UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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): ~~May~~October 1517, 2008

SJ ELECTRONICS, INC.

(Exact name of Registrant as specified in charter)

Nevada	~~00052284~~000-52284	87-0530644
(State of Incorporation)	(Commission File No.)	(IRS Employer
		Identification Number)

5F, No.166, Sinhu 2nd Road

Neihu District, Taipei City 114

Taiwan

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (011)-8862-8791-8838

~~ACHERON, INC.~~ __________________________________________________

(Former name or former address, if changed 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:

o Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)

o Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

Item 15.0102 Departure of ~~Entry~~Directors ~~into~~or aPrincipal ~~Material~~Officers; ~~Definitive~~Election ~~Agreement.~~of Directors; Appointment of Principal Officers

On ~~May 15~~October 17, 2008, Zheng James Chen resigned as a Director of SJ Electronics, Inc. (the “Company”). ~~entered~~On ~~into and~~October ~~consummated~~20, 2008, Chia-Hsiang Peter Chang resigned as athe ~~Note~~President ~~Purchase~~and ~~Agreement~~a (Director of the ~~“Purchase~~Company, ~~Agreement”)~~and toYu ~~sell~~Ping toAgatha ~~certain~~Shen resigned ~~accredited~~as a ~~investors~~Chairperson ~~and~~of tothe ~~non-US~~Company. ~~persons~~Ms. ~~$2,950,000~~Shen inremained ~~principal~~a ~~amount~~Director ~~15%~~of the Company. ~~Senior~~The resignations ~~Secured~~were ~~Convertible~~not ~~Notes~~the ~~Due~~result ~~2009~~of (any disagreement with the ~~“Notes”).~~Company relating to the Company’s operations, policies or practices.

~~The Notes~~On ~~mature~~October ~~one year after the date of issuance. The Notes pay 15% interest (accruing monthly) at maturity~~20, ~~and are convertible into shares of the Company’s common stock~~2008, ~~par~~Ming ~~value~~Michael ~~$0.001~~Liu ~~per~~was ~~share~~elected ~~(the “Common Stock”) at~~ a ~~conversion~~Director ~~price equal~~and ~~to $1.30 per share (~~the ~~“Conversion Price”). In the event of a conversion,~~Chairman ~~accrued interest shall be automatically converted into common stock. In~~of ~~addition,~~ the Company, ~~has~~and ~~the~~appointed ~~right to prepay~~ the ~~entire~~President ~~outstanding~~of ~~principal due under~~ the ~~Notes upon certain conditions, including, but not limited to, that no event of default has occurred or is continuing~~Company.

~~The~~Prior ~~Conversion~~to joining ~~Price~~the isCompany, ~~subject~~Ming toMichael ~~adjustment~~Liu, ~~for~~age ~~certain events~~33, ~~including~~has ~~the~~been since 2006 a director ~~dividends~~of Sino-American Capital Group, ~~distributions~~LLC, oran ~~split~~advisory ofcompany based in the ~~Company’s~~Peoples Republic ~~Common~~of ~~Stock,~~China orwhich is engaged in ~~the~~developing ~~event~~business and financial ofrelationships between the ~~Company’~~U.S. and the People's ~~consolidation,~~Republic ~~merger~~of orChina. ~~reorganization~~Mr. InLiu was the ~~addition,~~CEO of Ubrandit.com a public company listed on the OTC BB from October ~~Conversion~~2006 to ~~Price~~February is2007. ~~also~~In ~~subject~~February to2007 ~~adjustment~~Ubrandit merged with Advanced Green Materials, a company based in Harbin in the ~~event~~Peoples ~~that~~Republic ~~the~~of ~~Company’s~~China. From ~~pre-tax~~2004 to ~~net~~2005 ~~income~~Mr. ~~(the~~Liu ~~“Actual~~was ~~Income”)~~a ~~for~~member of the ~~year~~Board ~~ended~~and ~~December~~Corporate ~~31,~~Secretary ~~2008,~~to Advanced ~~shall~~Battery beTechnologies, ~~less than $10~~Inc.,~~000,000~~ ~~(the~~a ~~“2008~~Delaware ~~Projected~~holding ~~Income”).~~Company Inlisted ~~such~~on ~~event~~NASDAQ ~~the~~under ~~Conversion~~the ~~Price~~symbol ~~shall~~ABAT bewhose ~~reduced~~Chinese subsidiary, ifZQ ~~applicable~~Power-Tech, byis aengaged ~~pro~~in the development and manufacture of lithium-~~rata~~ion ~~percentage~~batteries. From 2003 to 2004 Mr. ~~equal~~Liu was Secretary to the ~~percentage~~Board of ~~the~~ZQ ~~shortfall~~Power-Tech. inFrom ~~the~~1999 ~~Actual~~until ~~Income~~2003 ~~from~~Mr. ~~the~~Liu ~~2008 Projected~~was ~~Income;~~Vice ~~provided~~President of Harbin Ridaxing Science and Technology Co., Ltd., a technology ~~that such adjustment~~provider ~~shall~~located ~~not~~in ~~reduce~~ the ~~Conversion~~City ~~Price~~of toHarbin, China. Mr. Liu received a ~~price~~degree ~~lower~~in electric ~~than~~engineering $0from Zhongshan University in Gungazhou in 1997.65 Mr. Liu ~~per~~is ~~share~~a resident of Canada and a citizen of the PRC.

The Company's obligations under the Purchase Agreement and the Notes are secured by certain accounts receivable of the Company, and by a guaranty of Yu-ping Agatha Shen, the Company’s Chairman, and the pledge of 10,000,000 shares of Common Stock owned by Ms. Shen, pursuant to a Pledge and Security Agreement, dated as of May 15, 2008. In addition, the Company entered into a Lockbox Agreement which provides that the Company shall direct its account debtors to pay funds owed to the Company to an account maintained for the ratable benefit of the investors, which funds shall be withdrawn from this account as set forth therein.

Under the Purchase Agreements, the Company is obligated to file a registration statement (the "Registration Statement") with the SEC registering the resale of the Common Stock issuable upon conversion of the Notes. The Company is obligated to use its best efforts to cause the Registration Statement to be filed no later than 45 days after the closing date and to insure that the Registration Statement remains in effect until all of the shares of Common Stock issuable upon conversion of the Notes have been sold. In the event of a default of the Company’s registration obligations under the Purchase Agreements, including its agreement to file the Registration Statement with the Commission no later than 45 days after the closing date, or if the Registration Statement is not declared effective within 180 days after the closing date, it is required to pay to the investors, as partial liquidated damages, for each month that the registration statement has not been filed or declared effective, as the case may be, a cash amount equal to 1% of the liquidated value of the Notes not to exceed an aggregate of 10% of the principal amount of the Notes at the time outstanding.

The Company relied upon exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Act”) for the private placement of these securities pursuant to Section 4(2) of the Act and/or Regulation D, and Regulation S promulgated thereunder.

Item 2.03 Creation of a Direct Financial Obligation.

See Item 1.01 above.

Item 3.02 Unregistered Sales of Equity Securities.

See Item 1.01 above.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of business acquired.

Not applicable.

(b) Pro forma financial information.

Not applicable.

(d) Exhibits.

The following are filed as exhibits to this report:

Exhibit No.		Description
Exhibit 10.1		Form of Note Purchase Agreement by and among the Company and the investors thereto, dated as of May 15, 2008.
Exhibit 10.2		Form of 15% Senior Secured Convertible Note Due 2009 of the Company dated May 15, 2008.
Exhibit 10.3		Form of Pledge and Security Agreement dated as of May 15, 2008 by the Company and Agatha Shen in favor of Tri-State Title & Escrow, LLC in its capacity as Collateral Agent for and on behalf of the noteholders.
Exhibit 10.4		Form of Lockbox Agreement dated as of May 15, 2008 by and among the Company, the Collateral Agent and Ming Liu in his capacity as Lockbox Agent.
Exhibit 10.5		Form of Collateral Agency Agreement dated as of May 15, 2008 by and among the Collateral Agent and the noteholders.

SIGNATURES

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 hereunto duly authorized.

	SJ Electronics, Inc.
May 20, 2008	By:	/s/ Agatha Shen
October 23, 2008	By:	/s/ Michael Ming Liu
		Agatha Shen
		Michael Ming Liu
		Chairman
		President and Chairman

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