from Inception, 20 September 2006 to 31 January
      2008
                (Unaudited)CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      income (loss)
              
              $
              44,058
              
              
              $
              (11,652
              )
              
              $
              (190,048
              )Adjustment
      to reconcile net earnings to net cash provided by operating
      activitiesIssuance of common stock for services
              
              
              -
              
              
              
              -
              
              
              
              10,000Officers accrued fees forgiven
              
              
              
              
              
              
              
              
              
              
              107,600Interest on notes receivable from stock issued
              
              
              (440
              )
              
              
              (600
              )
              
              
              (2,200Changes in operating assets and liabilities:Accounts receivable due from related parties
              
              
              (87,180
              )
              
              
              (82,254
              )
              
              
              (443,783
              )Accounts payable
              
              
              7,174
              
              
              
              12,000
              
              
              
              41,549Accrued
      liabilities
              
              
              30,000
              
              
              
              -
              
              
              
              360,000CASH
      FLOWS USED IN OPERATING ACTIVITIES
              
              
              (6,388
              )
              
              
              (82,506
              )
              
              
              (116,882
              )CASH
      FLOWS FROM FINANCING ACTIVITIESLoans
      payable
              
              
              6,250
              
              
              
              -
              
              
              
              118,582Proceeds from common stock issued
              
              
              -
              
              
              
              150,350
              
              
              
              150,350Proceeds
      from common stock to be issued
              
              
              -
              
              
              
              (67,965
              )
              
              
              -Deferred
      offering costs
              
              
              -
              
              
              
              -
              
              
              
              (150,000
              )CASH
      FLOWS PROVIDED BY FINANCING ACTIVITIES
              
              
              6,250
              
              
              
              82,385
              
              
              
              118,932NET
      (DECREASE) INCREASE IN CASH
              
              
              (138
              )
              
              
              (121
              )
              
              
              2,050CASH,
      BEGINNING OF PERIOD
              
              
              2,188
              
              
              
              394
              
              
              
              -CASH,
      END OF PERIOD
              
              $
              2,050
              
              
              $
              273
              
              
              $
              2,050




The
accompanying notes are an integral part to these financial
statements.










F-4







HENYA
FOOD CORP.


(A
Development Stage Company)


NOTES
TO THE FINANCIAL STATEMENTS


Unaudited


31
JANUARY 2008




1. NATURE OF
OPERATIONS
  Henya
Food Corp. ("the Company") was incorporated on 20 September 2006 in the State of
Delaware. The Company acts as a sales representative to broker kosher, natural
and organic food products to retailers and distributors throughout Canada and to
kosher retailers and distributors in the United States, Israel, Europe and
Australia.
  The
Company has earned limited revenues from limited principal operations and
accordingly, the Company's activities have been accounted for as those of a
"Development Stage Enterprise" as set forth in Statement of Financial Accounting
Standards (“SFAS”) No. 7, Accounting and Reporting by
Development Stage Enterprises (“SFAS No. 7 “). Among the disclosures
required by SFAS No. 7 are that the Company's financial statements be identified
as those of a development stage company, and that the statements of operation,
stockholders' equity and cash flows disclose activity since the date of the
Company's inception.
  The
accompanying unaudited interim financial statements have been prepared in
accordance with accounting principles generally accepted in the U.S. for interim
financial information and with the instructions to Form 10-QSB and item 310
under subpart A of Regulation S-B. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three month period
ended 31 January, 2008 are not necessarily indicative of the results that
may be expected for the year ending 31 October, 2008. For further information,
refer to the financial statements and footnotes thereto included in the
Company’s annual report on Form 10-KSB for the year ended  31 October,
2007.
  2. GOING
CONCERN
  The
Company's financial statements are presented on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the
normal course of business. The Company has experienced losses from operations
since inception in the amount of $190,048 and has used cash flows from
operations since inception in the amount of $116,882 that raise substantial
doubt as to its ability to continue as a going concern.
  The
Company's ability to continue as a going concern is contingent upon its ability
to obtain the financing and strategic alliances necessary to attain profitable
operations. Management is pursuing various sources of financing and intends to
raise equity financing through a private placement with a private group of
investors in the near future.  In the event the Company is not able to
raise the necessary equity financing from private investors, the shareholders
intend to finance the Company by way of shareholder loans, as needed, until
profitable operations are attained.
  The
financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.











F-5




HENYA
FOOD CORP.


(A
Development Stage Company)


NOTES
TO THE FINANCIAL STATEMENTS


Unaudited


31
JANUARY 2008




3. RECENT
ACCOUNTING PRONOUNCEMENTS
  In
February 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid
Financial Instruments, which amends SFAS No. 133, Accounting for Derivatives
Instruments and Hedging Activities and SFAS No. 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishment of Liabilities. SFAS 155
amends SFAS 133 to narrow the scope exception for interest-only and
principal-only strips on debt instruments to include only such strips
representing rights to receive a specified portion of the contractual interest
or principle cash flows. SFAS 155 also amends SFAS 140 to allow qualifying
special-purpose entities to hold a passive derivative financial instrument
pertaining to beneficial interests that itself is a derivative instrument.
Management does not expect the adoption of SFAS 155 to have a material impact on
the Company’s financial statements.
  In March
2006, the FASB released SFAS No. 156 Accounting for Servicing of
Financial Assets: an amendment of FASB Statement No. 140 to simplify
accounting for separately recognized servicing assets, servicing liabilities.
SFAS No. 156 permits an entity to choose either the amortization method or the
fair value measurement method for measuring each class of separately recognized
servicing assets and servicing liabilities after they have been initially
measured at fair value. SFAS No. 156 applies to all separately recognized
servicing assets and liabilities acquired or issued after the beginning of an
entity’s fiscal year that begins after 15 September 2006. The Company does not
anticipate the adoption of SFAS No. 156 will have a material impact on its
consolidated financial statements.
  In July
2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty in Income
Taxes—an interpretation of FASB Statement No. 109, which clarifies the
accounting for uncertainty in tax positions. This interpretation requires that
the Company determine whether it is more likely than not that a tax position
will be sustained upon examination based on the technical merits of the
position, and measure the amount of benefit to be recognized in the financial
statements for a tax position that meets the more- likely-than-not recognition
threshold. FIN 48 is effective for fiscal years beginning after 15 December
2006. Management does not expect the adoption of FIN 48 to have a material
impact on the Company’s financial statements.
  In
September 2006, the U.S. Securities and Exchange Commission (the “SEC”) issued
Staff Accounting Bulletin (“SAB”) No. 108, which expresses the views of the SEC
staff regarding the process of quantifying financial statement misstatements.
SAB No. 108 provides guidance on the consideration of the effects of prior year
misstatements in quantifying current year misstatements for the purpose of a
materiality assessment. The guidance of this SAB is effective for annual
financial statements covering the first fiscal year ending after 15 November
2006, which is 31 December 2006 for the Company. SAB No. 108 did not have an
impact on the Company’s consolidated financial statements.
  In
September 2006, the FASB issued SFAS No. 157, Defining Fair Value
Measurement, which defines fair value, establishes a framework for
measuring fair value in generally accepted accounting principles and expands
disclosures about fair value measurements. FAS 157 is effective for financial
statements issued for fiscal years beginning after 15 November 2007. The Company
is currently evaluating the impact of adopting FAS 157 on its financial
statements.
 
 In
February 2007, the FASB issued SFAS No. 159,The Fair Value Option for Financial
Assets and Financial Liabilities. This Statement permits entities to
choose to measure many financial instruments and certain other items at fair
value that are not currently required to be measured at fair value. The
objective is to improve financial reporting by providing entities with the
opportunity to mitigate volatility in reported earnings caused by measuring
related assets and liabilities differently without having to apply complex hedge
accounting provisions. This Statement is expected to expand the use of fair
value measurement, which is consistent with the Board’s long-term measurement
objectives for accounting for financial instruments. In addition, it is similar
to a measurement choice permitted in International Financial Reporting
Standards. This Statement also establishes presentation and disclosure
requirements designed to facilitate comparisons between entities that choose
different measurement attributes for similar types of assets and liabilities.
This Statement does not affect any existing accounting literature that requires
certain assets and liabilities to be carried at fair value. This Statement does
not establish requirements for recognizing and measuring dividend income,
interest income, or interest expense. This Statement does not eliminate
disclosure requirements included in other accounting standards, including
requirements for disclosures about fair value measurements included in FASB
Statements No. 157, Fair Value
Measurements,and No. 107, Disclosures about Fair Value of
Financial Instruments. The adoption of SFAS No. 159 is not expected to
have a material impact on the Company’s financial condition or results of
operations.











F-6




HENYA
FOOD CORP.


(A
Development Stage Company)


NOTES
TO THE FINANCIAL STATEMENTS


Unaudited


31
JANUARY 2007




3. RELATED PARTY
TRANSACTIONS
  Related
party transactions are in the normal course of operations and are recorded at
amounts established and agreed between the related parties. Related party
transactions not disclosed elsewhere in these financial statements are as
follows:
  During
the three months ended 31 January 2008, the Company received commission income
from related companies controlled by directors totalling $116,006 (three months
ended 31 January 2007 - $82,254).
  During
the three months ended 31 January 2008, the Company accrued fees for the
officers and directors totalling $30,000 (three months ended 31 January 2007 -
$90,000) which is included in accrued liabilities.
 
 During
the three months ended 31 January 2008, the Company paid rent to a company
controlled by the directors of the Company totalling $4,500 (three months ended
31 January 2007 - $4,500).
 
 During
the three months ended 31 January 2008, the Company paid $29,000 (three months
ended 31 January 2007 - $nil) for overhead expenses incurred on behalf of the
Company. This amount is from the Company’s agreement where it will pay as
overhead, 25% of its revenue to the related company. This allows the Company the
use of the offices, including phone, fax and other office equipment as
needed.
  4. MATERIAL
AGREEMENT
  On 21
January 2008, the Company entered into a settlement agreement with a former
shareholder of the company whereby, in exchange for the return of 10,666,666
shares on 31 October 2007, the Company agreed to pay $200,000 to the former
shareholder with the following terms;
 
 1)      
This amount is payable one day following a restriction period of one year
from the date the Company’s common stock begins to trade publicly and the funds
will be raised by issuing new common shares in a private placement. As security
for this transaction, the Company has placed 3,000,000 shares of its common
stock in Escrow with a law firm. $200,000 has been accrued for this as severance
expense. The expense has been netted against amounts forgiven by the shareholder
as part of the settlement.
 
 2)Within five business days
of the Company receiving funds totalling $3,500,000 from a private placement,
the Company will pay a total of $50,000 in final settlement of all obligations
owed to the former shareholder. If the Company does not receive the funds from a
private placement before the end of the restriction period stated in #1 above,
interest at a rate of 5% per annum will accrue on the outstanding balance from
the end of the restriction period. Additionally, if the Company does not receive
the funds from a private placement before the end of the restriction period
stated in #1 above, an amount of the shares held in Escrow valued at $50,000
shall be delivered to the shareholder. $50,000 of accrued management fees
remains payable in relation to this.


F-7






Item
2.     Management’s Discussion and Analysis
or Plan of Operation
  Caution Regarding
Forward-Looking Information
 
 Certain
statements contained herein, including, without limitation, statements
containing the words “believes”, “anticipates”, “expects” and words of similar
import, constitute forward-looking statements. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors that may cause
the actual results, performance or achievements of the Company, or industry
results, to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements.
 
 Such
factors include, among others, the following: international, national and local
general economic and market conditions: demographic changes; the ability of the
Company to sustain, manage or forecast its growth; the ability of the Company to
successfully make and integrate acquisitions; raw material costs and
availability; new product development and introduction; existing government
regulations and changes in, or the failure to comply with, government
regulations; adverse publicity; competition; the loss of significant customers
or suppliers; fluctuations and difficulty in forecasting operating results;
changes in business strategy or development plans; business disruptions; the
ability to attract and retain qualified personnel; the ability to protect
technology; and other factors referenced in this and previous
filings.
 
 Plan of
Operations
  Second
Quarter 2008
 
 We
continue to seek out new opportunities to enter into new broker agreements
representing companies with products focused on Kosher, organic and/or natural
qualities.  We intend to raise an additional $300,000 through debt or
equity financing to support our sales and marketing efforts and hire additional
staff that will assist solely in expanding our broker base and specific
representation in the North American market.
  In
addition we will continue to pursue acquisitions or joint ventures with other
brokerage firms, distributors and manufacturers that focus on Kosher, organic
and natural qualities. If we have executed a purchase agreement to acquire such
a business we will work with an investment partner to raise the financing to
consummate the acquisition.
 
 Third
Quarter 2008
 
 If we
have not completed the financing transaction during the last quarter we intend
to close on such additional financing for working capital and corporate
overhead. We will also continue to search for key personnel that will expand our
current service offerings and capabilities by introducing new products resulting
from new broker agreements or from opportunities arising from potential
acquisitions or joint ventures.
 
 We also
intend to actively pursue and recruit new board members with appropriate
experience and skill to guide the Company’s successful growth
plans.
 
 Fourth
Quarter 2008
 
 We will
be seeking out and pursuing new broker agreements with foreign distributors or
manufacturers that specialize in Kosher, organic or natural products to import
these products into the North American market. These new products would be added
to our current broker/distribution network to strengthen the Company’s overall
business plan.  Concurrently, we will be seeking out opportunities to
create broker relationship with foreign brokerage firms or distributors to
export domestically produced products that can fill a need in foreign markets.
We would seek out to hire a specialist in the import/export market to add to our
staff to solely assist in expanding this new business.
 
 First
Quarter 2009
 
 While we
continually seek out new products, broker agreements, and acquisitions in the
domestic market we now are looking at foreign acquisitions or joint venture
partnerships with foreign manufacturers to import foreign technology and
establish domestic production facilities to produce domestic products previously
imported. If successful this could reduce costs, lead times, inventories and
result in better value for the consumer. If such possibilities exist we would
work with an investment partner to raise financing to consummate such a
transaction.
   
  Capital Resources and
Liquidity
  As of
January 31, 2008, we had negative working capital of approximately $74,298. It
is the intent of management and significant stockholders, if necessary, to
provide sufficient working capital necessary to support and preserve the
viability of the corporate entity. However, there is no legal obligation for
either management or significant stockholders to provide additional future
funding.
 As set
forth in the notes to the financial statements, our independent auditors have
expressed substantial doubt about our ability to continue as a going concern
because we have no viable operations or significant assets and we are dependent
upon significant shareholders to provide sufficient working capital to maintain
the solvency of the corporate entity.
 
 We are
still in the process of developing and implementing our business plan and
raising additional capital. As such, we are considered to be a development stage
company. Management believes that actions presently being taken to obtain
additional funding and implement its business plan provide the opportunity for
us to continue as a going concern.
  We
believe we can satisfy our cash requirements for the next twelve months with our
current cash, receivables and expected revenues from our current contracts to
provide broker representation and services. The term of the contacts are five
(5) consecutive one year periods automatically renewed unless terminated with 60
days notice prior to each anniversary. Each contract provides for an exclusive
brokerage of a specific product or territory, provided by the Company. Henya
receives 5% of net receipts plus reimbursement of any authorized expenditures in
each of their contracts. Management is confident that based on the current sales
performance of the products and companies Henya represents that sufficient cash
flow is available to satisfy the cash requirements. The Company will attempt to
raise additional financing for working capital to support sales and marketing
efforts in other regions. However, completion of our plan of operation is
subject to attaining adequate revenue. We cannot assure investors that adequate
revenues will be generated. In the absence of our projected revenues, we may be
unable to proceed with our plan of operations. Even without significant revenues
within the next twelve months, we still anticipate being able to continue with
our present activities, but we may require financing to potentially achieve our
goal of profit, revenue and growth.
  We
anticipate that our operational as well as general and administrative expenses
for the next twelve months will total $333,000 for the following
expenses:
  Management
      Fees
                
                $
                120,000Trade
      Show Expenses
                
                $
                30,000Web
      Development
                
                $
                20,000Overhead
      paid to a related party
                
                $
                125,000Finance
                
                $
                20,000Occupancy
      Cost
                
                $
                18,000
  Management
fees of $5,000 per month will be allocated to each of Henry Ender and Fred
Farnden.  Henry Ender manages sales and product
development.  Fred Farnden manages accounting, reporting, costing,
labeling, customs, and logistics.  The Company has budgeted $30,000
for expenses to attend trade shows in North America, Europe, and Israel to
source new products and meet new principals in order to facilitate the expansion
of the Company’s core business.  In this regard, Henya currently
represents the following  companies as food
brokers:  Foodfest International 2000 Inc. (Concord, Ontario), Coastal
Water Seafood Ltd. (Vancouver, British Columbia) and Bandana Bandito (Antioch,
Illinois).  The Company has also allocated $20,000for web development
to promote its services in addition to an allowance for entertainment costs
associated with new client development.
 
 During
the quarter ended January 31, 2008, we received commission income from related
companies controlled by our
directors totaling $116,006. Management has agreed to defer
collection of these amounts for a period of up to one year from date of
invoicing.  Due to the fact that we are related to these customers and
management is aware of their financial stability, there is no concern of
collectibility.
  We do not
anticipate the purchase or sale of any significant equipment. We also do not
expect any significant changes in the number of employees although depending on
if financing is raised we may add additional representatives. We do not intend
to increase our staff until such time as we can raise the capital or generate
revenues to support the increase in overhead expense. At this time we have not
entered into any agreements or negotiations with a sales and marketing entity to
undertake marketing for us. The foregoing represents our best estimate of our
cash needs based on current planning and business conditions. The exact
allocation, purposes and timing of any monies raised in subsequent private
financings may vary significantly depending upon the exact amount of funds
raised and status of our business plan.
  In the
event we are not successful in reaching our initial revenue targets, additional
funds may be required, and we would then not be able to proceed with our
business plan for the development and marketing of our core services. Should
this occur, we would likely seek additional financing to support the continued
operation of our business. We anticipate that depending on market conditions and
our plan of operations, we would incur operating losses in the foreseeable
future. We base this expectation, in part, on the fact that we may not be able
to generate enough gross profit from our consulting services to cover our
operating expenses.
 
  
  Off-Balance Sheet
Arrangements
  We do not
have any outstanding derivative financial instruments, off-balance sheet
guarantees, interest rate swap transactions or foreign currency contracts. We do
not engage in trading activities involving non-exchange traded
contracts.
  Item 3. Quantitative and Qualitative
Disclosures About Market Risk
 
 The
Company is subject to certain market risks, including changes in interest rates
and currency exchange rates.  The Company does not undertake any specific
actions to limit those exposures.
 
 Item
4T.  Controls and Procedures
 
 Pursuant
to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”),
the Company carried out an evaluation, with the participation of the Company’s
management, including the Company’s Chief Executive Officer (“CEO”) and Chief
Accounting Officer (“CAO”) (the Company’s principal financial and accounting
officer), of the effectiveness of the Company’s disclosure controls and
procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the
end of the period covered by this report. Based upon that evaluation, the
Company’s CEO and CAO concluded that the Company’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, is recorded, processed, summarized and reported, within the time periods
specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including the Company’s CEO and
CAO, as appropriate, to allow timely decisions regarding required
disclosure.
 
 Management’s Report on
Internal Controls over Financial Reporting
 
 Internal
control over financial reporting is a process to provide reasonable assurance
regarding the reliability of consolidated financial reporting and the
preparation of financial statements for external purposes in accordance with
U.S. generally accepted accounting principles.  There has been no change in
the Company’s internal control over financial reporting during the quarter ended
January 31, 2008 that has materially affected, or is reasonably likely to
materially affect, the Company’s internal control over financial
reporting.
  The
Company’s management, including the Company’s CEO and CAO, does not expect that
the Company’s disclosure controls and procedures or the Company’s internal
controls will prevent all errors and all fraud. A control system, no matter how
well conceived and operated, can provide only reasonable, not absolute,
assurance that the objectives of the control system are 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 the
controls can provide absolute assurance that all control issues and instances of
fraud, if any, within the Company have been detected.
 
 Management
conducted an evaluation of the effectiveness of our internal control over
financial reporting based on the framework in Internal Control – Integrated
Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission. Based on this evaluation, management concluded that the
company’s internal control over financial reporting was effective as of January
31, 2008.
 
 This
quarterly report does not include an attestation report of the Company's
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the Company's
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission that permit the Company to provide only management's
report in this quarterly report.
   
 
 
  PART
II - OTHER INFORMATION
  Item
1. Legal Proceedings.
  Currently
we are not aware of any litigation pending or threatened by or against the
Company.
 
 Item
1A. Risk Factors
 
 None
  Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
  None.
  Item
3. Defaults Upon Senior Securities.
  None
  Item
4. Submission of Matters to a Vote of Security Holders.
  None.
  Item
5. Other Information.
  None
  Item
6. Exhibits and Reports of Form 8-K.
  (a)           Exhibits
  31.1
Certifications pursuant to Section 302 of Sarbanes Oxley Act of
2002
  32.1
Certifications pursuant to Section 906 of Sarbanes Oxley Act of
2002
  (b)          Reports
of Form 8-K
  None.
  SIGNATURES
  Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
  
  Signature
              Title
              Date/s/
      Henry Ender
              Chief
      Executive Officer
              May
      21, 2008Henry
      Ender/s/
      Fred Farnden
              Chief
      Financial Officer
              May
      21, 2008Fred
      Farnden