ITEM 3.02 UNREGISTERED SALE OF EQUITY SECURITIES

On October 23, 2008, XFormity, Inc., a wholly owned subsidiary of XFormity Technologies, Inc., and XFormity Technologies, Inc., ("XFMY") signed an agreement with its former patent counsel to resolve a long-standing dispute concerning accrued and unpaid charges for services. Under the agreement, we have agreed to issue to the law firm one million shares of XFMY's common stock, cash payments that extend over 48 months and additional contingent payments based upon the Company achieving certain revenue targets. This will approximate a maximum payout value of $900,000 in full settlement of the Company's obligation of approximately $1,575,000. The shares of common stock to be issued will be "restricted securities" under the Securities act of 1933.

ITEM 1.01: EXHIBITS

(a) Exhibit

10.61 Settlement Agreement