UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Date of Report (Date of earliest event reported): August 10, 2007~~________________

Date of Report (Date of earliest event reported): October 29, 2007

SURFECT HOLDINGS, INC.

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in ~~its charter~~Charter)

Delaware	~~333-132597~~	8833-~~0513176~~132597		88-0513176
(State or other jurisdiction of incorporation)	~~(Commission File Number)~~	(~~IRS~~Commission ~~Employer~~File ~~Identification~~ Number)		(IRS Employer Identification No.)

12000-G Candelaria NE, Albuquerque, New Mexico	87112
1800 West Broadway Road Tempe, Arizona		85282
(Address of Principal Executive Offices)	~~(Zip Code)~~	(Zip Code)

~~(505)~~Registrant’s ~~294~~telephone number, including area code: (480) 968-~~6354~~2897

12000 G Candelaria NE Albuquerque, New Mexico 87112 (~~Registrant’s telephone~~Former ~~number~~name or Former Address, ~~including~~if ~~area~~Changed ~~code~~Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ~~(see General Instruction A.2. below)~~:

¨ o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 ~~CFR~~DFR 240.14a-12)

¨ o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 52.0204. Triggering ~~Departure~~Events ofThat ~~Directors~~Accelerate or ~~Certain~~Increase ~~Officers;~~a ~~Election of Directors;~~Direct ~~Appointment~~Financial ofObligation ~~Certain~~or ~~Officers;~~an ~~Compensation~~Obligation ~~Arrangements~~under ofan ~~Certain~~Off-Balance ~~Officers.~~Sheet Arrangement.

~~(c)~~ On ~~August 10~~June 1, 2007, ~~the~~Surfect ~~Board~~Holdings, ofInc. ~~Directors~~(the ~~appointed~~“Company”) ~~Patrick~~entered ~~Tang~~into asa ~~Corporation’s~~Securities ~~Vice-President/~~Purchase ~~General~~Agreement ~~Manager~~(“Purchase ofAgreement”) ~~Asia~~pursuant ~~Pacific~~ to which the Company issued $1,500,000 of its 10% convertible promissory notes (“Notes”) due October 29, 2007, as reported in its Current Report on Form 8-K filed with the Securities ~~Company.~~and ~~Mr.~~Exchange ~~Tang~~Commission ~~was~~(“SEC”) ~~also~~on ~~elected~~June on7, ~~such~~2007. ~~date~~On asJuly 20, 2007, the ~~Vice-President/~~Company amended ~~General~~the Purchase Agreement to, among other things, issue an additional ~~Manager~~$300,000 of ~~Asia~~Notes, ~~Pacific of~~as reported in its Current Report on Form 8-K filed with the SEC on July 26, 2007. The Notes are secured by all of the assets of the Company’s and ~~wholly-owned~~its subsidiary, Surfect Technologies, Inc. ~~Mr.~~The ~~Tang~~Company ~~will~~presently beis in ~~paid~~default anon ~~annual~~the ~~base~~payment ~~salary~~obligation ofunder ~~$75,000~~the ~~per~~Notes. ~~year,~~The ~~which~~Company ~~salary~~is ~~will~~in ~~be subject~~discussions ~~to an~~with ~~increase~~various ofinvestors upand toNote ~~$120,000~~holders ~~per~~regarding ~~year~~future ~~pending~~financing toand/or ~~the Company’s successful~~an ~~completion~~extension of athe ~~subsequent~~maturity ~~financing~~date of the Notes.

Prior to joining the Company and Surfect Technologies, he was a principal with the Ptgroup, a management consulting and technology advisory firm. Previously, he served as General Manager, Asia Pacific with Ultratech, Inc., and held executive and technical positions with semiconductor equipment companies including Matrix Integrated Systems, Semitool, ASET, and Perkin Elmer. Mr. Tang was also involved with the start up and subsequent initial public offering of IPEC, a manufacturer of single wafer plasma and wet process cleaning and chemical mechanical polishing capital equipment. Mr. Tang earned an MBA from the University of San Francisco, and holds a professional engineer license in chemical engineering.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~as amended,~~ the registrant ~~registrant~~ has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SURFECT HOLDINGS, INC.
Date: August 16, 2007	By:	/s/ Steven Anderson
Dated: November 6, 2007	By:	/s/ Steven Anderson
		Steven Anderson
		Name: Steven Anderson
		Chief Executive Officer
		Title: President and Chief Executive Officer

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