UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

Quarterly Report Under Section 13 or 15(d)

of the Securities Exchange Act of 1934

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

For the quarterly period ended ~~August~~February 3128, ~~2012~~2013

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

For the transition period from _____ to _____

Commission file number 2-92261

WESTBRIDGE RESEARCH GROUP

(Exact name of registrant as specified in its charter)

California	95-3769474
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

1260 Avenida Chelsea

Vista, California 92081-8315

(Address of principal executive office) (Zip Code)

(760) 599-8855

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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]~~S No ~~[ ]~~£

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, 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 ]~~S

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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large ~~accelerated~~Accelerated ~~filer~~Filer [¨ ] Accelerated ~~filer~~Filer [¨ ] Non-~~accelerated~~Accelerated ~~filer~~Filer [¨ ] Smaller reporting company ~~[X]~~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]~~S

The number of shares of issuer’s Common Stock, no par value, outstanding as of ~~October~~April 15, ~~2012~~2013 was 2,~~223~~240,438.

~~__________________________________________________________________~~1

Westbridge Research Group

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED ~~AUGUST~~FEBRUARY 3128, ~~2012~~2013

Table of Contents

___________________________________________________________________

PART I	FINANCIAL INFORMATION

Item 1.	Financial Statements	3

	Consolidated Condensed Balance Sheets as of February 28, 2013 (unaudited) and November 30, 2012 (audited)	4
	Consolidated Condensed Statements of Operations for the three months ended February 28, 2013 and February 29, 2012 (unaudited)	5
	Consolidated Condensed Statements of Cash Flows for the three months ended February 28, 2013 and February 29, 2012 (unaudited)	6
	Notes to Consolidated Condensed Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	16

Item 4.	Controls and Procedures	16

PART II	OTHER INFORMATION

Item 1.	Legal Proceedings	17

Item 1A.	Risk Factors	17

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	17

Item 3.	Defaults Upon Senior Securities	17

Item 4.	Mine Safety Disclosures	17

Item 5.	Other Information	17

Item 6.	Exhibits	18

SIGNATURES

PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements	3
	Consolidated Condensed Balance Sheets as of August 31, 2012 (unaudited) and November 30, 2011 (audited)	3
	Consolidated Condensed Statements of Operations for the three and nine months ended August 31, 2012 and August 31, 2011 (unaudited)	5
	Consolidated Condensed Statements of Cash Flows for the nine months ended August 31, 2012 and August 31, 2011 (unaudited)	6
	Notes to Consolidated Condensed Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	14
Item 4.	Controls and Procedures	14
PART II	OTHER INFORMATION	14
Item 1.	Legal Proceedings	14
Item 1A.	Risk Factors	14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	14
Item 3.	Defaults Upon Senior Securities	14
Item 4.	Mine Safety Disclosures	15
Item 5.	Other Information	15
Item 6.	Exhibits	15
SIGNATURES		16

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED BALANCE SHEETS

	AUGUST 31,		NOVEMBER 30,
	2012		2011
	(unaudited)		(audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	1,998,619	$	1,319,648
Short term investments		1,000		1,000
Trade accounts receivable, less allowance for doubtful accounts of $13,600 and $3,600, respectively		449,648		194,785
Inventories		1,091,730		970,085
Deferred tax asset		76,000		76,000
Prepaid expenses and other current assets		406,659		232,261
TOTAL CURRENT ASSETS		4,023,656		2,793,779
PROPERTY AND EQUIPMENT, net		500,777		484,503
INTANGIBLE ASSET		151,600		151,600
DEFERRED TAX ASSET, net of current portion		75,000		75,000
TOTAL ASSETS	$	4,751,033	$	3,504,882

ASSETS

	FEBRUARY 28,		NOVEMBER 30,
	2013		2012
	(unaudited)		(audited)

CURRENT ASSETS
Cash and cash equivalents	$	1,032,181	$	1,531,686
Short term investments		1,000		1,000
Accounts receivable, less allowance for doubtful accounts of $15,000 and $3,600, respectively		774,871		155,693
Inventories		1,505,854		1,211,170
Deferred taxes		142,400		172,000
Prepaid expenses and other current assets		188,900		322,283

TOTAL CURRENT ASSETS		3,645,206		3,393,832

PROPERTY AND EQUIPMENT, net		534,562		545,439
INTANGIBLE ASSETS		151,600		151,600

TOTAL ASSETS	$	4,331,368	$	4,090,871

See accompanying notes to consolidated

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED BALANCE SHEETS

(continued)

	AUGUST 31,			NOVEMBER 30,
	2012			2011
	(unaudited)			(audited)
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable	$	110,495		$	59,364
Accrued expenses		442,952			420,975
Current portion of note payable		4,178			–
Current portion of capital leases		–			11,899
TOTAL CURRENT LIABILITIES		557,625			492,238
Note payable		20,322			–
TOTAL LIABILITIES		577,947			492,238
Commitments (Note 6)
SHAREHOLDERS' EQUITY
Preferred stock, no par value:Authorized 5,000,000 shares, no shares issued and outstanding		–			–
Common stock, no par value: Authorized 37,500,000 shares, issued and outstanding 2,223,438 shares at August 31, 2012 and 2,148,438 at November 30, 2011;		8,509,854			8,491,104
Paid in capital		247,902			243,769
Accumulated deficit		(4,584,670	)		(5,722,229	)
TOTAL SHAREHOLDERS' EQUITY		4,173,086			3,012,644
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	4,751,033		$	3,504,882

LIABILITIES AND SHAREHOLDERS' EQUITY

	FEBRUARY 28,			NOVEMBER 30,
	2013			2012
	(unaudited)			(audited)

CURRENT LIABILITIES
Accounts payable	$	220,399		$	58,079
Accrued expenses		267,762			336,802
Line of credit		100,000			–
Current portion of note payable		4,660			4,623

TOTAL CURRENT LIABILITIES		592,821			399,504

Note payable, net of current portion		17,913			19,152
Deferred taxes		137,400			137,400

TOTAL LIABILITIES		748,134			556,056

Commitments (Note 5)

SHAREHOLDERS' EQUITY
Preferred stock, no par value:
Authorized 5,000,000 shares no shares issued and outstanding		–			–
Common stock, no par value:
Authorized 37,500,000 shares issued and outstanding 2,228,438 shares at February 28, 2013 and 2,223,438 at November 30, 2012		8,511,104			8,509,854
Paid-in capital		247,902			247,902
Accumulated deficit		(5,175,772	)		(5,222,941	)

TOTAL SHAREHOLDERS' EQUITY		3,583,234			3,534,815

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	4,331,368		$	4,090,871

See accompanying notes to consolidated

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

(unaudited)

	THREE MONTHS ENDED AUGUST 31,						NINE MONTHS ENDED AUGUST 31,
	THREE MONTHS ENDED
	2012			2011			2012		2011
	FEBRUARY 28,			FEBRUARY 29,
NET SALES	$	1,554,193		$	1,171,058		$	6,005,221	$	4,190,721
	2013			2012
COST OF SALES		681,909			562,585			2,503,661		1,740,998
NET SALES	$	1,335,317		$	1,208,079
GROSS PROFIT		872,284			608,473			3,501,560		2,449,723
COST OF SALES		499,664			511,141
OPERATING EXPENSES
GROSS PROFIT		835,653			696,938
Research and development		128,775			64,342			318,172		186,612
OPERATING EXPENSES
Selling		401,341			291,987			1,318,917		916,447
Research and development		112,178			68,041
General and administration		233,072			211,493			671,173		661,074
Selling		365,577			365,371
TOTAL OPERATING EXPENSES		763,188			567,822			2,308,262		1,764,133
General and administration		236,406			219,241
Operating income		109,096			40,651			1,193,298		685,590
TOTAL OPERATING EXPENSES		714,161			652,653
OTHER INCOME (EXPENSE)
Income from operations		121,492			44,285
Interest expense		[22]			[84]			[2,224]		[7,714]
OTHER INCOME [EXPENSE]
Interest income		423			249			1,013		707
Other income		–			12,577
Other income		40,059			15,896			64,159		117,631
Interest expense		(125	)		(819	)
Income before income taxes		149,556			56,712			1,256,246		796,214
Interest income		402			172
Provision for income taxes		18,687			–			118,687		51,600
Income before income taxes		121,769			56,215
Net income	$	130,869		$	56,712		$	1,137,559	$	744,614
Provision for income taxes		74,600			10,000
Basic earnings per common share	$	0.06		$	0.03		$	0.52	$	0.35
Net income	$	47,169		$	46,215
Basic weighted average shares outstanding		2,206,771			2,148,438			2,173,438		2,143,438
Basic earnings per common share	$	0.02		$	0.02
Diluted earnings per common share	$	0.06		$	0.03		$	0.51	$	0.33
Basic weighted average common shares outstanding		2,227,605			2,148,438
Diluted weighted average shares outstanding		2,264,256			2,246,735			2,230,492		2,241,735
Diluted earnings per common share	$	0.02		$	0.02
Diluted weighted average common shares outstanding		2,322,507			2,250,909

See accompanying notes to consolidated

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(unaudited)

	NINE MONTHS ENDED
	THREE MONTHS ENDED
	AUGUST 31,			AUGUST 31,
	FEBRUARY 28,			FEBRUARY 29,
	2012			2011
	2013			2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	147,~~137,559~~169		$	~~744~~46,~~614~~215
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization		~~106~~35,~~866~~181			~~106~~35,~~878~~623
Stock compensation expense		4,133			13,478
Decrease in deferred tax asset		29,600			–
Increase in allowance for doubtful accounts		1011,~~000~~400			310,~~600~~000
Changes in Operating Assets and Liabilities:
Increase in trade accounts receivable		(264,863	)		(104,929	)
Increase in accounts receivable		(630,578	)		(605,113	)
Increase in inventories		(~~121~~294,~~645~~684	)		(~~300~~168,~~726~~312	)
Increase in prepaid expenses		(174,398	)		(46,469	)
Decrease in prepaid expenses and other current assets		133,383			83,800
Increase in accounts payable		51162,~~131~~320			28155,~~348~~056
Increase (decrease) in accrued expenses		21,977			(124,087	)
Decrease in accrued expenses		(69,040	)		(141,867	)
Net cash provided by operating activities		770,760			320,707
Net cash used in operating activities		(575,249	)		(584,598	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment		(~~123~~24,~~140~~304	)		(~~104~~19,~~274~~268	)
Net cash used in investing activities		(~~123~~24,~~140~~304	)		(~~104~~19,~~274~~268	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on capital lease obligations		~~(11,899~~–	)		(154,~~031~~970	)
Proceeds from issuance of common stock		18,750			11,250
Proceeds from exercise of stock options		1,250			–
Proceeds from note payable		24,500			–
Borrowings on line of credit		100,000			100,000
Payments on long-term debt		–(1,202	)		~~(3,974~~–	)
Net cash provided by (used in) financing activities		31,351			(7,755	)
Net cash provided by financing activities		100,048			95,030
INCREASE IN CASH AND CASH EQUIVALENTS		678,971			208,678
DECREASE IN CASH AND CASH EQUIVALENTS		(499,505	)		(508,836	)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		1,~~319~~531,~~648~~686			1,~~493~~319,~~142~~648
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	1,~~998~~032,~~619~~181		$	1810,~~701,820~~812
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	~~2,224~~125		$	~~7,714~~819
Taxes	$	6826,~~067~~000		$	116,~~600~~500

See accompanying notes to consolidated

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Business

Westbridge Research Group and Subsidiary (the “Company”) was incorporated in California on April 12, 1982 for the acquisition, research, development, manufacturing, and marketing of biotechnological products in the agricultural and energy industries.

Basis of Presentation

The accompanying unaudited consolidated condensed interim financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, all adjustments (which include only normal recurring adjustments except as noted in management's discussion and analysis of financial condition and results of operations) necessary to present fairly the financial position, results of operations and changes in cash flows have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these consolidated condensed financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the ~~2011~~ 2012 Annual Report on Form 10-K, filed March 146, ~~2012~~2013. The results of operations for the quarter ~~and nine months~~ ended ~~August~~February 3128, ~~2012~~2013, are not necessarily indicative of the operating results for the full year.

Principles of Consolidation

The accompanying financial statements consolidate the accounts of the Company and its wholly-owned subsidiary Westbridge Agricultural Products. All significant inter-company transactions have been eliminated in consolidation.

Seasonality

Agricultural product sales are typically seasonal in nature with heavier sales in the spring months. The Company is seeking to temper the seasonality of its agronomic sales by marketing its products in Latin American countries which typically produces sales in December, January and February of each year.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(Continued)

Revenue Recognition

~~The~~Revenues are ~~Company~~recorded ~~recognizes~~on ~~revenues from~~ the ~~sale~~accrual basis of ~~its~~accounting ~~products~~when totitle ~~customers~~transfers atto the ~~time~~customer, ofwhich ~~shipping.~~is ~~Products~~typically ~~are~~at ~~shipped~~the ~~from~~shipping ~~the~~point. The Company’s ~~facility~~records toestimated ~~customers with~~reductions ~~FOB~~to ~~Vista,~~revenue CAfor ~~shipping~~return ~~terms~~allowances atand ~~which~~product ~~time~~performance, ~~revenues~~based ~~are~~upon ~~considered~~a ~~earned~~percentage of sales. The Company ~~will~~also ~~replace~~allows ~~product~~for ~~which~~returns isbased ~~considered “substandard”,~~upon ~~however~~pre-approval ~~this~~or ~~occurs~~for ~~infrequently~~damaged ~~and~~goods. ~~the~~Such ~~Company~~returns ~~records~~are aestimated ~~warranty~~based ~~accrual~~on ~~for~~historical experience ~~these~~and ~~anticipated~~an ~~replacements~~allowance is provided at the time of sale.

Shipping and Handling Costs

The Company ~~has historically~~incurs ~~classified~~expenses ~~income~~for ~~from~~the ~~freight~~shipment ~~charges~~of goods to customers. These expenses are recognized in ~~“Net~~the ~~Sales”.~~period ~~The~~in ~~Company~~which ~~classifies~~they ~~shipping~~occur and are classified as gross revenues if billed to the customer and ~~handling~~ cost of goods sold if incurred by the Company. Such costs inamounted to ~~“Cost~~approximately of$23,000 ~~Sales”~~and $25,000 for the three month periods ended February 28, 2013 and February 29, 2012, respectively.

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Concentrations

A majority of the Company’s domestic sales are concentrated in ~~Washington,~~states ~~California~~west ~~and~~of ~~Minnesota~~the Mississippi. The majority of the Company’s foreign sales are concentrated in ~~Peru~~South America and ~~South Korea~~Asia. As of ~~August~~February 3128, ~~2012~~2013, ~~one~~five ~~customer~~customers represented 4974% of accounts receivable and as of ~~August 31~~February 29, ~~2011~~2012, three customers represented 7055% of accounts receivable. ~~The~~Three of the Company’s ~~two~~ largest customers had combined purchases amounting to 2561% of the Company’s net sales for the ~~nine~~ three months ended ~~August~~February 3128, ~~2012~~2013. ~~The~~Four of the Company’s ~~three~~ largest customers had combined purchases amounting to 3554% of the Company’s net sales for the ~~nine~~three months ended ~~August 31~~February 29, ~~2011~~2012. Total international sales represent 97% and 1420% of total sales for the ~~nine~~three months ended ~~August~~February 3128, ~~2012~~2013 and ~~August 31~~February 29, ~~2011~~2012, respectively. The Company has no assets located in foreign countries.

Research and Development

It is the Company’s policy to expense research and development costs when incurred. During the three month periods ended February 28, 2013 and February 29, 2012, the Company expensed $112,178 and $68,041, respectively, of research and development costs.

Advertising

Advertising expense is comprised of media, agency and promotion costs. Advertising expenses are charged to expense as incurred. Advertising expenses totaled $47,863 and $34,596 during the three month periods ended February 28, 2013 and February 29, 2012, respectively.

Net Income Per Share

Basic income per common share is based upon the weighted average number of common shares outstanding during the period. Diluted earnings per common share is based upon the weighted average number of common shares outstanding adjusted for the assumed conversion of dilutive stock options using the treasury stock method. The weighted average diluted shares outstanding for the periods ended August 31, 2012 and 2011 excludes the dilutive effect of approximately 147,500 and 192,500, respectively, of stock options since such options have an exercise price in excess of the average market value of the Company’s common stock during the respective periods.

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations for the periods presented below:

	Three Months Ended				Nine Months Ended
	August 31,				August 31,
	2012		2011		2012		2011
Net income	$	130,869	$	56,712	$	1,137,559	$	744,614
Denominator for basic earnings per common share		2,206,771		2,148,438		2,173,438		2,143,438
Effect of dilutive securities		57,485		98,297		57,054		98,297
Denominator for diluted earnings per common share		2,264,256		2,246,735		2,230,492		2,241,735
Net income per common share:
Basic	$	0.06	$	0.03	$	0.52	$	0.35
Diluted	$	0.06	$	0.03	$	0.51	$	0.33

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(Continued)

Earnings Per Share

Basic earnings per common share is based upon the weighted average number of common shares outstanding during the period. Diluted earnings per common share is based upon the weighted average number of common shares outstanding adjusted for the assumed conversion of dilutive stock options using the treasury stock method. The calculation of weighted average diluted shares outstanding excludes all anti-dilutive shares. During the periods ended February 28, 2013 and February 29, 2012, the Company excluded 0 and 147,500 stock options, respectively, from the calculation of diluted weighted-average shares outstanding as the stock options were considered anti-dilutive.

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations for the periods presented below:

	Period Ended
	February 28,		February 29,
	2013		2012

Numerator for earnings per common share	$	47,169	$	46,215

Denominator for basic earnings per common share		2,227,605		2,148,438

Effect of dilutive securities		94,902		102,471

Denominator for diluted earnings per common share		2,322,507		2,250,909

Net income per common share:
Basic	$	0.02	$	0.02
Diluted	$	0.02	$	0.02

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Income Taxes

The Company ~~accounts~~follows ~~for~~ASC ~~income~~740, Income Taxes (“ASC 740”), which requires recognition of deferred tax assets ~~taxes~~and ~~under~~liabilities for the ~~asset~~expected ~~and~~future ~~liability~~tax ~~approach~~consequences of events that have been included in the financial statements or tax returns. ~~Deferred~~ ~~income~~Under this method, deferred tax assets and liabilities are ~~determined~~ based ~~upon~~ on the differences between the financial ~~reporting~~statement and tax bases of assets and liabilities ~~and are measured~~ using ~~the~~ enacted tax rates ~~and~~ ~~laws~~in ~~that~~effect ~~will~~for bethe year in ~~effect~~which ~~when~~ the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the asset ~~assets~~ will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. ~~The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.~~

~~The~~ASC 740 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC 740, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the ~~taxing~~tax authorities, based on the technical merits of the position. The ~~Company~~tax ~~also~~benefits ~~makes~~recognized ain ~~determination~~the offinancial ~~whether~~statements ~~tax~~from ~~benefits~~such ~~claimed~~a orposition ~~expected~~should to be ~~claimed~~measured based on the largest benefit that has a ~~tax~~greater ~~return~~than ~~should~~fifty bepercent ~~recorded~~likelihood inof ~~the~~being realized ~~financial~~upon ~~statements~~ultimate settlement.

~~The~~ASC 740 ~~Company’s~~also ~~policy~~provides isguidance ~~to record~~on de-recognition, classification, interest and penalties on ~~uncertain tax positions as~~ income ~~tax expense. As of August 31~~taxes, ~~2012~~accounting ~~and~~in ~~November~~interim ~~30, 2011, the~~periods ~~Company~~and ~~has~~requires noincreased ~~accrued interest or penalties related to uncertain tax positions~~disclosures.

The Company’s policy is to record interest and penalties on uncertain tax positions as income tax expense. As of February 28, 2013 and February 29, 2012, the Company had no accrued interest or penalties related to uncertain tax positions.

The Company is subject to U.S. federal or state income tax examinations by tax authorities for years after 2008. During the periods open to examination, the Company has net operating loss and tax credit carry-forwards for U.S. federal and state tax purposes that have attributes from closed periods. Since these net operating losses and tax credit carry-forwards may be utilized in future periods, they remain subject to examination.

Cash and Cash Equivalents

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Accounts Receivable and Allowances for Uncollectible Accounts

The Company extends unsecured credit to most of its customers. Accounts receivable are stated at the historical carrying amount net of write-offs and allowances for uncollectible accounts. The Company establishes an allowance for uncollectible accounts based on historical experience and any specific customer collection issues that the Company has identified. Uncollectible accounts receivable are written off when a settlement is reached for an amount that is less than the outstanding balance or when the Company has determined that balance will not be collected.

~~Long-Lived Assets~~10

~~The Company investigates potential~~NOTE ~~impairments~~1 of– ~~its~~ORGANIZATION ~~long-lived~~AND ~~assets~~SUMMARY onOF anSIGNIFICANT ~~individual~~ACCOUNTING basis when evidence exists that events or changes in circumstances may have made recovery of an asset’s carrying value unlikely. An impairment loss is recognized when the sum of the expected undiscounted future net cash flows is less than the carrying amount of the asset. No such losses have been identified.POLICIES

(Continued)

Impairment of Long-Lived Assets and Intangibles

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

Intangible Assets

The Company does not amortize indefinite lived intangible assets, but tests these assets for impairment annually or whenever indicators of impairments arise. Intangible assets that have finite lives are amortized over their estimated useful lives and tested for impairment as described above for long-lived assets. The Company’s intangible assets with indefinite lives primarily consist of purchased formulas. Generally, the Company has determined that its formulas have indefinite useful lives due to the following:

Formulas and trade secret applications which are classified as pesticides or bio-pesticides are generally authorized by the United States Environmental Protection Agency subject to certain conditions, without substantial cost under a stable regulatory, legislative and legal environment;

Maintenance expenditures to obtain future cash flows are not significant;

The Soil TRIGGRR^® and Foliar TRIGGRR^® formulations are not technologically dependent; and

The Company intends to use these assets indefinitely.

The Company combines all its indefinite lived formulas which mainly consist of Soil TRIGGRR® and Foliar TRIGGRR® into a single unit of accounting. The analysis encompasses future cash flows from sales of Soil TRIGGRR® and Foliar TRIGGRR® product lines. In conducting the annual impairment test in ~~2011~~2012, the Company determined that the estimated fair value of the formulas, calculated using a discounted cash flow analysis, exceeded their carrying amounts. No changes have occurred since the impairment test that would require the Company to re-evaluate its formulas.

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Recent Accounting Pronouncements

There are no recently issued accounting standards with pending adoptions that the Company’s management currently anticipates will have any material impact upon its financial statements.

~~NOTE 2 – MEXICO PROPERTY~~ 11

~~At November 30, 1989, the Company had an account~~NOTE ~~receivable~~2 ~~totaling~~– $451,270 due from a foreign distributor. The account was collateralized by a perfected security interest in unimproved real property in Baja California, Mexico. The Company was unsuccessful in its efforts to collect the amounts due on this account and, accordingly, during fiscal 1993, retained Mexican legal counsel to initiate foreclosure proceedings on the property. On February 8, 2007, the real property was to be sold through a public auction. As there were no bids placed, the Company obtained the right to take title to the land. The Company is subject to certain ownership restrictions based on Mexican law and therefore formed a Mexican legal entity in order to take title to the property.INVENTORIES

~~On August 15~~Inventories, ~~2008, the Company entered into~~ anconsisting ~~agreement to sell its rights to the property for a purchase price~~ of $1material,~~250,000~~ ~~with~~material ~~a $300~~overhead,~~000~~ ~~deposit~~labor, and ~~the~~manufacturing ~~balance~~overhead, ~~of payment~~are ~~expected~~stated onat ~~December~~the ~~15,~~lower ~~2008.~~of ~~There~~cost ~~have~~(determined ~~been~~on ~~amendments~~a first-in, tofirst-out ~~the~~basis) ~~agreement~~or asmarket. ~~the~~Inventories ~~buyers~~consist ~~needed~~of ~~additional time to complete~~ the ~~purchase.~~following at:

In response to concerns raised by the buyers that there was a potential for claims to be brought against the Company and the property in Mexican courts, in January 2010 the Company and buyers entered into a new agreement whereby the Company transferred to buyers the right to the property in exchange for a promissory note in the amount of $550,000, which was the amount still owing under the August 15, 2008 agreement. This new agreement allows for the foreclosure of the property if the note is not paid in accordance with the scheduled payment terms. Because buyers continued to be late in making payments, in November 2010, the parties agreed to a new payment schedule. The buyers are continuing to make payments under this new agreement, although payments are usually delayed. There are penalties associated with late payments.

	February 28,		November 30,
	2013		2012

Raw materials	$	541,003	$	559,421
Finished goods		964,851		651,749
Total inventories	$	1,505,854	$	1,211,170

As of August 31, 2012, the Company has received payments from the buyers totaling $1,160,000 and $4,000 in interest. Buyers have requested that the final payment be delayed further in exchange for favorable terms for the extended financing. As of August 31, 2012, there is a principal balance due of $90,000 plus penalties and interest of an additional $10,000. During September and October 2012, the Company has received the balance of $100,000. The Company records the payments to other income in the accompanying consolidated condensed statements of operations as they are received, as collection is uncertain.

As part of the arrangement with its Mexican legal counsel and American broker, the Company is obligated to pay them a portion of any collection received. As of August 31, 2012, the Company has paid $332,508 and accrued $19,500 under the arrangements for the payments collected.

NOTE 3 – INVENTORIES

Inventories, consisting of agricultural products, is stated at the lower of cost (determined on a first-in, first-out basis) or market. Inventories consist of the following at:

	August 31,		November 30,
	2012		2011
Raw materials	$	555,643	$	548,882
Finished goods		536,087		421,203
Total inventories	$	1,091,730	$	970,085

There are a limited number of suppliers for certain raw materials used by the Company in its products.

10NOTE 3 – PROPERTY AND EQUIPMENT, NET

NOTE 4 – PROPERTY AND EQUIPMENT, NET

Property and equipment are recorded at cost. Depreciation is calculated on the straight-line basis over the estimated useful lives of the depreciable assets, or related lease life, if shorter, which range from three to ten years. Machinery and equipment is depreciated over a five to ten year period, depending on the type of equipment. Office furniture and fixtures is depreciated over a five-year period and vehicles are depreciated over a three-year period. Leasehold improvements are amortized over the life of the lease and included in depreciation expense. Capital leases are amortized using the straight-line method over the estimated useful life or the remaining term of the related lease, whichever is less. Property and equipment consists of the following at:

	August 31,			November 30,
	February 28,			November 30,
	2012			2011
	2013			2012
Machinery & equipment	$	847,782		$	779,304
Machinery and equipment	$	946,324		$	923,929
Furniture & fixtures		184,728			173,779
Furniture and fixtures		188,696			186,787
Vehicles		8971,~~941~~080			5571,~~442~~080
Leasehold improvements		~~381~~383,~~702~~401			~~372~~383,~~488~~401
Total Property and Equipment		1,~~504~~589,~~153~~501			1,~~381~~565,~~013~~197
Less accumulated depreciation and amortization		(1,~~003~~054,~~376~~939	)		(~~896~~1,~~510~~019,758	)
Property and Equipment, net	$	~~500~~534,~~777~~562		$	~~484~~545,~~503~~439

~~NOTE 5 – ACCRUED EXPENSES~~12

NOTE 4 – ACCRUED EXPENSES

Accrued expenses consist of the following at:

	August 31,		November 30,
	February 28,		November 30,
	2012		2011
	2013		2012
Sales commissions	$	~~100~~7,~~527~~670	$	~~111~~48,~~972~~721
Deferred rent		9193,~~902~~026		8892,~~330~~938
Warranty		2532,000		2032,000
Accrued vacation		9488,~~326~~196		9488,~~326~~196
Accrued state income tax		71,520		20,900
Accrued income taxes		22,488		3,488
Accrued payroll		5424,000		~~37,500~~–
Other		~~5,677~~382		4771,~~947~~459
Total accrued expenses	$	~~442~~267,~~952~~762	$	~~420~~336,~~975~~802

NOTE 5 6 – COMMITMENTS

The Company has a $500,000 line of credit with a bank, secured by all the Company’s assets with usual banking covenants. As of ~~August~~February 3128, ~~2012~~2013, the Company has drawn $0100,000 on the line of credit. Borrowings under the line of credit bear interest at the bank’s prime rate plus 1%, but not less than 5% per annum. The interest rate as of ~~August~~February 3128, ~~2012~~2013 is 5%. Interest is payable monthly. The line of credit expires August 5, 2013.

~~The~~In January ~~Company~~2013, ~~purchased~~the aCompany ~~new~~entered ~~truck~~into ~~during~~a ~~the quarter~~month ~~ended~~to ~~August~~month ~~31,~~agreement ~~2012~~with at a ~~total~~third ~~cost~~party ofwarehouse ~~$34,500~~and distribution center. The ~~Company~~monthly rent ~~made~~is adependent ~~cash~~upon ~~down~~activity ~~payment~~but ofno ~~$10,000~~less ~~and~~than ~~financed~~$250 ~~the~~per ~~remaining balance~~month. ofThe ~~$24,500~~Company ~~for~~expects ato ~~total~~keep ofrent ~~five~~to ~~years~~a atminimum anand ~~annual~~not ~~interest~~to ~~rate~~exceed $500 ofper 3month.~~19%.~~

11NOTE 6 - STOCK OPTIONS

In December, 2012, Mr. Fruehling, the Company’s Chairman of the Board, exercised an option granted in 2002 and purchased 5,000 shares of the Company’s common stock for $0.25 per share. In addition, Mr. Fruehling exercised an option in March, 2013 which was granted in 2003 and purchased 12,000 shares of the Company’s common stock for $0.25 per share.

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Certain statements contained in this report that are not historical facts are forward-looking statements (within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933) that are subject to certain risks and uncertainties that could cause actual results to differ materially from those set forth in the forward-looking statements. Westbridge Research Group and its wholly-owned subsidiary, Westbridge Agricultural Products may hereinafter be referred to collectively as “Westbridge,” the “Company,” “we,” “our,” “us,” and “our company”. When we use the words “anticipates”, “plans”, “expects”, “believes”, “should”, “could”, “may”, and similar expressions, we are identifying forward-looking statements. These risks and uncertainties include, but are not limited to, a slow-down in the domestic or international markets for the Company’s products; greater competition for customers from businesses who are larger and better capitalized; local, state, federal or international regulatory changes which adversely impact the Company’s ability to manufacture or sell its products, particularly its organic products; the reliance of the Company on limited sources of raw materials; an increase in the Company’s costs of raw materials. For a discussion of factors that could cause our actual results to differ from forward-looking statements contained herein, please see the discussion under the heading “Risk Factors” of our most recent Annual Report filed on Form 10-K.

Except as may be required by applicable law, we do not undertake or intend to update or revise our forward-looking statements, and we assume no obligation to update any forward looking statements contained in this Quarterly Report on Form 10-Q as a result of new information or future events or developments. You should not assume that our silence over time means that actual events are bearing out as expressed or implied in such forward looking statements. You should carefully review and consider the various disclosures we make in this report and our other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks, uncertainties and other factors that may affect our business. Results for any period should not be relied upon as being indicative of performance in future periods.

We are a manufacturer and seller of environmentally compatible products for the agricultural industry. Our products include, among others, both conventional and organic fertilizers and growth regulators. During the past several years, the Company has placed an emphasis on the sale of agricultural inputs that meet the organic requirements as defined under the USDA’s National Organic Program.

~~Results~~Agricultural product ofsales ~~Operations~~are ~~for~~typically ~~the~~seasonal ~~Three~~in ~~and Nine~~nature ~~Month~~with ~~Periods~~heavier ~~Ending~~sales ~~August~~in ~~31,~~the ~~2012~~spring ~~Compared~~months. The Company is seeking to temper the ~~Three~~seasonality of ~~and~~its ~~Nine~~agronomic ~~Month~~sales ~~Periods~~by ~~Ending~~marketing ~~August~~its 31products in Latin American countries which typically produces sales in January, ~~2011~~February and March of each year.

~~Net sales for the three~~Results ~~month period ended August 31, 2012 were $1,554,193, representing an increase~~ of ~~33%,~~Operations orfor ~~$383,135, from~~ the ~~same~~Three ~~period~~Month inPeriod ~~the prior~~Ended ~~year.~~February ~~For the nine month period ended August 31~~28, ~~2012,~~2013 ~~sales~~Compared ~~were $6,005,221 which represents an increase of 43%, or $1,814,500, from the prior year’s sales of $4,190,721. The increase in sales is primarily due~~ to ~~increased sales in parts of~~ the ~~Midwest, along~~Three ~~with~~Month ~~the~~Period ~~introduction~~Ended ofFebruary ~~a new biological control product in the Pacific Northwestern region of the United States. In addition~~29, ~~the~~ ~~three and nine month increases are due to the Company’s sales and educational efforts over a number of years resulting in its products gaining acceptance with growers and distributors.~~2012

~~Cost of~~ Net sales asfor athe ~~percentage of~~three ~~net~~month ~~sales~~period ~~decreased~~ended toFebruary ~~44%~~28, ~~for~~2013 ~~the~~were ~~quarter ended August 31~~$1,335,317, ~~2012~~representing asan ~~compared~~increase ~~with~~of 4811%, ~~for~~or ~~the~~$127,238, from the same period in the prior year. ~~For~~ ~~the~~This ~~nine~~increase ~~month~~is ~~period~~primarily ~~ended~~due ~~August~~to ~~31,~~increased ~~2012, cost of~~ sales asto aparts ~~percentage~~ of ~~net~~the ~~sales~~Mid ~~remained~~West atand ~~42%~~increased ~~when compared with~~sales ~~the same period~~ in ~~the~~California ~~prior~~and ~~year~~Arizona. ~~The~~In ~~decrease~~addition, ~~for~~ the ~~quarter~~increase ~~ended August 31, 2012~~ is ~~primarily~~ due to ~~76% of~~ the ~~sales increase being derived from the~~ Company’s ~~high~~expanded sales and ~~mid~~educational ~~margin~~efforts ~~products~~over a asnumber ~~well~~of asyears ~~the~~resulting ~~increase~~ in ~~sales~~its ~~without~~products angaining ~~increase~~acceptance inwith ~~fixed production~~growers ~~costs~~and distributors.

~~Research~~Cost of ~~and~~sales ~~development expenses~~as ~~for~~a ~~the~~percentage ~~three~~of ~~and~~net ~~nine~~sales ~~month~~decreased ~~periods~~to 37% for the quarter ended ~~August~~February 3128, ~~2012~~2013 ~~increased~~as ~~100~~compared with 42%, orfor ~~$64,433,~~the ~~and~~same period ~~70%,~~in orthe ~~$131,560,~~prior ~~respectively~~year. This decrease is primarily due to the product mix of sales during the quarter ended February 29, 2012 as compared with the same ~~periods~~period in the prior year. ~~These~~The ~~increases~~increase ~~are~~in ~~primarily~~sales ~~due~~during to the ~~addition~~period ofended ~~research~~February ~~and~~28, ~~development~~2013 was primarily ~~staff~~in ~~and~~the ~~increased~~Company’s ~~trials~~high ofand ~~prospective~~mid margin products.

Selling expenses for the three and nine month periods ended August 31, 2012 increased 37%, or $109,354, to $401,341 and increased 44%, or $402,470, to $1,318,917, respectively compared with the same periods in the prior year. These increases are primarily due to the hiring of additional selling staff, increased commission expense due to increased sales, and increased advertising and trade show expenses.14

~~General~~ Research and ~~administrative~~ development expenses for the three ~~and nine~~ month ~~periods~~period ended ~~August~~February 3128, ~~2012~~2013 increased ~~$21~~65%,~~579~~ or ~~10% and increased~~ $1044,~~099~~137 ~~or 2%, respectively, when~~ compared with the same ~~periods~~ period in the prior year. These increases are primarily due to anthe ~~increase~~addition inof ~~salaries~~research and ~~related~~development staff and increased trials of ~~benefits~~prospective products.

12Selling expenses for the three month period ended February 28, 2013 increased less than 1%, or $206, to $365,577 compared with the same period in the prior year.

~~Other~~General and ~~income~~administrative expenses for the three ~~and~~ ~~nine~~ month ~~periods~~period ended ~~August~~February 3128, ~~2012~~2013 increased $2417,~~163~~165 ~~and~~or ~~decreased~~8% ~~$53,472,~~when ~~respectively,~~ compared towith the same ~~periods~~ period in the prior year. ~~These~~This ~~decreases~~increase ~~and~~is ~~increases in other income~~ primarily ~~represent~~due ~~the~~to ~~net~~increased ~~proceeds~~salaries ofand ~~installment~~related ~~payments from the sale of the Mexico property as discussed in Note 2 to the financial statements~~expenses.

~~Net~~ Other income for the ~~quarter ended~~three ~~August~~month ~~31,~~period ~~2012~~ended ~~was~~February ~~$130~~28,~~869~~ as2013 ~~compared~~decreased ~~with net income of~~ $5612,~~712,~~577 ~~for~~compared to the same period in the prior year. ~~Net income for~~This ~~the~~decrease ~~nine~~in ~~month~~other ~~period~~income ~~ended~~primarily ~~August~~reflects ~~31,~~that ~~2012~~the ~~was~~installments ~~$1,137,559~~from asthe ~~compared~~sale ~~with net income~~ of ~~$744,614 in~~ the ~~prior~~Mexico ~~year.~~property Aswere acompleted ~~result,~~in 2012. ~~basic~~Please ~~earnings~~refer ~~per share increased~~ to ~~$0.52 for~~ the ~~nine~~Company’s ~~months ended August 31,~~ 2012 ~~compared~~Form ~~with~~10-K ~~$0.35~~filed ~~per~~March ~~share~~6, 2013 for ~~the~~a ~~nine months~~full ~~ended August 31, 2011~~discussion.

~~Federal~~ Net income ~~taxes have not been provided~~ for in the ~~accompanying~~three ~~consolidated~~month ~~condensed~~period ~~statements~~ended ofFebruary ~~operations~~28, ~~due~~2013 towas ~~the~~$47,169 ~~net~~as ~~operating~~compared ~~loss~~with ~~carryforwards generated~~net inincome ~~prior~~of ~~years~~$46,215 ~~that~~for ~~are~~the ~~available~~same ~~for~~period in ~~carryforward~~the ~~against~~prior ~~current~~ year ~~income~~. The ~~Company~~increase ~~has~~in ~~approximately $704,000 of federal~~ net ~~operating~~income ~~loss carryforwards at November 30, 2011, which it~~ is ~~currently~~primarily ~~utilizing as~~due ~~offsets against current earnings~~ to ~~reduce~~the orincrease ~~eliminate~~in ~~its income taxes~~revenue. ~~Management~~As ~~has~~a ~~provided~~result, ~~for~~basic ~~California~~earnings ~~state~~per ~~income~~share ~~taxes.~~remained ~~In addition, management has assessed~~ the ~~recoverable~~same ~~value of its deferred tax assets~~ at $~~151,000~~0.02 asfor the ~~Company~~three ~~has~~month ~~been~~period ~~able~~ended toFebruary ~~achieve~~28, ~~its~~2013 ~~budgeted~~compared ~~targets~~with ~~and~~ the ~~Company~~same ~~expects~~period toin ~~utilize these benefits over~~ the ~~next~~ ~~three~~prior ~~years~~year.

Results of Operations for the Three ~~and Nine~~ Month ~~Periods~~Period ~~Ending~~Ended ~~August~~February 3129, ~~2011~~2012 Compared to the Three ~~and Nine~~ Month ~~Periods~~Period ~~Ending~~Ended ~~August~~February 3128, ~~2010~~2011

Net sales for the three month period ended ~~August~~February 3129, ~~2011~~2012 were $1,~~171~~208,~~058~~079, representing an increase of 2821%, or $~~256~~211,~~206~~410, from the same period in the prior year. ~~For~~This ~~the nine month period ended August 31, 2011, sales were $4,190,721 which represents an~~ increase ofis ~~8%, or $301,058, from the prior year’s sales of $3,889,663. These increases are~~ primarily due to ~~greater~~early ~~sales~~ordering inby ~~the~~existing ~~mid-west~~customers ~~and~~as towell ~~growers of vine crops on the west coast. Additionally~~as, in management’s view, the Company’s sales and educational efforts over a number of years have resulted in its products gaining acceptance with growers and distributors.

Cost of sales as a percentage of net sales ~~decreased~~increased to 4842% for the quarter ended ~~August~~February 3129, ~~2011~~2012 as compared with 5040% for the same period in the prior year. ~~For~~ ~~the~~This ~~nine~~increase ~~month~~is ~~period~~primarily ~~ended~~due ~~August~~to ~~31,~~the ~~2011,~~product ~~cost~~mix of sales asduring athe ~~percentage~~quarter ofended ~~net~~February ~~sales~~29, ~~increased to 42%~~ 2012 as compared with ~~41% for~~ the same period in the prior year. ~~These changes are primarily due to the product mix.~~

Research and development expenses for the three ~~and nine~~ month ~~periods~~period ended ~~August~~February 3129, ~~2011~~2012 ~~decreased~~increased 519%, or $310,~~702,~~739 ~~and 1%, or $1,144, respectively,~~ compared with the same ~~periods~~ period in the prior year. ~~These~~This ~~decreases~~increase ~~are~~is primarily due to ~~decreased~~additional ~~travel~~consulting ~~and~~fees ~~product~~paid ~~trial~~to ~~expenses~~our regulatory consultant related to matters concerning the U.S. Environmental Protection Agency and other authorities.

Selling expenses for the three ~~and nine~~ month ~~periods~~period ended ~~August~~February 3129, ~~2011~~2012 increased 334%, or $791,~~436~~739, to $~~291~~365,~~987~~371 ~~and decreased 4%, or $41,596, to $916,447, respectively~~ compared with the same ~~periods~~ period in the prior year. ~~The~~This ~~three month~~ increase is primarily due to an increase in salaries related to the addition of sales and marketing staff~~. The nine month decrease is primarily due to a reduction in advertising expenses~~, asincreased ~~well~~international astravel aand ~~reduction~~increased intrade ~~commission~~show ~~expense associated with the customer mix~~expenses.

General and administrative expenses for the three ~~and nine~~ month ~~periods~~period ended ~~August~~February 3129, ~~2011~~2012 decreased $~~4,707 or~~ 2~~% and increased $90~~,~~450~~754 or 161%, ~~respectively,~~ when compared with the same period ~~periods~~ in the prior year. The three month decrease is primarily due to a timing difference in business personal property taxes and a reduction in stock compensation expense related to no issuance of stock options to the Director’s in 2011. The nine month increase is primarily due to the addition of a financial consultant in the third quarter of 2010 and a timing difference in expensing certain services performed.

Other income for the three and nine month periods ended August 31, 2011 decreased $18,979 and increased $2,444, respectively, compared to the same periods in the prior year. These decreases and increases in other income primarily represent the net proceeds of installment payments from the sale of the Mexico property as discussed in Note 2 to the financial statements.15

~~Net~~ Other income for the ~~quarter ended~~three ~~August~~month ~~31,~~period ~~2011~~ended ~~was~~February ~~$56~~29,~~712~~ as2012 ~~compared~~decreased ~~with net loss of~~ $5988,~~629,~~943 ~~for~~compared to the same period in the prior year. ~~Net income for~~This ~~the~~decrease ~~nine~~in ~~month~~other ~~period~~income ~~ended~~primarily ~~August~~represents ~~31,~~the ~~2011~~reduction ~~was~~in ~~$744,614 as compared with~~ net ~~income~~proceeds of ~~$649,735~~installment inpayments from the ~~prior~~sale ~~year.~~of Asthe ~~a result,~~Mexico ~~basic~~property. ~~earnings~~Please ~~per~~refer ~~share increased~~ to ~~$0.35~~the ~~for~~Company’s ~~the~~2012 ~~nine~~Form ~~months~~10-K ~~ended~~filed ~~August~~March 316, ~~2011~~2013 ~~compared with $0.31 per share~~ for ~~the~~a ~~nine months~~full ~~ended August 31, 2010~~discussion.

~~Federal~~ Net income ~~taxes~~for ~~have not~~the ~~been~~quarter ~~provided~~ended ~~for~~February in29, ~~the~~2012 ~~accompanying~~was ~~consolidated~~$46,215 ~~condensed~~as ~~statements~~compared ofwith ~~operations~~net ~~due~~income toof ~~the~~$133,079 ~~net~~for ~~operating~~the ~~loss~~same ~~carryforwards generated~~period in the prior ~~years that are available for carryforward against current~~ year ~~income~~. The ~~Company~~decrease ~~had~~in ~~approximately $959,000 of federal~~ net ~~operating~~income ~~loss carryforwards at November 30, 2010, which it~~ is ~~currently~~primarily ~~utilizing as~~due ~~offsets against current earnings~~ to ~~reduce~~the orreduction ~~eliminate~~in ~~its~~other income ~~taxes.~~as ~~Management~~discussed ~~has~~above. ~~provided~~As ~~for~~a ~~California~~result, ~~state income~~basic ~~taxes.~~earnings Inper ~~addition,~~share ~~management~~decreased ~~has~~to ~~assessed the recoverable value of its deferred tax assets at~~ $~~142,000~~0.02 asfor the ~~Company~~quarter ~~has~~ended ~~been~~February ~~able~~29, to2012 ~~achieve~~compared ~~its~~with ~~budgeted~~$0.06 ~~targets~~per ~~and~~share for the ~~Company~~same ~~expects to utilize these benefits over~~period in the ~~next~~prior ~~three years~~year.

Liquidity and Capital Resources:

Working capital was $3,~~466~~052,~~031~~ 385 at ~~August~~February 3128, ~~2012~~2013, an increase of $158,~~164~~057,~~490,~~ from $2,~~301~~994,~~541~~328 at November 30, ~~2011~~2012. Working capital was $2,~~715~~364,~~816~~111 at ~~August 31~~February 29, ~~2011~~2012, an increase of $~~760~~62,~~047~~570, from $12,~~955~~301,~~769~~541 at November 30, ~~2010~~2011. These increases ~~as of August 31, 2012 and 2011~~ are primarily ~~due~~ due to increased trade receivables ~~and collections, resulting in higher cash balances, as the second and third quarter’s are consistently the Company’s busiest time of the year~~. Agricultural product sales are typically seasonal in nature with heavier sales in the spring months, resulting in increased cash flow during the spring and summer months while normally reducing cash flow significantly during the fall and winter months.

During the period ended ~~August~~ 31February 28, ~~2012~~2013, the Company ~~had~~used cash ~~provided~~flows byfrom operating activities of approximately $~~771~~575,000 ascompared ~~opposed to~~ with approximately $~~321~~585,000 for the period ended ~~August~~February 3129, ~~2011~~2012. ~~which~~This isincrease was primarily ~~the~~due ~~result~~to ofcash ~~the~~flows ~~increase~~used into ~~net income for 2012 over 2011~~increase inventory. Cash used in investing activities was approximately $~~123~~24,000 and $~~104~~19,000 for the periods ended ~~August~~February 3128, ~~2012~~2013 and February ~~2011~~29, 2012, respectively. ~~Cash~~ ~~provided~~This byincrease ~~financing~~is ~~activities~~primarily ~~was~~due ~~approximately~~to ~~$31,000~~purchases ~~for~~of production equipment during the ~~period~~three month period ended ~~August~~February 3128, ~~2012~~2013. ~~and~~Cash ~~cash~~provided ~~used~~by in financing activities was approximately $8100,000 and $95,000 for the ~~period~~periods ended ~~August 31~~February 28, ~~2011~~2013 ~~which~~and isFebruary ~~primarily~~29, ~~the~~2012, ~~result~~respectively. ofThis ~~proceeds~~increase ~~from~~is aprimarily ~~note payable~~due to ~~purchase~~capital alease ~~truck~~payments in 2012.

The Company has secured a $500,000 line of credit available to be drawn down if required, of which, $0100,000 has been drawn as of February ~~August 31~~28, ~~2012~~2013. This line of credit is secured by all the assets of the Company.

~~ITEM~~Off-Balance Sheet ~~3. Quantitative and Qualitative Disclosures About Market Risk~~Arrangements

~~We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide this information under this item.~~None

ITEM 4 3. Quantitative ~~Controls~~ and ~~Procedures~~Qualitative Disclosures About Market Risk

~~The Company's management~~We ~~with~~are ~~the~~a ~~participation~~smaller ofreporting ~~the~~company ~~Company's principal executive and principal financial officers, has evaluated the effectiveness of the Company's disclosure controls and procedures (~~as defined inby ~~Rules~~Rule ~~13a~~12b-~~15(e)~~2 ~~and~~of ~~15d-15(e) under~~ the Securities Exchange Act of 1934, ~~as amended (the "Exchange Act")), as of August 31, 2012, the end of the quarterly fiscal period covered by this quarterly report. Based on this evaluation, the Company's principal executive~~ and ~~principal financial officers concluded that, as of the end of such period, the Company's disclosure controls and procedures~~ are ~~effective~~not ~~in recording, processing, summarizing and reporting, on a timely basis, information~~ required to ~~be disclosed by the Company in the reports that it files or submits~~provide ~~under~~this ~~the Exchange Act and are effective in ensuring that~~ information ~~required to be disclosed by the Company in the reports that it files or submits~~ under ~~the~~this Exchange Act is accumulated and communicated to the Company’s management, including the Company’s principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosureitem.

~~There has been no change~~ITEM in4. Controls ~~the Company's internal control over financial reporting (as defined in Rules 13a-15(f)~~ and 15d-15(f) under the Exchange Act) that occurred during the Company's fiscal quarter ended August 31, 2012, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.Procedures

~~PART~~The Company's IImanagement –with ~~OTHER~~the ~~INFORMATION~~participation of the Company's principal executive and principal financial officer, has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of February 28, 2013, the end of the quarterly fiscal period covered by this quarterly report. Based on this evaluation, the Company's principal executive and principal financial officer concluded that, as of the end of such period, the Company's disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including the Company’s principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

~~ITEM 1. LEGAL PROCEEDINGS~~16

~~None~~There has been no change in the Company's internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Company's fiscal quarter ended February 28, 2013, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

~~ITEM~~PART II ~~1A RISK~~– ~~FACTORS~~OTHER INFORMATION

InITEM ~~addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item~~ 1~~, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended November 30, 2011, which could materially affect our business, financial condition or operating results~~. ~~The~~LEGAL ~~risks~~PROCEEDINGS described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.None

ITEM 21A. ~~UNREGISTERED~~RISK ~~SALES OF EQUITY SECURITIES AND USE OF PROCEEDS~~FACTORS

~~None~~In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended November 30, 2012, which could materially affect our business, financial condition or operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

ITEM 32. ~~DEFAULTS~~UNREGISTERED ~~UPON~~SALES ~~SENIOR~~OF EQUITY SECURITIES AND USE OF PROCEEDS None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES None

14ITEM 4. MINE SAFETY DISCLOSURES Not Applicable

ITEM 45. ~~MINE~~OTHER ~~SAFETY~~INFORMATION ~~DISCLOSURES~~None

~~Not Applicable~~17

ITEM 56. ~~OTHER INFORMATION~~EXHIBITS

~~None~~A. EXHIBITS

~~ITEM 6~~31.1 Certification ~~EXHIBITS~~of the Principal Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

A31. ~~EXHIBITS~~2 Certification of the Principal Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

3132.1 Certification of ~~the~~ Principal Executive Officer Pursuant to ~~Rule~~18 ~~13a-14~~U.S.C. orSection ~~15d-14~~1350 ofas ~~the~~adopted ~~Exchange Act~~ pursuant to Section ~~302~~906 of the Sarbanes-Oxley Act of 2002.

3132.2 Certification of ~~the~~ Principal Financial Officer Pursuant to ~~Rule~~18 ~~13a-14~~U.S.C. orSection ~~15d-14~~1350 ofas ~~the~~adopted ~~Exchange Act~~ pursuant to Section ~~302~~906 of the Sarbanes-Oxley Act of 2002.

32101.~~1 Certification~~INS ofXBRL ~~Principal Executive~~Instance ~~Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.~~Document

32101.~~2 Certification~~SCH ofXBRL ~~Principal Financial~~Taxonomy ~~Officer~~Extension ~~Pursuant~~Schema ~~to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.~~Document

B101. ~~REPORTS~~CAL ONXBRL ~~FORM~~Taxonomy ~~8-K~~Extension Calculation Linkbase Document

~~Form~~101.DEF ~~8-K~~XBRL ~~was~~Taxonomy ~~filed~~Extension onDefinition ~~July~~Linkbase ~~16, 2012 regarding vote results of annual shareholder meeting.~~Document

15101.LAB XBRL Taxonomy Extension Label Linkbase Document

~~WESTBRIDGE~~101.PRE XBRL ~~RESEARCH~~Taxonomy ~~GROUP~~Extension ~~AND~~Presentation ~~SUBSIDIARY~~Linkbase Document

~~SIGNATURES~~B. REPORTS ON FORM 8-K

~~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 thereunto duly authorized.~~None

	WESTBRIDGE RESEARCH GROUP
Dated: October 15, 2012	/s/ Christine Koenemann
	Christine Koenemann, President
	Principal Executive Officer
Dated: October 15, 2012	/s/ Richard Forsyth
	Richard Forsyth, Chief Financial Officer
	Principal Financial Officer

16WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

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 thereunto duly authorized.

	WESTBRIDGE RESEARCH GROUP



Dated: April 15, 2013	/s/ Christine Koenemann
	Christine Koenemann, President
	Principal Executive Officer




Dated: April 15, 2013	/s/ Richard Forsyth
	Richard Forsyth, Chief Financial Officer
	Principal Financial Officer

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