UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 13F FORM 13F COVER PAGE Report for the Calendar Year or Quarter Ended: March 31, 2009 Check here if Amendment [ ]; Amendment Number: This Amendment (Check only one.): [ ] is a restatement. [ ]adds new holdings entries. Institutional Investment Manager Filing this Report: Name: Khronos LLC Address: 2 Grand Central Tower 140 East 45th Street New York, NY 10017 Form 13F File Number: 028-12093 The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form. Person Signing this Report on Behalf of Reporting Manager: Name: Rafael Mayer Title: Managing Member of Zen Group, LLC, the managing member of Khronos LLC Phone: (212) 763-8800 Signature, Place, and Date of Signing: /s/ Rafael Mayer New York, NY 04/13/09 -------------------- ---------------- ------------- [Signature] [City, State] [Date] Report Type (Check only one.): [X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.) [ ] 13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).) [ ] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager is reported in this report and a portion is reported by other reporting manager(s).)

TITLE OF CUSIP VALUE SHARES SH/ PUT/ INVSTMT OTHER VOTING AUTHORITY NAME OF ISSUER CLASS (x$1000) PRN AMT PRN CALL DSCRETN MANAGERS SOLE SHARED NONE ------------------------------------------------------------ -------------- ---------------------------------------------------------- BLUELINX HLDGS INC COM 09624H109 24,~~977~~079 1,~~575~~562,~~000~~800 SH DEFINED 01 1,~~575~~562,~~000~~800 ~~BURLINGTON NORTHERN SANTA FE COM 12189T104 9,161 121,000 SH DEFINED 01 121,000 CSX CORP COM 126408103 6,104 188,000 SH DEFINED 01 188,000~~ GREENLIGHT CAPITAL RE LTD CLASS A G4095J109 3834,~~970~~335 32,~~000~~150,000 SH DEFINED 01 32,~~000~~150,000 ~~NORFOLK~~2 ~~SOUTHERN CORP COM 655844108 8~~38,~~610 183,000 SH DEFINED 01 183,000 UNION PACIFIC CORP COM 907818108 7,648 160,000 SH DEFINED 01 160,000 6 73,470~~414

FORM 13F SUMMARY PAGE Report Summary: Number of Other Included Managers: 1 Form 13F Information Table Entry Total: 2 Form 13F Information Table Value Total: $38,414 (thousands) List of Other Included Managers: Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report. [If there are no entries in this list, state "NONE" and omit the column headings and list entries.] No. Form 13F File Number Name 01 028 -12092 Zen Group, LLC

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