WebSafety, Inc. - FORM 10-K

Attached files

file	filename
EX-32.2 - CERTIFICATION - WebSafety, Inc.	webs_ex322.htm
EX-31.1 - CERTIFICATION - WebSafety, Inc.	webs_ex311.htm
EX-32.1 - CERTIFICATION - WebSafety, Inc.	webs_ex321.htm
EX-31.2 - CERTIFICATION - WebSafety, Inc.	webs_ex312.htm
EXCEL - IDEA: XBRL DOCUMENT - WebSafety, Inc.	Financial_Report.xls

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K


(Mark One)

[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2012

Or

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File No. 333-140378

WEBSAFETY, INC.

(Exact name of small business issuer as specified in its charter)

Nevada

20-5150818

(State or other jurisdiction of incorporation or

organization)

(I.R.S. Employer Identification No.)

1 Hampshire Court, Newport Beach, CA 92660

(Address of Principal Executive Offices)

(949) 642-7816

(Issuer’s telephone number)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered under Section 12(b) of the Exchange Act:

None

Securities registered under Section 12(g) of the Exchange Act:

Common stock $.001 par value

(Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes [ ] No [X]

Indicate by check mark whether issuer (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 has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter( during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [ ] No [X]

Indicate by check mark if disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer”, and “small reporting company” in Rule 12b-2 of the Exchange Act. (check one)

Large accelerated filer: .[ ] Accelerated filer: [ ] Non-accelerated filer: [ ] Small reporting company: [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

The aggregate market value of the voting and non-voting common equity held by non-affiliates was $8,554,002 based on 285,133,730 x .03 non-affiliate shares outstanding as of December 31, 2012 (Registrant’s most recently completed quarter). Computed by reference to the price at which the common equity was last sold which was $0.03 per share.

As of April 8, 2013, there were 385,637,738 shares of common stock, $0.001 par value, outstanding.

Documents incorporated by reference:

None.

Forward Looking Statements

This report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, business strategies, operating efficiencies or synergies, competitive positions, growth opportunities for existing products, plans and objectives of management, markets for stock of Websafety, Inc. formerly known as (“fka”) Blindspot Alert, Inc. (the “Company”) and other matters. Statements in this report that are not historical facts are “forward-looking statements” for the purpose of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and Section 27A of the Securities Act of 1933, as amended. Such forward-looking statements, including, without limitation, those relating to the future business prospects, revenues and income of Websafety, Inc. fka Blindspot Alert, Inc., wherever they occur, are necessarily estimates reflecting the best judgment of the senior management of Websafety, Inc. fka Blindspot Alert, Inc. on the date on which they were made, or if no date is stated, as of the date of this report. These forward-looking statements are subject to risks, uncertainties and assumptions, including those described in the “Risk Factors” described below, that may affect the operations, performance, development and results of our business. Because the factors discussed in this report could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by us or on our behalf, you should not place undue reliance on any such forward-looking statements. New factors emerge from time to time, and it is not possible for us to predict which factors will arise. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

You should understand that the following important factors, in addition to those discussed in the “Risk Factors” section could affect our future results and could cause those results to differ materially from those expressed in such forward-looking statements:

•

general economic conditions;

•

the effectiveness of our planned advertising, marketing and promotional campaigns;

•

anticipated trends and conditions in the industry in which we operate, including regulatory changes;

•

our future capital needs and our ability to obtain financing; and

•

other risks and uncertainties as may be detailed from time to time in our public announcements and filings with the Securities and Exchange Commission (“SEC”).

Although we believe that our expectations are reasonable, we cannot assure you that our expectations will prove to be correct. Should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described in this report as anticipated, believed, estimated, expected or intended.

Except to the extent required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or any other reason. All subsequent forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to herein. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this report may not occur.

TABLE OF CONTENTS


	PAGE
PART I

Item 1. Business	5
Item 1A. Risk Factors	6
Item 2. Description of Property	8
Item 3. Legal Proceedings	8
Item 4. Mine Safety Disclosures	8

PART II

Item 5: Market for Registrant’s Common Equity. Related Stockholder Matters and Issuer Purchases of Equity	9
Item 6: Selected Financial Data	9
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation	10
Item 7A. Quantitative and Qualitative Disclosures about Market Risk	13
Item 8. Financial Statements and Supplementary Data	14
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures	15
Item 9A. Controls and Procedures	15
Item 9B. Other Information	16

Part III

Item 10. Directors, Executive Officers and Corporate Governance	17
Item 11. Executive Compensation	18
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	18
Item 13. Certain Relationships and Related Transactions, and Director Independence	19
Item 14. Principal Accounting Fees and Services	20

Part IV

Item 15. Exhibits, Financial Statement Schedules	21

PART I

ITEM 1. BUSINESS

Business Development

We were incorporated on July 3, 2006 in the State of Nevada under the name Promotions on Wheels Holdings, Inc. We changed our name to Blindspot Alert, Inc. on December 12, 2008 and to Websafety, Inc. on September 11, 2009. The Company was originally a developmental stage company with a principal business objective of offering live promotions and marketing events utilizing unique custom built mobile displays. On July 21, 2008, we discontinued that business.

On June 30, 2008, the Company entered into a License Agreement (“License”) with WQN, Inc., a Texas corporation (“WQN”), which, in consideration for the sum of $300,000 granted the Company the right to market and sell WQN’s Websafety software products. The License covered software products that had been developed by WQN and granted the Company an exclusive right for a period of 12 months to market and sell the software products through the Home Shopping Network, QVC, Inc., CVS Pharmacy, WalMart, and Walgreens and the non exclusive right to market and sell the software products worldwide.

The License provided for the Company to retain 65% of all revenue received from the sale of CYBERSAFETY software and to pay 35% of all revenue to the Licensor, WQN. The License Agreement required Licensor to provide Company technical and customer support and required Licensor to provide Company with all future updates of the software.

On July 2, 2009 the Company entered into an asset acquisition agreement with WQN, Inc. Under the agreement we acquired all of the technology known as Websafety Technology for approximately 27,000,000 shares of our common stock. Consequently, the Company no longer has any royalty commitments to WQN under the June 30, 2008 license agreement.

Management believes that our products are a timely solution to many of the dangers that come with the unprecedented access to information and people that is provided by the internet and cell phones provide.

From June 2008 through December 31, 2009 we refined our website and we commenced limited revenue activity in the fourth quarter of 2009. We intend to market our products and services through relationships developed with “trusted” sources consisting of child protection advocacy groups including church, school and civic organizations. We intend to also explore opportunities to enter into strategic revenue sharing partnerships with companies having synergy with our products. These partners may include auto related companies, auto insurers, telecom logistic companies and cell phone manufacturers.

Business of Issuer

We are focused on marketing, selling, and distributing a range of Internet software applications and services for cell phones worldwide. These software applications allow parents or other caregivers to monitor and be notified of occurrences of predator advances, cyber bullying, pornography; and cell phone applications that restrict text messaging while driving and provide location information to parents using GPS technology. We market our software products under the WEBSAFETY or CELLSAFETY brand names.

Since our inception on July 3, 2006 and as of December 31, 2012, we have generated a minimal amount of revenue and have incurred a cumulative net loss of $13,144,630. In 2012 our revenues were $0, however, we believe that we must raise approximately $250,000 through the sale of equity or promissory notes for us to sustain operations through the next twelve (12) months. This amount of capital has been budgeted to maintain our minimal infrastructure and marketing and sales campaign. We believe that the recurring revenues from sales of software products eventually will be sufficient to support ongoing operations. We can provide no assurance that the actual expenses we incur will not materially exceed our estimates or that cash flow from sales will be adequate to maintain our business. As a result, our independent auditors have expressed substantial doubt about our ability to continue as a going concern as noted in the independent auditor’s report to the financial statements included in this report.

In August, 2011 due to the lack of revenue and inability to raise enough capital to pay for ongoing operations, we vacated our premises in Irving, Texas. All employees left the Company and we suspended our operations pending the raising of additional capital to finance our operations on a going forward basis.

In August, 2011, our CEO, Rowland W. Day II moved the administration of the business to his law office located in California which is the new address of the Company.

Mr. Day has continued to meet with prospective investors to fund the operations of the Company. To date very little money has been raised or loaned to the Company. There is no assurance that enough money can be raised for the Company to become operational at any time in the future.

Our Chief Executive Officer and Chief Financial Officer/Director works for us on a part-time basis. We also have two other Directors.

ITEM 1A. RISK FACTORS

The Company was organized during 2006 and is at an early stage of operation and has no substantial revenue. The Company began receiving revenue from sales of software products during the fourth quarter of 2009. The Company no longer devotes its full resources toward marketing, selling and distributing the software products. The Company will need to generate significant revenues to overcome an accumulated deficit and obtain profitability. The Company may never achieve profitability. If revenues grow more slowly than anticipated, or if operating expenses exceed expectations the Company’s business, results of operations, and financial condition could be materially adversely affected.

RISKS RELATING TO OUR BUSINESS

THE COMPANY HAS A LIMITED OPERATING HISTORY AND FACES SIGNIFICANT RISKS AND CHALLENGES IN BUILDING THE BUSINESS

As a result of the Company’s limited operating history, to achieve profitability, the Company must successfully and timely market and sell its software products. Although the Company has very concrete and specific marketing and sales programs to be implemented, the Company cannot guarantee the success of such programs and alternately, more expensive marketing and sales programs may need to be implemented. Additionally, although the Company believes that a strong market exists for the software products, the Company has conducted no scientific, reliable market surveys but has only performed its own research and due diligence to ascertain the security concerns of parents and others responsible for the safety of children. A more scientific analysis could prove that no market exists for the software products that the Company intends to market and sell; or, if the market exists, the Company may not be able to reach the market with the Company’s limited financial resources and marketing budget. There can be no assurance that the Company will be able to successfully generate revenues. The Company has no significant historical basis to assess how it might respond to competitive, economic, regulatory, or technological challenges. The Company’s business must be considered in light of the risks and uncertainties frequently encountered by companies in the very early stages of operations, particularly companies that operate in new and rapidly developing industries and marketplaces. The Company’s failure to adequately address these risks and uncertainties and rapidly respond to adverse developments as they occur could materially impact the Company’s ability to achieve profitability and, if profitability is achieved, to sustain a level of operations that will cause profitability to be sustained. Although the Company intends to hire numerous people to implement the business of the Company, there is no assurance that the Company will hire the right people or that future changes will not have to be made to find the right people to implement the Company’s business strategy. There is no assurance that the Company’s business strategy or marketing plans will achieve success.

THE COMPANY’S RELIANCE ON THE CAPABILITIES OF THE SOFTWARE PRODUCTS

The Company is heavily dependent upon the capabilities of the software products. The failure of the software to accomplish the objectives as represented will damper if not destroy the Company’s marketing.

COMPANY’S RELIANCE UPON HIRING EXECUTIVES AND CONSULTANTS

The Company’s success is highly dependent upon hiring executive officers and key consultants in order to implement and pursue the Company’s business and marketing plan. The inability to hire the executives or consultants will materially adversely impact the ability of the Company to complete its business and marketing plan and may require the Company to seek the assistance of other qualified personnel who may not be available.

CHALLENGES FROM COMPETITION

Although the Company is unaware of an available product that contains all the characteristics, features and capabilities of its software products, in the dynamic, ever changing field of technology, many companies of all sizes and capabilities are constantly engaged in software development. With the notoriety given to child molesters, pedophiles and others causing harm and sometimes death to children, a reasonable assumption is that many companies are currently engaged in software development activities that will possess many of the characteristics and capabilities possessed by the software. In the event another company successfully develops and markets a competitive product before the Company can establish a significant presence in its target markets, the Company may never be able to achieve a level of revenue to sustain the Company’s operations.

RISKS RELATED TO OUR COMMON STOCK

IF A MARKET FOR OUR COMMON STOCK DOES NOT DEVELOP, OUR STOCKHOLDERS MAY BE UNABLE TO SELL THEIR SHARES.

There is currently a limited market for our common stock and we can provide no assurance that a more liquid market will develop. If a liquid market does not develop for our shares, it will be difficult for stockholders to sell their stock. In such a case, stockholders may find that they are unable to achieve benefits from their investment.

IF A MARKET FOR OUR COMMON STOCK DEVELOPS, OUR STOCK PRICE MAY BE VOLATILE.

If a market for our common stock develops, the price at which our common stock will trade may be highly volatile and may fluctuate as a result of a number of factors, including the number of shares available for sale in the market, quarterly variations in our operating results, actual or anticipated announcements of new data, studies, products or services by us or competitors, regulatory investigations or determinations, acquisitions or strategic alliances by us or our competitors, recruitment or departures of key personnel, the gain or loss of significant customers, changes in the estimates of our operating performance, market conditions in our industry and the economy as a whole.

INVESTORS’ INTERESTS IN OUR COMPANY WILL BE DILUTED AND INVESTORS MAY SUFFER DILUTION IN THEIR NET BOOK VALUE PER SHARE IF WE ISSUE ADDITIONAL SHARES OR RAISE FUNDS THROUGH THE SALE OF EQUITY SECURITIES.

In the event that we are required to issue any additional shares or enter into private placements to raise financing through the sale of equity securities, investors’ interests in our Company will be diluted and investors may suffer dilution in their net book value per share depending on the price at which such securities are sold. If we issue any such additional shares, such issuances also will cause a reduction in the proportionate ownership and voting power of all other stockholders. Further, any such issuance may result in a change in our control.

WE HAVE NEVER PAID CASH DIVIDENDS AND DO NOT INTEND TO DO SO.

We have never declared or paid cash dividends on our common stock. We currently plan to retain any earnings to finance the growth of our business rather than to pay cash dividends. Payments of any cash dividends in the future will depend on our financial condition, results of operations and capital requirements, as well as other factors deemed relevant by our board of directors.

WE NEED ADDITIONAL FINANCING

We need additional financing to maintain and expand the business, and such financing may not be available on favorable terms, if at all. We intend to finance our business through the private placement and public offering of equity and debt securities. If we need funds and cannot raise them on acceptable terms, we may not be able to execute our business plan, and our shareholders may lose substantially all of their investment.

TERRORIST ATTACKS, CONTINUED WAR OR OTHER CIVIL DISTURBANCES COULD LEAD TO FURTHER ECONOMIC INSTABILITY AND ADVERSELY AFFECT OUR BUSINESS

On September 11, 2001, the United States was the target of terrorist attacks of unprecedented scope. The United States is currently engaged in a war in Iraq and Afghanistan. These attacks and these wars have caused instability in the marketplace and contributed to a downturn in the global economy. In the future, there may be armed hostilities, continued wars, further acts of terrorism and civil disturbances in the United States or elsewhere, which may further contribute to economic instability in the United States. Such disturbances could have a material adverse effect on our business, financial condition and operating results.

ITEM 2. DESCRIPTION OF PROPERTY

The Company’s corporate headquarters have been moved to 1 Hampshire Court, Newport Beach, California 92660 which is the office of our CEO and Chairman of the Board Rowland W. Day II. We are not being charged any rent at this time.

ITEM 3. LEGAL PROCEEDINGS

From time to time we may be a defendant or plaintiff in various legal proceedings arising in the normal course of our business. Except as set forth below, we are currently not a party to any legal proceeding that we believe could have a material adverse effect on our business, financial condition or operating results. On August 25, 2009, the Company terminated its President, Clifton Jolley for cause. In late November 2010, the Company and Mr. Jolley agreed to settle the dispute with neither party admitting any liability.

The Company vacated their rental facility in September 2011 and was in default under the lease. As result of falling into default pursuant to the terms of the lease agreement, the Company has expensed the security deposit of $19,756.

The landlord filed a lawsuit against the Company on November 8, 2011 for the unpaid and future lease payments of approximately $400,000. On June 7, 2012 the Company and the Landlord reached an agreement in the amount of $75,000. Three shareholders paid the $75,000 in the exchange for convertible promissory notes. The Company had previously recorded under Accrued Loss Contingency; $400,000 related to the unpaid and future lease payments, in accordance with FASB ASC 145, $325,000 of the related liability has been reversed through the same line item in the statement of activities as used when the cost was recognized initially.

$41,623 of rent payable, previously recorded in Accounts Payable, was written off to Loss Contingency item in the statement of operations as this was forgiven in this agreement.

On August 28, 2012, Keith Miller a part time employee of the Company at the time of his departure sued the Company, its officers and directors for fraud. Mr. Miller was previously the Interim Chief Technology Officer of the Company.

Mr. Miller alleges that he was induced to work by promises made by the Company’s representatives and he was not paid for his services.

The Company is defending this lawsuit and preparing a cross-complaint against Mr. Miller for his retention of Company property that he has refused to return.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY. RELATED STOCKHOLDERS MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES

Market Information

Our common stock is quoted on the OTCBB under the symbol “WBSI”. The following table shows the high and low bid prices of our common stock, as quoted on the OTCBB, by quarter during our last fiscal year when trading began. These quotes reflect inter-dealer prices, without retail markup, markdown or commissions and may not represent actual transactions.


	High		Low
1st Quarter (through April 8, 2013)	$	0.01	$	0.01
Year Ended December 31, 2012
1st Quarter	$	0.03	$	0.01
2nd Quarter		0.09		0.01
3rd Quarter		0.03		0.01
4th Quarter		0.01		0.01


Year Ended December 31, 2011
1st Quarter	$	0.47	$	0.11
2nd Quarter		0.28		0.02
3rd Quarter		0.03		0.01
4th Quarter		0.02		0.01

Holders

As of March 27, 2013, there were approximately 132 holders of record of our common stock. This number does not include beneficial owners of common stock whose shares are held in the names of various dealers, clearing agencies, banks, brokers and other fiduciaries.

Dividends

We have never declared or paid any dividends. We anticipate, as our board of directors deems appropriate, that we will continue to retain all earnings for use in our business.

Securities Authorized For Issuance Under Equity Compensation Plans

On February 18, 2011 we issued 2,000,000 options to Travis Bond, the Chief Operating Officer of the Company. In addition, we issued 330,000 to various other people.

ITEM 6. SELECTED FINANCIAL DATA

We are a smaller reporting company as defined in 17 CFR229.10(f)(I) and are not required to provide information required by this item, per Item 301 of Regulation S-K (17 CFR 229.201).

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Plan of Operations

Websafety, Inc. has the objective of marketing and selling through the internet a range of software applications and services for cell phones that allow parents or other caregivers to monitor and be notified of occurrences of predator advances, cyber bullying and pornography received on cell phones. The cell phone application also restricts text messaging while driving and provides location information to parents through the use of GPS technology. In June 2008 the Company acquired for $300,000 a worldwide non exclusive license that permits the Company to sell the proprietary software that identifies the threats from predators, cyber bullies and transmitters of pornography. The license also allows for selective exclusivity within certain markets.

Since our inception on July 3, 2006 through the end of the December 31, 2012, we have generated a minimal amount of revenue. We intend to market the products and services by developing relationships with “trusted” sources consisting of child protection advocacy groups including church, school and civic organizations. We intend to also explore opportunities to enter into strategic revenue sharing partnerships with companies having synergy with our products. These partners may include auto insurers and cell phone manufacturers. We suspended our operations in August of 2011 due to lack of working capital.

In 2012, we raised $0 in new equity funding through the sale of common stock and preferred stock.

Results of Operations

For the year ended 2012 we sustained a net operating loss of $1,142,743 as compared to a loss of $3,985,957 for the same twelve month period ended December 31, 2011. In 2012 we had revenues of $0 as compared to revenues of $65,830 in 2011.

The table below highlights on a line item basis the significant elements of expense during the two periods that constituted the preponderance of expense incurred.


	Years Ended December 31,				Increase/
Expense Category	2012		2011		(Decrease)
General and Administrative:				(restated)
· Payroll	$	(1041)	$	430,830	$	(431,871)
· Insurance D&O		-		11,966		(11,966)
Accounting		16,628		16,632		(4)
Consulting/Contract		80,833		277,452		(196,619)
Legal		241,138		226,905		14,233
Marketing/Website		22,623		90,231		(67,608)
Travel		4,475		15,078		(10,603)
Commissions		-		20,479		(20,479)
Office Expense & Telephone		2,211		26,033		(23,822)
Rent		-		87,180		(87,180)
Stock Compensation Expense		385,796		1,226,109		(517,024)
Other		146,468		20,030		121,439
Totals	$	899,131	$	2,448,925	$	(1,554,793)

The decrease in expenses from December 31, 2011 to December 31, 2012 is primarily attributed to suspension of operations.

Liquidity

As noted previously, through December 31, 2012 we raised $0 in new equity. In order to establish operations in 2013 and beyond, additional capital will be required. In that regard it is management’s intent to continue fund raising efforts to generate the capital required to reestablish operations.

Cash and cash equivalents increased to $25,392 at December 31, 2012 when compared to cash and cash equivalents of $0 at December 31, 2011. The increase is attributable to a loan made to the Company.

The decrease in accounts payable and accrued expenses of $(188,941) at December 31, 2012 when compared to December 31, 2011 can primarily be attributed to the decline in revenue generating activities which resulted in less cash for our obligations.

There were no investing activities for the years ended December 31, 2012 and 2011.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the company’s results of operations, financial position or cash flow.

Critical Accounting Policies

Going Concern

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of approximately $13,144,630 from the period of July 3, 2006 (Inception) through December 31, 2012 and has used significant cash in support of its operating activities raising substantial doubt about the Company’s ability to continue as a going concern. The Company in 2012 has raised additional capital and will seek additional sources of capital through the issuance of debt or equity financing, but there can be no assurance the Company will be successful in accomplishing its objectives.

The ability of the Company to continue as a going concern is dependent on additional sources of capital and the success of the Company’s plan. The financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Use of estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make certain estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company is subject to uncertainty of future events, economic, environmental and political factors and changes in the Company's business environment; therefore, actual results could differ from these estimates. Accordingly, accounting estimates used in the preparation of the Company's financial statements will change as new events occur; more experience is acquired, as additional information is obtained and as the Company's operating environment changes. Changes are made in estimates as circumstances warrant. Such changes in estimates and refinement of estimation methodologies are reflected in the financial statements.

Earnings per Share

Basic earnings per common share is computed by dividing net earnings by the weighted average number of common shares outstanding during each period presented. Diluted earnings per common share give the effect to the assumed exercise of stock options when dilutive. In a loss year, the calculation for basic and diluted earnings per share is considered to be the same, as the impact of potential common shares is anti-dilutive. At December 31, 2012, there were 1,990,000 stock options.

Beneficial Conversion Feature

Costs incurred with parties who are providing financing, which include the intrinsic value of beneficial conversion features associated with the underlying debt, are reflected as a debt discount. These discounts are generally amortized over the life of the related debt. In certain circumstances, the intrinsic value of the beneficial conversion feature may be greater than the proceeds associated to the convertible instrument. In such situations, the amount of the discount assigned to the beneficial conversion feature is limited to the amount of the proceeds allocated to the convertible instrument.

Fair value of financial instruments

The Company follows paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments and paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:


Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally unobservable inputs and not corroborated by market data.

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts payable, accrued expenses and loans payable approximate their fair values because of the short maturity of these instruments. Loans payable are recorded at their issue value.

Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

It is not, however, practical to determine the fair value of advances from stockholders, if any, due to their related party nature.

Stock Based Compensation

We account for employee share-based awards in accordance with FASB ASC 718. FASB ASC 718 requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). FASB ASC 718 also requires measurement of the cost of employee services received in exchange for an equity award based upon the grant-date fair value of the award.

The Company’s accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services follows the provisions of ASC 505-50. Accordingly, the measurement date for the fair value of the equity instruments issued is determined at earliest of (i) the date at which a commitment for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendor’s performance is complete. In the case of equity instruments, issued to consultants, the fair value of the equity instrument is recognized over the term of the consulting agreement.

In accordance with ASC 505-50, each transaction involving the issuance of stock in exchange for goods or services is analyzed to determine whether the value of the stock given as consideration on the value of the goods on services received are the more representation of the value of the underlying transactions.

Comprehensive Income

The Company has no components of income that would require classification as other comprehensive income.

Property and Equipment

Fixed assets recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of fixed assets is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life. Upon sale or retirement of the asset, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in the statements of operations.


Asset	Useful Life (in years)
Equipment	5 years
Furniture & Fixtures	7 years

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

CONTENTS


	PAGE

FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm	F-1
Balance Sheets as of December 31, 2012 and 2011	F-2
Statements of Operations for the years ended December 31, 2012 and 2011	F-3
Statements of Stockholders’ (Deficit) for the Period from December 31, 2010 through December 31, 2012	F-4
Statements of Cash Flows for the years ended December 31, 2012 and 2011	F-5
Notes to the Financial Statements	F-6

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and

Stockholders of Websafety, Inc.

We have audited the accompanying balance sheets of Websafety, Inc. as of December 31, 2012 and 2011, and the related statements of operations, stockholders’ equity (deficit), and cash flows for each of the years in the two-year period ended December 31, 2012. Websafety, Inc.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Websafety, Inc. as of December 31, 2012 and 2011, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2012 in conformity with accounting principles generally accepted in the United States of America.

As discussed in Note 12 to the financial statements, the Company restated its previously issued financial statements to record the effects of the stock option expense related to employees who were no longer providing services. Upon termination, the employees’ outstanding stock options became fully vested. The reduction in the service period results from the suspension of the Company’s operations.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements the Company has had recurring losses, these conditions raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern.

/s/ EFP Rotenberg, LLP

EFP Rotenberg, LLP

Rochester, New York

April 12, 2013

F-1

WEBSAFETY, INC.

BALANCE SHEETS

The accompanying notes are an integral part of these financial statements.


	December 31, 2012		December 31, 2011
			(restated)
ASSETS
CURRENT ASSETS:
Cash	$	25,392	$	-

Total Current Assets		25,392		-

PROPERTY AND EQUIPMENT
Computer equipment, computer software and furniture, net		6,295		9,450
Software license and website development, net		-		45,427

Total Property and equipment		6,295		54,877

Total Assets	$	31,687	$	54,877

LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Cash overdraft	$	-	$	700
Accounts payable		179,416		351,617
Accrued expenses		92,798		109,538
Accrued loss contingency		-		400,000
Due to shareholders		899,218		768,737
Loans payable, net of discount		209,932		170,540
Liability to issue shares		-		25,000

Total Current Liabilities		1,381,364		1,826,132

STOCKHOLDERS' DEFICIT:

Preferred stock at $0.001 par value: 25,000,000 shares authorized,
2,063,335 and 2,863,335 shares issued and outstanding, respectively		2,063		2,863

Common stock at $0.001 par value: 700,000,000 shares authorized,
327,906,293 and 87,689,938 shares issued and outstanding, respectively		327,907		87,691
Additional paid-in capital		11,464,983		10,140,078
Deficit accumulated		(13,144,630)		(12,001,887)

Total Stockholders' Deficit		(1,349,677)		(1,771,255)

Total Liabilities and Stockholders' Deficit	$	31,687	$	54,877

The accompanying notes are an integral part of these financial statements.

F-2

WEBSAFETY, INC.

STATEMENTS OF OPERATIONS

For the years ended December 31, 2012 and 2011

The accompanying notes are an integral part of these financial statements.


			For the year ended		For the year ended
			December 31, 2012		December 31, 2011
					(restated)

REVENUE			$	-	$	65,830

COST OF GOODS SOLD				-		(38,492)

GROSS MARGIN				-		27,338

OPERATING EXPENSES:
	General and administrative expenses			899,131		2,448,925
	Loss Contingency			(366,623)		400,000
	Depreciation and amortization expense			48,585		58,688

		Total operating expenses		581,093		2,907,613

LOSS FROM OPERATIONS				(581,093)		(2,880,275)

OTHER INCOME (EXPENSES)

	Income from forgiven debt			48,494		-
	Other income			25		-
	Amortization of beneficial conversion			(537,592)		(1,049,223)
	Interest expense			(72,577)		(56,459)

	Total other income (expenses)			(561,650)		(1,105,682)

LOSS BEFORE INCOME TAX PROVISION				(1,142,743)		(3,985,957)

INCOME TAX PROVISION				-		-

NET LOSS			$	(1,142,743)	$	(3,985,957)

NET LOSS PER COMMON SHARE
	- BASIC AND DILUTED:		$	(0.004)	$	(0.051)

	Weighted common shares outstanding
		- basic and diluted		278,108,117		78,024,034

The accompanying notes are an integral part of these financial statements.

F-3

WEBSAFETY, INC.

STATEMENTS OF STOCKHOLDERS' (DEFICIT)

For the Period from December 31, 2010 through December 31, 2012


	Preferred Stock, $0.001 Par Value				Common Stock, $0.001 Par Value			Additional				Total
	Number of				Number of			Paid-in		Deficit		Stockholders'
	Shares		Amount		Shares	Amount		Capital		Accumulated		Deficit

Balances, December 31, 2010	2,863,335		$	2,863	70,313,828	$	70,314	$	7,104,986	$	(8,015,930)	$	(837,767)

Issuance of common stock for cash:
March 4, 2011 six issuances at $0.10					1,025,000		1,025		101,475		-		102,500
April 27, 2011 two issuances at $0.10					475,000		475		47,025		-		47,500
May 24, 2011 seven issuances at $0.10					2,700,000		2,700		267,300		-		270,000

Issuances of common stock for services:
January 13, 2011 one issuance at $0.25					40,000		40		9,960		-		10,000
January 31, 2011 one issuance at $0.25					200,000		200		49,800		-		50,000
February 11, 2011 one issuance at $0.25					200,000		200		49,800		-		50,000
March 1, 2011 one issuance at $0.25					40,000		40		9,960		-		10,000
April 27, 2011 one issuance at $0.13					15,000		15		1,985		-		2,000
May 24, 2011 four issuances at $0.10					242,500		243		24,007		-		24,250
August 4, 2011 one issuance at $0.04					250,000		250		9,750		-		10,000
August 4, 2011 one issuance at $0.03					416,666		417		12,083		-		12,500
August 10, 2011 one issuance at $0.03					1,193,734		1,194		23,806		-		25,000

Conversion of notes to common stock					10,253,210		10,253		217,247				227,500

Issuance of common stock to adjust issue price (note6)					325,000		325		(325)				-

Stock Compensation expense									1,226,109				1,226,109

Beneficial Conversion Feature of promissory notes									985,110				985,110

Net loss for the year ended December 31, 2011											(3,985,957)		(3,985,957)

Balance, December 31, 2011 (restated)		2,863,335		2,863	87,689,938		87,691		10,140,078		(12,001,887)		(1,771,255)

Issuances of common stock for services:
March 20, 2012 one issuance at $0.01					2,500,000		2,500		22,500		-		25,000
April 1, 2012 one issuance at $0.005					6,000,000		6,000		24,000		-		30,000
June 1, 2012 one issuance at $0.015					3,000,000		3,000		42,000		-		45,000
June 1, 2012 one issuance at $0.016					62,500		63		937		-		1,000
October 3, 2012 on issuance at $0.02					43,479		43		957		-		1,000

Conversion of notes to common stock					227,610,376		227,610		286,790		-		514,400

Stock Compensation expense									385,796		-		385,796

Beneficial Conversion Feature of promissory notes									562,125		-		562,125

Preferred shares converted into common shares at the
conversion rate of 1:1.25	(800,000)			(800)	1,000,000		1,000		(200)		-		-

Net loss for the year ended December 31, 2012											(1,142,743)		(1,142,743)

Balance, December 31, 2012	2,063,335		$	2,063	327,906,293	$	327,907	$	11,464,983	$	(13,144,630)	$	(1,349,677)

The accompanying notes are an integral part of these financial statements.

F-4

WEBSAFETY, INC.

STATEMENTS OF CASH FLOWS

For the years ended December 31, 2012 and 2011


			For the year ended		For the year ended
			December 31, 2012		December 31, 2011
					(restated)

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss			$	(1,142,743)	$	(3,985,957)

Adjustments to reconcile net loss to net cash used in operating activities
	Depreciation and amortization expense			48,585		58,688
	Amortization of beneficial conversion			537,592		1,049,223
	Stock compensation expense			385,796		1,226,109
	Stock issued for services - non-cash			102,000		193,750
	Gain on adjustment of Loss Contingency			(325,000)		-
	Changes in operating assets and liabilities:
		Decrease in accounts receivable		-		150
		Increase (decrease) in deposit		-		19,756
		Increase (decrease) in accounts payable		(172,201)		53,887
		Decrease in Loss Contingency		(75,000)		400,000
		Decrease in deferred revenue		-		(3,587)
		Increase (decrease) in accrued expense		(16,740)		141,987

NET CASH USED IN OPERATING ACTIVITIES				(657,711)		(845,994)

CASH FLOWS FROM FINANCING ACTIVITIES:
	Repayment of loans			(17,735)		-
	Increase (decrease) in cash overdraft			(700)		700
	Decrease in liability to issue shares			(25,000)		(28,000)
	Proceeds from borrowing			446,056		183,000
	Net proceeds of advances from shareholders			280,482		244,126
	Proceeds from sale of common stock			-		420,000

NET CASH PROVIDED BY FINANCING ACTIVITIES				683,103		819,826

NET CHANGE IN CASH				25,392		(26,168)

Cash at beginning of period				-		26,168

Cash at end of period			$	25,392	$	-

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
	Interest paid		$	-	$	-
	Income tax paid		$	-	$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES:
	Conversion of notes to common stock		$	514,400	$	227,500

The accompanying notes are an integral part of these financial statements.

F-5

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2012

__________________________________________________________________

Note 1. Basis of Presentation

The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at December 31, 2012, and for all periods presented herein, have been made.

Note 2. Significant Accounting Policies

Going Concern

Use of estimates

Earnings per Share

Beneficial Conversion Feature

F-6

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2012

__________________________________________________________________

Fair value of financial instruments


Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally unobservable inputs and not corroborated by market data.

It is not, however, practical to determine the fair value of advances from stockholders, if any, due to their related party nature.

Stock Based Compensation

F-7

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2012

__________________________________________________________________

Comprehensive Income

The Company has no components of income that would require classification as other comprehensive income.

Property and Equipment


Asset	Useful Life (in years)
Equipment	5 years
Furniture & Fixtures	7 years

Reclassification

Certain accounts in the prior-year financial statements have been reclassified for comparative purposes to conform to the presentation in the current-year financial statements.

Note 3. Concentration of Credit Risk

For the years ended December 31, 2012 and 2011 the Company had $0 and $65,830 in revenues, respectively. A concentration of credit risk exists due to the fact that the Company has a limited number of both customers and vendors. If a number of customers or vendors decided to take their business elsewhere, the Company’s losses could increase significantly. As of December 31, 2012, no credit has been extended to “on account” customers.

Note 4. Property and Equipment

Property and equipment consist of the following at December 31, 2012 and December 31, 2011:


	2012	2011
Property and Equipment
Equipment	$ 16,689	$ 16,689
Software	167,670	167,670
Total property and equipment before accumulated depreciation	184,359	184,359

Less accumulated depreciation	(178,064)	(129,482)
Total property and equipment	$ 6,295	$54,877

F-8

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2012

__________________________________________________________________

Depreciation expense for the years ended December 31, 2012 and 2011 totaled $48,585 and $58,688, respectively.

During the year ended December 31, 2012, the Company has incurred website development costs as part of web site application and infrastructure development activities. Specifically, activities include coordination of design, engineering, initial integration and design modifications, script writing, web site designs and revisions, application side designs, pre-video production build/test flash prototype for oversize video browser scaling, eCommerce engine, etc. All of these development costs were expensed as incurred.

Note 5. Loan Payable

The components of notes as of December 31, 2012 and 2011 are as follows:

$42,500 loan received February 9, 2011, due November 11, 2011 including interest at 8%. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to 61% of the market price. As of December 31, 2012, this note was converted to common stock.

$53,000 loan received April 21, 2011, due January 25, 2012 including interest at 8%. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to 61% of the market price. As of December 31, 2012, this note was converted to common stock.

$37,500 loan received May 23, 2011, due February 27, 2012 including interest at 8%. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to 61% of the market price. As of December 31, 2012, this note was converted to common stock.

$50,000 loan received June 23, 2011, due December 22, 2011 including interest at 8%. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to 61% of the market price. As of December 31, 2012, this note was converted to common stock.

$31,000 loan received January 1, 2012, due June 1, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note has been converted to common stock.

$20,000 loan received February 24, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, no portion of this note has been converted to common stock.

$13,000 loan received February 27, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, no portion of this note has been converted to common stock.

$6,157 loan received April 9, 2012, due August 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$16,771 loan received April 9, 2012, due August 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

F-9

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2012

__________________________________________________________________

$7,524 loan received April 9, 2012, due August 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$63,054 loan received April 9, 2012, due August 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, no portion of this note was converted to common stock.

$18,000 loan received April 9, 2012, due August 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$3,309 loan received June 1, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$55,000 loan received June 1, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$18,800 loan received June 6, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, no portion of this note was converted to common stock.

$18,000 loan received June 7, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was written-off.

$18,309 loan received June 14, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$16,691 loan received June 14, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was converted to common stock.

$1,277 loan received June 30, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was paid off.

$4,395 loan received June 30, 2012, due on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.005 per share. As of December 31, 2012, this note was paid off.

$63,000 loan received July 5, 2012, due April 10, 2013, including interest at 8%. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to 61% of the market price. As of December 31, 2012, no portion of this note was converted to common stock.

F-10

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2012

__________________________________________________________________

$63,000 loan received September 19, 2012, due June 21, 2013, including interest at 8%. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to 58% of the market price. As of December 31, 2012, no portion of this note was converted to common stock.

$8,769 loan received October 1, 2012, due on April 1, 2013. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $.002 per share. As of December 31, 2012, this note was not converted to common stock.

Each loan above has a right to convert to common stock. During the year ended December 31, 2012, a total of $341,027 of the above mentioned notes were converted into shares of common stock.

Based on the intrinsic value of the conversion feature, the Company determined that there was a beneficial conversion feature associated with some notes payable. As a result of the beneficial conversion feature exceeding the proceeds received from the promissory notes, management discounted the notes 100% and will amortize this discount over the life of the note. During the years ended December 31, 2012 and 2011, amortization of the beneficial conversion feature was $537,592 and $1,049,223, respectively. As of December 31, 2012, the total unamortized discount on notes was $55,691.

The fair value of the beneficial conversion feature was determined through the Black-Scholes Option pricing model with the following inputs:


Stock Price	$0.0032-0.0151
Exercise Price	$0.002-0.009
Term	9 months
Risk-Free Rate	0.15%
Dividend Yield	0%
Volatility	310-364%

Note 6. Related Party Transactions

Consulting, Legal and Administrative Services-These services consist of management oversight of the operations of the Company; review of financial operations, capital raising and meetings with investors, potential investors, preparation of the Company’s SEC reports and documents for the Company’s operations.

In the aggregate, during the year ended December 31, 2012, the Company owed to related parties $941,214 for consulting, legal and accrued interest as reflected below.


	Consulting, legal and administrative	Loan	Accrued Interest	Total
Rowland W. Day II	$594,539	$274,679	$41,996	$911,214
Brian Fowler		$30,000		$30,000
	$594,539	$304,679	$41,996	$941,214

Rowland W. Day II is our CEO, CFO and Chairman of the Board. Brian Fowler is a shareholder.

F-11

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2011

__________________________________________________________________

The components of notes as of December 31, 2012 and 2011 are as follows:

On October 4, 2011, the Company entered into a convertible promissory note in the amount of $516,134 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, $150,000 of the above note has been converted to common stock.

On October 4, 2011, the Company entered into a convertible promissory note in the amount of $229,401 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On December 31, 2011, the Company entered into a convertible promissory note in the amount of $15,952 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On December 31, 2011, the Company entered into a convertible promissory note in the amount of $7,250 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On December 31, 2011, the Company entered into a convertible promissory note in the amount of $23,373, due to Brian Fowler due March 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, the note has been converted to shares of common stock.

On March 31, 2012, the Company entered into a convertible promissory note in the amount of $12,467 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On March 31, 2012, the Company entered into a convertible promissory note in the amount of $62,250 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On April 1, 2012, the Company entered into a convertible promissory note in the amount of $30,000, due to Brian Fowler due August 31, 2012. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

F-12

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2011

__________________________________________________________________

On June 30, 2012, the Company entered into a convertible promissory note in the amount of $83,125 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On June 30, 2012, the Company entered into a convertible promissory note in the amount of $18,063 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On September 30, 2012, the Company entered into a convertible promissory note in the amount of $16,132 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On September 30, 2012, the Company entered into a convertible promissory note in the amount of $57,437 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On December 31, 2012, the Company entered into a convertible promissory note in the amount of $9,237 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

On December 31, 2012, the Company entered into a convertible promissory note in the amount of $3,771 including interest of 5% due to Rowland W. Day II on demand. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2012, no portion of this note was converted to shares of common stock.

Each loan above has a right to convert to common stock. During the year ended December 31, 2012, a total of $173,373 of the above mentioned notes were converted into shares of common stock.

Note 7. Facilities

Note 8. Recent Pronouncements

Management does not believe that any recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

F-13

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2011

__________________________________________________________________

Note 9. Stock Based Compensation

In November 2009, the Board of Directors and Shareholders adopted the 2008 Stock Option Plan providing for the issuance of up to 10,000,000 shares to Company officers, directors, employees and to independent contractors who provide services to the Company.

Options granted under the 2008 Stock Option Plan vest as determined by the Board of Directors and terminate after the earliest of the following events: expiration of the option as provided in the option agreement, 90 days subsequent to the date of termination of the employee, or ten years from the date of grant (five years from the date of grant for incentive options granted to an employee who owns more than 10% of the total combined voting power of all classes stock at the date of grant). In some instances, granted stock options are immediately exercisable into restricted shares of common stock, which vest in accordance with the original terms of the related options. The Company recognizes compensation expense ratably over the requisite service period.

The option price of each share of common stock shall be determined by the Board of Directors or compensation committee (when one is established), provided that with respect to incentive stock options, the option price per share shall in all cases be equal to or greater than 100% of the fair value of a share of common stock on the date of the grant, except an incentive option granted under the 2008 Stock Option Plan to a shareholder that owns more than 10% of the total combined voting power of all classes of stock, shall have an exercise price of not less than 110% of the fair value of a share of common stock on the date of grant. No participant may be granted incentive stock options, which would result in shares with an aggregate fair value of more than $10,000,000 first becoming exercisable in one calendar year.

For the years ended December 31, 2012 and 2011, the Company recorded compensation costs for options and shares granted under the plan amounting to $385,796 and $1,226,109, respectively. There are no unamortized stock compensation costs. A deduction is not allowed for income tax purposes until nonqualified options are exercised. The amount of this deduction will be the difference between the fair value of the Company’s common stock and the exercise price at the date of exercise. The tax effect of the income tax deduction in excess of the financial statement expense, if any, will be recorded as an increase to additional paid-in capital. No tax deduction is allowed for incentive stock options. Accordingly no deferred tax asset is recorded for GAAP expense related to these options.

Management has valued the options at their date of grant utilizing the Black Scholes Merton option pricing model. The fair value of the underlying shares was determined based on the closing price of the Company’s publicly-traded shares as of date of the grant. Further, the expected volatility was calculated using the historical volatility of the Company’s stock.

The risk-free interest rate is based on the implied yield available on U.S. Treasury issues with an equivalent term approximating the expected life of the options depending on the date of the grant and expected life of the options. The expected life of options used was based on the contractual life of the option granted. The Company determined the expected dividend rate based on the assumption and expectation that earnings generated from operations are not expected to be adequate to allow for the payment of dividends in the near future.

F-14

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2011

__________________________________________________________________

The following table summarizes the status of the Company aggregate stock options granted under the incentive stock option plan:


	Number		Weighted
	of Shares		Average		Weighted
	Remaining		Intrinsic		Average		Aggregate
Subject to Exercise	Options		Price		Life (Years)		Value

Outstanding as of December 31, 2011		3,990,000	$	.08	3.04		$	1,920,364
Granted - 2012		-	$	-		-		-
Forfeited - 2012		(2,000,000)	$	.				-
Exercised - 2012		-	$	-		-		-
Outstanding as of December 31, 2012		1,990,000	$	-		-	$	-
Exercisable as of December 31, 2012		-

The following table summarized the status of the Company aggregate non-vested shares granted under the 2008 Stock Option Plan for the year ended December 31, 2012.


	Number of Non- vested Shares Subject to Options
Non-vested as of December 31, 2011		955,202
Non-vested granted - period ended December 31, 2012
Vested - period ended December 31, 2012		(955,202)
Forfeited - period ended December 31, 2012		-
Non-vested as of December 31, 2012		0

Note 10. Legal Proceedings

$41,623 of rent payable, previously recorded in Accounts Payable, was written off to Loss Contingency item in the statement of operations as this was forgiven in this agreement.

F-15

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2011

__________________________________________________________________

Mr. Miller alleges that he was induced to work by promises made by the Company’s representatives and he was not paid for his services.

The Company is defending this lawsuit and preparing a cross-complaint against Mr. Miller for his retention of Company property that he has refused to return. The Company is unable to determine the outcome or estimated loss.

Note 11. Income Taxes

Deferred tax assets

At December 31, 2012, the Company had net operating loss (“NOL”) carry-forwards for Federal income tax purposes of $13,144,630 that may be offset against future taxable income through 2032. No tax benefit has been reported with respect to these net operating loss carry-forwards in the accompanying financial statements because the Company believes that the realization of the Company’s net deferred tax assets of approximately $4,469,174 was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are fully offset by a valuation allowance of $4,469,174.

Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realization. The valuation allowance increased to $4,469,174 as of December 31, 2012.

Components of deferred tax assets at December 31, 2012 and 2011 are as follows:


		December 31, 2012		December 31, 2011
					(restated)
Net deferred tax assets - Non-current:

Expected income tax benefit from NOL carry-forwards	$		4,469,174	$	4,080,642
Less valuation allowance			(4,469,174)		(4,080,642	)
Deferred tax assets, net of valuation allowance	$		-	$	-

Income taxes in the statements of operations

A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows:


	For the Period from July 3, 2006 (inception) through December 31, 2012

Federal statutory income tax rate		34.0	%
Change in valuation allowance on net operating loss carry-forwards		(34.0	)%
Effective income tax rate		0.0	%

F-16

WEBSAFETY, INC.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2011

__________________________________________________________________

Note 12. Restatement

The Company restated its previously issued financial statements to record the effects of the stock option expense related to employees, who were no longer providing services. Upon termination, the employees’ outstanding stock options became fully vested. The reduction in the service period resulted from the suspension of the Company’s operations.

The impact of the restatement on the financial statements as of and for the year ended December 31, 2011 is shown in the following tables:


Balance sheet data - December 31, 2011

		As reported for December 31, 2011 in 10-K(A) filed on August 28, 2012		Adjustment		As restated
Additional paid-in capital	$	9,816,789	$	323,289	$	10,140,078
Accumulated deficit	$	(11,678,598)	$	(323,289)	$	(12,001,887)

Statement of Operations data For the year ended December 31, 2011

General & administrative expenses	$	2,125,636	$	323,289	$	2,448,925
Net Loss	$	(3,662,668)	$	(323,289)	$	(3,985,957)
BASIC AND DILUTED NET LOSS PER SHARE	$	(0.047)	$	(0.004)	$	(0.051)

Statement of Cash Flows data For the year ended December 31, 2011

Net Loss	$	(3,662,668)	$	(323,289)	$	(3,985,957)
Stock compensation expense	$	902,820	$	323,289	$	1,226,109

Note 13. Subsequent Events

The Company has evaluated all events that occurred after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The Management of the Company determined that the following subsequent events needed to be disclosed:

$12,000 of the note received on July 5, 2012 was converted into 10,000,000 shares of common stock on January 14, 2013.

$12,000 of the note received on July 5, 2012 was converted into 15,189,873 shares of common stock on February 20, 2013.

$9,600 of the note received on July 5, 2012 was converted into 16,271,186 shares of common stock on March 7, 2013.

$9,600 of the note received on July 5, 2012 was converted into 16,271,186 shares of common stock on March 14, 2013.

The principal balance due remaining under this note after all conversions is $19,800.

F-17

ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

ITEM 9A. Disclosure Controls and Procedures

Our management with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act for the end of the period covered by this Annual Report on Form 10-K. Based on that evaluation, our principal executive officer and principal financial officer have concluded that these controls and procedures were ineffective at December 31, 2012, including those to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the SEC, and is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.

It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events.

Report of Management on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act). Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.

Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America and that our receipts and expenditures are being made only in accordance with authorization of our management and directors; (iii) provide reasonable assurance regarding prevention or timely detection of the unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Management assessed our internal control over financial reporting as of December 31, 2012. Management based its assessment on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Management’s assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of those controls.

Based on this assessment, management has concluded that as of December 31, 2012, our internal control over financial reporting was ineffective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. We noted that there is a lack of segregation of certain duties at the Company due to the small number of employees with responsibility for general administrative and financial matters. This constitutes a deficiency in financial reporting. Additionally, we failed to properly record the effects of an unusual transaction related to stock options when the Company suspended operations in 2011. We therefore conclude that our internal control over financial reporting were ineffective as of and for the year ended December 31, 2012. At this time, management has decided that considering the employees involved and the control procedures in place, the risks associated with such lack of segregation of duties are insignificant and the potential benefits of adding additional employees to clearly segregate duties do not justify the additional expenses associated with such increases. Management will periodically reevaluate this situation. If the volume of business increases and sufficient capital is secured, it is the Company’s intention to further increase staffing to mitigate the current lack of segregation of duties within the general, administrative and financial functions.

This annual report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm pursuant to final rulings of the SEC that permit us to provide only management’s report in this annual report.

Changes in Internal Controls

We have evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, that there have been no changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting. Inherent limitations exist in any system of control including the possibility of human error and the potential of overriding controls. The effectiveness of an internal control system may also be affected by changes in conditions.

ITEM 9B. OTHER INFORMATION

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Directors and Executive Officers

Our current officers and directors are listed below. Each of our directors will serve for one year or until their respective successors are elected and qualified. Our officers serve at the pleasure of the board of directors.


Name	Age	Position	Start of Term
Rowland W. Day II	56	CEO CFO Chairman of the Board	February 25, 2008

Jaimie Day	54	Director	March 15, 2012

Melinda Day	52	Director	March 15, 2012

Rowland W. Day II, 56 years of age, Chief Executive Office, Chief Financial Officer and Chairman of the Board.

Mr. Day is a business corporate lawyer and has practiced law since 1983. Mr. Day is currently a director of RE3W WorldWide and Restaurants on the Run. Mr. Day was the sole director of Promotions on Wheels Holdings, Inc. when the change of control occurred with Texas Atlantic Partners and the license was acquired from WQN, Inc. in April 2008.

Jaimie D. Day, 54 years of age, Director.

Mrs. Day has been an interior designer for over 30 years and is a homemaker. She is the wife of Rowland W. Day II, the Company’s CEO and Director.

Melinda Day, 52 years of age, Director.

From 2011 to the present, Ms. Day has been the Finance Data Entry Manager for the Boy Scouts of America, Orange County Council. Prior to 2011, for approximately 25 years, Ms. Day had been a volunteer worker for the Boy Scouts of America at the Orange County Council. Ms. Day is the sister of Rowland W. Day II, the Company’s CEO and Director.

Family Relationships

Jaimie Day is the wife of our CEO and Chairman, Rowland W. Day II. Melinda Day is the sister of our CEO and Chairman of the Board, Rowland W. Day II.

Legal Proceedings

There have been no events under any bankruptcy act, no criminal proceedings and no judgments, injunctions, orders or decrees, including judgments finding violations of any federal or state securities or commodities law, material to the evaluation of the ability and integrity of any of our directors, executive officers, promoters or control persons during the past five years.

ITEM 11. EXECUTIVE COMPENSATION

Our Chief Executive Officer/Chief Financial Officer are paid on an as-billed basis at the rate of $250 per hour. A promissory note is issued at the end of each quarter for the amount of services expended on behalf of the Company. No compensation of cash or equity has been paid or granted for the services of our directors.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth the securities ownership of our directors, named executive officers, and any person or group who is known to us to be the beneficial owner of more than five percent of our voting stock as of March 11, 2013:


Title of Class	Name and Address of Beneficial Owner¹	Amount and Nature of Beneficial Owner¹		Percent of class
Common Stock	Rowland W. Day II(1)		40,000,000		10.37	%
	Jaimie Day(1)		-0-
	Melinda Day(1)		-0-
Common Stock	All directors and executive officers as a group (3 persons)		40,000,000		10.37	%

(1) Applicable percentage ownership is based on 385,637,738 shares of total voting stock outstanding at April 8, 2013. The number of shares of voting stock owned are those “beneficially owned” as determined under the rules of the SEC, including any shares of voting stock as to which a person has sole or shared voting or investment power and any shares of voting stock which the person has the right to acquire within sixty days through the exercise of any option, warrant or right. All addresses for Mr. and Mrs. Day and Ms. Day are c/o 1 Hampshire Court, Newport Beach, CA 92660.

Unless otherwise indicated, we believe that all persons named in the table have sole voting and investment power with respect to all Shares beneficially owned by them. A person is deemed to be the beneficial owner of securities which may be acquired by such person within sixty days from the date on which beneficial ownership is to be determined, upon the exercise of options, warrants or convertible securities. Each beneficial owner’s percentage ownership is determined by assuming that options, warrants and convertible securities that are held by such person (but not those held by any other person) and which are exercisable, convertible or exchangeable within such sixty day period, have been so exercised, converted or exchanged.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

Transactions with Related Persons

In the aggregate, during the year ended December 31, 2012, the Company owed to related parties $919,847 for consulting, legal and accrued interest as reflected below.


	Consulting, legal and administrative	Loan	Accrued Interest	Total
Rowland W. Day II	$594,539	$274,679	$41,996	$911,214
Brian Fowler		$30,000		$30,000
	$594,539	$304,679	$41,996	$941,214

Rowland W. Day II is our CEO, CFO and Chairman of the Board. Brian Fowler a shareholder.

On October 4, 2011, the Company entered into a convertible promissory note in the amount of $516,134 including interest of 5% due to Rowland W. Day II. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2011, no portion of this note was converted to shares of common stock.

On October 4, 2011, the Company entered into a convertible promissory note in the amount of $229,401 including interest of 5% due to Rowland W. Day II. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2011, no portion of this note was converted to shares of common stock.

On December 31, 2011, the Company entered into a convertible promissory note in the amount of $15,952 including interest of 5% due to Rowland W. Day II. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2011, no portion of this note was converted to shares of common stock.

On December 31, 2011, the Company entered into a convertible promissory note in the amount of $7,250 including interest of 5% due to Rowland W. Day II. The convertible promissory note provides the holder the right to convert at any time, all or any unpaid principal and interest into shares of the Company’s common stock at a price equal to $0.005 per share. As of December 31, 2011, no portion of this note was converted to shares of common stock.

Each loan above has a right to convert to common stock. During the year ended December 31, 2012, a total of $341,027 of the above mentioned notes were converted into shares of common stock.

The services that were provided are outlined below.

Consulting, Legal and Administrative Services-These services consist of management oversight of the operations of the Company; review of financial operations, capital raising and meetings with investors and potential investors, preparation of the Company’s SEC reports and documents for the Company’s operations.

Director Independence

It is our position that Mr. Day and Mrs. Day are not independent.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The following table sets forth the aggregate fees billed to us for the fiscal years ended December 31, 2012 and 2011 by EFP Rotenberg LLP.


Audit Fees:	Fiscal Year 2012		Fiscal Year 2011
EFP Rotenberg LLP	$	17,000	$	14,600
Audit Related Fees: EFP Rotenberg LLP(1)	$	13,500	$	7,100

(1) Review and assistance with comment letters and Company responses.

Tax Fees

There were no fees paid in either 2012 or 2011 for tax related matters.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULE


Exhibit No.	Description
3.1	Amended and Restated Certificate of Incorporation of Blindspot Alert, Inc., a Nevada corporation. Incorporated by reference to our current report on Form 14-C filed with the SEC on December 5, 2008.
10.1	Incorporated by reference to our current report on Form 8-K filed with the SEC on July 25, 2008 License Agreement dated June 30, 2008.
31.1	Rule 13a-14(a) Certification of Chief Executive Officer
31.2	Rule 13a-14(a) Certification of Chief Financial Officer
32.1	Certification of Chief Executive Officer Pursuant to 18.U.S.C. Section 1350, as Pursuant to Section 906 of the Sarbanes Oxley Act of 2002
32.2	Certification of Chief Financial Officer Pursuant to 18.U.S.C. Section 1350, as Pursuant to Section 906 of the Sarbanes Oxley Act of 2002

SIGNATURES

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


	WEBSAFETY, INC.


Date: April 12, 2013		By:	/s/ Rowland W. Day II
		Rowland W. Day II,
		Chief Executive Officer

Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:


Signature	Title(s)	Date

/s/ Rowland W. Day II	Chief Executive Officer	April 12, 2013
Rowland W. Day II

/s/ Jaimie Day	Director	April 12, 2013
Jamie Day

/s/ Melinda Day	Director	April 12, 2013
Melinda Day

WebSafety, Inc. - FORM 10-K - April 12, 2013

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WebSafety, Inc. Reports