UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-Q  (Mark One)  XQUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended December 31, 2008  TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE EXCHANGE ACT  For the transition period from ___________ to _____________  HPC POS SYSTEM, CORP.  (Exact name of small business issuer as specified in its charter)  Nevada333-14918826-0857573(State or other jurisdiction of incorporation or organization)(Commission file number)(IRS Employer Identification No.)  Mordechai Guttman
HPC POS System, Corp.
220 Little Falls Road, Unit 4
Cedar Grove, NJ 07009(Address of principal executive offices)  973-239-9666(Issuer's telephone number)  Check whether the registrant (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 .  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 large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act (Check one):  Large Accelerated Filer   Accelerated Filer   Non-Accelerated Filer   Smaller Reporting Company X.  State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: 10,000,000 shares of Common Stock, as of February 11, 2009.  Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934) (check one): Yes   No X.  Transitional Small Business Disclosure Format (check one): Yes   No X.     HPC POS SYSTEM, CORP.  FORM 10-Q  December 31, 2008  INDEX  PART I-- FINANCIAL INFORMATION  Item 1.Financial Statements3Item 2.Managements Discussion and Analysis of Financial Condition9Item 3.Quantitative and Qualitative Disclosures About Market Risk11Item 4.Control and Procedures11  PART II-- OTHER INFORMATION  Item 1.Legal Proceedings12Item 2.Unregistered Sales of Equity Securities and Use of Proceeds12Item 3.Defaults Upon Senior Securities12Item 4.Submission of Matters to a Vote of Security Holders12Item 5.Other Information12Item 6.Exhibits and Reports on Form 8-K13  SIGNATURE  2   ITEM 1. Financial Information    HPC POS SYSTEM, CORP.  PageITEM 1  Financial Information3Balance Sheets as of December 31, 2008 (Unaudited) and September 30, 20084Statements of Operations for the Three Months Ended December 31, 2008 and 2007 (Unaudited)5Statements of Cash Flows for the Three Months Ended December 31, 2008 and 2007 (Unaudited)6Notes to the Financial Statements (Unaudited)7  3   HPC POS SYSTEM, CORP.  Balance Sheets   December 31,September 30,20082008(Unaudited)ASSETSCurrent Assets:Cash$2,659$1,852Accounts receivable10,25523,804Inventory53,57347,467Total current assets66,48773,123COMPUTER EQUIPMENT  net of accumulated depreciation of $213 and $160, respectively853906Security deposit3,6463,646TOTAL ASSETS$70,986$77,675LIABILITIES AND STOCKHOLDERS' DEFICITCurrent Liabilities:Accounts payable$97,981$113,015Accrued expenses and other current liabilities9,75419,665Total Current Liabilities107,735132,680Stockholders' Deficit:Preferred stock: $0.001 par value; 1,000,000 shares authorized; no shares issued or outstanding--Common stock: $0.001 par value; 99,000,000 shares authorized;10,000,000 shares issued and outstanding10,00010,000Additional paid-in capital5,7005,700Accumulated deficit(52,449)(70,705)Total stockholders deficit(36,749)(55,005)TOTAL LIABILITIES AND STOCKHOLDERS DEFICIT$70,986$77,675  See accompanying notes to financial statements.  4   HPC POS SYSTEM, CORP.  Statements of Operations (Unaudited)  For the Three Months Ended December 31, 2008For the Three Months Ended December 31, 2007Sales$72,854$49,037Cost of sales36,35028,044Gross profit36,50420,993Operating expensesCommissions and fee expense4,7502,327Rent8,4796,530General and administrative5,01910,080Operating expenses18,24818,937Income before income taxes18,2562,056Income taxes--Net income$18,256$2,056Net Income per share - basic and diluted$0.00$0.00W Weighted average number of common shares outstanding  basic and diluted10,000,0009,650,000  See accompanying notes to financial statements.  5   HPC POS SYSTEM, CORP.  Statements of Cash Flows (Unaudited)   For the Three
Months Ended December 31,
2008For the Three
Months Ended December 31,
2007CASH FLOWS FROM OPERATING ACTIVITIES:Net income$18,256$2,056Adjustments to reconcile net income to net cash provided by (used in) operating activities:Depreciation53-Increase decrease in accounts receivable13,549(21,996)Increase in inventory(6,106)(3,615)Increase in other assets-(1,066)Increase (decrease) in accounts payable and accrued expenses(24,945)24,019Net Cash Provided by (Used in) Operating Activities807(602)CASH FLOWS FROM FINANCING ACTIVITIESSale of common stock-700Cash flows from financing activities-700NET CHANGE IN CASH80798CASH AT BEGINNING OF PERIOD1,8522,073CASH AT END OF PERIOD$2,659$2,171  See accompanying notes to the financial statements.  6   HPC POS SYSTEM, CORP. December 31, 2008 and 2007 Notes to Unaudited Financial Statements (Unaudited)  NOTE 1 - BASIS OF PRESENTATION  The accompanying unaudited financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (SEC) to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods have been included. These financial statements should be read in conjunction with the information filed as part of the Companys Annual Report on Form 10-K as filed with the United States Securities and Exchange Commission on February 11, 2009. The results of operations realized during an interim period are not necessarily indicative of results to be expected for a full year.  The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 as well as the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates.  NOTE 2 - GOING CONCERN  The accompanying financial statements have been prepared on a going concern basis which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. At December 31, 2008, the Company has limited financial resources, has not established a source of equity or debt financing, has negative working capital and a stockholders deficit. These factors, among others, indicate that the Company's continuation as a going concern is dependent upon its ability to achieve profitable operations or obtain adequate financing.  The Company will solicit sales based on all leads that it can obtain from contacts of its president and plans to introduce several new products. However, the Company cannot predict the likelihood of it being successful in its efforts to increase sales.  The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.  NOTE 3 - CONCENTRATION OF RISK  Substantially all of the Companys sales revenue (86.83% in 2008 and 81% in 2007) for the three months ended December, 2008 and 2007 was derived from one unrelated customer, PCS Revenue Control Systems, Inc. An additional 19.06% in 2008 and 7.95% in 2007 was derived from services performed for customers of PCS Revenue Control Systems, Inc.  All of the Companys products are manufactured by an unrelated vendor located in Lithuania.  NOTE 4 - STOCKHOLDERS EQUITY  In November 2007, 700,000 shares of the Companys common stock were sold to 39 shareholders at $.001 per share. Of the 700,000 shares, 30,000 shares were sold to a director and 300,000 shares were sold to the Companys counsel.  7   Stock Option Plan  Pursuant to a November 30, 2007 Board of Directors approval and subsequent stockholder approval, the Company adopted its 2007 Non-Statutory Stock Option Plan (the Plan) whereby it reserved for issuance up to 1,500,000 shares of its common stock to directors, officers, employees, consultants and professionals. The purpose of the Plan is to provide recipients with additional incentives by increasing their ownership interest in the Company. The Plan provides for the issuance of Non-Statutory Stock Options only, which are not intended to qualify as incentive stock options within the meaning of Section 422 of the Internal Revenue Code, as amended. The Plan expires in 2017.  No options have been issued or are outstanding under the Plan.  NOTE 5 - INCOME TAXES  The Company accounts for income taxes under FASB Statement No. 109 Accounting for Income Taxes (SFAS No. 109). Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse.  There were no significant differences between income reported for financial reporting purposes and income reported for income tax purposes for the quarters ended December 31, 2008 and 2007.  At December 31, 2008, the Company had unused net operating loss carry-forwards of $52,449 that may be offset against future Federal taxable income through 2028. The benefit for these net operating loss carry-forwards have been fully reserved because realization of such benefit is not more likely than not.  8   ITEM 2  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS   Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995  Information set forth herein contains "forward-looking statements" which can be identified by the use of forward-looking terminology such as "believes," "expects," "may, should" or "anticipates" or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy. No assurance can be given that the future results covered by the forward-looking statements will be achieved. The Company cautions readers that important factors may affect the Companys actual results and could cause such results to differ materially from forward-looking statements made by or on behalf of the Company.  These factors include the Companys lack of historically profitable operations, dependence on key personnel, the success of the Companys business, ability to manage anticipated growth and other factors identified in the Company's filings with the Securities and Exchange Commission, press releases and/or other public communications.  The following discussion and analysis provides information which the Companys management believes to be relevant to an assessment and understanding of the Company's results of operations and financial condition. This discussion should be read together with the Company's financial statements and the notes to financial statements, which are included in this report.  This management's discussion and analysis or plan of operation should be read in conjunction with the financial statements and notes thereto of the Company for the three months ended December 31, 2008. The reported results may not necessarily reflect the future.  Operations  At February 11, 2008, we had one employee, our founder and president, Mordechai Guttman, who devotes fulltime to us.  Our operations for the three months ended December 31, 2008 and 2007 were as follows:  For the three months ended December 31, 2008For the three months ended December 31, 2007Sales$72,854$49,037Cost of sales36,35028,044Gross profit36,50420,993Operating expensesCommissions and fee expense4,7502,327Rent8,4796,530General and administrative5,01910,080Operating expenses18,24818,937Net income$18,256$2,056   9   During both periods our product offerings and pricing remained the same. Substantially all of our revenue (86.83% in 2008 and 81% in 2007) was derived from sales to one unrelated company, PCS Revenue Control Systems, Inc., which distributes its products throughout the United States, largely to public school districts. An additional 19.06% in 2008 and 7.95% in 2007 was derived from services performed for customers of PCS Revenue Control Systems, Inc.  All changes result from the number and mix of the orders received from PCS Revenue Control Systems, Inc.   We do not have any written or oral agreements with this customer covering future sales. If this customer ceases to buy our products or substantially reduces its purchases of our products, we may be unable to continue our operations.  Other  As a corporate policy, we will not incur any cash obligations that we cannot satisfy with known resources, of which there are currently none except as described in Liquidity below.  Liquidity  We do not have any credit facilities or other commitments for debt or equity financing. No assurances can be given that advances when needed will be available. We do not believe that we need funding to cover current operations because we do not have a capital intensive business plan and can also use independent contractors, if necessary or advisable, to assist in many projects.  There are no current plans to seek private investment. Capital, if sought, will be sought from former business associates of our founder or private investors referred to us by those business associates. To date, we have not sought any funding source and have not authorized any person or entity to seek out funding on our behalf. If a market for our shares ever develops, of which there can be no assurances, we may use restricted shares of our common stock to compensate employees/consultants and independent contractors wherever possible.  We believe that operations are generating sufficient cash to continue operations for the next 12 months from the date of this prospectus provided that our costs of being a public company remain equal to or below the maximum estimate provided below.  We have become a public company and, by doing so, have incurred and will continue to incur additional significant expenses for legal, accounting and related services. We are subject to the reporting requirements of the Exchange Act of '34, we will incur ongoing expenses associated with professional fees for accounting, legal and a host of other expenses for annual reports and proxy statements. We estimate that these costs will range up to $50,000 per year for the next few years and will be higher if our business volume and activity increases but lower during the first year of being public because our overall business volume will be lower, and we will not yet be subject to the requirements of Section 404 of the Sarbanes-Oxley Act of 2002. These obligations will reduce our ability and resources to fund other aspects of our business. We hope to be able to use our status as a public company to increase our ability to use noncash means of settling obligations and compensate vendors and professionals who provide products and services to us, although there can be no assurances that we will be successful in any of those efforts.  To date, we have not identified any obligations that we may seek to settle in this manner nor have we identified any vendors, professionals or other creditors that we may approach with this idea.   In November 2007, HPC sold 700,000 of its common stock to 39 people for $700. Of the 700,000 shares, 30,000 (4.2%) shares were sold to a director and 300,000 (42.9%) shares were sold to the Companys counsel. The sale of such shares was not specifically or solely intended to raise financing since the funds raised were de minimis.  It was also intended to get relatives and/or business associates of management involved in our business.  Although these stockholders have no obligation to provide any services to us, management hopes that these new stockholders, their families, friends and/or business associates may provide us with valuable services such as recommending our services and providing us with business advice in any areas of expertise or knowledge that they may have that can be of value and assistance to us.   10   Recently Issued Accounting Pronouncements  The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flow.  Critical Accounting Policies  The preparation of financial statements and related notes requires us to make judgments, estimates, and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.  An accounting policy is considered to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.  Financial Reporting Release No. 60 requires all companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements.  There are no critical policies or decisions that rely on judgments that are based on assumptions about matters that are highly uncertain at the time the estimate is made.  Seasonality  We do not anticipate a significant seasonal impact in our business.  Off-Balance Sheet Arrangements  We have no off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K, obligations under any guarantee contracts or contingent obligations. We also have no other commitments, other than the costs of being a public company that will increase our operating costs or cash requirements in the future.  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 4  CONTROLS AND PROCEDURES  We maintain disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) that are designed to assure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commissions rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer (one person, our President), as appropriate, to allow timely decisions regarding required disclosures.  As required by Exchange Act Rule 13a-15(b), as of the end of the period covered by this report, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of that date.  11   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 December 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 December 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 IIOTHER INFORMATIONItem 1Legal ProceedingsNoneItem 2Unregistered Sale of Equity Securities and Use of ProceedsNoneItem 3Defaults Upon Senior SecuritiesNoneItem 4Submission of Matters to a Vote of ShareholdersNoneItem 5Other InformationNoneItem 6Exhibits and Reports on Form 8-K   12   (a)           Exhibits  Exhibit NumberDescription31.1Section 302 Certification Of Chief Executive And Chief Financial Officer32.1Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002  Chief Executive And Chief Financial Officer  (b)           Reports of Form 8-K  None.  13   Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.  HPC POS SYSTEM, CORP. (Registrant)      /s/ Mordechai Guttman By: Mordechai Guttman, Chief Executive Officer     February 16, 2009      14