UNITED STATES

	UNITED STATES	OMB APPROVAL
	SECURITIES AND EXCHANGE COMMISSION	OMB Number: 3235-0060
	Washington, D.C. 20549	Expires: December 31, 2014
	FORM 8-K	Estimated average burden hours per response........5.00

~~SECURITIES~~CURRENT ~~AND~~REPORT ~~EXCHANGE~~Pursuant ~~COMMISSION~~to Section 13 OR 15(d) of The Securities Exchange Act of 1934

~~Washington~~Date of Report (Date of earliest event reported) January 5, ~~DC 20549~~2012

~~FORM~~IVOICE, ~~8-K~~INC.

~~CURRENT~~(Exact ~~REPORT~~name of registrant as specified in its charter)

Pursuant to Section13 or15(d) of the Securities Exchange Act of 1934

New Jersey		000-29341		51-0471976
(State or other jurisdiction)		(Commission File Number)		(IRS Employer Identification No.)

Date of Report (Date of earliest reported event): November 22, 2011

19 Briar Hollow Lane, Suite 125 Houston, Texas 77027		77027
(Address of principal executive offices)		(Zip Code)

~~iVoice~~Registrant’s telephone number, ~~Inc.~~including area code (713) 465-1001

~~(Exact name of registrant as specified in its chapter)~~ ____________________________________________________________

New Jersey		000-29341		51-0471976
(State of organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

(Former name or former address, if changed since last report.)

750 Highway 34, Matawan, NJ		07747
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (732) 441-7700

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

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

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

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

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

~~Section~~SECTION 15 - ~~Registrant's~~CORPORATE ~~Business~~GOVERNANCE ~~and~~AND ~~Operations~~MANAGEMENT

~~Item~~ITEM 15.01 ~~Entry~~ ~~into~~CHANGES aIN ~~Material~~CONTROL ~~Definitive~~OF ~~Agreement~~REGISTRANT.

On ~~November~~January 89, ~~2011~~2012, ~~iVoice~~Jerome Mahoney (“Mahoney”), the former President and ~~Hydra~~controlling shareholder of the Registrant, entered into ana ~~Amended~~Promissory ~~and~~Note ~~Restated~~Exchange Agreement ~~and~~with ~~Plan~~American ofSecurity ~~Merger~~Resources ~~(the~~Corporation (“~~Amended Agreement~~ASRC”), ~~that~~a ~~superseded~~Nevada ~~the~~corporation ~~previously~~with ~~executed~~offices ~~Agreement~~at ~~and~~19 ~~Plan~~Briar ofHollow ~~Merger~~Lane, Suite 125, Houston, Texas 77027, whereby Mahoney transferred a $972,202. ~~Pursuant~~67 Promissory Note that was issued to Mahoney by the ~~terms~~Registrant ofon August 13, 2002 (the ~~Amended~~“iVoice ~~Agreement~~Note”) ~~Hydra,~~to ~~will~~ASRC. In ~~merger~~exchange ~~into~~for the iVoice Note, ASRC issued a ~~wholly~~new ~~owned~~Promissory ~~subsidiary~~Note payable to Mahoney in the principal sum of ~~iVoice~~$972,202.67 ~~iVoice~~(the ~~Innovations,~~“ASRC ~~Inc~~Note”).

InUpon ~~exchange for~~ the ~~common~~above-referenced ~~stock~~Promissory ofNote ~~Hydra~~Exchange, ~~the~~voting ~~sole~~control ~~shareholder~~ of ~~Hydra,~~the ~~American~~Registrant ~~Security~~was ~~Resources~~transferred ~~Corporation~~to (“ASRC”) ~~will~~based ~~receive~~upon 1the ~~million~~convertibility ~~shares~~ of ~~iVoice Series A Preferred Stock (~~the ~~“Preferred~~iVoice ~~Stock”)~~Note ~~with each share of Preferred Stock convertible~~ into ~~153.5~~972,202 shares of iVoice, Inc., Class AB Common ~~Stock~~stock. ~~However,~~These ~~the~~Class ~~Preferred~~B Common Stock ~~will~~shares ~~have~~couldvote nothe ~~voting~~equivalent ~~rights. Pursuant~~of to21,604,488,888 ~~the~~shares ~~Amended~~based ~~Agreement,~~upon the ~~Preferred~~Class ~~Stock~~B ~~will not be delivered~~ to ~~ASRC~~Class ~~until~~A ~~the~~conversion ~~following~~price ~~conditions~~of ~~are~~$.000045, ~~met: (i)~~or ~~Delivery~~70.38% byof ~~Hydra~~ the ~~audited~~total ~~financial~~votes ~~statements~~ of ~~Hydra~~all ~~for~~Class ~~the~~A ~~fiscal year ended December 31, 2010~~ and ~~certain~~Class ~~other~~B ~~conditions set forth on Exhibit C of the Amended Agreement~~shareholders.

OnITEM ~~November 22, 2011, iVoice, Hydra and iVoice Innovations, Inc~~5.,02 aDEPARTURE ~~wholly~~OF ~~owned~~DIRECTORS ~~subsidiary~~OR ofCERTAIN ~~iVoice,~~OFFICERS; ~~entered~~ELECTION ~~into~~OF ~~Amendment~~DIRECTORS; ~~No.~~APPOINTMENT 1OF toCERTAIN ~~the~~OFFICERS; ~~Amended~~COMPENSATORY ~~Agreement~~ARRANGEMENTS ~~(“Amendment~~OF ~~No.~~CERTAIN ~~1”)~~OFFICERS. ~~Pursuant to Amendment No. 1, the Amended Agreement was revised under the various terms:~~

1.On ~~iVoice~~January ~~Innovations~~5, ~~Inc.~~2012, aJerome ~~New~~Mahoney ~~Jersey~~and ~~corporation~~Frank Esser, ~~(“iVoice~~as ~~Innovations”)~~members ~~was~~of ~~added~~the Registrant’s Board of Directors, elected Frank Neukomm, Robert C. Farr, and James Twedt as atheir ~~party~~replacements to serve as the ~~Amended~~Registrant’s ~~Agreement~~Board of Directors, effective upon the resignation of Mssrs. Mahoney and Esser.

2~~. Exhibit C referred to in Section 12 of the Amended Agreement shall hereinafter be referred to as Exhibit D. Exhibit C is attached hereto.~~

3. Section 6(b) was added to the Amended Agreement that specified the deliverables by iVoice and iVoice Innovations to Hydra upon the Closing of the contemplated transaction. This section was originally omitted from the document.SIGNATURES

~~The~~Pursuant ~~foregoing description of the Amended Agreement, Amendment No. 1 and the transactions contemplated thereby does not purport~~ to ~~be complete and is qualified in its entirety by reference to~~ the ~~Amended~~requirements ~~Agreement a copy~~ of ~~which was filed as Exhibit 10.1 to~~ the ~~Current~~Securities ~~Report~~Exchange onAct ~~Form~~of ~~8-K dated November 8~~1934, ~~2011 and~~ the ~~Amendment~~registrant ~~No.~~has 1duly ~~which~~caused isthis ~~filed~~report ~~as Exhibit 10.1~~ to ~~this~~be ~~Current~~signed ~~Report~~ on ~~Form~~its ~~8-K~~behalf ~~dated~~by ~~November~~the ~~22,~~undersigned ~~2011,~~hereunto ~~and~~duly ~~both filings being incorporated herein by reference~~authorized.

Section 2 - Financial Information

	iVoice, Inc.

Date: February 16, 2012	By:	/s/ Frank Neukomm
		Frank Neukomm
		President and Chief Executive Officer

~~Item 2.01 Completion of Acquisition or Disposition of Assets.~~3

On November 30, 2011, the transaction contemplated under the Amended and Restated Agreement and Plan of Merger, as amended, by and among iVoice, iVoice Innovations and Hydra and referenced in Item 1.01 above, closed whereby Hydra merged into iVoice Innovations, a wholly owned subsidiary of iVoice. The details of the transaction are disclosed in Item 1.01 above.

Disclosure of the transaction discussed in Item 2.01 is made voluntarily and the Registrant does not believe that this transaction is an acquisition deemed to involve a significant amount of assets as defined in the Instructions to Item 2.01 of Form 8-K and therefore does not require disclosure.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired. Disclosure of the transaction discussed in Item 2.01 is made voluntarily and the Registrant does not believe that this transaction is an acquisition deemed to involve a significant amount of assets as defined in the Instructions to Item 2.01 of Form 8-K and therefore does not require disclosure.

(d) Exhibits

10.1 Amendment No. 1 to the Amended and Restated Agreement and Plan of Merger by and between iVoice, Inc. and Hydra Fuel Cell Corporation dated November 22, 2011.

SIGNATURE

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.

	iVoice, Inc.
Date: December 6, 2011	By:	/s/ Jerome R. Mahoney
		Jerome R. Mahoney
		President, Secretary and Chief Executive Officer

INDEX OF EXHIBITS

10.1 Amendment No. 1 to the Amended and Restated Agreement and Plan of Merger by and between iVoice, Inc. and Hydra Fuel Cell Corporation dated November 22, 2011.

11.1		Promissory Note Exchange Agreement by and between Jerome Mahoney and American Security Resources Corporation dated January 9, 2012.

11.2		Preferred Stock Exchange Agreement by and among Jerome Mahoney, American Security Resources Corporation and B. Green Innovations, Inc., dated January 9, 2012.

11.3		Affidavit amount of Jerome Mahoney dated January 6, 2012, and Amended Promissory Note (Exhibit A).

11.4		Promissory Note issued by American Security Resources to Jerome Mahoney.

11.5		Unanimous Written Consent in Lieu of Meeting of Directors of iVoice, Inc., dated January 5, 2012.

11.6		Unanimous Written Consent in Lieu of Meeting of Directors of iVoice Innovations, Inc., dated January 5, 2012.

11.7		Letter of Resignation of Jerome Mahoney dated January 5, 2012.

11.8		Letter of Resignation of Frank Esser dated January 6, 2012.

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